Attached files
| file | filename |
|---|---|
| EX-99.8 - EXHIBIT 99.8 - HERITAGE FINANCIAL CORP /WA/ | exhibit998-cashincentiveaw.htm |
| EX-99.7 - EXHIBIT 99.7 - HERITAGE FINANCIAL CORP /WA/ | exhibit997-restrictedstock.htm |
| EX-99.6 - EXHIBIT 99.6 - HERITAGE FINANCIAL CORP /WA/ | exhibit996-nonqualifiedsto.htm |
| EX-99.5 - EXHIBIT 99.5 - HERITAGE FINANCIAL CORP /WA/ | exhibit995-incentivestocko.htm |
| EX-99.4 - EXHIBIT 99.4 - HERITAGE FINANCIAL CORP /WA/ | exhibit994-rsuawardagreeme.htm |
| EX-99.3 - EXHIBIT 99.3 - HERITAGE FINANCIAL CORP /WA/ | exhibit993-restrictedstock.htm |
| EX-99.2 - EXHIBIT 99.2 - HERITAGE FINANCIAL CORP /WA/ | exhibit992-firstamendmentt.htm |
| EX-99.1 - EXHIBIT 99.1 - HERITAGE FINANCIAL CORP /WA/ | hfwafigfeb2017.htm |
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
(Date of earliest event reported):
February 1, 2017
HERITAGE FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
WASHINGTON | 0-29480 | 91-1857900 |
(State or other jurisdiction of incorporation) | (Commission File Number) | IRS Employer Identification No. |
201 Fifth Avenue S.W. Olympia WA | 98501 |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (360) 943-1500
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
ITEM 7.01 – REGULATION FD DISCLOSURE
President and Chief Executive Officer Brian L. Vance and other members of management will be providing an information update to potential investors on a one-on-one basis on February 1-2, 2017 at the FIG Partners 2017 West Coast CEO Forum in Los Angeles, California. Mr. Vance will also be participating on a panel of banking executives.
Attached as Exhibit 99.1 is a copy of the presentation materials that were provided to investors.
ITEM 8.01 – OTHER EVENTS
The 2014 Omnibus Equity Plan and form of award agreements have been amended to conform with an accounting change effective January 1, 2017. The change addresses the withholding for taxes upon release of an award from the minimum statutory withholding to the maximum statutory tax rate for each applicable tax jurisdiction. Additionally, a Cash Incentive form of award agreement was approved by the Board of Directors.
Attached as Exhibit 99.2 is the first amendment to the 2014 Omnibus Equity Plan and Exhibits 99.3 through 99.8 detail the form of award agreements.
ITEM 9.01 – FINANCIAL STATEMENTS AND EXHIBITS*
(d) | Exhibits | ||
The following exhibit is being filed herewith:
99.1 | Heritage Financial Corporation Presentation Materials | |
99.2 | First Amendment to the 2014 Omnibus Equity Plan | |
99.3 | Restricted Stock Unit Form of Award Agreement | |
99.4 | Restricted Stock Unit with Performance Vesting Form of Award Agreement | |
99.5 | Incentive Stock Option Form of Award Agreement | |
99.6 | Nonqualified Stock Option Form of Award Agreement | |
99.7 | Restricted Stock Award Form of Award Agreement | |
99.8 | Cash Incentive Form of Award Agreement | |
* | The information furnished under Item 7.01 and Item 9.01 of this Current Report on Form 8-K, including the exhibit, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liabilities under that Section, nor shall it be deemed incorporated by reference in any registration statement or other filings of Heritage Financial Corporation under the Securities Act of 1933, as amended, except as shall be set forth by specific reference in such filing. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
HERITAGE FINANCIAL CORPORATION | ||
By: | /S/ BRIAN L. VANCE ____________________ | |
Brian L. Vance President and Chief Executive Officer | ||
Dated: February 1, 2017