Heritage Financial Corporation filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits
$HFWA
Banks
Finance
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities and Exchange Act of 1934
Date of Report (Dated of earliest event reported): December 19, 2025
(Exact name of registrant as specified in its charter)
Commission File Number 000-29480
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(d) Appointment of New Director
On December 18, 2025, the Board of Directors (the “Board”) of Heritage Financial Corporation (“Heritage”), upon the recommendation of the Governance and Nominating Committee of the Board, approved the appointment of Scott T. Allan, age 60, to the Board, effective January 1, 2026. In addition, Mr. Allan was appointed to the Board of Directors of Heritage’s wholly-owned banking subsidiary, Heritage Bank, effective January 1, 2026. Mr. Allan will serve on the Audit and Risk and Technology Committees of the Board. The Board has determined that Mr. Allan is an independent director under the applicable listing standards of the Nasdaq Stock Market.
For further information concerning Mr. Allan’s background, reference is made to the press release dated December 19, 2025, which is attached hereto as Exhibit 99.1 and incorporated herein by reference.
There are no family relationships between Mr. Allan and any director or other executive officer of Heritage or its subsidiaries and Mr. Allan was not appointed as a director pursuant to any arrangement or understanding with any person. Mr. Allan has not engaged in any transactions with Heritage or its subsidiaries that would be reportable as related party transactions under the rules of the Securities and Exchange Commission (the “SEC”).
Mr. Allan will participate in Heritage’s standard non-employee director compensation arrangements, as described under “Director Compensation” in Heritage’s definitive proxy statement filed with the SEC on March 21, 2025, which description is incorporated herein by reference, as such arrangements may be amended from time to time.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit 99.1 | |||||||||||
| Exhibit 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | ||||||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| HERITAGE FINANCIAL CORPORATION | ||||||||
| Date: | ||||||||
December 19, 2025 | /S/ Bryan D. McDonald | |||||||
| Bryan D. McDonald | ||||||||
| President and Chief Executive Officer | ||||||||