Heritage Financial (HFWA) EVP exercises RSUs, holds 12,908 common shares

Rhea-AI Filing Summary

Heritage Financial Corp (HFWA) executive William Glasby exercised restricted stock units into common shares. On March 16, 2026, he converted 5,291 RSUs into the same number of shares of common stock at a reference price of $24.89 per share.

Of these shares, 1,338 were withheld to cover tax obligations, a non-market disposition, leaving Glasby with 12,908 shares of common stock held directly. The RSUs were granted under the company’s omnibus equity plans and vest over three years, reflecting routine equity-based compensation rather than open-market buying or selling.

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

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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^*

Glasby William

(Last) (First) (Middle)

201 5TH AVE SW

(Street)

OLYMPIA WASHINGTON 98501

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/16/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/16/2026		M		302	A	$24.89	9,257	D
Common Stock	03/16/2026		M		1,824	A	$24.89	11,081	D
Common Stock	03/16/2026		M		1,571	A	$24.89	12,652	D
Common Stock	03/16/2026		M		1,594	A	$24.89	14,246	D
Common Stock	03/16/2026		F		1,338	D	$24.89	12,908	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	$0	03/16/2026		M			302	03/15/2030	03/15/2030	Common Stock	302	$24.89	1,205	D
Restricted Stock Units(1)(2)	$0	03/16/2026		M			1,824	03/15/2025(1)	03/15/2027	Common Stock	1,824	$24.89	1,824	D
Restricted Stock Units	$0	03/16/2026		M			1,571	03/15/2024	03/15/2026	Common Stock	1,571	$24.89	0	D
Restricted Stock Units(3)	$0	03/16/2026		M			1,594	03/15/2026(4)	03/15/2028	Common Stock	1,594	$24.89	3,190	D

Explanation of Responses:

1. Represents award pursuant to 2024 Omnibus Equity Plan; shares vest one third per year over a three year period. Each restricted stock unit represents the right to receive one share of the Issuer's Common Stock upon vesting.

2. RSU Grant February 2024

3. RSU Grant February 2025

4. Represents award pursuant to 2023 Omnibus Equity Plan; shares vest one third per year over a three year period. Each restricted stock unit represents the right to receive one share of the Issuer's Common Stock upon vesting.

Remarks:

	/s/Kaylene Lahn Attorney in Fact for William Glasby	03/18/2026
	** 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)

FAQ

What insider transaction did HFWA executive William Glasby report?

William Glasby reported exercising restricted stock units into Heritage Financial (HFWA) common shares. He converted 5,291 RSUs at a reference price of $24.89, receiving shares as part of his equity compensation rather than through an open-market purchase.

How many Heritage Financial (HFWA) shares did William Glasby receive and retain?

Glasby acquired 5,291 Heritage Financial (HFWA) common shares through RSU exercises. After 1,338 shares were withheld to satisfy tax obligations, he held 12,908 common shares directly, according to the reported post-transaction ownership figure in the filing.

Was there an open-market sale in William Glasby’s HFWA Form 4 filing?

No open-market sale occurred in this HFWA Form 4. The only disposition was 1,338 shares withheld for tax obligations, coded “F,” which reflects payment of taxes on vested equity rather than a discretionary sale into the market.

What type of awards did HFWA’s William Glasby exercise in this transaction?

Glasby exercised restricted stock units (RSUs) in Heritage Financial (HFWA). Each RSU converts into one share of common stock upon vesting, under the company’s omnibus equity plans, with awards typically vesting one-third per year over three years.

Which equity plans governed the RSU awards in HFWA’s insider transaction?

The RSU awards exercised by Glasby were granted under Heritage Financial’s 2023 and 2024 Omnibus Equity Plans. Footnotes explain that these RSUs vest over three years, one-third each year, and each vested unit delivers one share of common stock.

What is William Glasby’s role at Heritage Financial (HFWA) in this Form 4?

In this Form 4, William Glasby is identified as Executive Vice President and Chief Information Officer of Heritage Financial (HFWA). The reported RSU exercises and resulting common stock holdings relate to his executive equity compensation.