HERITAGE FINANCIAL CORP /WA/

In making recommendations for nominees to the Board, the Corporate Governance and Nominating Committee actively considers the qualifications, strengths and abilities of the potential candidates for nomination. Qualified director nominees are expected to have a mix of business experience, financial literacy, industry knowledge, technical expertise, integrity, the ability to work effectively in a group, and provide strategic oversight. The current composition of our Board reflects the importance of diversity to the Board. The director nominees include four women and two ethnically diverse nominees, as well as a diverse array of skills and experience across all nominees. Additionally, the Board has an effective mix of experience and fresh perspective as illustrated below.