0001127602-14-015718.txt : 20140501 0001127602-14-015718.hdr.sgml : 20140501 20140501125100 ACCESSION NUMBER: 0001127602-14-015718 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140501 FILED AS OF DATE: 20140501 DATE AS OF CHANGE: 20140501 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: WASHINGTON BANKING CO CENTRAL INDEX KEY: 0001058690 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 911725825 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 450 SW BAYSHORE DR CITY: OAK HARBOR STATE: WA ZIP: 98277 BUSINESS PHONE: 3606793121 MAIL ADDRESS: STREET 1: 450 SW BAYSHORE DR CITY: OAK HARBOR STATE: WA ZIP: 98277 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CRAWFORD MARK D CENTRAL INDEX KEY: 0001524152 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24503 FILM NUMBER: 14803427 MAIL ADDRESS: STREET 1: PO BOX 7001 CITY: OAK HARBOR STATE: WA ZIP: 98277 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2014-05-01 1 0001058690 WASHINGTON BANKING CO WBCO 0001524152 CRAWFORD MARK D PO BOX 7001 OAK HARBOR WA 98277 1 Common Stock 2014-05-01 4 D 0 2167 D 0 D Restricted Stock Units 0 2014-05-01 4 D 0 667 D 2013-02-23 2015-02-23 Common Stock 667 0 D Restricted Stock Units 0 2014-05-01 4 D 0 1666 D 2014-01-24 2016-01-24 Common Stock 1666 0 D Restricted Stock Units 0 2014-05-01 4 D 0 1250 D 2015-01-21 2015-01-21 Common Stock 1250 0 D Common stock of Washington Banking Company (WBCo) disposed of in connection with the merger of WBCo with and into Heritage Financial Corporation (Heritage) on May 1, 2014 pursuant to the Agreement and Plan of Merger, dated as of October 23, 2013, between WBCo and Heritage, each share of WBCo's common stock was exchanged for $2.75 and 0.89 share of Heritage common stock. Restricted Stock Units (RSU) of WBCo disposed of pursuant to the Agreement and Plan of Merger. Each WBCo RSU will be converted into the right to receive fully-vested shares of Heritage common stock per the equity exchange ratio as referred to in the Agreement and Plan of Merger. Per the award agreement, remaining units vest in the event of a change of control. 100% vesting at 1 year anniversary or change of control. Shelly L. Angus, POA for Mr. Crawford 2014-05-01