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FOR IMMEDIATE RELEASE
DATE: April 23, 2026

Heritage Financial Announces First Quarter 2026 Results and Declares Regular Cash Dividend of $0.24 Per Share

First Quarter 2026 Highlights
Net income was $18.9 million, or $0.48 per diluted share, compared to $22.2 million, or $0.65 per diluted share for the fourth quarter of 2025.
Excluding merger-related costs, net income was $0.59 per adjusted diluted share(1), compared to $0.66 per adjusted diluted share(1) in the fourth quarter of 2025.
Net interest margin increased to 3.96%, an increase of 24 basis points from 3.72% for the fourth quarter of 2025.
Yield on loans increased to 5.73%, an increase of 19 basis points from 5.54% for the fourth quarter of 2025.
Cost of interest bearing deposits decreased to 1.71%, from 1.83% for the fourth quarter of 2025.
Declared a regular cash dividend of $0.24 per share on April 22, 2026.
Completed the acquisition of Olympic Bancorp, Inc. ("Olympic") on January 31, 2026.


Olympia, WA - Heritage Financial Corporation (Nasdaq GS: HFWA) (the “Company," ”we," or "us"), the parent company of Heritage Bank (the "Bank"), today reported net income of $18.9 million for the first quarter of 2026, compared to $22.2 million for the fourth quarter of 2025 and $13.9 million for the first quarter of 2025. Diluted earnings per share were $0.48 for the first quarter of 2026, compared to $0.65 for the fourth quarter of 2025 and $0.40 for the first quarter of 2025. Adjusted diluted earnings per share(1) were $0.59 for the first quarter of 2026, compared to $0.66 for the fourth quarter of 2025 and $0.49 for the first quarter of 2025.

Bryan McDonald, President and Chief Executive Officer of the Company, commented, "We successfully closed our strategic acquisition of Olympic Bancorp during the first quarter. This acquisition provides us with a stronger market position in the Puget Sound region, and has contributed to our improved profitability and net interest margin in the quarter. We are on track to complete the system conversion by the end of the third quarter 2026 at which time we will begin to recognize further cost savings, which aligns with our original timeline.”

“We are pleased with our operating results for the first quarter and remain focused on maintaining our strong banking organization with sustainable growth and prudent risk management which allows us to generate strong capital returns for our shareholders.”









(1) Represents a non-GAAP financial measure. See “Non-GAAP Financial Measures” section for a reconciliation to the comparable GAAP financial measure.
1


Financial Highlights
The following table provides financial highlights as of the dates and for the periods indicated:
As of or for the Quarter Ended
March 31,
2026
December 31,
2025
March 31,
2025
(Dollars in thousands, except per share amounts)
Net income$18,947 $22,237 $13,911 
Diluted earnings per share0.48 0.65 0.40 
Adjusted diluted earnings per share(1)
0.59 0.66 0.49 
Return on average assets(2)
0.97 %1.27 %0.79 %
Return on average common equity(2)
7.32 9.68 6.51 
Return on average tangible common equity(1)(2)
11.14 13.33 9.22 
Adjusted return on average tangible common equity(1)(2)
13.36 13.51 11.21 
Net interest margin(2)
3.96 3.72 3.44 
Cost of total deposits(2)
1.25 1.32 1.38 
Efficiency ratio72.6 62.5 71.9 
Adjusted efficiency ratio(1)
63.3 61.5 66.8 
Noninterest expense to average total assets(2)
2.89 2.37 2.36 
Adjusted noninterest expense to average total assets(1)(2)
2.52 2.33 2.35 
Total assets$8,498,404 $6,967,350 $7,129,862 
Loans receivable
5,722,238 4,783,266 4,764,848 
Total deposits7,248,537 5,920,199 5,845,335 
Loan to deposit ratio(3)
78.9 %80.8 %81.5 %
Book value per share$27.05 $27.13 $25.85 
Tangible book value per share(1)
19.07 19.98 18.70 
(1) Represents a non-GAAP financial measure. See “Non-GAAP Financial Measures” section for a reconciliation to the comparable GAAP financial measure.
(2) Annualized.
(3) Loans receivable divided by total deposits.

Acquisition of Olympic Bancorp, Inc. (the "Merger")
On January 31, 2026, the Company completed the acquisition of Olympic, the holding company for Kitsap Bank. As of the acquisition date, Olympic was merged with and into Heritage and Kitsap Bank was merged with and into Heritage Bank.
Pursuant to the Agreement and Plan of Merger, each issued and outstanding share of Olympic capital stock was exchanged for 45.0 shares of Heritage common stock, with cash paid in lieu of fractional shares. After the Merger was completed, based on the number of issued and outstanding shares of Olympic capital stock on January 30, 2026 (the trading day immediately preceding the completion of the Merger), 7,167,600 shares of Heritage common stock were issued as Merger consideration. Based on the closing price of Heritage common stock on Nasdaq as of January 30, 2026 of $25.81, the Merger consideration that an Olympic shareholder was entitled to receive for each share of Olympic capital stock owned had a value of $1,161.45 with an aggregate transaction value of approximately $185.0 million.
Acquisition Accounting
The Merger was accounted for using the acquisition method. Accordingly, Heritage’s cost to acquire Olympic was allocated to the assets (including identifiable intangible assets) and the liabilities at their respective estimated fair values as of the acquisition date. The excess of the purchase price over the fair value of the net assets acquired was allocated to goodwill.
Heritage adopted Financial Accounting Standards Board Accounting Standards Update 2025-08 as of January 1, 2026. Under the updated guidance, the acquired financial assets were classified as either Purchased Credit Deteriorated ("PCD"), loans that have experienced more than insignificant credit deterioration since origination, or Purchased Seasoned Loans ("PSLs"). Per ASC 326-20-30-16, all loans that are acquired as part of a business combination accounted for using the acquisition method in accordance with Subtopic 805-20 that do not meet the definition of a PCD loan are determined to be PSLs. Under both classifications, the gross-up approach is applied whereby the estimated allowance for credit loss as of the acquisition date is added back to the fair value to determine the gross amortized cost basis.
Fair values on the acquisition date are preliminary and represent management’s best estimates based on available information and facts and circumstances in existence on the acquisition date. Fair values are subject to refinement for up to one year after the closing date of the acquisition as additional information regarding the closing date fair values becomes available.
2


The following table provides the estimated fair value of the assets acquired and liabilities assumed at the Merger date of January 31, 2026:
(dollars in thousands)
Total Merger consideration$184,996 
Assets
Cash and cash equivalents155,167 
Investment securities311,979 
Loans receivable954,300 
Allowance for credit losses on loans(9,339)
Loans receivable, net944,961 
Premises and equipment, net27,437 
Federal Home Loan Bank stock, at cost999 
Bank owned life insurance37,734 
Accrued interest receivable4,253 
Prepaid expenses and other assets19,634 
Other intangible assets, net50,305 
Total assets1,552,469 
Liabilities
Deposits1,388,996 
Accrued expenses and other liabilities16,567 
Total liabilities1,405,563 
Fair value of net assets acquired146,906 
Goodwill acquired38,090 

