2014 Proxy Amendment 14A


SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
 
Filed by the Registrant ý
Filed by a Party other than the Registrant ¨
 
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Preliminary Proxy Statement
o
Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
x 
Definitive Proxy Statement
o
Definitive Additional Materials
o
Soliciting Material Pursuant to 240.14a-11(c) or 240.14a-12
 
Washington Federal, Inc.

(Name of Registrant as Specified In Its Charter)
 

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
 
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Washington Federal, Inc.
Amendment to Proxy Statement

This Amendment No. 1 to the definitive proxy statement on schedule 14A (the "Proxy Statement") of Washington Federal, Inc. (the “Company”) filed with the U.S. Securities and Exchange Commission on December 12, 2014, amends only the Security Ownership of Certain Beneficial Owners and Management table as set forth below, to include BlackRock, Inc. and its subsidiaries as a holder known to the Company to be the beneficial owner of 5% or more of our issued and outstanding common stock as of October 1, 2014.  BlackRock, Inc. was inadvertently omitted from this table in the original filing.  Except for the correction to the table below and the date of the Forms 13F relied upon by the Company found in footnote (1) to the table, there are no other changes to the definitive proxy statement dated December 12, 2014.  

The Security Ownership of Certain Beneficial Owners and Management table, which was originally set forth on page 6 of the Proxy Statement, is amended to read in its entirety as follows:

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
 
The following table sets forth information as of October 1, 2014 with respect to: any person or entity known by Washington Federal to be the beneficial owner of 5% or more of the issued and outstanding Common Stock.
 
Name and Address of Beneficial Owner
Amount and Nature of Beneficial Ownership
 
Percentage Ownership
Fidelity Management & Research
9,820,942

(1)
10.02
%
82 Devonshire Street
Boston, Massachusetts
 

 
 
Blackrock, Inc. and Subsidiaries
8,141,981

(1)
8.30
%
400 Howard Street
San Francisco, California
 
 
 
Sprucegrove Investment Management
7,146,605

(1)
7.29

181 University Avenue
Toronto, Ontario, Canada
 

 
 
Vanguard Group, Inc.
6,325,967

(1)
6.45

100 Vanguard Boulevard
Valley Forge, Pennsylvania
 
 
 
Dimensional Fund Advisors
6,309,189

(1)
6.44

400 Howard Street
San Francisco, California
 
 
 
State Street Global Advisors
5,534,476

(1)
5.65

    1 Lincoln St
Boston, Massachusetts
 

 
 



1.
As disclosed on Forms 13F filed with the SEC for the quarter ended September 30, 2014.




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.
 
 
 
 
 
 
 
 
Date: January 7, 2015
 
 
 
WASHINGTON FEDERAL, INC.
 
 
 
 
 
 
 
 
By:
 
/s/ DIANE L. KELLEHER
 
 
 
 
 
 
Diane L. Kelleher
 
 
 
 
 
 
Senior Vice President
and Chief Financial Officer