Heritage Financial (HFWA) grants CFO 2026 PSU and RSU awards

Rhea-AI Filing Summary

Hinson Donald reported acquisition or exercise transactions in this Form 4 filing.

Heritage Financial Corp. EVP and Chief Financial Officer Donald Hinson received new equity awards. On February 25, 2026, he was granted 3,269 Performance Share Units at $27.54 per unit and 3,269 Restricted Stock Units at $27.54 per unit, all held directly.

The Performance Share Units are labeled "PSU Grant 2026" and have three-year cliff vesting, scheduled to vest on March 15, 2029. The Restricted Stock Units, labeled "RSU Grant 2026", vest ratably over three years, with final vesting on March 15, 2029. After these grants, he holds 3,269 units in each award type.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Hinson Donald

(Last) (First) (Middle)

PO BOX 1578

(Street)

OLYMPIA WA 98507

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HERITAGE FINANCIAL CORP /WA/ [ HFWA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVPand Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Share Units(1)	(2)	02/25/2026		A		3,269		03/15/2029(3)	03/15/2029	Common Stock	3,269	$27.54	3,269	D
Restricted Stock Units(4)	(2)	02/25/2026		A		3,269		03/15/2027	03/15/2029(5)	Common Stock	3,269	$27.54	3,269	D

Explanation of Responses:

1. PSU Grant 2026

2. $0.00

3. PSU - 3 year cliff vesting 3/15/2029

4. RSU Grant 2026

5. 3 year ratable vesting with final vesting on March 15, 2029

Remarks:

	/s/ Kaylene Lahn Attorney in Fact for Donald Hinson	02/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did HFWA EVP and CFO Donald Hinson report in this Form 4?

Donald Hinson reported grants of new equity awards. He received 3,269 Performance Share Units and 3,269 Restricted Stock Units, each at $27.54 per unit, as part of his 2026 long-term incentive compensation.

How many Performance Share Units did HFWA grant to CFO Donald Hinson?

He was granted 3,269 Performance Share Units. These PSUs are part of a "PSU Grant 2026" and feature three-year cliff vesting, scheduled to fully vest on March 15, 2029, subject to applicable conditions.

What are the vesting terms of Donald Hinson’s Performance Share Units at HFWA?

The Performance Share Units have three-year cliff vesting. They are scheduled to vest in full on March 15, 2029, meaning no interim vesting occurs before that date under the disclosed terms.

What Restricted Stock Units did HFWA grant to CFO Donald Hinson?

He received 3,269 Restricted Stock Units. This "RSU Grant 2026" vests ratably over three years, with the final installment vesting on March 15, 2029, aligning with the company’s multi-year compensation structure.

At what price were Donald Hinson’s new HFWA equity awards valued?

Both the Performance Share Units and Restricted Stock Units were valued at $27.54 per unit. This price is used for grant valuation purposes for the 3,269 PSUs and 3,269 RSUs reported in the Form 4.

How many HFWA units does Donald Hinson hold after these grants?

After these transactions, he holds 3,269 Performance Share Units and 3,269 Restricted Stock Units. These holdings reflect the total amounts following the 2026 grants reported as directly owned.