Wilson Kelli Ann 4

What Happened

• Kelli Ann Wilson, EVP & Chief Banking Officer of Heritage Financial Corp (HFWA), exercised or converted a total of 3,818 derivative shares on 2026-03-16 at $24.89 per share (total value of the acquired shares ≈ $95,030). Those shares were immediately disposed (reported as derivative dispositions), and an additional 719 shares were surrendered to cover tax/withholding obligations (reported as payment of exercise price/tax liability, 719 × $24.89 = $17,896). Net effect: no new shares retained from the exercise and a net decrease of 719 shares held.

Key Details

• Transaction date: 2026-03-16; Exercise/conversion price: $24.89 per share.
• Shares exercised/converted (acquired): 490, 530, 1,453, and 1,345 — total 3,818 shares (total ≈ $95,030).
• Shares disposed: same 3,818 shares (dispositions tied to the exercise) plus 719 shares surrendered for taxes (≈ $17,896).
• Shares owned after transaction: Not specified in this filing.
• Footnotes: references to RSU grants (Feb 2024 and Feb 2025) under the 2023 and 2024 Omnibus Equity Plans; awards vest one-third per year. The F-code entry reflects tax/withholding on the vest/exercise.
• Timeliness: Reported on 2026-03-18 for a 2026-03-16 transaction — filed within the typical two-business-day Form 4 window (not marked late).

Context

• The filing shows an exercise/conversion reported with immediate dispositions — consistent with a cashless exercise or share netting to cover exercise costs and taxes. Such transactions can be routine (to realize vested value or settle tax obligations) and do not necessarily indicate a change in the insider’s market view.