UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 31, 2021

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WASHINGTON FEDERAL INC

(Exact name of registrant as specified in its charter)

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Washington	001-34654		91-1661606
(State or other jurisdiction of incorporation or organization)	(Commission File Number)		(I.R.S. Employer Identification No.)
425 Pike Street	Seattle	Washington	98101
(Address of Principal Executive Offices)			(Zip Code)

Registrant’s telephone number, including area code (206) 624-7930

Not Applicable

(Former name or former address, if changed since last report)

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol	Name of each exchange on which registered
Common Stock, $1.00 par value per share	WAFD	NASDAQ Stock Market
Depositary Shares, Each Representing a 1/40th Interest in a Share of 4.875% Fixed Rate Series A Non-Cumulative Perpetual Preferred Stock	WAFDP	NASDAQ Stock Market

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ☐    No  x

Item 8.01 Other Events

On December 31, 2021, Washington Federal Bank, N.A., dba WaFd Bank ("WaFd Bank" or "Bank"), the bank subsidiary of Washington Federal, Inc. (NASDAQ: WAFD) ("Washington Federal" or "Company"), applied to the Washington State Department of Financial Institutions to convert from a national association to a Washington state-chartered bank. If the application is approved and the conversion is completed, then the Washington State Department of Financial Institutions will be the Bank's primary regulator, the Federal Deposit Insurance Corporation (the "FDIC") will be the Bank's primary federal regulator and the Federal Reserve will continue to be the Company's primary federal regulator. The Bank has notified the FDIC of the proposed charter conversion. The Bank also filed a notice of the charter conversion with its current primary federal regulator, the Office of the Comptroller of the Currency. If the charter conversion application is approved, the Bank will cancel its holdings of stock of the Federal Reserve Bank of San Francisco and terminate its membership in the Federal Reserve System.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

January 3, 2022	WASHINGTON FEDERAL, INC.
	By:	/s/ VINCENT L. BEATTY
		Vincent L. Beatty
		Executive Vice President and Chief Financial Officer

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