0001193125-14-279054 Sample Contracts

HERITAGE FINANCIAL CORPORATION
Restricted Stock Award Agreement • July 24th, 2014 • Heritage Financial Corp /Wa/ • Savings institutions, not federally chartered • Washington

The Participant specified below has been granted a restricted stock award (the “Award”) by HERITAGE FINANCIAL CORPORATION, a Washington corporation (the “Company”), under the HERITAGE FINANCIAL CORPORATION 2014 OMNIBUS EQUITY PLAN (the “Plan”). The Award shall be subject to the terms of the Plan and the terms set forth in this Restricted Stock Award Agreement (“Award Agreement”).

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HERITAGE FINANCIAL CORPORATION
Nonqualified Stock Option Award Agreement • July 24th, 2014 • Heritage Financial Corp /Wa/ • Savings institutions, not federally chartered • Washington

The Participant specified below has been granted a nonqualified stock option (the “Option”) by HERITAGE FINANCIAL CORPORATION, a Washington corporation (the “Company”), under the HERITAGE FINANCIAL CORPORATION 2014 OMNIBUS EQUITY PLAN (the “Plan”). The Option shall be subject to the terms of the Plan and the terms set forth in this Nonqualified Stock Option Award Agreement (“Award Agreement”).

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HERITAGE FINANCIAL CORPORATION
Restricted Stock Unit Award Agreement • July 24th, 2014 • Heritage Financial Corp /Wa/ • Savings institutions, not federally chartered • Washington

The Participant specified below has been granted a restricted stock unit award (the “Award”) by HERITAGE FINANCIAL CORPORATION, a Washington corporation (the “Company”), under the HERITAGE FINANCIAL CORPORATION 2014 OMNIBUS EQUITY PLAN (the “Plan”). The Award shall be subject to the terms of the Plan and the terms set forth in this Restricted Stock Unit Award Agreement (“Award Agreement”).

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