McDonald Bryan 4

What Happened
Bryan McDonald, President of Heritage Financial Corp. (HFWA), exercised stock-derived awards on March 16, 2026, converting 4,991 derivative units into common shares at $24.89 per share (gross value ≈ $124,226). To satisfy tax withholding, 939 shares were surrendered (disposed) (value ≈ $23,372), leaving a net delivery of 4,052 shares to McDonald. The filings show the exercise/conversion (transaction code M) and the tax/payment withholding (code F).

Key Details

• Transaction date: 2026-03-16; exercise/conversion price: $24.89 per share.
• Gross shares acquired on exercise: 4,991 shares (≈ $124,226).
• Shares withheld for tax/exercise payment: 939 shares (≈ $23,372). Net shares received: 4,052.
• Footnotes: reference prior RSU grants and omnibus-plan awards (RSU grants Feb 2024/Feb 2025; 2023/2024 Omnibus Equity Plan awards vest one‑third per year).
• Filing: Form 4 filed 2026-03-18 for the 2026-03-16 transaction (appears timely).

Context

• This was an exercise/conversion of derivative awards (code M). The withholding of 939 shares (code F) is a common mechanism to cover tax liability and is not an open-market sale of additional shares.
• Exercises increase insider ownership (after withholding) rather than indicating an outright “buy” or “sell” in the open market—useful to note but do not infer motive.
• Shares owned after the transaction were not included in the provided data.