Heritage Financial Corporation

05/08/2026 | Press release | Distributed by Public on 05/08/2026 08:30

Proxy Results (Form 8-K)

Item 5.07 Submission of Matters to a Vote of Security Holders
(a)The annual meeting of shareholders (the "Annual Meeting") of Heritage was held on May 7, 2026.
(b)There were a total of 41,131,100 shares of Heritage's common stock outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 35,533,585 shares of common stock were represented in person or by proxy, therefore a quorum was present. The following proposals were submitted by the Board to a vote of shareholders:
Proposal 1. Election of Directors. The following individuals were elected as directors for one-year terms:
FOR AGAINST ABSTAIN BROKER NON-VOTES
Scott T. Allan 33,115,522 9,499 13,145 2,395,419
Brian S. Charneski 32,693,760 433,215 11,191 2,395,419
Trevor D. Dryer 33,078,349 46,641 13,176 2,395,419
Kimberly T. Ellwanger 32,821,767 305,405 10,994 2,395,419
Gail B. Giacobbe 33,082,696 38,606 16,864 2,395,419
Jeffrey S. Lyon 32,815,054 311,890 11,222 2,395,419
Bryan D. McDonald 32,941,835 186,253 10,078 2,395,419
Frederick B. Rivera 32,868,747 258,228 11,191 2,395,419
Karen R. Saunders 33,095,057 32,084 11,025 2,395,419
Brian L. Vance 32,696,144 431,944 10,078 2,395,419
Ann Watson 32,874,955 253,112 10,099 2,395,419
Based on the votes set forth above, the above-named directors were duly elected to serve as directors of Heritage for a one-year term expiring at the annual meeting of shareholders in 2027 and until their respective successors have been duly elected and qualified.
Proposal 2. Advisory (non-binding) approval of the compensation paid to Heritage's named executive officers. This proposal received the following votes:
FOR AGAINST ABSTAIN BROKER NON-VOTES
32,397,946 645,154 95,066 2,395,419
Based on the votes set forth above, the compensation paid to the named executive officers was approved by shareholders. Heritage presents annually an advisory vote on the compensation paid to Heritage's named executive officers.
Proposal 3. Ratification of the appointment of Crowe LLP as Heritage's independent registered public accounting firm for the year ending December 31, 2026. This proposal received the following votes:
FOR AGAINST ABSTAIN BROKER NON-VOTES
35,455,405 66,701 11,479 -
Based on the votes set forth above, the appointment of Crowe LLP as Heritage's independent registered public accounting firm for the year ending December 31, 2026 was duly ratified by the shareholders.
Heritage Financial Corporation published this content on May 08, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on May 08, 2026 at 14:30 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]