HANMI FINANCIAL CORP

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Filed by the Registrant☑

Filed by a Party other than the Registrant☐

Check the appropriate box:

HANMI FINANCIAL CORPORATION

(Name of Registrant as Specified In Its Charter)

Not Applicable

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Notice of

Annual Meeting

and Proxy

Statement

A MESSAGE TO OUR STOCKHOLDERS

Dear Fellow Stockholders,

Thank you for your continued investment in Hanmi Financial Corporation. On behalf of the Board of Directors and the management team, we are pleased to invite you to attend the 2025 Annual Meeting of Stockholders, which will be held virtually on Wednesday, May 28, 2025 at 10:30 a.m., Pacific Time.

Continued Focus on Relationship Banking

Since our founding more than 40 years ago, we have built and grown Hanmi Bank by faithfully leveraging our relationship-based banking model. Over the decades, this approach has enabled us to successfully navigate many market cycles, capitalizing on new opportunities and working through challenges, while always keeping our customers’ needs front and center. 2024 was no different. We continued to employ this proven model to execute our strategy of expanding and diversifying our customer base and loan portfolio; providing outstanding service, deep banking expertise, and the products and services on which our customers depend.

In today’s highly competitive banking landscape, our commitment to fostering lasting customer relationships continues to be a key differentiator and driving force behind our success. This competitive advantage, in combination with our disciplined expense management and prudent credit administration, positions us to deliver greater value to our shareholders over the long term. In fact, last year we generated a total stockholder return of nearly 29%, whereas the S&P Small Cap 600 Bank Index returned just under 15%.

2024 Performance Highlights

Our team executed well throughout 2024, with solid margin expansion, a healthy deposit base, superb asset quality and a robust capital position. During the year, we remained focused on the factors within our control, successfully navigating a dynamic and evolving market environment as we continued to execute our strategy for growth. Key highlights include:

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Net income of $62.2 million, or $2.05 per diluted share.

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Further diversification of our loan portfolio driven by a 16% increase in Commercial & Industrial (C&I) loans.

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Deposit growth by 2.5% with an increase in noninterest-bearing deposits, which now account for 33% of total deposits.

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Maintained excellent asset quality reflecting our commitment to high-quality loans, disciplined underwriting and vigilant credit administration.

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Increase of our quarterly dividend in the first quarter of 2025 by 8% to $0.27 per share, underscoring the confidence we have in our growth strategy and our commitment to delivering stockholder value.

Solid Progress and Execution on our Strategic Growth Initiatives

We made significant strides in diversifying our loan portfolio and deposit franchise—key pillars of our growth strategy. Our C&I loan portfolio grew 16%, driven by strong contribution from our U.S. Korea Corporate (USKC) initiative as well as the acquisition of new relationships throughout our network. We closely managed our commercial real estate (CRE) exposure in line with our ongoing effort to reduce CRE as a percentage of our portfolio over time. We remain disciplined in our underwriting practices as we seek lending opportunities that meet both our high-quality standards and portfolio objectives.

Our USKC initiative continues to be a substantial contributor to our expansion. Our dedicated team of talented bankers builds strong relationships with the U.S.-based subsidiaries of Korean companies. To further strengthen our presence and enhance support for our customers, we opened a Representative Office in Seoul, South Korea. This was an important strategic milestone for Hanmi that will enable us to increase communication with existing customers and expand our outreach to Korean companies looking to establish a footprint in the U.S. Our in-country presence will also allow us to gain broader insight on business activity between the U.S. and South Korea. Additionally, it complements our existing Korea desks located in major markets throughout California, New York, New Jersey, Georgia, and Texas.

Optimizing our branch network is an important part of our diversification strategy. We continue to evaluate opportunities for strategic branch consolidation, relocation and expansion. Our goal is to optimize our branch footprint for both growth and expense management, while ensuring we provide best-in-class banking products and services for our customers. In 2024, we consolidated three branches, one in California and two in Texas. This was a continuation of our program of reconfiguration of our branch network which began with two branch relocations in late 2023. Our efforts have resulted in both cost savings and contributed to loan and deposit growth.

We also continue to develop our Small Business Administration (SBA) loan portfolio. In 2024, our team generated strong growth in our SBA loan portfolio, driving a 25% increase in loan production to $188 million—surpassing our internal targets. We remain deeply committed to supporting the growth and success of small businesses across the U.S. Our dedicated SBA team provides expert guidance and tailored financial solutions to help entrepreneurs thrive in our core markets. We have added additional talent to our SBA team and we are well-positioned to drive further growth and reinforce our role as a trusted financial partner for small businesses.

Driving Growth Through Technology and Innovation

At Hanmi, we are committed to scaling our technology ecosystem to support future growth while modernizing and simplifying our infrastructure. These actions are designed to enhance our customers’ experience, drive operational efficiency and reduce costs.

In 2024, we implemented a new loan origination system to streamline processes and increase efficiency, with full deployment expected to further optimize our lending operations. Additionally, we continue to expand our digital capabilities with two distinct online account opening platforms—one for consumers and another for commercial clients. These advancements will not only help us acquire new customers but also deepen relationships by cross-selling deposit products to existing loan customers beyond our physical footprint.

By investing in technology-driven solutions, Hanmi is strengthening its foundation for sustainable growth while delivering greater value to our stakeholders.