Total Assets
The Company’s total assets increased $1.53 billion, or 22.0%, to $8.50 billion at March 31, 2026 from $6.97 billion at December 31, 2025 primarily as a result of the Merger. Assets acquired, including goodwill, from the Merger totaled $1.59 billion at the closing date of January 31, 2026.
Investment Securities
Total investment securities increased $387.8 million, or 30.3%, to $1.67 billion at March 31, 2026, from $1.28 billion at December 31, 2025. The increase was primarily due to the Merger, with acquired balances of $312.0 million. The Company repositioned a portion of the portfolio acquired in the Merger during the first quarter of 2026, with sales of $193.5 million and purchases of $315.9 million. Purchases exceeded sales in the repositioning due to the investment of excess cash acquired in the Merger, which was a result of the sale of securities by Olympic during the month preceding the Merger. Investment maturities and repayments totaled $44.5 million during the first quarter of 2026.
The following table summarizes the composition of the Company's investment securities portfolio at the dates indicated:
 March 31, 2026December 31, 2025Change
 Balance% of
Total
Balance% of
Total
$%
 (Dollars in thousands)
Investment securities available for sale, at fair value:
U.S. government and agency securities$11,861 0.7 %$11,702 0.9 %$159 1.4 %
Municipal securities63,972 3.8 51,423 4.0 12,549 24.4 
Residential CMO and MBS(1)
497,228 29.8 275,268 21.5 221,960 80.6 
Commercial CMO and MBS(1)
396,816 23.7 252,164 19.7 144,652 57.4 
Corporate obligations11,580 0.7 10,532 0.8 1,048 10.0 
Other asset-backed securities19,691 1.2 6,433 0.5 13,258 206.1 
Total$1,001,148 59.9 %$607,522 47.4 %$393,626 64.8 %
3


 March 31, 2026December 31, 2025Change
 Balance% of
Total
Balance% of
Total
$%
 (Dollars in thousands)
Investment securities held to maturity, at amortized cost:
U.S. government and agency securities$151,341 9.1 %$151,319 11.8 %$22 — %
Residential CMO and MBS(1)
213,096 12.8 217,707 17.0 (4,611)(2.1)
Commercial CMO and MBS(1)
303,826 18.2 305,081 23.8 (1,255)(0.4)
Total$668,263 40.1 %$674,107 52.6 %$(5,844)(0.9)%
Total investment securities$1,669,411 100.0 %$1,281,629 100.0 %$387,782 30.3 %
    (1) U.S. government agency and government-sponsored enterprise CMO and MBS.

Loans Receivable
Loans receivable increased $939.0 million, or 19.6%, during the first quarter of 2026 due primarily to loans acquired in the Merger. New loans funded during the first quarter of 2026 were $97.0 million, which was lower than new loans funded during the fourth quarter of 2025 of $173.1 million and in line with new loans funded during the first quarter of 2025 of $95.8 million. Loan prepayments were similar to the prior quarter at $72.5 million, compared to $77.2 million during the fourth quarter of 2025. Loan payoffs decreased to $46.5 million, compared to $74.5 million in the prior quarter.
The following table summarizes the composition of acquired loans at the Merger date of January 31, 2026:
January 31, 2026
Balance% of Total
Merger - Loan Composition
(Dollars in thousands)
Commercial business:
Commercial and industrial$251,819 26.4 %
Owner-occupied CRE
172,141 18.0 %
Non-owner occupied CRE414,899 43.5 %
Total commercial business838,859 87.9 %
Residential real estate
11,703 1.2 %
Real estate construction and land development:
Residential
26,765 2.8 %
Commercial and multifamily
35,894 3.8 %
Total real estate construction and land development62,659 6.6 %
Consumer41,079 4.3 %
Loans receivable954,300 100.0 %

The following table summarizes the Company's loans receivable at the dates indicated:
March 31, 2026December 31, 2025Change
Balance% of TotalBalance% of Total$%
(Dollars in thousands)
Commercial business:
Commercial and industrial$1,059,457 18.5 %$818,000 17.1 %$241,457 29.5 %
Owner-occupied CRE
1,213,585 21.2 1,034,829 21.6 178,756 17.3 
Non-owner occupied CRE2,466,417 43.1 2,057,844 43.0 408,573 19.9 
Total commercial business4,739,459 82.8 3,910,673 81.7 828,786 21.2 
Residential real estate
361,384 6.3 358,834 7.5 2,550 0.7 
4


March 31, 2026December 31, 2025Change
Balance% of TotalBalance% of Total$%
(Dollars in thousands)
Real estate construction and land development:
Residential
123,409 2.2 95,350 2.0 28,059 29.4 
Commercial and multifamily
288,493 5.0 247,975 5.2 40,518 16.3 
Total real estate construction and land development411,902 7.2 343,325 7.2 68,577 20.0 
Consumer209,493 3.7 170,434 3.6 39,059 22.9 
Loans receivable$5,722,238 100.0 %$4,783,266 100.0 %$938,972 19.6 

Deposits
Total deposits increased $1.33 billion, or 22.4%, to $7.25 billion at March 31, 2026 from $5.92 billion at December 31, 2025 due primarily to deposits acquired in the Merger.
The following table summarizes the composition of acquired deposits at the Merger date of January 31, 2026:
January 31, 2026
Balance
% of Total
Merger - Deposit Composition
(Dollars in thousands)
Noninterest demand deposits$410,394 29.5 %
Interest bearing demand deposits336,742 24.2 %
Money market accounts217,685 15.7 %
Savings accounts175,032 12.6 %
Total non-maturity deposits1,139,853 82.1 %
Certificates of deposit249,143 17.9 %
Total deposits$1,388,996 100.0 %
Total deposits, excluding the $1.39 billion of deposits acquired in the Merger, decreased $60.7 million during the first quarter of 2026 due primarily to the maturity of brokered certificates of deposit of $29 million.
The following table summarizes the Company's total deposits at the dates indicated:
March 31, 2026December 31, 2025Change
Balance
% of TotalBalance% of Total$%
(Dollars in thousands)
Noninterest demand deposits$2,066,383 28.5 %$1,597,650 27.0 %$468,733 29.3 %
Interest bearing demand deposits1,860,679 25.7 1,627,259 27.5 233,420 14.3 
Money market accounts1,588,678 21.9 1,334,904 22.5 253,774 19.0 
Savings accounts606,119 8.4 422,523 7.1 183,596 43.5 
Total non-maturity deposits6,121,859 84.5 4,982,336 84.1 1,139,523 22.9 
Certificates of deposit1,126,678 15.5 937,863 15.9 188,815 20.1 
Total deposits$7,248,537 100.0 %$5,920,199 100.0 %$1,328,338 22.4 %
5


Borrowings
Total borrowings were $20.0 million at March 31, 2026 and December 31, 2025. All outstanding borrowings at March 31, 2026 were with the Federal Home Loan Bank ("FHLB") and mature within one year.
Stockholders' Equity
Total stockholders' equity increased $194.2 million, or 21.1%, to $1.12 billion at March 31, 2026, compared to $921.5 million at December 31, 2025. The increase was due primarily to the common stock issued for the Merger.
The following table summarizes changes in stockholders' equity for the Company for the period indicated:
Quarter Ended
March 31,
2026
(In thousands)
Balance, beginning of period$921,504 
Common stock issued in the Merger
184,996 
Net income18,947 
Cash dividends declared on common stock(8,311)
Other comprehensive loss
(1,781)
Other336 
Balance, end of period$1,115,691 
The Company and Bank continued to maintain capital levels in excess of the applicable regulatory requirements to be categorized as “well-capitalized” at March 31, 2026.
The following table summarizes the capital ratios for the Company at the dates indicated:
March 31,
2026
December 31,
2025
Stockholders' equity to total assets13.1%13.2%
Tangible common equity to tangible assets (1)
9.610.1
Common equity tier 1 capital ratio (2)
12.212.7
Leverage ratio (2)
10.310.8
Tier 1 capital ratio (2)
12.513.1
Total capital ratio (2)
13.514.1
(1) Represents a non-GAAP financial measure. See “Non-GAAP Financial Measures” section for a reconciliation to the comparable GAAP financial measure.
(2) Current quarter ratios are estimates pending completion and filing of the Company’s regulatory reports.

