Heritage Financial (HFWA) director converts 2,218 RSUs into common stock holdings

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

HERITAGE FINANCIAL CORP (HFWA) director Brian L. Vance exercised equity awards into common shares. On May 1, 2026, he exercised 2,218 Restricted Stock Units at $27.61 per share, receiving the same number of Common Stock shares. After the transaction, he directly holds 102,342 Common Stock shares, and the reported Restricted Stock Unit position is reduced to zero. The filing shows no open-market sale, only a conversion of derivative securities into common shares.

Insider Trade Summary

2,218 shares exercised/converted

Mixed 2 txns

Insider VANCE BRIAN L

Role null

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	2,218	$27.61	$61K
Exercise	Common Stock	2,218	$27.61	$61K

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Common Stock — 102,342 shares (Direct, null)

Footnotes (1)

Key Figures

Shares exercised: 2,218 shares Exercise price: $27.61 per share Post-transaction holdings: 102,342 shares +2 more

5 metrics

Shares exercised 2,218 shares Restricted Stock Units converted to common stock on May 1, 2026

Exercise price $27.61 per share Reference transaction price per share for RSU conversion

Post-transaction holdings 102,342 shares Common Stock directly owned after the Form 4 transactions

RSUs exercised 2,218 units Restricted Stock Units derivative position reduced to zero

Conversion price $0.00 exercise price Conversion or exercise price for the Restricted Stock Units

Key Terms

Restricted Stock Units, derivative security, Form 4

3 terms

Restricted Stock Units financial

"security_title: "Restricted Stock Units" and underlying_security_title: "Common Stock""

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

derivative security financial

"transaction_code_description: "Exercise or conversion of derivative security""

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

Form 4 regulatory

"INSIDER FILING DATA (Form 4): { "issuerName": "HERITAGE FINANCIAL CORP /WA/""

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Form 4 Insider Transactions: What Each Field Means →

05/04/2026 - 12:16 PM

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^*

VANCE BRIAN L

(Last)

(First)

(Middle)

PO BOX 1578

(Street)

OLYMPIA

WASHINGTON

98507

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026

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

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/01/2026		M		2,218	A	$27.61	102,342	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	$0	05/01/2026		M			2,218	05/01/2026	05/01/2026	Common Stock	2,218	$27.61	0	D

Explanation of Responses:

Remarks:

	/s/ Kaylene Lahn Attorney in Fact for Brian Vance	05/04/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did HFWA director Brian L. Vance report?

Brian L. Vance reported exercising Restricted Stock Units into common shares. He converted 2,218 Restricted Stock Units at $27.61 per share into 2,218 shares of Heritage Financial common stock, reflecting an acquisition of shares rather than an open-market sale.

How many HFWA common shares did Brian L. Vance acquire in this Form 4?

He acquired 2,218 shares of Heritage Financial common stock. These shares came from exercising 2,218 Restricted Stock Units at a reference price of $27.61 per share, increasing his direct common stock holdings as disclosed in the Form 4 filing.

What are Brian L. Vance’s HFWA holdings after this transaction?

After the transaction, Brian L. Vance directly holds 102,342 shares of Heritage Financial common stock. The Form 4 also shows his reported Restricted Stock Unit position from this award is now zero, indicating the derivative security was fully exercised.

Did Brian L. Vance sell any HFWA shares in this Form 4 filing?

No sales were reported in this filing. The Form 4 shows an exercise or conversion of 2,218 Restricted Stock Units into 2,218 common shares, with no open-market sale codes or tax-withholding dispositions disclosed in the transaction summary.

What does the M transaction code mean in the HFWA Form 4?

The M code indicates an exercise or conversion of a derivative security. In this case, 2,218 Restricted Stock Units were converted into 2,218 shares of Heritage Financial common stock, with the transaction categorized as a derivative exercise rather than a market purchase or sale.