Looking Ahead with Optimism

As a banking organization deeply rooted in the communities we serve, Hanmi is committed to making a lasting impact. In 2024, we significantly increased both the number of loans made and total investment from the prior year. We originated 420 small business and community development loans totaling $261 million, including $96 million dedicated to affordable housing, community development, and economic growth. For the second consecutive year, our team members volunteered over 2,000 hours in community service, and Hanmi contributed more than $400,000 in donations, including Community Reinvestment Act (CRA) contributions. By year-end, we had funded approximately 25% of our $7.5 million long-term CRA contribution commitment.

As we look to 2025 and beyond, we remain focused on executing our growth strategy and building on the strong momentum we established in 2024. We are excited about the opportunities to further enhance our personalized, relationship-based banking services and products, help our customers achieve their financial goals while continuing to create long-term value for our shareholders.

Thank you for your continued trust and support. We are honored to serve you and look forward to another year of growth and progress together.

HANMI FINANCIAL CORPORATION

900 Wilshire Boulevard, Suite 1250

Los Angeles, California 90017

(213) 382-2200

NOTICE OF ANNUAL MEETING OF

STOCKHOLDERS TO BE HELD ON MAY 28, 2025

TO THE STOCKHOLDERS OF HANMI FINANCIAL CORPORATION:

NOTICE IS HEREBY GIVEN that the 2025 Annual Meeting of Stockholders (the “Annual Meeting”) of Hanmi Financial Corporation (“Hanmi,” the “Company,” “we,” “us” or “our”) will be held virtually, via live webcast, on Wednesday, May 28, 2025 at 10:30 a.m., Pacific Time, for the following purposes:

To elect eleven (11) directors to serve for terms expiring at the 2026 Annual Meeting of Stockholders and until their successors are elected and qualified;

To provide a non-binding advisory vote to approve the compensation of our Named Executive Officers (“Say-on-Pay” vote);

To approve an amendment to the Company's Amended and Restated Certificate of Incorporation to limit the liability of certain officers of the Company as permitted by Delaware General Corporation Law (“Officer Exculpation Amendment”);

To ratify the appointment of Crowe LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2025; and

To consider any other business properly brought before the meeting.

Please note that this year’s meeting will be virtual. You will not be able to attend the Annual Meeting in person. A live webcast of the Annual Meeting will be available. Registration is required online atwww.proxydocs.com/HAFC. Whether or not you plan to attend virtually, your vote is important and we encourage you to vote promptly by mail, telephone or via the Internet. If you attend the Annual Meeting virtually, you may vote online during the Annual Meeting.

By Order of Our Board of Directors,

John J. Ahn

Chairman of the Board

Los Angeles, California

April 16, 2025

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE2025 ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON MAY 28, 2025: This Proxy Statement and the 2024 Annual Report on Form 10-K are available electronically atwww.hanmi.com by clicking on “Investor Relations” and then “Proxy Materials.”

VIRTUAL ANNUAL MEETING

The Annual Meeting will be held in a virtual-only meeting format, via live webcast that will provide stockholders of record and beneficial owners as of the close of business on April 2, 2025, the record date, with the ability to participate in the Annual Meeting, vote their shares electronically at the Annual Meeting via the virtual-only meeting platform, and submit questions.

BENEFITS OF A VIRTUAL ANNUAL MEETING

The virtual-only meeting format will give stockholders the opportunity to exercise the same rights as if they had attended an in-person meeting while enhancing stockholder access and encouraging participation and communication with our Board of Directors and management.

A virtual-only meeting format facilitates stockholder attendance and participation by enabling all stockholders to participate fully and equally, and without cost, using an Internet-connected device from any location around the world. In addition, the virtual-only meeting format increases our ability to engage with all stockholders, regardless of size, resources or physical location.

ATTENDANCE AT THE VIRTUAL ANNUAL MEETING

Only stockholders of record and beneficial owners of shares of our common stock as of the close of business on April 2, 2025, the record date, may attend and participate in the Annual Meeting, including voting and asking questions during the virtual Annual Meeting. You will not be able to attend the Annual Meeting physically in person.

In order to attend the Annual Meeting, you must register atwww.proxydocs.com/HAFC. Upon completing your registration, you will receive further instructions via email, including a unique link that will allow you to access the Annual Meeting and to vote and submit questions during the Annual Meeting.

As part of the registration process, you must enter the control number located on your proxy card, voting instruction form, or Notice of Internet Availability. If you are a beneficial owner of shares registered in the name of a broker, bank or other nominee, you will also need to provide the registered name on your account and the name of your broker, bank or other nominee as part of the registration process.

On May 28, 2025, the day of the Annual Meeting, stockholders may begin to log in to the live webcast 15 minutes prior to the Annual Meeting. The Annual Meeting will begin promptly at 10:30 a.m., Pacific Time.

We will have technicians ready to assist you with any technical difficulties you may have accessing the Annual Meeting. If you encounter any difficulties accessing the live webcast, including any difficulties voting or submitting questions, you may call the technical support number that will be posted in your instructional email.

QUESTIONS AT THE VIRTUAL ANNUAL MEETING

Our virtual Annual Meeting will allow stockholders to submit questions before the live webcast, to be addressed during a designated question and answer period at the Annual Meeting. We will answer as many stockholder-submitted questions as time permits, and any questions that we are unable to address during the Annual Meeting will be answered following the meeting, with the exception of any questions that are irrelevant to the purpose of the Annual Meeting or our business, or that contain inappropriate or derogatory references that are not in good taste. If we receive substantially similar questions, we will group such questions together and provide a single response to avoid repetition.

PLEASE NOTE YOU WILL NOT BE ABLE TO ATTEND THE ANNUAL MEETING IN PERSON.

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