Allowance for Credit Losses and Provision for Credit Losses
The allowance for credit losses ("ACL") on loans as a percentage of loans receivable was 1.06% at March 31, 2026 compared to 1.10% at December 31, 2025. The decrease in the ACL as a percentage of loans was due primarily to the addition of the loan portfolio acquired in the Merger, which had a lower weighted average life of loans contributing to a lower ACL. On January 31, 2026, the Company recorded an initial ACL of $9.3 million for the PSL and PCD loans under ASU 2025-08 as part of the acquisition of Olympic. The ACL on loans as a percentage of loans receivable for the acquired portfolio as of the acquisition date was 0.98%.
During the first quarter of 2026, the Company recorded a $0.8 million reversal of provision for credit losses on loans, compared to a $0.9 million reversal of provision during the fourth quarter of 2025. During the first quarter of 2026, the Company recorded a $210,000 reversal provision for credit losses on unfunded commitments compared to a $95,000 provision during the fourth quarter of 2025. The reversal of provision for credit losses on unfunded commitments during the first quarter of 2026 was due primarily to an increase in utilization rates.
6


The following table provides detail on the changes in the ACL on loans and the ACL on unfunded commitments ("ACL on Unfunded"), and the related (reversal of) provision for credit losses for the periods indicated:
As of or for the Quarter Ended
March 31, 2026December 31, 2025March 31, 2025
ACL on LoansACL on UnfundedTotalACL on LoansACL on UnfundedTotalACL on LoansACL on UnfundedTotal
(Dollars in thousands)
Balance, beginning of period$52,584 $1,047 $53,631 $53,974 $952 $54,926 $52,468 $587 $53,055 
Initial ACL recorded for the Merger
9,339 348 $9,687 — — $— — — $— 
(Reversal of) provision for credit losses(820)(210)(1,030)(909)95 (814)(9)60 51 
(Net charge-offs) / recoveries(552)— (552)(481)— (481)(299)— (299)
Balance, end of period$60,551 $1,185 $61,736 $52,584 $1,047 $53,631 $52,160 $647 $52,807 

Credit Quality
Classified loans (loans rated substandard or worse) increased $4.5 million from the prior quarter and was due primarily to the addition of classified loans acquired from Olympic of $11.4 million, offset by loan payoffs. The percentage of classified loans to loans receivable decreased to 2.1% at March 31, 2026, compared to 2.4% at December 31, 2025 due to an increase in total loans as a result of the Merger during the first quarter of 2026.
The following table illustrates total loans by risk rating and their respective percentage of total loans at the dates indicated:
March 31, 2026December 31, 2025
Balance% of TotalBalance% of Total
(Dollars in thousands)
Risk Rating:
Pass$5,497,208 96.1 %$4,595,321 96.1 %
Special Mention103,699 1.8 71,122 1.5 
Substandard121,331 2.1 116,823 2.4 
Total$5,722,238 100.0 %$4,783,266 100.0 %
Nonaccrual loans decreased by $6.0 million during the first quarter of 2026 due primarily to principal payoffs of one $5.8 million residential construction loan, one $1.5 million CRE non-owner occupied loan, and one $0.5 million CRE owner-occupied loan, offset partially by the migration of three commercial and industrial loans totaling $2.6 million, one $0.5 million CRE owner-occupied loan, and one $0.2 million residential construction loan. Olympic did not have any nonaccrual loans as of the acquisition date of January 31, 2026.
The following table illustrates changes in nonaccrual loans during the periods indicated:
Quarter Ended
March 31,
2026
December 31,
2025
March 31,
2025
(Dollars in thousands)
Balance, beginning of period$20,976 $17,612 $4,079 
Additions3,388 4,446 832 
Net principal payments
(261)(1,082)(214)
Payoffs(7,800)— (38)
Charge-offs(463)— (221)
Transfer to OREO(741)— — 
Return to accrual(141)— — 
Balance, end of period$14,958 $20,976 $4,438 
Nonaccrual loans to loans receivable0.26 %0.44 %0.09 %

7


Liquidity
Total liquidity sources available at March 31, 2026 were $3.20 billion. This included on- and off-balance sheet liquidity. The Company has access to FHLB advances and the Federal Reserve Bank ("FRB") Discount Window. The Company's available liquidity sources at March 31, 2026 represented a coverage ratio of 44.2% of total deposits and 113.0% of estimated uninsured deposits.
The following table summarizes the Company's available liquidity as of the dates indicated:
Quarter Ended
March 31,
2026
December 31,
2025
(Dollars in thousands)
On-balance sheet liquidity
Cash and cash equivalents$268,143 $233,089 
Unencumbered investment securities available for sale (1)
978,332 606,968 
Total on-balance sheet liquidity
$1,246,475 $840,057 
Off-balance sheet liquidity
FRB borrowing availability$341,449 $346,307 
FHLB borrowing availability (2)
1,469,277 1,285,640 
Fed funds line borrowing availability with correspondent banks145,000 145,000 
Total off-balance sheet liquidity
$1,955,726 $1,776,947 
Total available liquidity$3,202,201 $2,617,004 
(1) Investment securities available for sale at fair value.
(2) Includes FHLB total borrowing availability of $1.49 billion at March 31, 2026 based on pledged assets, however, maximum credit capacity was 45% of the Bank's total assets one quarter in arrears or $3.13 billion.

Net Interest Income and Net Interest Margin
Net interest income increased $10.9 million, or 18.6%, during the first quarter of 2026 compared to the fourth quarter of 2025 due to an $11.8 million increase in total interest income, offset partially by an increase in interest expense of $1.0 million. The increase in net interest income was primarily due to an increase in average interest earning assets, which grew substantially as a result of the Merger.
Net interest margin increased 24 basis points to 3.96% during the first quarter of 2026, from 3.72% during the fourth quarter of 2025. The increase in net interest margin was due primarily to the increase in net interest income as discussed above with the primary contributor being increases in both the average loan balance and loan yield as a result of the Merger.
The yield on interest earning assets increased 16 basis points to 5.19% for the first quarter of 2026, compared to 5.03% for the fourth quarter of 2025. The yield on loans receivable increased 19 basis points to 5.73% during the first quarter of 2026, compared to 5.54% during the fourth quarter of 2025. The increase was due primarily to the incremental accretion on purchased loans which contributed 12 basis points to loan yield and interest income recognized on nonaccrual loans which contributed six basis points to loan yield. The incremental accretion and the impact to loan yield will change during any period based on the volume of prepayments, but is expected to decrease over time as the balance of the purchased loans decreases.
The cost of interest bearing deposits decreased 12 basis points to 1.71% for the first quarter of 2026, from 1.83% for the fourth quarter of 2025. This decrease was primarily due to the deposits acquired from Olympic, which had a lower cost of deposits.
Net interest margin increased 52 basis points to 3.96% during the first quarter of 2026, compared to 3.44% for the same period in the prior year. Net interest income increased $15.5 million, or 28.9%, during the first quarter of 2026 compared to the same period in the prior year. The increase was due primarily to an increase in average interest earning assets, which increased substantially as a result of the Merger.
The following table provides net interest income information for the periods indicated:
 Quarter Ended
 March 31, 2026December 31, 2025March 31, 2025
 Average
Balance
Interest
Earned/
Paid
Average
Yield/
Rate
(1)
Average
Balance
Interest
Earned/
Paid
Average
Yield/
Rate
(1)
Average
Balance
Interest
Earned/
Paid
Average
Yield/
Rate
(1)
(Dollars in thousands)
Interest Earning Assets:
Loans receivable (2)(3)
$5,412,943 $76,445 5.73 %$4,770,300 $66,669 5.54 %$4,793,917 $64,436 5.45 %
Taxable securities1,486,343 12,570 3.43 1,285,948 10,546 3.25 1,427,976 11,739 3.33 
Nontaxable securities (3)
15,662 129 3.34 15,578 135 3.44 15,686 139 3.59 
Interest earning deposits172,723 1,531 3.59 151,477 1,512 3.96 96,118 1,052 4.44 
8


