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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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| Date of Report (Date of Earliest Event Reported): |
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August 22, 2025 |
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Northrim BanCorp, Inc.
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(Exact name of registrant as specified in its charter)
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| Alaska |
0-33501 |
92-0175752 |
________________________ (State or other jurisdiction |
_____________ (Commission |
_________________ (I.R.S. Employer |
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File Number) |
Identification No.) |
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| 3111 C Street, |
Anchorage, |
Alaska |
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99503 |
___________________________________ (Address of principal executive offices) |
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___________ (Zip Code) |
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| Registrant’s telephone number, including area code: |
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907- |
562-0062 |
Not Applicable
___________________________________________________
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act: None
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| TITLE OF EACH CLASS |
TRADING SYMBOL |
NAME OF EXCHANGE |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.126-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.
(b) On August 22, 2025, Northrim BanCorp, Inc. (the “Company”) and its wholly owned subsidiary, Northrim Bank (the “Bank”) announced that Joseph M. Schierhorn intends to retire from his position as a director of the Company and the Bank and his position as the Chairman of the Board of Directors of the Company and Chairman of the Board of Directors of the Bank effective as of December 31, 2025. Mr. Schierhorn’s retirement from his position as a director of the Company and the Bank is not due to any disagreement between Mr. Schierhorn and the Company or the Bank on any matter relating to the Company's or the Bank’s operations, policies, or practices.
The Company also announced that Michael G. Huston will assume the duties of Chairman of the Board of Directors of both the Company and the Bank effective January 1, 2026. Mr. Huston will continue to serve as the President, Chief Executive Officer and Chief Operating Officer of the Company and as President and Chief Executive Officer of the Bank.
A copy of the press release issued by the Company on August 22, 2025 is attached as Exhibit 99.1 to this current report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements – not applicable
(b) Proforma financial information – not applicable
(c) Shell company transactions – not applicable
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| (d) Exhibit No. |
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Description |
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| 99.1 |
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Press Release dated August 22, 2025 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Northrim BanCorp, Inc. |
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| August 22, 2025 |
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By: |
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/s/ Jed W. Ballard |
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Name: Jed W. Ballard |
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Title: EVP, Chief Financial Officer |
Exhibit Index
EX-99.1
2
exhibit991schierhornretire.htm
EX-99.1
Document
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| Contact: |
Mike Huston, President, CEO, and COO |
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(907) 261-8750 |
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Jed Ballard, Chief Financial Officer |
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(907) 261-3539 |
Northrim BanCorp, Inc. Announces Board Chair Change;
Huston to Succeed Schierhorn as Chairman of the Board
ANCHORAGE, AK — August 22, 2025 —At yesterday’s board of directors (“Board”) meeting, Joe Schierhorn announced his retirement from Northrim BanCorp, Inc. (Nasdaq: NRIM) (“Northrim” or the “Company”) effective as of December 31, 2025. As part of its continuing succession plan, the Board announced that Mike Huston, current President & CEO, will succeed Mr. Schierhorn as Chairman of the Board of Northrim Bank (the “Bank”) and Company on January 1, 2026, in addition to his current responsibilities. Mr. Huston has been with the Company since 2017 serving as President since 2022 and President and CEO since 2024.
"It has been an honor to be part of the Bank since its inception. We have invested in Alaska, connected with our community and created a culture of customer first service and I know the organization will continue to do so going forward," said Schierhorn. I am retiring with the confidence that Northrim will continue to be a vibrant and growing part of our community. Mike has brought a wealth of experience to the organization. His collaborative leadership style has resulted in growth and success throughout the Bank. He continuously exhibits a commitment to our customers, employees and the communities we serve.”
Mr. Schierhorn’s professional career began at Alaska Pacific Trust and has spanned over 40 years within Alaska. He is a charter employee of the Bank, starting as the Bank’s Commercial Loan Officer and Regulatory Compliance Manager in 1990. He served as Chief Financial Officer, Chief Operating Officer and finally President and Chief Executive Officer of the Bank. He has served as the Chairman of the Board and Company since 2018. He also served as Lead Director, Audit Committee Chair on the board of Pacific Wealth Advisors, LLC and as Director for Pacific Portfolio Trust Co. since 2017.
“The Board recognizes that the Company and Bank have benefited from Mr. Schierhorn’s vision, financial and business knowledge and community leadership through many years of dedicated service. His hard work, integrity, and commitment have made a lasting impact, and will ensure the long-term success of our company,” notes Northrim Bank President & CEO Mike Huston. “We will miss Joe’s leadership at the Bank but know that he will continue to be an advocate for all Alaska and we are proud to have worked with him at Northrim.”
Mr. Schierhorn has been a prominent Alaska business and civic leader. He was inducted into the Alaska Business Hall of Fame in 2025 and is a Diamond Donor within the Leadership Council of the United Way of Anchorage. He has held significant leadership roles and board positions for State and local organizations including the Alaska Bankers Association, Pacific Bankers Management Institute (representing the Pacific Coast Banking School), Federal Reserve Bank of San Francisco Twelfth District Community Deposit Institutions Advisory Council, Anchorage Chamber of Commerce, Anchorage Rotary Club, United Way of Anchorage, Resource Development Council of Alaska, KEEP Alaska Competitive, and Seawolf 5th Line.
About Northrim BanCorp
Northrim BanCorp, Inc. is the parent company of Northrim Bank, an Alaska-based community bank with 20 branches throughout the state and differentiates itself with its detailed knowledge of Alaska’s economy and its “Customer First Service” philosophy. The Bank has two wholly-owned subsidiaries, Sallyport Commercial Finance, LLC, a specialty finance company and Residential Mortgage, LLC, a regional home mortgage company. Pacific Wealth Advisors, LLC is an affiliated company.
www.northrim.com
Note Transmitted on GlobeNewswire on August 22, 2025, at 12:15 pm Alaska Standard Time.