Form 4: Heritage Commerce Corp Merger Completion Form 4

Director Julianne M. Biagini Komas reports the disposal of all Heritage Commerce Corp shares following the company's merger with CVB Financial Corp.

Summary

• Julianne M. Biagini Komas, a Director of Heritage Commerce Corp (HTBK), reported the disposal of 68,194 shares of common stock.
• The transaction occurred on April 17, 2026, due to the completion of the merger between Heritage Commerce Corp and CVB Financial Corp (CVBF).
• Each share of Heritage Commerce Corp common stock was converted into the right to receive 0.65 shares of CVB Financial Corp common stock.
• All outstanding restricted stock awards held by the director were accelerated in full and converted into the merger consideration.

Sentiment

Score: 5

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

Positives

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

Negatives

• The reporting person no longer holds any direct beneficial ownership in Heritage Commerce Corp as the entity has been acquired.

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.

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 merger follows standard industry practices for regional bank acquisitions involving stock-for-stock consideration.
• The exchange ratio of 0.65 is consistent with the terms negotiated in the definitive merger agreement.

Stakeholder Impact

• Shareholders of Heritage Commerce Corp have received CVB Financial Corp shares as per the merger agreement.

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, Insider Transaction, Acquisition