Heritage Financial Corporation is progressing with its planned merger with Olympic Bancorp, parent of Kitsap Bank, and has shared an integration timeline for employees. A change in control, when Kitsap Bank will legally become part of Heritage Bank, is targeted for January 31, 2026, but customers are expected to see no changes until systems are combined.
The core system conversion to Heritage Bank’s Fiserv DNA platform is targeted for September 18, 2026, at which point Kitsap customers will move to Heritage products and services and receive detailed guides and regulatory disclosures. Until conversion, all loans and deposits will remain on legacy systems and access to Heritage’s core system will be restricted.
Heritage plans to retain the Kitsap Bank name in most locations while gradually introducing an updated visual identity tied to the Heritage brand. The communication also highlights forward-looking statement risks, including the possibility the merger may not close, integration challenges, regulatory and shareholder approvals, and dilution from issuing Heritage common stock. A Form S-4 registration statement with a joint proxy statement/prospectus will be filed for shareholder votes.
Heritage Financial Corporation is preparing for a virtual special shareholder meeting on January 21, 2026 to consider its planned acquisition of Olympic Bancorp, Inc. Shareholders are being mailed a proxy statement/prospectus and proxy card starting December 12, 2025, with instructions to vote, access materials online, or request paper copies.
The board is recommending a FOR vote on issuing Heritage common stock to complete the merger with Olympic Bancorp and on a proposal that would allow adjournment of the meeting to solicit additional proxies if needed. The communication explains how registered and beneficial owners will receive and return proxy cards and stresses that brokerage proxy cards must be returned through the proper channels.
The report also includes extensive forward-looking statement and risk disclosures, outlining uncertainties that could affect completion and integration of the merger, including shareholder approvals, regulatory approvals, integration challenges and potential dilution from issuing additional Heritage common stock. It notes that Heritage will file a Form S-4 registration statement with a joint proxy statement/prospectus, which shareholders are advised to read when available.
Heritage Financial Corp. (HFWA) reported an insider stock transaction by its President on a Form 4. On 11/20/2025, the officer acquired 19,106 shares of common stock in a transaction coded "P" (a purchase) at a price of $22.32 per share.
Following this purchase, the President beneficially owned 31,363 shares, held indirectly through a 401(k) plan. This filing reflects a change in the executive’s equity holdings and provides transparency into insider ownership.
HFWA reported stronger year-to-date results for the nine months ended September 30, 2025. Net income was $10,115, up from $5,037 a year ago, as lower interest expense and a credit loss reversal of $429 lifted earnings. Basic earnings per share rose to $63.50 from $31.62.
Net interest income increased to $38,106 from $36,197, while total non-interest income rose to $12,593 from $8,938, aided by higher “other” income and gains on asset sales. Non-interest expense grew to $39,062 from $36,515. Book value per share improved to $897.96 and tangible book value per share to $790.57.
The balance sheet shows total assets of $1,667,890. Net loans increased to $893,790 and total deposits to $1,420,746. Borrowings declined, with Federal Home Loan Bank advances and other borrowed money at $30,000 versus $128,540 a year earlier. Accumulated other comprehensive loss narrowed to $(48,141), and total shareholders’ equity rose to $143,026.
Heritage Financial (HFWA) reported stronger Q3 2025 results. Net income rose to $19,169 and diluted EPS was $0.55. Net interest income increased to $57,371 as deposit and borrowing costs eased versus last year, while the provision for credit losses was $1,775. Noninterest income improved to $8,325, helped by the absence of security sale losses seen in the prior year period.
For the nine months, net income reached $45,295. On the balance sheet, total deposits were $5,857,464 and borrowings declined to $138,000 from $383,000 at year-end. Stockholders’ equity increased to $904,064, aided by an improvement in accumulated other comprehensive loss to $(33,446). Loans receivable, net were $4,715,186. The report also references a proposed merger with Olympic in the risk and overview sections.
Heritage Financial Corporation filed a Form 8-K announcing third quarter 2025 results and providing related investor materials. The company also declared a regular quarterly cash dividend of $0.24 per common share, payable on November 19, 2025 to shareholders of record as of November 5, 2025.
The earnings press release is furnished as Exhibit 99.1, and an investor presentation reviewed during the October 23, 2025 conference call is furnished as Exhibit 99.2. The information under Items 2.02 and 7.01 is being furnished, not filed, under the Exchange Act.
Heritage Financial Corporation (HFWA) reported that it issued a press release announcing its third quarter 2025 results and declared a regular quarterly cash dividend of $0.24 per common share.
The dividend is payable on November 19, 2025 to shareholders of record as of November 5, 2025. The company also made available an investor presentation reviewed in conjunction with its earnings release conference call on October 23, 2025. The press release (Exhibit 99.1) and investor presentation (Exhibit 99.2) were furnished with the report.
Heritage Financial Corporation (HFWA) has entered into a definitive merger agreement to acquire the Target and merge the Target's wholly-owned banking subsidiary, Kitsap Bank, into Heritage Bank. As of June 30, 2025 the Target reported approximately $1.7 billion in total assets, $941.0 million in total loans and $7.1 billion in total deposits. Kitsap Bank's branches will become Heritage Bank branches at closing.
The agreement contains customary representations, covenants and closing conditions, restrictions on certain activities pending closing, and a $7,000,000 termination fee payable in specified circumstances. The parties expect to complete the merger in the first quarter of 2026, subject to regulatory and shareholder approvals and other customary closing conditions.
Heritage Financial Corporation (HFWA) Q2 2025 condensed highlights. Total assets were $7,070,641k at June 30, 2025 versus $7,106,278k at December 31, 2024. Total deposits grew to $5,784,413k from $5,684,613k. Loans receivable, net were $4,722,326k. Cash and cash equivalents totaled $254,096k. Stockholders' equity was $888,212k and outstanding common shares were 33,953,194 as of July 31, 2025.
Operating results. For the three months ended June 30, 2025, net interest income was $54,983k and net income was $12,215k ($0.36 basic EPS) versus $14,159k ($0.41) in Q2 2024. Six months ended June 30, 2025 net income was $26,126k ($0.77 basic) versus $19,907k ($0.58) YTD 2024. Provision for credit losses was $956k for Q2 2025. Noninterest income included a net loss on sale of investment securities of $6,854k in Q2 2025, while other comprehensive income improved AOCI to $(37,189)k from $(55,244)k year-end 2024.
Victory Capital Management, Inc., a New-York-based registered investment adviser, has filed a Schedule 13G reporting passive ownership of 2,406,061 shares of Heritage Financial Corp. (HFWA) common stock as of 30 June 2025. The holding represents 7.05 % of HFWA’s outstanding shares, crossing the 5 % threshold that triggers a beneficial-ownership disclosure.
The filer reports sole voting power over 2,388,990 shares and sole dispositive power over the full 2,406,061 shares; no shares are held with shared voting or dispositive authority. Victory states the position was acquired and is held in the ordinary course of business and does not seek to influence control of the bank holding company. The certification section reiterates the passive nature of the investment and compliance with applicable U.S. and foreign regulatory regimes.
This disclosure signals increased institutional participation in HFWA’s equity base but does not, by itself, indicate any change in corporate strategy or governance.