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HERITAGE FINANCIAL CORP /WA/

For the period ended Mar 31, 2026. Filed May 8, 2026.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2026 · Filed May 8, 2026

HFWA$28.39-0.6%Stored close · as of Nov 6, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

LOANS RECEIVABLE

(4)Loans Receivable

The Company originates loans in the ordinary course of business and has also acquired loans through mergers and acquisitions. In addition to originating loans, the Company may also purchase loans through pool purchases, participation purchases and syndicated loan purchases. Accrued interest receivable was excluded from disclosures presenting the Company's amortized cost of loans receivable, as it was deemed insignificant.

(a) Loan Origination/Risk Management

The Company categorizes the individual loans in the total loan portfolio into four segments: commercial business; residential real estate; real estate construction and land development; and consumer. Within these segments are classes of loans for which management monitors and assesses credit risk in the loan portfolios. A detailed description of the portfolio segments and classes is contained in the 2025 Annual Form 10-K.

The Company has certain lending policies and guidelines in place that are designed to maximize loan income within an acceptable level of risk. Management reviews and approves these policies and guidelines on a regular basis. A reporting system supplements the review process by providing management with frequent reports related to loan production, loan quality, concentrations of credit, loan delinquencies and nonperforming and criticized loans. The Company also conducts internal loan reviews and validates the credit risk assessment on a periodic basis and presents the results of these reviews to management. The loan review process complements and reinforces the risk identification and assessment decisions made by loan officers and credit personnel.

The amortized cost of loans receivable, net of ACL on loans, consisted of the following portfolio segments and classes at the dates indicated:

March 31,2026December 31,2025
(Dollars in thousands)
Commercial business:
Commercial and industrial$1,059,457$818,000
Owner-occupied CRE1,213,5851,034,829
Non-owner occupied CRE2,466,4172,057,844
Total commercial business4,739,4593,910,673
Residential real estate361,384358,834
Real estate construction and land development:
Residential123,40995,350
Commercial and multifamily288,493247,975
Total real estate construction and land development411,902343,325
Consumer209,493170,434
Loans receivable5,722,2384,783,266
ACL on loans(60,551)(52,584)
Loans receivable, net$5,661,687$4,730,682
Balances included in the amortized cost of loans receivable:
Unamortized net discount on acquired loans$(21,954)$(694)
Unamortized net deferred fee$(11,002)$(11,152)

(b)Concentrations of Credit

Most of the Company’s lending activity occurs within its primary market areas which are concentrated along the I-5 corridor from Whatcom County, Washington to Lane County, Oregon, as well as Clallam, Jefferson, Kitsap, Mason, Spokane and Yakima County, Washington and Ada County, Idaho. Additionally, the Company's loan portfolio is concentrated in commercial business loans, which include commercial and industrial, owner-occupied and nonowner-occupied CRE loans, and commercial and multifamily real estate construction and land development loans. Commercial business loans and commercial and multifamily real estate construction and land development loans are generally considered as having a more inherent risk of default than residential real estate loans or other consumer loans. Also, the loan balance per borrower is typically larger for commercial loans than that for residential real estate loans and consumer loans, implying higher potential losses on an individual loan basis.

(c)Credit Quality Indicators

As part of the ongoing monitoring of the credit quality of the Company’s loan portfolio, management tracks certain credit quality indicators including trends related to (i) the risk grade of the loans, (ii) the level of classified loans, (iii) net charge-offs, (iv) nonperforming loans, (v) past due status, and (vi) the general economic conditions of the United States of America, and specifically the states of Washington, Oregon and Idaho.

The Company utilizes a risk grading matrix to assign a risk grade to each of its loans. Loans are graded on a scale of 1 to 10. Risk grades are aggregated to create the risk categories of Pass for grades 1 to 6, Special Mention or "SM" for grade 7, Substandard or "SS" for grade 8, Doubtful for grade 9 and Loss for grade 10. Descriptions of the general characteristics of the risk grades, including qualitative information on how the risk grades relate to the risk of loss, are contained in the 2025 Annual Form 10-K. Numerical loan grades for loans are established at the origination of the loan. Changes to loan grades are considered at the time new information about the performance of a loan becomes available, including the receipt of updated financial information from the borrower, results of annual term loan reviews and scheduled loan reviews. For consumer loans, the Company follows the FDIC’s Uniform Retail Credit Classification and Account Management Policy for subsequent classification in the event of payment delinquencies or default. Typically, an individual loan grade will not be changed from the prior period unless there is a specific indication of credit deterioration or improvement. Credit deterioration is evidenced by delinquency, direct communications with the borrower or other borrower information that becomes known to management. Credit improvements are evidenced by known facts regarding the borrower or the collateral property.

