EXHIBIT 99.4
ELECTION FORM FOR USE BY SHAREHOLDERS OF
UNITED SAVINGS AND LOAN BANK
Ladies and Gentlemen:
Pursuant to the terms of the Agreement and Plan of Merger dated as of
May 19, 2003 and as amended as of June 13, 2003 (the "Merger Agreement") among
Washington Federal, Inc. ("Washington Federal"), Washington Federal Savings and
Loan Association and United Savings and Loan Bank ("United Savings"), the
undersigned shareholder(s) of United Savings elects to receive the following
form of consideration in connection with the conversion of his or her shares of
United Savings Common Stock upon consummation of the merger. This election is
subject to allocation procedures intended to ensure that at least 45% and not
more than 50% of the aggregate value of the consideration is paid in the form of
shares of Washington Federal Common Stock, as described in the Proxy
Statement/Prospectus provided to the undersigned (the "Proxy Statement").
CHECK THE APPROPRIATE BOX TO INDICATE YOUR ELECTION
[ ] (i) CASH ELECTION - All shares of United Savings Common Stock to
be converted to an amount equal to $1,595.09 per share for each share
of United Savings Common Stock.
OR
[ ] (ii) STOCK ELECTION - All shares of United Savings Common Stock to
be converted into a number of whole shares of Washington Federal Common
Stock determined by dividing $1,595.09 by the average closing price of
Washington Federal Common Stock during a specified period preceding the
merger, plus cash in lieu of any fractional share interest.
OR
[ ] (iii) CASH AND STOCK ELECTION - a combination of cash and stock as
follows:
_________ shares of United Savings stock for cash; and
_________ shares of United Savings stock for Washington Federal Common
Stock, plus cash for fraction of shares.
PLEASE NOTE THAT THE TOTAL NUMBER OF SHARES SPECIFIED ABOVE CANNOT
EXCEED THE TOTAL NUMBER OF SHARES OF UNITED SAVINGS COMMON STOCK YOU OWN OF
RECORD. THE NUMBER OF SHARES YOU OWN OF RECORD IS INDICATED ON THE LOWER RIGHT
HAND CORNER OF THE LABEL.
The undersigned acknowledges that the DEADLINE FOR FILING THIS ELECTION
FORM with United Savings is BY 5:00 P.M., PACIFIC TIME, ON _______ __, 2003, the
day of the Special Meeting of Shareholders in which shareholders of United
Savings will consider and vote upon the Merger Agreement. ANY SHAREHOLDER WHO
FAILS TO DELIVER THE ELECTION FORM TO UNITED SAVINGS BY THE DEADLINE WILL BE
DEEMED TO HOLD "NON-ELECTION SHARES" AS DESCRIBED IN THE ACCOMPANYING PROXY
STATEMENT. The undersigned further acknowledges that the election to receive the
indicated form of consideration is subject to the allocation procedures set
forth in the Merger Agreement which are intended to ensure that at least 45% and
not more than 50% of the aggregate value of the consideration is paid in the
form of shares of Washington Federal Common Stock. See the section of the Proxy
Statement entitled "THE MERGER - Merger Consideration and Election and Exchange
Procedures" and "-- Procedures for Exchanging of United Savings Common Stock
Certificates" for a description of the situations in which shareholders may
receive consideration other than the elected form of consideration and the
priorities governing such adjustments.
Prior to 5:00 p.m., Pacific Time, on ______ __, 2003, the undersigned
may, at any time or from time to time, change his or her election by filing a
new Election Form with United Savings.
Shareholders who have questions regarding the election process, and/or
the tax consequences associated with such election process, should consult, at
their own expense, their own tax, legal and investment advisors.
Date:___________, 2003 ________________________________
Signature of Shareholder
________________________________
Signature of Shareholder
(To be signed by the holder(s) of
record exactly as the name(s) of such
holder(s) appears on the stock
certificate. When signing as an
attorney, executor, administrator,
trustee or guardian, please give full
title. All joint owners must sign.)
THIS ELECTION FORM IS NOT A FORM OF PROXY. THE FORM OF PROXY IS SEPARATELY
PROVIDED. PLEASE RETURN BOTH THIS ELECTION FORM AND THE FORM OF PROXY TO UNITED
SAVINGS, USING THE ENCLOSED, PRE-PAID, PRE-ADDRESSED ENVELOPE.
DO NOT FORWARD YOUR UNITED SAVINGS STOCK CERTIFICATE(S) AT THIS TIME