Form 4: Heritage Commerce Corp Merger Completion Form 4

Director Marina Park Sutton reports the disposition of all equity holdings in Heritage Commerce Corp following the company's merger with CVB Financial Corp.

Summary

• Heritage Commerce Corp (HTBK) completed its merger with CVB Financial Corp (CVBF) on April 17, 2026.
• Director Marina Park Sutton disposed of 123,994 shares of common stock as part of the merger conversion.
• All outstanding employee stock options held by the director were cancelled in exchange for a cash payment based on the merger consideration formula.
• Common stock was converted into the right to receive 0.65 shares of CVBF common stock per HTBK share.

Sentiment

Score: 5

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

Positives

• Successful completion of the merger agreement dated December 17, 2025.
• Full acceleration and conversion of restricted stock awards into merger consideration.

Negatives

• Director no longer holds any direct beneficial ownership in Heritage Commerce Corp due to the company's acquisition.

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 further independent guidance for Heritage Commerce Corp is provided.

Industry Context

StockSavvy.ai notes that this filing confirms 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 merger structure follows standard industry practices for bank acquisitions, utilizing a fixed exchange ratio and cash-out provisions for outstanding equity awards.

Stakeholder Impact

• Shareholders receive CVBF common stock as merger consideration.
• Option holders receive cash payouts based on the merger price.

Next Steps

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

Key Dates

Keywords

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