Loan grades relate to the likelihood of losses in that the higher the grade, the greater the loss potential. Loans with a Pass grade may have some estimated inherent losses, but to a lesser extent than the other loan grades. The SM loan grade is transitory in that the Company is waiting on additional information to determine the likelihood and extent of any potential loss. The likelihood of loss for SM graded loans, however, is greater than Watch graded loans because there has been measurable credit deterioration. Loans with a SS grade have further credit deterioration and include both accrual loans and nonaccrual loans. For Doubtful and Loss graded loans, the Company is almost certain of the losses and the outstanding principal balances are generally charged off to the realizable value. There were no loans graded Doubtful or Loss as of March 31, 2026 or December 31, 2025.

The following tables present the amortized cost of loans receivable by risk grade and origination year at the dates indicated:

March 31, 2026
Term Loans Amortized Cost Basis by Origination Year · Revolving Loans · Revolving Loans Converted(1) · Loans Receivable
2026 · 2025 · 2024 · 2023 · 2022 · Prior
(Dollars in thousands)
Commercial business:
Commercial and industrial
Pass$24,003$175,666$176,928$124,867$109,602$211,162$155,428$470$978,126
SM——4,6191415,6241,16012,36723024,141
SS3301,9652,71418,9007,0657,17312,4496,59457,190
Total24,333177,631184,261143,908122,291219,495180,2447,2941,059,457
Owner-occupied CRE
Pass25,582154,813148,06598,678154,019575,5067145,6001,162,977
SM—1,137—2,168—25,482——28,787
SS—310—4,591—16,920——21,821
Total25,582156,260148,065105,437154,019617,9087145,6001,213,585
Non-owner occupied CRE
Pass39,357256,702214,147252,945462,3631,162,525——2,388,039
SM———3,699—43,231——46,930
SS—1,223——5,57824,647——31,448
Total39,357257,925214,147256,644467,9411,230,403——2,466,417
Total commercial business
Pass88,942587,181539,140476,490725,9841,949,193156,1426,0704,529,142
SM—1,1374,6196,0085,62469,87312,36723099,858
SS3303,4982,71423,49112,64348,74012,4496,594110,459
Total89,272591,816546,473505,989744,2512,067,806180,95812,8944,739,459
Residential real estate
Pass—619,69442,207123,675173,578——359,160
SS———1948731,157——2,224
Total—619,69442,401124,548174,735——361,384
Real estate construction and land development:
Residential
Pass20,40370,02120,5346,9321,2659992,306—122,460
SS———949————949
Total20,40370,02120,5347,8811,2659992,306—123,409
Commercial and multifamily
Pass12,020102,74377,86539,66544,4961,452——278,241
SM——2,664—884293——3,841
SS—846———5,565——6,411
Total12,020103,58980,52939,66545,3807,310——288,493
March 31, 2026
Term Loans Amortized Cost Basis by Origination Year · Revolving Loans · Revolving Loans Converted(1) · Loans Receivable
2026 · 2025 · 2024 · 2023 · 2022 · Prior
(Dollars in thousands)
Total real estate construction and land development
Pass32,423172,76498,39946,59745,7612,4512,306—400,701
SM——2,664—884293——3,841
SS—846—949—5,565——7,360
Total32,423173,610101,06347,54646,6458,3092,306—411,902
Consumer
Pass2153,9411,3451,8513,60517,435179,029784208,205
SS———22095618283721,288
Total2153,9411,3452,0713,70018,053179,312856209,493
Loans receivable
Pass121,580763,892658,578567,145899,0252,142,657337,4776,8545,497,208
SM—1,1377,2836,0086,50870,16612,367230103,699
SS3304,3442,71424,85413,61156,08012,7326,666121,331
Total$121,910$769,373$668,575$598,007$919,144$2,268,903$362,576$13,750$5,722,238

(1)Represents the loans receivable balance at March 31, 2026 which was converted from a revolving loan to a non-revolving amortizing loan during the three months ended March 31, 2026.

