HERITAGE FINANCIAL CORPORATION (NASDAQ:HFWA) Files An 8-K Submission of Matters to a Vote of Security Holders

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HERITAGE FINANCIAL CORPORATION (NASDAQ:HFWA) Files An 8-K Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders

(a)
The Annual Meeting of Heritage Financial Corporation (the
Company) was held on May 3, 2017.
(b)
There were a total of 29,956,344 of the Companys common stock
outstanding and entitled to vote at the Annual Meeting. At
the Annual Meeting, 26,275,835 shares of common stock were
represented in person or by proxy, therefore a quorum was
present. The following proposals were submitted by the Board
of Directors to a vote of shareholders:
Proposal 1. Election of Directors. The following individuals were
elected as directors for one year terms:
FOR
AGAINST
ABSTAIN
BROKER
NON-VOTES
# of votes
# of votes
# of votes
# of votes
Brian S. Charneski
22,659,320
408,195
7,835
3,200,485
John A. Clees
22,690,657
365,983
18,710
3,200,485
Kimberly T. Ellwanger
22,793,898
256,519
24,933
3,200,485
Deborah J. Gavin
22,749,161
307,505
18,684
3,200,485
Jeffrey S. Lyon
22,770,113
281,457
23,780
3,200,485
Gragg E. Miller
22,701,945
366,138
7,267
3,200,485
Anthony B. Pickering
22,792,192
275,723
7,435
3,200,485
Brian L. Vance
22,837,204
218,615
19,531
3,200,485
Ann Watson
22,893,214
158,431
23,705
3,200,485
Based on the votes set forth above, the above named directors were
duly elected to serve as directors of the Company for a one year
term expiring at the annual meeting of shareholders in 2018 and
until their respective successors have been duly elected and
qualified.
Proposal 2. Advisory (Non-binding) approval of the compensation of
the Companys named executive officers. This proposal received the
following votes:
FOR
AGAINST
ABSTAIN
BROKER NON-VOTES
22,368,978
580,505
125,867
3,200,485
Based on the votes set forth above, the compensation of the
Companys named executive officers was approved by shareholders.
Proposal 3. Advisory (Non-binding) approval of the frequency of
shareholder votes on the compensation paid to the Companys named
executive officers. This proposal received the following votes:
1 YEAR
2 YEARS
3 YEARS
ABSTAIN
BROKER NON-VOTES
19,264,087
384,764
3,338,167
88,332
3,200,485
Based on the votes set forth above, an advisory vote on executive
compensation to be held annually was approved by shareholders.
Proposal 4.>>Ratification of the appointment of Crowe Horwath
LLP as the Companys independent registered public accounting firm
for the year ending December 31, 2017. This proposal received the
following votes:
FOR
AGAINST
ABSTAIN
BROKER NON-VOTES
25,127,871
1,098,703
49,321

Based on the votes set forth above, the appointment of Crowe
Horwath LLP as the Companys independent registered public
accounting firm for the year ending December 31, 2017 was duly
ratified by the shareholders.
(c)
None.
(d)
In light of the voting results on Proposal 3 indicated
above, the Company’s Board of Directors decided that the
Company will continue to hold an annual advisory vote on
the compensation of named executive officers. The Company
will continue to hold annual advisory votes until the
Company’s Board of Directors decides to hold the next
shareholder advisory vote on the frequency of advisory
votes, which must occur at least once every six years.


About HERITAGE FINANCIAL CORPORATION (NASDAQ:HFWA)

Heritage Financial Corporation is a bank holding company engaged in the business of planning, directing and coordinating the business activities of its bank subsidiary, Heritage Bank (the Bank). The Bank also makes real estate construction loans, land development loans and consumer loans, and originates first mortgage loans on residential properties primarily located in its market area. It offers deposit accounts, including non-interest demand accounts, negotiable order of withdrawal (NOW) accounts, money market accounts, savings accounts and certificates of deposit (CDs). The Bank also originates consumer loans, real estate construction and land development loans, and one- to four-family residential loans. The Bank’s investment portfolio includes investment securities available for sale, as well as investment securities held to maturity.

HERITAGE FINANCIAL CORPORATION (NASDAQ:HFWA) Recent Trading Information

HERITAGE FINANCIAL CORPORATION (NASDAQ:HFWA) closed its last trading session down -0.30 at 25.70 with 175,256 shares trading hands.