Form 4: Heritage Commerce Corp Merger Completion

Thomas A. Sa, EVP/COO of Heritage Commerce Corp, reports the disposition of equity holdings following the company's merger with CVB Financial Corp.

Summary

• Heritage Commerce Corp completed its merger with CVB Financial Corp on April 17, 2026.
• Thomas A. Sa, EVP/COO, disposed of 37,576 shares of common stock as part of the merger conversion.
• Restricted stock units (58,325) and performance-based restricted stock units (13,831) were vested and converted into rights to receive CVB Financial Corp common stock.
• The conversion was based on an exchange ratio of 0.65 shares of CVBF common stock for each share of Heritage Commerce Corp common stock.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral administrative filing confirming the completion of a previously announced corporate merger.

Positives

• Successful completion of the merger agreement dated December 17, 2025.
• Vesting of executive equity awards upon the closing of the transaction.

Negatives

• Heritage Commerce Corp common stock has been cancelled as a result of the merger.

Risks

• Integration risks associated with the merger between Heritage Commerce Corp and CVB Financial Corp.

Future Outlook

The company has been acquired by CVB Financial Corp; therefore, no independent future guidance for Heritage Commerce Corp is provided.

Industry Context

StockSavvy.ai notes that this filing marks the finalization of a regional banking consolidation, reflecting the ongoing trend of M&A activity within the U.S. banking sector to achieve scale and operational efficiencies.

Comparison to Industry Standards

• The 0.65 exchange ratio is consistent with standard bank merger valuation practices.
• The acceleration of vesting for restricted stock units upon a change-in-control is a standard provision in executive compensation agreements.

Stakeholder Impact

• Shareholders of Heritage Commerce Corp receive CVB Financial Corp stock as merger consideration.
• Executive officers have had their equity awards vested and converted.

Next Steps

• Final delisting of Heritage Commerce Corp common stock from public exchanges.

Key Dates

Keywords

Heritage Commerce Corp, CVB Financial Corp, Merger, Acquisition, Form 4, Insider Transaction, HTBK