banr8k112112.htm
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


Date of Report (Date of Earliest Event Reported):  November 21, 2012


Banner Corporation
(Exact name of registrant as specified in its charter)
 
Washington 0-26584 91-1691604
(State or other jurisdiction  (Commission File  (I.R.S. Employer 
of incorporation)  Number)  Identification No.) 
                                                                                                                                                                                                  
10 S. First Avenue
Walla Walla, Washington  99362
(Address of principal executive offices and zip code)

(509) 527-3636
(Registrant’s telephone number, including area code)


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))
 
 
 
 
Item 8.01 Other Events.

Banner Corporation (“Company”) the parent company of Banner Bank and Islanders Bank, announced on November 21, 2012 that it intends to redeem the remaining 30,041 shares of its outstanding Fixed Rate Cumulative Perpetual Preferred Stock, Series A (“Series A Preferred Stock”) that were issued under the Troubled Asset Relief Program Capital Purchase Program.  The effective date for the planned redemption will be December 24, 2012.  The shares are being redeemed from third-parties that purchased the Series A Preferred Stock from the United States Department of the Treasury in a modified Dutch auction in March 2012.   Following the planned redemption on December 24, 2012, no shares of the Company's Series A Preferred Stock will remain outstanding.

For additional information, see the Company’s press release furnished as Exhibit 99.1 and incorporated herein by reference.

Item 9.01  Financial Statements and Exhibits

(d)           Exhibits

The following exhibit is being furnished herewith and this list shall constitute the exhibit index:

99.1           Press Release of Banner Corporation dated November 21, 2012.

 
 

 
 
 
 


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.

 
 
BANNER CORPORATION
 
 
 
   
Date:  November 21, 2012  By:     /s/ Lloyd W. Baker                                 
 
           Executive Vice President and 
             Chief Financial Officer