William K. Glasby
About William K. Glasby
William K. Glasby, age 51, serves as Executive Vice President and Chief Information Officer of Heritage Bank (HFWA). He joined Heritage in 2017 as Executive Vice President and Chief Technology Officer before becoming CIO; his background includes executive technology leadership at JPMorgan Chase and Washington Mutual, and he holds an MBA from the Yale School of Management and a BA from Western Washington University . Company performance context during 2024: total assets $7.11B (down 0.8% YoY), net income $43.3M (down 29.9% YoY), diluted EPS $1.24 (down 29.1% YoY), total loans $4.75B (+10.7% YoY), and total deposits $5.68B (+1.4% YoY) . For long-term incentives measured over 2022–2024, Heritage’s three-year TSR ranked at the 62nd percentile of peers (124% of target payout) while ROATCE ranked at the 34th percentile (36% of target payout) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| JPMorgan Chase (Commercial Banking) | Executive Director, Chief Information Architect; Director of Data Warehousing & Small App Dev | 2011–2017 | Led commercial-banking data architecture, warehousing and application development to support technology modernization |
| Novare Solutions Group | Managing Director | 2010–2011 | Technology consulting leadership; operational excellence mandates |
| Washington Mutual Bank | Technical and business management positions | — | Product management and technology roles in retail banking |
External Roles
None disclosed in company filings or investor materials for Glasby .
Fixed Compensation
- Glasby is not a Named Executive Officer (NEO) in HFWA’s 2025 proxy; his base salary, target bonus %, and actual bonus are not disclosed. Executive officer biography confirms role and appointment but not cash compensation details .
Performance Compensation
- Heritage’s executive compensation framework for NEOs uses objective corporate performance metrics and a mix of annual cash incentives and long-term equity with performance vesting; the proxy does not disclose Glasby-specific participation, targets, or payouts .
2024 Management Incentive Plan (corporate goals used for NEOs):
| Metric | Weighting | Threshold | Target | Maximum | Actual 2024 Performance | % of Target Achieved |
|---|---|---|---|---|---|---|
| Diluted EPS | 40% | $1.50 | $2.00 | $2.50 | $1.24 (Committee adjusted to $1.80 for plan purposes) | 80% |
| Net Charge-Offs (Recoveries)/Avg Loans | 20% | 0.11% | 0.06% | 0.01% | 0.06% | 100% |
| Overhead Ratio | 40% | 2.39% | 2.24% | 2.04% | 2.22% | 105% |
Long-Term Equity Metrics (2024 grants for NEOs):
| Metric | Weighting | Threshold | Target | Maximum | Payout Opportunity |
|---|---|---|---|---|---|
| Return on Average Tangible Common Equity (relative to peer group) | 50% | 25th percentile | 50th percentile | 75th percentile | 50–150% of target (2% incremental per percentile) |
| Three-Year Total Shareholder Return (relative to peer group) | 50% | 25th percentile | 50th percentile | 75th percentile | 50–150% of target (2% incremental per percentile) |
Performance Share Award Results (2022–2024 cycle for NEOs):
| Metric | Weighting | Actual Performance | % of Target Payout |
|---|---|---|---|
| ROATCE (relative) | 50% | 34th percentile | 36% |
| 3-Year TSR (relative) | 50% | 62nd percentile | 124% |
Equity Ownership & Alignment
- Beneficial ownership for Glasby is not itemized in the proxy’s “Directors & Named Executive Officers” table, so his exact share count and ownership % are not disclosed .
- Company policies: anti-hedging is prohibited; pledging is cautioned against, and the proxy states no pledging by NEOs or directors to the company’s knowledge . Officer stock ownership guidelines require 3x salary for the CEO and 1.5x salary for other NEOs; all NEOs were in compliance as of Dec 31, 2024 . Director guidelines are 3x cash retainer and fully complied with as of year-end .
Employment Terms
- Existence of employment agreement: Heritage and William Glasby entered into an employment agreement effective July 1, 2019 (agreement referenced on Contracts Justia) .
- Company framework (non-CEO NEO agreements; Glasby-specific terms not disclosed):
- Severance if terminated without cause or for good reason: 100% of Base Compensation, paid over 24 months; Change-in-control severance: 200% of Base Compensation, paid in lump sum .
- Double-trigger equity vesting upon change-in-control if awards are not assumed/converted, or if terminated without cause/for good reason within 24 months; performance-based awards vest at target under CIC scenarios .
- Non-compete: 12 months post-termination (reduces to 12 months in CIC scenarios); non-solicit: 24 months post-termination (reduces to 12 months in CIC scenarios); confidentiality restrictions apply indefinitely .
- Clawback policy adopted in 2023, aligned with SEC/Nasdaq standards .
- Principal Shareholder Voting & Support Agreement: Glasby is listed as a signatory among Heritage principal shareholders in the Kitsap/Olympic Bancorp acquisition filings, evidencing share ownership and governance alignment obligations in that transaction .
Additional Signals and Gaps
- Insider transactions and selling pressure: Attempt to fetch Form 4 insider transactions for Glasby via the insider-trades skill returned a 401 Unauthorized error; as a result, transaction history, vesting events, and current post-transaction holdings cannot be analyzed here. We searched for Glasby-specific Form 4s but could not retrieve records due to the error.
- Say-on-pay: Shareholders approved NEO compensation with >98% support in 2024, indicating broad investor acceptance of the compensation framework .
Investment Implications
- Alignment: Heritage’s executive pay design is structurally pay-for-performance, with clear financial metrics (EPS, overhead ratio, net charge-offs) and relative performance (TSR, ROATCE) in long-term equity; anti-hedging and pledging prohibitions, stock ownership guidelines, and clawbacks strengthen alignment and governance .
- Retention risk: Non-CEO executive employment agreements feature severance, continued benefits, and double-trigger vesting on CIC, plus non-compete/non-solicit covenants—supporting retention and orderly succession; Glasby’s specific severance and CIC economics are not disclosed, but the presence of a 2019 employment agreement suggests contractual protections are in place .
- Trading signals: Without Form 4 data, we lack visibility into Glasby’s selling/buying cadence, tax withholding sales, or net share accumulation; beneficial ownership and pledge status for Glasby specifically are not disclosed, though company policies discourage pledging and prohibit hedging . Company performance softened in 2024 (EPS down, net income down) amid balance sheet restructuring, which could influence incentive payouts and executive equity value realization .
- Execution risk: Glasby’s CIO tenure spans major technology leadership experience at large banks; his role is central to data, systems and integration (including ongoing M&A integration of Kitsap), but no project-level successes/failures are detailed in filings; continued risk oversight is through the Board’s Risk & Technology Committee and enterprise risk management framework .