HERITAGE FINANCIAL CORP /WA/

Stockholders' Equity

Total stockholders' equity increased $194.2 million, or 21.1%, to $1,115.7 million at March 31, 2026, compared to $921.5 million at December 31, 2025 due primarily to stock issued as consideration in the Merger. The Company’s stockholders' equity to assets ratio was 13.1% at March 31, 2026, compared to 13.2% at December 31, 2025.

The following table summarizes changes in stockholders' equity for the Company for the period indicated:

The Company has historically paid cash dividends to its common shareholders. Payments of future cash dividends, if any, will be at the discretion of our Board after taking into account various factors, including our business, operating results and financial condition, capital requirements, current and anticipated cash needs, plans for expansion, any legal or contractual limitation on our ability to pay dividends and other relevant factors. Dividends on common stock from the Company depend substantially upon the receipt of dividends from the Bank, which is the Company’s predominant source of income. On April 22, 2026, the Board declared a regular quarterly dividend of $0.24 per common share payable on May 20, 2026 to shareholders of record on May 6, 2026.

On April 24, 2024, the Board authorized the Repurchase Program. The Company is not obligated to repurchase any shares of its common stock, and other than repurchases that have been completed to date, there is no assurance that the Company will do so. The Company may, in its discretion, begin, suspend or terminate repurchases at any time prior to the Program’s expiration, without any prior notice.