 Quarter Ended
 March 31, 2026December 31, 2025March 31, 2025
 Average
Balance
Interest
Earned/
Paid
Average
Yield/
Rate
(1)
Average
Balance
Interest
Earned/
Paid
Average
Yield/
Rate
(1)
Average
Balance
Interest
Earned/
Paid
Average
Yield/
Rate
(1)
(Dollars in thousands)
Total interest earning assets7,087,671 90,675 5.19 %6,223,303 78,862 5.03 %6,333,697 77,366 4.95 %
Noninterest earning assets847,331 730,807 769,530 
Total assets$7,935,002 $6,954,110 $7,103,227 
Interest Bearing Liabilities:
Certificates of deposit$1,064,676 $8,814 3.36 %$950,097 $8,425 3.52 %$980,336 $9,670 4.00 %
Savings accounts540,403 315 0.24 424,214 277 0.26 426,321 293 0.28 
Interest bearing demand and money market accounts3,303,007 11,618 1.43 2,876,278 10,874 1.50 2,705,686 9,526 1.43 
Total interest bearing deposits4,908,086 20,747 1.71 4,250,589 19,576 1.83 4,112,343 19,489 1.92 
Junior subordinated debentures22,382 430 7.79 22,312 455 8.09 22,086 471 8.65 
Securities sold under agreement to repurchase— — — — — — — — — 
Borrowings27,372 279 4.13 43,228 470 4.31 320,286 3,716 4.71 
Total interest bearing liabilities4,957,840 21,456 1.76 %4,316,129 20,501 1.88 %4,454,715 23,676 2.16 %
Noninterest demand deposits1,833,284 1,635,539 1,631,268 
Other noninterest bearing liabilities94,834 90,988 150,615 
Stockholders’ equity1,049,044 911,454 866,629 
Total liabilities and stockholders’ equity$7,935,002 $6,954,110 $7,103,227 
Net interest income and spread$69,219 3.43 %$58,361 3.15 %$53,690 2.79 %
Net interest margin3.96 %3.72 %3.44 %
(1) Annualized; average balances are calculated using daily balances.
(2) Average loans receivable includes loans classified as nonaccrual, which carry a zero yield. Interest earned on loans receivable includes the amortization of net deferred loan fees of $0.8 million, $1.0 million and $0.8 million for the first quarter of 2026, fourth quarter of 2025 and first quarter of 2025, respectively and the incremental accretion on purchased loans of $1.6 million, $49,000, and $153,000 for the first quarter of 2026, fourth quarter of 2025 and first quarter of 2025, respectively.
(3) Yields on tax-exempt loans and securities have not been stated on a tax-equivalent basis.

The following table presents the net interest margin and loan yield and the effect of the incremental accretion on purchased loans on these ratios for the periods indicated:
 Quarter Ended
 March 31,
2026
December 31,
2025
March 31,
2025
Net Interest Margin, excluding incremental accretion on purchased loans, annualized:
Net interest margin
3.96 %3.72 %3.44 %
Exclude impact from incremental accretion on purchased loans(2)
(0.09)%— %(0.01)%
Net interest margin, excluding incremental accretion on purchased
loans(1)
3.87 %3.72 %3.43 %
Loan yield, excluding incremental accretion on purchased loans, annualized:
Loan yield
5.73 %5.54 %5.45 %
Exclude impact from incremental accretion on purchased loans(2)
(0.12)— (0.01)
Loan yield, excluding incremental accretion on purchased loans(1)
5.61 %5.54 %5.44 %
Incremental accretion on purchased loans(1)
$1,623 $49 $153 
(1) Represents a non-GAAP financial measure. See “Non-GAAP Financial Measures” section for a reconciliation to the comparable GAAP financial measure.
(2)Represents the amount of interest income recorded on purchased loans in excess of the contractual stated interest rate in the individual loan notes due to incremental accretion of purchased discount or premium. Purchased discount or premium is the difference between the contractual loan balance and the fair value of acquired loans at the acquisition date. The purchased discount is accreted into income over the remaining life of the loan. The impact of incremental accretion on loan yield will change during any period based on the volume of prepayments, but it is expected to decrease over time as the balance of the purchased loans decreases.
9



Noninterest Income
Noninterest income increased $712,000 to $8.7 million during the first quarter of 2026 from $8.0 million during the fourth quarter of 2025. The increase was due primarily to increases in service charges and other fees, card revenue and other income due to income from the acquired deposit portfolio, offset partially by a decrease in interest rate swap fees due to decreased swap activity.
Noninterest income increased $4.8 million during the first quarter of 2026 from the same period in 2025 due primarily to a $3.9 million loss recognized in the first quarter of 2025 resulting from the sale of investment securities as part of the strategic repositioning of the Company's balance sheet, and due to increases in service charges and other fees, card revenue, and BOLI income due to income from the acquired deposit portfolio and acquired BOLI.
The following table presents the key components of noninterest income and the change for the periods indicated:
Quarter EndedQuarter Over Quarter Change
Prior Year
Quarter Change
March 31,
2026
December 31,
2025
March 31,
2025
$% $%
(Dollars in thousands)
Service charges and other fees$3,367 $3,052 $2,975 $315 10.3 %$392 13.2 %
Card revenue2,103 1,792 1,733 311 17.4 370 21.4 
Loss on sale of investment securities— — (3,887)— — 3,887 100.0 
Interest rate swap fees— 381 — (381)(100.0)— — 
BOLI income
1,119 1,172 918 (53)(4.5)201 21.9 
Gain on sale of other assets, net— — — — (3)(100.0)
Other income2,110 1,590 2,161 520 32.7 (51)(2.4)
Total noninterest income (loss)
$8,699 $7,987 $3,903 $712 8.9 %$4,796 122.9 %

