Item 5.02 Departure of Directors or Certain Officer; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) On March 27, 2019, the Compensation Committee of the Board of Directors (the "Board") of Northrim BanCorp, Inc. (the "Company") reviewed and approved amendments to the terms of the Company's Profit Sharing Plan (the "Plan"). On April 23, 2020, the Board formally ratified and adopted the amendments to the Plan, effective as of April 1, 2019. Among others, the amendments to the Plan: establish a profit share target matrix based on employee grade; revise the profit share calculations to fund targets; revise employment and qualification requirements for Plan participants; and revise the requirements relating to limitations on the final Plan allocations and target amounts.

The foregoing description is qualified in its entirety by the full text of the Plan, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.



(a) Financial statements - not applicable
(b) Proforma financial information - not applicable
(c) Shell company transactions - not applicable
(d) Exhibit No.   Description

10.1              Northrim BanCorp, Inc. Profit Sharing Plan.

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