CBS Executives Show Quiet Confidence: Phantom‑Stock Buys Keep the Bank’s Stock Stable and Investors on Edge

Insider Activity Focuses on Phantom Stock, Not Common Shares The most recent Form 4 filed by Columbia Banking System Inc. on December 3, 2025 shows owner MACHUCA LUIS purchasing 65 phantom‑stock derivative shares at a valuation of $28.17 each. Phantom‑stock awards are a deferred‑compensation instrument that typically vests only upon the owner’s departure or after a specified period. Because these shares are not actual equity and do not confer voting rights or dividends, the transaction has little immediate impact on the market price or liquidity of CBS’s common shares. For investors, the buy is a signal that Mr Luis is reinforcing his long‑term commitment to the company, but it does not alter the balance sheet or capital structure.

Broader Insider Flow Signals Confidence Amid Volatility Across the February 2 filing, several senior executives—including CEO Stein Clint, EVP Andrew Ognall, and others—executed a mix of buys and sells totaling roughly 200,000 common‑share transactions. This pattern is consistent with a “round‑trip” strategy: executives purchase shares to signal confidence, then sell portions to meet liquidity needs or diversify portfolios. The timing—coinciding with a 7.58 % weekly gain and a 12.42 % yearly upside—suggests insiders believe the stock is still undervalued relative to its 52‑week high of $31.42. For investors, such activity can be interpreted as a bullish endorsement, although the lack of a significant price swing indicates the market has already priced in much of the optimism.

Mr Luis’s Transaction History: A Consistent Phantom‑Stock Player Mr Luis’s historic trades, all in deferred‑compensation phantom stock, show a steady accumulation of 630 shares on November 5 and 668 shares on July 29, 2025, with the current purchase bringing his total to 47,744 shares. Unlike common‑stock trades, phantom‑stock holdings are tied to future performance metrics and vesting schedules. The uniformity of these purchases—always in “buy” transactions and at similar price points around $25‑$27—indicates a disciplined approach to incentive compensation rather than speculative trading. For shareholders, this pattern underscores that Mr Luis’s incentives are aligned with long‑term company performance rather than short‑term stock movements.

What This Means for Investors Going Forward

1. Stable Capital Structure – The absence of large equity issuances or significant dilution suggests CBS’s capital base remains robust, supporting its current dividend and growth plans.
2. Insider Confidence – The mix of buys and sells by senior executives, coupled with Mr Luis’s ongoing phantom‑stock accumulation, points to a belief in the company’s strategic direction and financial health.
3. Limited Volatility – With the stock trading near its upper weekly bound and only $0.28 shy of the 52‑week peak, short‑term price swings are likely to remain modest unless a major catalyst (e.g., regulatory change or regional economic shift) materializes.

Bottom Line For investors, Columbia Banking System Inc. is exhibiting classic “quiet‑confidence” insider activity: senior executives are neither aggressively buying large blocks of common shares nor dumping positions, and the only new purchase is a phantom‑stock award that does not affect share ownership. This signals a measured, long‑term view of the company’s prospects and suggests that the stock remains an attractive, relatively stable addition to a diversified portfolio of financial‑sector equities.