Noninterest Expense
Noninterest expense increased $15.1 million, or 36.3%, to $56.6 million during the first quarter of 2026, compared to $41.5 million in the fourth quarter of 2025. The increases were primarily due to expenses from the Merger, including increases related to compensation and employee benefits due to increased headcount, severance expense, occupancy and equipment expense primarily due to additional rent expense, and additional data processing expense due to an increase in transactional accounts and balances. Noninterest expense also increased due to an increase in the amortization of intangible assets of $1.8 million, relating to the Merger. Professional fees increased due primarily to Merger-related costs recognized in the first quarter of 2026. Total Merger-related costs, which consisted of severance expense, professional fees, core conversion costs, and contract termination costs incurred in the first quarter of 2026 were $5.2 million compared to $385,000 in the fourth quarter of 2025.
Noninterest expense increased $15.2 million, or 36.7%, during the first quarter of 2026 compared to the same period in 2025 due primarily to an increase in expenses related to the Merger.
The following table presents the key components of noninterest expense and the change for the periods indicated:
Quarter EndedQuarter Over Quarter ChangePrior Year Quarter Change
March 31,
2026
December 31,
2025
March 31,
2025
$%$%
(Dollars in thousands)
Compensation and employee benefits$33,972 $26,675 $25,799 $7,297 27.4 %$8,173 31.7 %
Occupancy and equipment5,330 4,450 4,926 880 19.8 404 8.2 
Data processing5,093 3,681 3,897 1,412 38.4 1,196 30.7 
Marketing383 296 335 87 29.4 48 14.3 
Professional services2,842 1,070 734 1,772 165.6 2,108 287.2 
State/municipal business and use taxes
1,674 1,247 1,220 427 34.2 454 37.2 
Federal deposit insurance premium1,037 789 812 248 31.4 225 27.7 
Other real estate owned, net— — — — 
10


Quarter EndedQuarter Over Quarter ChangePrior Year Quarter Change
March 31,
2026
December 31,
2025
March 31,
2025
$%$%
(Dollars in thousands)
Amortization of intangible assets2,058 285 303 1,773 622.1 1,755 579.2 
Other expense4,158 2,990 3,357 1,168 39.1 801 23.9 
Total noninterest expense$56,551 $41,483 $41,383 $15,068 36.3 %$15,168 36.7 %

Income Tax Expense
The effective income tax rate increased due to lower impact of favorable permanent tax items such as tax-exempt investments, investments in bank owned life insurance and tax credits.
Income tax expense and the effective income tax rate increased in the first quarter of 2026, compared to same period in 2025 due primarily to higher pre-tax income during the first quarter of 2026 and lower impact of favorable permanent tax items such as tax-exempt investments, investments in bank owned life insurance and tax credits.
The following table presents the income tax expense and related metrics and the change for the periods indicated:
Quarter EndedChange
March 31,
2026
December 31,
2025
March 31,
2025
Quarter Over Quarter
Prior Year Quarter
(Dollars in thousands)
Income before income taxes$22,397 $25,679 $16,159 $(3,282)$6,238 
Income tax expense$3,450 $3,442 $2,248 $$1,202 
Effective income tax rate15.4 %13.4 %13.9 %2.0 %1.5 %

Dividends
On April 22, 2026, the Company’s Board of Directors declared a quarterly cash dividend of $0.24 per share. The dividend is payable on May 20, 2026 to shareholders of record as of the close of business on May 6, 2026.

Earnings Conference Call
The Company will hold a telephone conference call to discuss first quarter of 2026 earnings on Thursday, April 23, 2026 at 10:00 a.m. Pacific time. To access the call, please dial (800) 715-9871 -- access code 74100 a few minutes prior to 10:00 a.m. Pacific time. The call will be available for replay through May 7, 2026 by dialing (609) 800-9909 -- access code 74100#.
About Heritage Financial Corporation
Heritage Financial Corporation (the “Company”) is an Olympia, Washington-based bank holding company for Heritage Bank, a full-service commercial bank and its sole wholly-owned banking subsidiary. Heritage Bank has a network of branches and loan production offices in Washington, Oregon and Idaho. Heritage Bank does business under the Whidbey Island Bank name on Whidbey Island, Washington and the Kitsap Bank name at certain branches acquired through the Merger. The Company's stock is traded on the Nasdaq Global Select Market under the symbol “HFWA.” More information about the Company can be found on its website at www.hf-wa.com and more information about Heritage Bank can be found on its website at www.heritagebanknw.com.
Contact
Bryan McDonald, President and Chief Executive Officer, (360) 943-1500
Don Hinson, Executive Vice President and Chief Financial Officer, (360) 943-1500

Forward-Looking Statements
This press release includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Such statements often include words such as "believes," "expects," "anticipates," "estimates," “forecasts,” "intends," “plans,” “targets,” “potentially,” “probably,” “projects,” “outlook” or similar expressions or future or conditional verbs such as “may,” "will," “should,” "would," and "could," as well as the negative of such words. Forward-looking statements are not historical facts but instead represent management's current expectations and forecasts regarding future events, many of which are inherently uncertain and outside of our control. Actual results may differ, possibly materially, from those currently expected or projected in these forward-looking statements. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from the results anticipated or implied by forward-looking statements. Factors that could cause our actual results to differ materially from those
11


described in the forward-looking statements include, but are not limited to, the following: potential adverse impacts to economic conditions nationally or in our local market areas, other markets where we have lending relationships, or other aspects of our business operations or financial markets, including, without limitation, as a result of credit quality deterioration, pronounced and sustained reductions in real estate market values, employment levels, labor shortages and a potential recession or slowed economic growth; changes in the interest rate environment, which could adversely affect our revenues and expenses, the value of assets and obligations, and the availability and cost of capital and liquidity; the level and impact of inflation and the current and future monetary policies of the Board of Governors of the Federal Reserve System and executive orders in response thereto; previous and potential future disruptions, security breaches, insider fraud, cybersecurity incidents or other adverse events, failures or interruptions in, or attacks on, our information technology systems or on the third-party vendors who perform critical processing functions for our business, including sophisticated attacks using artificial intelligence and similar tools; legislative or regulatory changes that adversely affect our business, including changes in banking, securities, and tax laws, in regulatory policies and principles, or the interpretation and prioritization of such rules and regulations; effects on the U.S. economy resulting from actions taken by the federal government, including the threat or implementation of tariffs, immigration enforcement and changes in foreign policy; the effects of acts of war or terrorism, foreign relations, military conflicts, including the wars in Iran and Ukraine and the military conflict between Israel and Hamas in the Middle East, and other external events on our business and the businesses of our clients; credit and interest rate risks associated with our business, including our customers’ borrowing, repayment, and deposit practices; fluctuations in deposits and the concentration of large deposits from certain customers, who have deposit balances above current FDIC insurance limits; liquidity issues, including our ability to borrow funds or raise additional capital, if necessary; fluctuations in the value of our investment securities; credit risks and risks from concentrations (including by type of geographic area, collateral and industry) within our loan portfolio; the effectiveness of our risk management framework; rapid technological changes implemented by us and other parties, including third-party vendors, which may be more difficult to implement or more expensive than anticipated or which may have unforeseen consequences to us and our customers, including the development and implementation of tools incorporating artificial intelligence; increased competition in the financial services industry from non-banks such as credit unions and financial technology companies, including digital asset service providers; our ability to adapt successfully to technological changes to compete effectively in the marketplace, including as a result of competition from other commercial banks, mortgage banking firms, credit unions, securities brokerage firms, insurance companies, and financial technology companies; our ability to implement our organic and acquisition growth strategies, including the recent acquisition of Olympic, and our ability to successfully integrate Olympic's customers and operations following the acquisition; effects of critical accounting policies and judgments, including the use of estimates in determining fair value of certain of our assets, which estimates may prove to be incorrect and result in significant declines in valuation; the commencement, costs, effects and outcome of litigation and other legal proceedings and regulatory actions against us or to which we may become subject, including in connection with prior acquisitions; potential impairment to the goodwill we recorded in connection with our past acquisitions, including as a result of the recent acquisition of Olympic; loss of, or inability to attract, key personnel; our ability to successfully integrate any assets, liabilities, customers, systems, and management personnel we may acquire, including as a result of the recent acquisition of Olympic, into our operations and our ability to realize related revenue synergies and cost savings within expected time frames or at all, and any goodwill charges related thereto and costs or difficulties relating to integration matters, including but not limited to customer and employee retention, which might be greater than expected; the effects of climate change, severe weather events, natural disasters, pandemics, epidemics and other public health crises; the impact of bank failures or adverse developments at other banks and related negative publicity about the banking industry in general on investor and depositor sentiment regarding the stability and liquidity of banks; our success at managing and responding to the risks involved in the foregoing items; and other factors described in our latest Annual Report on Form 10-K and Quarterly Reports on Form 10-Q and other documents filed with or furnished to the Securities and Exchange Commission (the “SEC”) which are available on our website at www.hf-wa.com and on the SEC's website at www.sec.gov. We caution readers not to place undue reliance on any forward-looking statements. Moreover, any of the forward-looking statements that we make in this press release or the documents we file with or furnish to the SEC are based only on information then actually known to us and upon management's beliefs and assumptions at the time they are made which may turn out to be wrong because of inaccurate assumptions we might make, because of the factors described above or because of other factors that we cannot foresee. Forward-looking statements speak only as of the date they are made, and we do not undertake and specifically disclaim any obligation to revise any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements.


