Item 5.05. Amendments to the Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics.

On July 28, 2020, the Board of Directors of Banner Corporation ("Company") approved an amended Code of Ethics & Business Conduct (the "Code"), which governs the conduct of all officers, directors, and employees of Company and its subsidiaries. The amended Code is effective August 28, 2020, and does not result in any waiver with respect to any officer, director or employee of the Company from any provision of the Code as in effect prior to the Board's action to amend the Code. The Code was amended to clarify that any contracts or special relationships with the Company's Independent Auditors should be pre-cleared by the Company's Chief Audit Executive.

The foregoing summary of the nature of the amendment to the Code is qualified in all respects by the full text of the Code, which is filed herewith as Exhibit 14.1.

In connection with the Board's approval of the amended Code, Craig Miller, General Counsel of the Company, was re-appointed as Ethics Officer of the Company. As Ethics Officer, Mr. Miller will provide reports to the Audit Committee of the Board of Directors regarding ethics and conflict of interest related matters.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

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

14.1 Banner Corporation Code of Ethics & Business Conduct 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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