Heritage Financial (HFWA) EVP nets shares after RSU vesting and tax withholding

Rhea-AI Filing Summary

Heritage Financial Corp EVP Chief Credit Officer Tony Chalfant exercised 1,316 Restricted Stock Units into Common Stock on June 15, 2026 at an indicated price of $28.44 per share. To cover tax obligations, 135 shares of Common Stock were disposed of through a tax-withholding transaction. After these routine compensation-related moves, Chalfant directly holds 23,596 shares of Heritage Financial common stock, and the reported Restricted Stock Unit award has been fully converted with no remaining derivative position.

Insider Trade Summary

1,316 shares exercised/converted

Mixed 3 txns

Insider Chalfant Tony

Role EVP Chief Credit Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	1,316	$28.44	$37K
Exercise	Common Stock	1,316	$28.44	$37K
Tax Withholding	Common Stock	135	$28.44	$4K

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Common Stock — 23,731 shares (Direct, null)

Footnotes (1)

Key Figures

RSUs exercised: 1,316 shares Tax-withholding shares: 135 shares Indicated share price: $28.44 per share +2 more

5 metrics

RSUs exercised 1,316 shares Restricted Stock Units converted into Common Stock on June 15, 2026

Tax-withholding shares 135 shares Shares delivered to satisfy tax liability at $28.44 per share

Indicated share price $28.44 per share Price used for RSU exercise and tax-withholding entries

Common shares held after 23,596 shares Direct ownership following transactions on June 15, 2026

Remaining RSU balance 0.0000 units Restricted Stock Units after full exercise into Common Stock

Key Terms

Restricted Stock Units, tax-withholding disposition, derivative security

3 terms

Restricted Stock Units financial

"security_title: "Restricted Stock Units" with 1,316.0000 shares exercised"

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.

tax-withholding disposition financial

"transaction_action: "tax-withholding disposition" for 135.0000 shares"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

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.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/15/2026 - 06:58 PM Accepted by SEC EDGAR 06/15/2026 - 06:57 PM Learn about SEC filing dates

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^*

Chalfant Tony

(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 Credit Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026

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	06/15/2026		M		1,316	A	$28.44	23,731	D
Common Stock	06/15/2026		F		135	D	$28.44	23,596	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	06/15/2026		M			1,316	06/15/2021	06/15/2026	Common Stock	1,316	$28.44	0	D

Explanation of Responses:

Remarks:

	/s/ Kaylene Lahn Attorney in Fact for Tony Chalfant	06/15/2026
	** 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 EVP Tony Chalfant report?

HFWA EVP Chief Credit Officer Tony Chalfant reported exercising 1,316 Restricted Stock Units into Common Stock and a related tax-withholding disposition of 135 shares. These actions reflect routine equity compensation activity rather than an open-market purchase or sale.

How many Heritage Financial (HFWA) shares did Tony Chalfant acquire?

Tony Chalfant acquired 1,316 shares of Common Stock through the exercise of Restricted Stock Units at an indicated price of $28.44 per share. This transaction is categorized as an exercise or conversion of a derivative security, not an open-market buy.

How many HFWA shares were used for tax withholding in this Form 4?

The Form 4 shows a tax-withholding disposition of 135 shares of Heritage Financial Common Stock at $28.44 per share. This F-code transaction represents shares delivered to satisfy tax liabilities, not a discretionary sale in the open market.

What are Tony Chalfant’s HFWA holdings after these transactions?

After the reported transactions, Tony Chalfant directly holds 23,596 shares of Heritage Financial Common Stock. The underlying Restricted Stock Units associated with this award show a remaining balance of 0.0000, indicating the RSU position has been fully converted into shares.

Were there any remaining derivative securities for HFWA reported by Tony Chalfant?

The data show no remaining derivative securities for this award after the transaction, with the RSU position at 0.0000 units and an empty derivativeSummary. This indicates the 1,316 Restricted Stock Units were fully exercised into Common Stock on the transaction date.