12


HERITAGE FINANCIAL CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (Unaudited)
(Dollars in thousands, except shares)
March 31, 2026December 31,
2025
Assets
Cash on hand and in banks$98,263 $52,587 
Interest earning deposits 169,880 180,502 
Cash and cash equivalents268,143 233,089 
Investment securities available for sale, at fair value (amortized cost of $1,043,442 and $647,505, respectively)
1,001,148 607,522 
Investment securities held to maturity, at amortized cost (fair value of $617,490 and $625,287, respectively)
668,263 674,107 
Total investment securities1,669,411 1,281,629 
Loans receivable5,722,238 4,783,266 
Allowance for credit losses on loans(60,551)(52,584)
Loans receivable, net5,661,687 4,730,682 
Other real estate owned 755 — 
Premises and equipment, net100,509 74,690 
Federal Home Loan Bank stock, at cost6,072 5,163 
Bank owned life insurance144,865 105,974 
Accrued interest receivable24,278 19,280 
Prepaid expenses and other assets293,429 273,925 
Other intangible assets, net50,226 1,979 
Goodwill 279,029 240,939 
Total assets$8,498,404 $6,967,350 
Liabilities and Stockholders' Equity
Non-interest bearing deposits
2,066,383 1,597,650 
Interest bearing deposits
5,182,154 4,322,549 
Total deposits
7,248,537 5,920,199 
Borrowings20,000 20,000 
Junior subordinated debentures22,424 22,350 
Accrued expenses and other liabilities91,752 83,297 
Total liabilities7,382,713 6,045,846 
Common stock716,432 531,100 
Retained earnings432,255 421,619 
Accumulated other comprehensive loss, net(32,996)(31,215)
Total stockholders' equity1,115,691 921,504 
Total liabilities and stockholders' equity$8,498,404 $6,967,350 
Shares outstanding41,249,873 33,963,500 

13


HERITAGE FINANCIAL CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
(Dollars in thousands, except per share amounts)
Quarter Ended
March 31,
2026
December 31,
2025
March 31,
2025
Interest Income
Interest and fees on loans$76,445 $66,669 $64,436 
Taxable interest on investment securities12,570 10,546 11,739 
Nontaxable interest on investment securities129 135 139 
Interest on interest earning deposits1,531 1,512 1,052 
Total interest income90,675 78,862 77,366 
Interest Expense
Deposits20,747 19,576 19,489 
Junior subordinated debentures430 455 471 
Borrowings279 470 3,716 
Total interest expense21,456 20,501 23,676 
Net interest income69,219 58,361 53,690 
(Reversal of) provision for credit losses(1,030)(814)51 
Net interest income after (reversal of) provision for credit losses70,249 59,175 53,639 
Noninterest Income
Service charges and other fees3,367 3,052 2,975 
Card revenue2,103 1,792 1,733 
Loss on sale of investment securities, net— — (3,887)
Interest rate swap fees— 381 — 
Bank owned life insurance income1,119 1,172 918 
Gain on sale of other assets, net— — 
Other income2,110 1,590 2,161 
Total noninterest income (loss)8,699 7,987 3,903 
Noninterest Expense
Compensation and employee benefits33,972 26,675 25,799 
Occupancy and equipment5,330 4,450 4,926 
Data processing5,093 3,681 3,897 
Marketing383 296 335 
Professional services2,842 1,070 734 
State/municipal business and use taxes1,674 1,247 1,220 
Federal deposit insurance premium1,037 789 812 
Other real estate owned, net— — 
Amortization of intangible assets2,058 285 303 
Other expense4,158 2,990 3,357 
Total noninterest expense56,551 41,483 41,383 
Income before income taxes22,397 25,679 16,159 
Income tax expense3,450 3,442 2,248 
Net income$18,947 $22,237 $13,911 
Basic earnings per share$0.49 $0.66 $0.41 
Diluted earnings per share$0.48 $0.65 $0.40 
Dividends declared per share$0.24 $0.24 $0.24 
Average shares outstanding - basic38,683,37533,957,98734,012,490
Average shares outstanding - diluted39,104,56934,405,79334,506,238
14



HERITAGE FINANCIAL CORPORATION
FINANCIAL STATISTICS (Unaudited)
(Dollars in thousands)
Nonperforming Assets and Credit Quality Metrics:
Quarter Ended
March 31, 2026December 31,
2025
March 31,
2025
Allowance for Credit Losses on Loans:
Balance, beginning of period$52,584 $53,974 $52,468 
Initial ACL recorded for PSL and PCD loans acquired during the period9,339 — — 
(Reversal of) provision for credit losses on loans
(820)(909)(9)
Charge-offs:
Commercial business(400)(565)(222)
Residential real estate
(64)— — 
Real estate construction and land development— — — 
Consumer(119)(75)(154)
Total charge-offs(583)(640)(376)
Recoveries:
Commercial business140 26 
Residential real estate
— — — 
Real estate construction and land development— — — 
Consumer27 19 51 
Total recoveries31 159 77 
Net (charge-offs) recoveries(552)(481)(299)
Balance, end of period$60,551 $52,584 $52,160 
Net charge-offs on loans to average loans receivable (1)
0.04 %0.04 %0.03 %
(1) Annualized.
March 31, 2026December 31,
2025
Nonperforming Assets:
Nonaccrual loans:
Commercial business$7,454 $6,886 
Residential real estate
583 1,196 
Real estate construction and land development6,514 12,408 
Consumer407 486 
Total nonaccrual loans14,958 20,976 
Accruing loans past due 90 days or more
67 194 
Total nonperforming loans
15,025 21,170 
Other real estate owned755 — 
Nonperforming assets$15,780 $21,170 
ACL on loans to:
Loans receivable1.06 %1.10 %
Nonaccrual loans404.81 250.69 
Nonaccrual loans to loans receivable
0.26 0.44 
Nonperforming loans to loans receivable
0.26 0.44 
Nonperforming assets to total assets0.19 0.30 