December 31, 2025
Term Loans Amortized Cost Basis by Origination Year · Revolving Loans · Revolving Loans Converted(1) · Loans Receivable
2025 · 2024 · 2023 · 2022 · 2021 · Prior
(Dollars in thousands)
Commercial business:
Commercial and industrial
Pass$132,722$147,339$91,315$93,265$35,392$92,265$148,902$2,760$743,960
SM—4,9401,1136,5121,1415454,18148118,913
SS1,2072,10418,2707,299626,92018,62663955,127
Total133,929154,383110,698107,07636,59599,730171,7093,880818,000
Owner-occupied CRE
Pass125,339115,93783,969129,824134,443403,8246,042—999,378
SM——3,785—4,6946,539——15,018
SS——3,014——17,419——20,433
Total125,339115,93790,768129,824139,137427,7826,042—1,034,829
Non-owner-occupied CRE
Pass220,384186,195221,889352,919226,420789,404——1,997,211
SM——2,832—7,79825,374——36,004
SS—————24,629——24,629
Total220,384186,195224,721352,919234,218839,407——2,057,844
Total commercial business
Pass478,445449,471397,173576,008396,2551,285,493154,9442,7603,740,549
SM—4,9407,7306,51213,63332,4584,18148169,935
SS1,2072,10421,2847,2996248,96818,626639100,189
Total479,652456,515426,187589,819409,9501,366,919177,7513,8803,910,673
Residential real estate
Pass—21,69743,453125,709124,51241,166——356,537
SS——1948061,158139——2,297
Total—21,69743,647126,515125,67041,305——358,834
December 31, 2025
Term Loans Amortized Cost Basis by Origination Year · Revolving Loans · Revolving Loans Converted(1) · Loans Receivable
2025 · 2024 · 2023 · 2022 · 2021 · Prior
(Dollars in thousands)
Real estate construction and land development:
Residential
Pass56,42819,3818,9901,289—1,0001,549—88,637
SS——963—5,750———6,713
Total56,42819,3819,9531,2895,7501,0001,549—95,350
Commercial and multifamily
Pass71,51974,17843,39649,1631,3591,477——241,092
SM———886—301——1,187
SS—————5,696——5,696
Total71,51974,17843,39650,0491,3597,474——247,975
Total real estate construction and land development
Pass127,94793,55952,38650,4521,3592,4771,549—329,729
SM———886—301——1,187
SS——963—5,7505,696——12,409
Total127,94793,55953,34951,3387,1098,4741,549—343,325
Consumer
Pass6802186021,15824813,319149,8342,447168,506
SS——42325—6585003221,928
Total6802181,0251,18324813,977150,3342,769170,434
Loans receivable
Pass607,072564,945493,614753,327522,3741,342,455306,3275,2074,595,321
SM—4,9407,7307,39813,63332,7594,18148171,122
SS1,2072,10422,8648,1306,97055,46119,126961116,823
Total$608,279$571,989$524,208$768,855$542,977$1,430,675$329,634$6,649$4,783,266

(1)Represents the loans receivable balance at December 31, 2025 which was converted from a revolving loan to non-revolving amortizing loan during the year ended December 31, 2025.

The following tables present gross charge-offs by loan class and origination year, for the periods indicated:

Three Months Ended March 31, 2026
Current Period Gross Charge-offs by Origination Year · Revolving Loans · Total Gross Charge-Offs
2026 · 2025 · 2024 · 2023 · 2022 · Prior
(Dollars in thousands)
Commercial business$—$—$37$361$—$2$—$400
Residential real estate————64——64
Consumer——1——2791119
Total$—$—$38$361$64$29$91$583
Three Months Ended March 31, 2025
Current Period Gross Charge-offs by Origination Year · Revolving Loans · Total Gross Charge-Offs
2025 · 2024 · 2023 · 2022 · 2021 · Prior
(Dollars in thousands)
Commercial business$—$—$222$—$—$—$—$222
Consumer——102—4498154
Total$—$—$232$2$—$44$98$376

(d) Nonaccrual Loans

The following tables present the amortized cost of nonaccrual loans at the dates indicated:

March 31, 2026
Nonaccrual without ACLNonaccrual with ACLTotal Nonaccrual
(Dollars in thousands)
Commercial business:
Commercial and industrial$3,052$2,042$5,094
Non-owner occupied CRE2,360—2,360
Total commercial business5,4122,0427,454
Residential real estate583—583
Real estate construction and land development:
Residential949—949
Commercial and multifamily5,565—5,565
Total real estate construction and land development6,514—6,514
Consumer407—407
Total$12,916$2,042$14,958
December 31, 2025
Nonaccrual without ACLNonaccrual with ACLTotal Nonaccrual
(Dollars in thousands)
Commercial business:
Commercial and industrial$853$2,086$2,939
Non-owner occupied CRE3,947—3,947
Total commercial business4,8002,0866,886
Residential real estate1,196—1,196
Real estate construction and land development:
Residential6,713—6,713
Commercial and multifamily5,695—5,695
Total real estate construction and land development12,408—12,408
Consumer486—486
Total$18,890$2,086$20,976

