5 unchanged sentences
Management’s report on internal control over financial reporting is set forth on page 106 of this report and is incorporated herein by reference.
−Removed: The effectiveness of the Company’s internal control over financial reporting as of December 31, 2024, has been audited by Moss Adams LLP, an independent registered public accounting firm, as stated in its report, which is set forth on pages 109 - 110 of this report and is incorporated herein by reference.
+Added: The effectiveness of the Company’s internal control over financial reporting as of December 31, 2025, has been audited by Baker Tilly US, LLP, an independent registered public accounting firm, as stated in its report, which is set forth on pages 107 - 108 of this report and is incorporated herein by reference.
(c) Changes in Internal Control over Financial Reporting
4 unchanged sentences
108 TriCo Bancshares 2025 10-K
−Removed: T a ble of Contents
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
23 unchanged sentences
109 TriCo Bancshares 2025 10-K
−Removed: T a ble of Contents
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
13 unchanged sentences
TriCo Bancshares securities registered pursuant to Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.2 of TriCo’s Annual Report on Form 10- K for the year ended December 31, 2023).
−Removed: Form of Change of Control Agreement among TriCo, Tri Counties Bank and each of Dan Bailey, Craig Carney, John Fleshood, Peter Wiese and other executives (incorporated by reference to Exhibit 10.2 to TriCo’s Current Report on Form 8-K filed on April 14, 2021).
+Added: Form of Change of Control Agreement among TriCo, Tri Counties Bank and each of Dan Bailey, Craig Carney, Peter Wiese, Greg Gehlmann and other executives (incorporated by reference to Exhibit 10.2 to TriCo’s Current Report on Form 8-K filed on April 14, 2021).
Amended and Restated Employment Agreement between TriCo, Tri Counties Savings Bank and Richard Smith dated as of April 12, 2021 (incorporated by reference to Exhibit 10.1 to TriCo’s Current Report on Form 8-K filed April 13, 2021).
2 unchanged sentences
2005 Tri Counties Bank Deferred Compensation Plan for Executives and Directors effective January 1, 2005 (incorporated by reference to Exhibit 10.11 to TriCo’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2005).
−Removed: Tri Counties Bank Executive Deferred Compensation Plan restated April 1, 1992, and January 1, 2005 (incorporated by reference to Exhibit 10.9 to TriCo’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2005).
+Added: 10.6 Reserved
Tri Counties Bank Supplemental Retirement Plan for Directors dated September 1, 1987, as restated January 1, 2001, and amended and restated January 1, 2004 (incorporated by reference to Exhibit 10.12 to TriCo’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2004).
5 unchanged sentences
110 TriCo Bancshares 2025 10-K
−Removed: T a ble of Contents
Form of Tri Counties Bank Executive Long Term Care Agreement effective June 10, 2003 between Tri Counties Bank and Craig Carney (incorporated by reference to Exhibit 10.16 to TriCo’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2003).
4 unchanged sentences
TriCo's 2019 Equity Incentive Plan (incorporated by reference to Exhibit 10.26 to TriCo's Annual Report on Form 10-K filed on March 2, 2019).
−Removed: Form of Restricted Stock Unit Agreement and Grant Notice for Non-employee Directors pursuant to TriCo's 2019 Equity Incentive Plan (incorporated by reference to Exhibit 99.1 of TriCo's Quarterly Report on Form 10-Q for the quarter ended June 30, 2019).
+Added: 10.18 Reserved
Form of Restricted Stock Unit Agreement and Grant Notice for Employees pursuant to TriCo's 2019 Equity Incentive Plan (incorporated by reference to Exhibit 99.2 of TriCo's Quarterly Report on Form 10-Q for the quarter ended June 30, 2019).
8 unchanged sentences
Carney (incorporated by reference to Exhibit 10.3 to TriCo's Current Report on Form 8-K filed December 28, 2022).
−Removed: TriCo 2024 Equity Incentive Plan
+Added: TriCo 2024 Equity Incentive Plan (incorporated by reference to Exhibit 10.26 to TriCo's Annual Report on Form 10-K for the year ended December 31, 2024).
Form of Restricted Stock Unit Agreement and Grant Notice for Non-Executives pursuant to TriCo’s 2019 Equity Incentive Plan (incorporated by reference to Exhibit 10.1 of TriCo’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024)
2 unchanged sentences
Form of Performance Award Agreement and Grant Notice for Executives pursuant to TriCo’s 2019 Equity Incentive Plan (incorporated by reference to Exhibit 10.4 of TriCo’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024)
−Removed: TriCo Insider Trading Policy
+Added: Form of Restricted Stock Unit Agreement and Grant Notice for Non-employee Directors pursuant to TriCo's 2024 Equity Incentive Plan [filed herewith]
+Added: Form of Restricted Stock Unit Agreement and Grant Notice for Employees pursuant to TriCo's 2024 Equity Incentive Plan [filed herewith]
+Added: Form of Performance Award Agreement and Grant Notice for Employees pursuant to TriCo's 2024 Equity Incentive Plan [filed herewith]
+Added: Form of Restricted Stock Unit Agreement and Grant Notice for Executives pursuant to TriCo's 2024 Equity Incentive Plan [filed herewith]
+Added: Form of Performance Award and Grant Notice for Executives pursuant to TriCo's 2024 Equity Incentive Plan [filed herewith]
+Added: TriCo Bancshares Key Management Change in Control Severance Plan [filed herewith]
+Added: Form of Participation Agreement for TriCo Bancshares Key Management Change in Control Severance Plan [filed herewith]
+Added: TriCo Insider Trading Policy [filed herewith]
List of Subsidiaries (incorporated by reference to Exhibit 21.1 of TriCo’s Annual Report on Form 10- K for the year ended December 31, 2023).
−Removed: Consent of Moss Adams LLP, Independent Registered Public Accounting Firm
+Added: Consent of Baker Tilly US, LLP, Independent Registered Public Accounting Firm [filed herewith]
Rule 13a-14(a)/15d-14(a) Certification of CEO
1 unchanged sentence
Section 1350 Certification of CEO**
+Added: 111 TriCo Bancshares 2025 10-K
Section 1350 Certification of CFO**
5 unchanged sentences
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document
−Removed: 113 TriCo Bancshares 2024 10-K
−Removed: T a ble of Contents
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document
8 unchanged sentences
112 TriCo Bancshares 2025 10-K
−Removed: T a ble of Contents
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
31 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.