15


HERITAGE FINANCIAL CORPORATION
QUARTERLY FINANCIAL STATISTICS (Unaudited)
(Dollars in thousands, except per share amounts)
 Quarter Ended
 March 31,
2026
December 31,
2025
September 30,
2025
June 30,
2025
March 31,
2025
Earnings:    
Net interest income$69,219 $58,361 $57,371 $54,983 $53,690 
(Reversal of) provision for credit losses(1,030)(814)1,775 956 51 
Noninterest income8,699 7,987 8,325 1,517 3,903 
Noninterest expense56,551 41,483 41,615 41,085 41,383 
Net income18,947 22,237 19,169 12,215 13,911 
Basic earnings per share$0.49 $0.66 $0.56 $0.36 $0.41 
Diluted earnings per share$0.48 $0.65 $0.55 $0.36 $0.40 
Adjusted diluted earnings per share (1)
$0.59 $0.66 $0.56 $0.53 $0.49 
Average Balances:  
Loans receivable
$5,412,943 $4,770,300 $4,762,648 $4,768,558 $4,793,917 
Total investment securities1,502,005 1,301,526 1,329,616 1,390,064 1,443,662 
Total interest earning assets7,087,671 6,223,303 6,258,446 6,286,309 6,333,697 
Total assets7,935,002 6,954,110 7,006,140 7,046,943 7,103,227 
Total interest bearing deposits4,908,086 4,250,589 4,217,041 4,176,052 4,112,343 
Total noninterest demand deposits1,833,284 1,635,539 1,625,945 1,602,987 1,631,268 
Stockholders' equity1,049,044 911,454 892,280 879,808 866,629 
Financial Ratios:  
Return on average assets (2)
0.97 %1.27 %1.09 %0.70 %0.79 %
Return on average common equity (2)
7.32 9.68 8.52 5.57 6.51 
Return on average tangible common equity (1)(2)
11.14 13.33 11.86 7.85 9.22 
Adjusted return on average tangible common equity (1)(2)
13.36 13.51 12.16 11.59 11.21 
Efficiency ratio72.6 62.5 63.3 72.7 71.9 
Adjusted efficiency ratio (1)
63.3 61.5 61.9 64.4 66.8 
Noninterest expense to average total assets (2)
2.89 2.37 2.36 2.34 2.36 
Adjusted noninterest expense to average total assets(1)(2)
2.52 2.33 2.30 2.32 2.35 
Net interest spread (2)
3.43 3.15 3.03 2.89 2.79 
Net interest margin (2)
3.96 3.72 3.64 3.51 3.44 
(1) Represents a non-GAAP financial measure. See “Non-GAAP Financial Measures” section for a reconciliation to the comparable GAAP financial measure.
(2) Annualized.











16




HERITAGE FINANCIAL CORPORATION
QUARTERLY FINANCIAL STATISTICS (Unaudited)
(Dollars in thousands, except per share amounts)
 As of or for the Quarter Ended
 March 31,
2026
December 31,
2025
September 30,
2025
June 30,
2025
March 31,
2025
Select Balance Sheet:   
Total assets$8,498,404 $6,967,350 $7,011,879 $7,070,641 $7,129,862 
Loans receivable
5,722,238 4,783,266 4,769,160 4,774,855 4,764,848 
Total investment securities1,669,411 1,281,629 1,312,857 1,346,274 1,413,903 
Total deposits7,248,537 5,920,199 5,857,464 5,784,413 5,845,335 
Noninterest demand deposits2,066,383 1,597,650 1,617,909 1,584,231 1,621,890 
Stockholders' equity1,115,691 921,504 904,064 888,212 881,515 
Financial Measures: 
Book value per share$27.05 $27.13 $26.62 $26.16 $25.85 
Tangible book value per share (1)
19.07 19.98 19.46 18.99 18.70 
Stockholders' equity to total assets13.1 %13.2 %12.9 %12.6 %12.4 %
Tangible common equity to tangible assets (1)
9.6 10.1 9.8 9.4 9.3 
Loans to deposits ratio78.9 80.8 81.4 82.5 81.5 
Regulatory Capital Ratios:(2)
Common equity tier 1 capital ratio
12.2 %12.7 %12.4 %12.2 %12.2 %
Leverage ratio
10.3 10.8 10.5 10.3 10.2 
Tier 1 capital ratio
12.5 13.1 12.8 12.6 12.6 
Total capital ratio
13.5 14.1 13.8 13.6 13.6 
Credit Quality Metrics: 
ACL on loans to:
Loans receivable1.06 %1.10 %1.13 %1.10 %1.09 %
Nonaccrual loans
404.8 250.7 306.5 532.5 1,175.3 
Nonaccrual loans to loans receivable
0.26 0.44 0.37 0.21 0.09 
Nonperforming loans to loans receivable0.26 0.44 0.44 0.39 0.09 
Nonperforming assets to total assets0.19 0.30 0.30 0.26 0.06 
Net charge-offs on loans to average loans receivable (3)
0.04 0.04 0.01 0.04 0.03 
Criticized Loans by Credit Quality Rating:
Special mention$103,699 $71,122 $100,160 $114,146 $113,704 
Substandard121,331 116,823 94,377 99,715 64,387 
Other Metrics:
Number of branches65 50 50 50 50 
Deposits per branch$111,516 $118,404 $117,149 $115,688 $116,907 
Average number of full-time equivalent employees905 742 749 745 757 
Average assets per full-time equivalent employee8,768 9,372 9,354 9,459 9,383 
(1) See Non-GAAP Financial Measures section herein.
(2) Current quarter ratios are estimates pending completion and filing of the Company’s regulatory reports.
(3) Annualized.
17


HERITAGE FINANCIAL CORPORATION
NON-GAAP FINANCIAL MEASURES (Unaudited)
(Dollars in thousands, except per share amounts)

This earnings release contains certain financial measures not presented in accordance with U.S. Generally Accepted Accounting Principles ("GAAP") in addition to financial measures presented in accordance with GAAP. The Company has presented these non-GAAP financial measures in this earnings release because it believes that they provide useful and comparative information to assess trends in the Company’s capital, performance and asset quality reflected in the current quarter and comparable period results and to facilitate comparison of its performance with the performance of its peers. These non-GAAP financial measures have inherent limitations, are not required to be uniformly applied and are not audited. They should not be considered in isolation or as a substitute for financial measures presented in accordance with GAAP. These non-GAAP financial measures may not be comparable to similarly titled measures reported by other companies. Reconciliations of the non-GAAP financial measures used in this earnings release to the comparable GAAP financial measures are presented below.

The Company believes that presenting the adjusted diluted earnings per share provides useful and comparative information to assess trends in the Company's core operations reflected in the current quarter’s results and facilitate the comparison of our performance with the performance of our peers.

March 31,
2026
December 31,
2025
September 30,
2025
June 30,
2025
March 31,
2025
Diluted Earnings per Share and Adjusted Diluted Earnings per Share:
Net income (GAAP)$18,947 $22,237 $19,169 $12,215 $13,911 
Exclude loss on sale of investment securities, net
— — — 6,854 3,887 
Exclude merger related costs5,178 385 635 — — 
Exclude gain on sale of premises and equipment— — — (5)(3)
Exclude tax effect of adjustment(1,087)(81)(133)(1,438)(816)
Exclude tax expense related to BOLI restructuring— — — 515 — 
Adjusted net income (non-GAAP)
$23,038 $22,541 $19,671 $18,141 $16,979 
Average number of diluted shares outstanding39,104,569 34,405,793 34,413,386 34,446,710 34,506,238 
Diluted earnings per share (GAAP)$0.48 $0.65 $0.55 $0.36 $0.40 
Adjusted diluted earnings per share (non-GAAP)$0.59 $0.66 $0.56 $0.53 $0.49 



















18


HERITAGE FINANCIAL CORPORATION
NON-GAAP FINANCIAL MEASURES (Unaudited)
(Dollars in thousands, except per share amounts)