The following table presents the reversal of interest income on loans due to the write-off of accrued interest receivable upon the initial classification of loans as nonaccrual loans and the interest income recognized due to payment in full or sale of previously classified nonaccrual loans during the periods indicated:

Three Months Ended March 31,
20262025
Interest Income ReversedInterest Income RecognizedInterest Income ReversedInterest Income Recognized
(Dollars in thousands)
Commercial business:
Commercial and industrial$(38)$1$—$13
Owner-occupied CRE(9)10——
Non-owner occupied CRE—471——
Total commercial business(47)482—13
Residential real estate(5)—(28)—
Three Months Ended March 31,
2026 · 2025
Interest Income Reversed · Interest Income Recognized · Interest Income Reversed · Interest Income Recognized
Real estate construction and land development:
Residential—412——
Consumer(2)——
Total$(54)$894$(28)$13

For the three months ended March 31, 2026 and 2025, no interest income was recognized subsequent to a loan’s classification as nonaccrual, except as indicated in the tables above due to payment in full or sale.

(e) Past due loans

The Company performs an aging analysis of past due loans using policies consistent with regulatory reporting requirements with categories of 30-89 days past due and 90 or more days past due. The following tables present the amortized cost of past due loans at the dates indicated:

March 31, 2026
30-89 Days90 Days orGreaterTotal Past DueCurrentLoans Receivable
(Dollars in thousands)
Commercial business:
Commercial and industrial$8,432$4,406$12,838$1,046,619$1,059,457
Owner-occupied CRE4,832—4,8321,208,7531,213,585
Non-owner occupied CRE1,1342,3593,4932,462,9242,466,417
Total commercial business14,3986,76521,1634,718,2964,739,459
Residential real estate2,3535832,936358,448361,384
Real estate construction and land development:
Residential—949949122,460123,409
Commercial and multifamily5,565—5,565282,928288,493
Total real estate construction and land development5,5659496,514405,388411,902
Consumer71197268209,225209,493
Total$22,387$8,494$30,881$5,691,357$5,722,238
December 31, 2025
30-89 Days90 Days orGreaterTotal Past DueCurrentLoans Receivable
(Dollars in thousands)
Commercial business:
Commercial and industrial$7,115$1,973$9,088$808,912$818,000
Owner-occupied CRE735—7351,034,0941,034,829
Non-owner occupied CRE1,9553,9475,9022,051,9422,057,844
Total commercial business9,8055,92015,7253,894,9483,910,673
Residential real estate4251,3891,814357,020358,834
Real estate construction and land development:
Residential—6,7146,71488,63695,350
Commercial and multifamily—5,6955,695242,280247,975
Total real estate construction and land development—12,40912,409330,916343,325
December 31, 2025
30-89 Days90 Days orGreaterTotal Past DueCurrentLoans Receivable
(Dollars in thousands)
Consumer505345850169,584170,434
Total$10,735$20,063$30,798$4,752,468$4,783,266

The following table present loans 90 days or more past due and still accruing interest:

March 31, 2026December 31, 2025
(Dollars in thousands)
Real estate construction and land development:
Residential—194
Total real estate construction and land development—194
Consumer67—
Total$67$194

(f) Collateral-dependent Loans

The following tables present the type of collateral securing loans individually evaluated for credit losses and for which the repayment was expected to be provided substantially through the operation or sale of the collateral at the dates indicated, with balances representing the amortized cost of the loan classified by the primary collateral category of each loan if multiple collateral sources secure the loan:

March 31, 2026
CREFarmlandResidential Real EstateEquipmentTotal
(Dollars in thousands)
Commercial business:
Commercial and industrial$—$482$—$1,941$2,423
Non-owner occupied CRE2,360———2,360
Total commercial business2,360482—1,9414,783
Residential real estate——583—583
Real estate construction and land development:
Residential——949—949
Commercial and multifamily5,565———5,565
Total real estate construction and land development5,565—949—6,514
Consumer——407—407
Total$7,925$482$1,939$1,941$12,287
CREFarmlandResidential Real EstateEquipmentTotal
(Dollars in thousands)
Commercial business:
Commercial and industrial$—$482$—$61$543
Non-owner occupied CRE3,947———3,947
Total commercial business3,947482—614,490
Residential real estate——1,196—1,196
Real estate construction and land development:
Residential——6,713—6,713
Commercial and multifamily5,695———5,695
Total real estate construction and land development5,695—6,713—12,408
CREFarmlandResidential Real EstateEquipmentTotal
(Dollars in thousands)
Consumer——486—486
Total$9,642$482$8,395$61$18,580

There have been no significant changes to the collateral securing loans individually evaluated for credit losses and for which repayment was expected to be provided substantially through the operation or sale of the collateral during the three months ended March 31, 2026, except changes due to additions or removals of loans in this classification.

