Form 4: Heritage Commerce Corp Merger Completion Filing

EVP and Chief Credit Officer Susan Svensson Just reports the disposition of equity holdings following the completed merger between Heritage Commerce Corp and CVB Financial Corp.

Summary

• Susan Svensson Just, EVP and Chief Credit Officer of Heritage Commerce Corp (HTBK), filed a Form 4 reporting the disposition of all direct holdings in the company.
• The disposition occurred on April 17, 2026, due to the consummation of the merger with CVB Financial Corp (CVBF).
• 13,736 shares of common stock were cancelled and converted into the right to receive CVBF common stock at an exchange ratio of 0.65.
• Restricted stock units (24,710) and performance-based restricted stock units (22,883) also vested and were converted into rights to receive CVBF common stock based on the same exchange ratio.

Sentiment

Score: 5

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

Positives

• Successful completion of the merger agreement dated December 17, 2025.
• Vesting of restricted stock units and performance-based units for the executive upon the closing of the transaction.

Negatives

• The reporting person no longer holds any direct equity interest in Heritage Commerce Corp as the entity has been merged into CVB Financial Corp.

Risks

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

Future Outlook

The filing does not provide forward-looking guidance for the combined entity, as it is a disclosure of final equity disposition following a merger.

Management Comments

• The transaction was executed pursuant to the Agreement and Plan of Reorganization and Merger dated December 17, 2025.

Industry Context

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

Comparison to Industry Standards

• The 0.65 exchange ratio is consistent with standard stock-for-stock merger consideration structures in the regional banking sector.
• The vesting of equity awards upon a change-in-control event is standard practice for executive compensation agreements in the financial services industry.

Stakeholder Impact

• Shareholders of Heritage Commerce Corp have had their holdings converted into CVB Financial Corp stock per the merger agreement.

Next Steps

• Final integration of operations between Heritage Commerce Corp and CVB Financial Corp.

Key Dates

Keywords

Merger, Acquisition, HTBK, CVBF, Form 4, Insider Transaction, Heritage Commerce Corp