The Company considers the tangible common equity to tangible assets ratio and tangible book value per share to be useful measurements of the adequacy of the Company’s capital levels.
March 31,
2026
December 31,
2025
September 30,
2025
June 30,
2025
March 31,
2025
Tangible Common Equity to Tangible Assets and Tangible Book Value Per Share:
Total stockholders' equity (GAAP)$1,115,691 $921,504 $904,064 $888,212 $881,515 
Exclude intangible assets(329,255)(242,918)(243,203)(243,487)(243,789)
Tangible common equity (non-GAAP)$786,436 $678,586 $660,861 $644,725 $637,726 
Total assets (GAAP)$8,498,404 $6,967,350 $7,011,879 $7,070,641 $7,129,862 
Exclude intangible assets(329,255)(242,918)(243,203)(243,487)(243,789)
Tangible assets (non-GAAP)$8,169,149 $6,724,432 $6,768,676 $6,827,154 $6,886,073 
Stockholders' equity to total assets (GAAP)13.1 %13.2 %12.9 %12.6 %12.4 %
Tangible common equity to tangible assets (non-GAAP)
9.6 %10.1 %9.8 %9.4 %9.3 %
Shares outstanding41,249,873 33,963,500 33,956,738 33,953,194 34,105,516 
Book value per share (GAAP)$27.05 $27.13 $26.62 $26.16 $25.85 
Tangible book value per share (non-GAAP)$19.07 $19.98 $19.46 $18.99 $18.70 































19


HERITAGE FINANCIAL CORPORATION
NON-GAAP FINANCIAL MEASURES (Unaudited)
(Dollars in thousands, except per share amounts)

The Company considers the return on average tangible common equity ratio to be a useful measurement of the Company’s ability to generate returns for its common shareholders. By removing the impact of intangible assets and their related amortization and tax effects, the performance of the Company's ongoing business operations can be evaluated. The Company believes that presenting an adjusted return on tangible common equity ratio provides useful and comparative information to assess trends in the Company's core operations reflected in the current quarter’s results and facilitate the comparison of our performance with the performance of our peers.
Quarter Ended
March 31,
2026
December 31,
2025
September 30,
2025
June 30,
2025
March 31,
2025
Return on Average Tangible Common Equity, annualized:
Net income (GAAP)$18,947 $22,237 $19,169 $12,215 $13,911 
Add amortization of intangible assets2,058 285 284 302 303 
Exclude tax effect of adjustment(432)(60)(60)(63)(64)
Tangible net income (non-GAAP)$20,573 $22,462 $19,393 $12,454 $14,150 
Tangible net income (non-GAAP)$20,573 $22,462 $19,393 $12,454 $14,150 
Exclude loss on sale of investment securities, net
— — — 6,854 3,887 
Exclude merger related costs5,178 385 635 — — 
Exclude gain on sale of premises and equipment— — — (5)(3)
Exclude tax effect of adjustment(1,087)(81)(133)(1,438)(816)
Exclude tax expense related to BOLI restructuring— — — 515 — 
Adjusted tangible net income (non-GAAP)$24,664 $22,766 $19,895 $18,380 $17,218 
Average stockholders' equity (GAAP)$1,049,044 $911,454 $892,280 $879,808 $866,629 
Exclude average intangible assets(300,391)(243,069)(243,350)(243,651)(243,945)
Average tangible common stockholders' equity (non-GAAP)$748,653 $668,385 $648,930 $636,157 $622,684 
Return on average common equity, annualized (GAAP)7.32 %9.68 %8.52 %5.57 %6.51 %
Return on average tangible common equity, annualized (non-GAAP)11.14 %13.33 %11.86 %7.85 %9.22 %
Adjusted return on average tangible common equity, annualized (non-GAAP)13.36 %13.51 %12.16 %11.59 %11.21 %










20


HERITAGE FINANCIAL CORPORATION
NON-GAAP FINANCIAL MEASURES (Unaudited)
(Dollars in thousands, except per share amounts)

The Company believes that presenting an adjusted efficiency ratio and adjusted noninterest expense to average assets ratio provides useful and comparative information to assess trends in the Company's core operations reflected in the current quarter’s results and facilitate the comparison of our performance with the performance of our peers.
Quarter Ended
March 31,
2026
December 31,
2025
September 30,
2025
June 30,
2025
March 31,
2025
Adjusted Efficiency Ratio and Adjusted Noninterest Expense to Average Assets Ratio:
Total noninterest expense (GAAP)$56,551 $41,483 $41,615 $41,085 $41,383 
Exclude Merger-related costs
5,178 385 635 — — 
Exclude amortization of intangible assets2,058 285 284 302 303 
Adjusted noninterest expense (non-GAAP)$49,315 $40,813 $40,696 $40,783 $41,080 
Net interest income (GAAP)$69,219 $58,361 $57,371 $54,983 $53,690 
Total noninterest income (GAAP)$8,699 $7,987 $8,325 $1,517 $3,903 
Exclude loss on sale of investment securities, net
— — — 6,854 3,887 
Exclude gain on sale of premises and equipment
— — — (5)(3)
Adjusted total noninterest income (non-GAAP)$8,699 $7,987 $8,325 $8,366 $7,787 
Efficiency ratio (GAAP)72.6 %62.5 %63.3 %72.7 %71.9 %
Adjusted efficiency ratio (non-GAAP)63.3 %61.5 %61.9 %64.4 %66.8 %
Average Total assets$7,935,002 $6,954,110 $7,006,140 $7,046,943 $7,103,227 
Noninterest expense to average assets (GAAP)2.89 %2.37 %2.36 %2.34 %2.36 %
Adjusted noninterest expense to average assets (non-GAAP)2.52 %2.33 %2.30 %2.32 %2.35 %
21


HERITAGE FINANCIAL CORPORATION
NON-GAAP FINANCIAL MEASURES (Unaudited)
(Dollars in thousands, except per share amounts)

The Company believes presenting loan yield and net interest margin excluding the effect of discount accretion on purchased loans is useful in assessing the impact of acquisition accounting on loan yield as the effect of loan discount accretion is expected to decrease as the acquired loans mature or roll off our balance sheet.
 Three Months Ended
 March 31,
2026
December 31,
2025
March 31,
2025
(Dollar amounts in thousands)
Loan yield, excluding incremental accretion on purchased loans, annualized:
Interest and fees on loans (GAAP)$76,445 $66,669 $64,436 
Exclude incremental accretion on purchased loans1,623 49 153 
Adjusted interest and fees on loans (non-GAAP)$74,822 $66,620 $64,283 
Average loans receivable, net (GAAP)$5,412,943 $4,770,300 $4,793,917 
Loan yield, annualized (GAAP)5.73 %5.54 %5.45 %
Loan yield, excluding incremental accretion on purchased loans, annualized (non-GAAP)
5.61 %5.54 %5.44 %
Net Interest Margin, excluding incremental accretion on purchased loans, annualized:
Net interest income before provision (GAAP)$69,219 $58,361 $53,690 
Exclude incremental accretion on purchased loans1,623 49 153 
Adjusted net interest income before provision (non-GAAP)$67,596 $58,312 $53,537 
Average Interest earning assets (GAAP)$7,087,671 $6,223,303 $6,333,697 
Net interest margin (GAAP)3.96 %3.72 %3.44 %
Net interest margin, excluding incremental accretion on purchased loans (non-GAAP)3.87 %3.72 %3.43 %


22