(g) Modification of Loans

Occasionally, the Company modifies loans to borrowers in financial distress by providing modifications of loans which may include interest rate reductions, principal or interest forgiveness, term extensions, and other actions intended to minimize economic loss and to avoid foreclosure or repossession of collateral. In some cases, the Company provides multiple types of modifications on one loan. When principal forgiveness is provided, the amount of forgiveness is charged-off against the ACL.

The following tables present the amortized cost of loans that were experiencing both financial difficulty and modified during the periods indicated:

Three Months Ended March 31, 2026
Term ExtensionTotal Modified Loans% of Modified Loans to Loans Receivable
(Dollars in thousands)
Commercial business:
Commercial and industrial$13,807$13,8071.30%
Real estate construction and land development:
Commercial and multifamily5,5665,5661.93
Total$19,373$19,3730.34%
Three Months Ended March 31, 2025
Term ExtensionTotal Modified Loans% of Modified Loans to Loans Receivable
(Dollars in thousands)
Commercial business:
Commercial and industrial$13,532$13,5321.59%
Owner-occupied CRE2242240.02
Non-owner occupied CRE6926920.04
Total commercial business14,44814,4480.39
Real estate construction and land development:
Commercial and multifamily8938930.24
Total real estate construction and land development8938930.20
Consumer77—
Total$15,348$15,3480.32%

The following tables present the financial effects of the loan modifications presented in the preceding tables during the periods indicated:

Three Months Ended March 31, 2026
Weighted Average Years of Term Extensions
Commercial business:
Commercial and industrial0.93
Real estate construction and land development:
Commercial and multifamily1.17
Total1.00
Three Months Ended March 31, 2025
Weighted Average Years of Term Extensions
Commercial business:
Commercial and industrial0.73
Owner-occupied CRE0.42
Non-owner occupied CRE0.42
Total commercial business0.71
Commercial and multifamily1.58
Consumer2.92
Total0.76

At March 31, 2026, there were $2.1 million in commitments to lend additional funds to borrowers experiencing financial difficulty whose terms had been modified during the three months ended March 31, 2026. At December 31, 2025, there were $7.1 million in commitments to lend additional funds to borrowers experiencing financial difficulty whose terms had been modified during the year ended December 31, 2025.

The Company closely monitors the performance of loans that are modified for borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts.

The Company considers a modified loan in payment default if the borrower is 90 or more days past due. At March 31, 2026, there was one residential construction loan for $0.9 million that was 90 days past due or in default that had been modified due to term extension in the past 12 months. At December 31, 2025 there were three loans for a total of $6.8 million that were 90 days past due or in default that had been modified in the past 12 months, consisting of $6.7 million of residential construction and $0.1 million of consumer loans.

The following tables present the performance of loans that have been modified within the previous twelve months:

March 31, 2026
Current30-89 Days90 Days orGreaterNonaccrualTotal
(Dollars in thousands)
Commercial business:
Commercial and industrial$7,269$—$—$104$7,373
Owner-occupied CRE1,708———1,708
Non-owner occupied CRE216———216
Total commercial business9,193——1049,297
Real estate construction and land development:
Residential———949949
Total real estate construction and land development———949949
Consumer13——102115
Total$9,206$—$—$1,155$10,361
March 31, 2025
Current30-89 Days90 Days orGreaterNonaccrualTotal
(Dollars in thousands)
Commercial business:
Commercial and industrial$7,903$5,257$—$—$13,160
Owner-occupied CRE224———224
Non-owner occupied CRE—691——691
Total commercial business8,1275,948——14,075
Real estate construction and land development:
Residential—6,750——6,750
Commercial and multifamily8935,746——6,639
Total real estate construction and land development89312,496——13,389
Consumer27———27
Total$9,047$18,444$—$—$27,491

(h) Accrued interest receivable on loans receivable

Accrued interest receivable on loans receivable totaled $18.4 million and $14.8 million at March 31, 2026 and December 31, 2025, respectively, and is excluded from the calculation of the ACL on loans as interest accrued, but not received, is reversed timely.

(i) Foreclosure proceedings in process

At March 31, 2026, there wereno home equity loans for which formal foreclosure proceedings were in process. At December 31, 2025, there were two home equity loans valued at a total of $1.2 million secured by residential real estate, for which formal foreclosure proceedings were in process.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.