Director Kimberly Sheehy to leave CVB Financial (CVBF) board after 2026 meeting

Rhea-AI Filing Summary

CVB Financial Corp. reported that director Kimberly Sheehy will retire from the boards of both the company and its wholly owned subsidiary, Citizens Business Bank. She informed the company on February 18, 2026, that she will not stand for reelection at the annual shareholder meeting scheduled for May 20, 2026.

The company states that her decision is not due to any disagreement with its operations, policies, or practices. Sheehy will continue to serve as Chair of the Audit Committee and as a director through the end of her current term, providing continuity in oversight until the meeting.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 18, 2026

CVB Financial Corp.

(Exact name of Registrant as Specified in Its Charter)

California			000-10140	95-3629339
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
701 N HAVEN AVE STE 350
ONTARIO , California				91764
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: 909 980-4030

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, No Par Value		CVBF		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) Retirement of Director

On February 18, 2026, Kimberly Sheehy notified CVB Financial Corp. (the “Company”) and its wholly-owned subsidiary, Citizens Business Bank (the “Bank”), that she has decided not to stand for reelection at the Company’s annual shareholder meeting scheduled to take place on May 20, 2026, when her current term as a director of the Company and the Bank will expire.

Ms. Sheehy’s decision not to stand for reelection is not the result of any disagreements with the Company’s operations, policies or practices.

Ms. Sheehy will continue to serve as the Chair of the Company’s Audit Committee until the end of her current term as a director.

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 hereunto duly authorized.

			CVB FINANCIAL CORP.
Date:	February 18, 2026	By:	/s/ E. Allen Nicholson
			E. Allen Nicholson Executive Vice President and Chief Financial Officer

FAQ

What board change did CVB Financial Corp. (CVBF) announce?

CVB Financial Corp. announced that director Kimberly Sheehy will not stand for reelection. Her current term on the boards of the company and Citizens Business Bank will end at the annual shareholder meeting scheduled for May 20, 2026.

When will Kimberly Sheehy’s term end at CVB Financial Corp. (CVBF)?

Kimberly Sheehy’s term will end at the annual shareholder meeting on May 20, 2026. Until then, she will continue serving as a director of CVB Financial Corp. and Citizens Business Bank and as Chair of the company’s Audit Committee.

Why is Kimberly Sheehy leaving the CVB Financial Corp. (CVBF) board?

Kimberly Sheehy decided not to stand for reelection at the 2026 annual shareholder meeting. The company states that her decision is not due to any disagreements with CVB Financial Corp.’s operations, policies, or practices, indicating a voluntary retirement from the board.

Will Kimberly Sheehy remain Audit Committee Chair at CVB Financial Corp. (CVBF)?

Yes. Kimberly Sheehy will continue as Chair of CVB Financial Corp.’s Audit Committee until her current term ends. She will serve in this role and as a director through the annual shareholder meeting scheduled for May 20, 2026, maintaining continuity in audit oversight.

When did CVB Financial Corp. (CVBF) receive Kimberly Sheehy’s retirement notice?

CVB Financial Corp. received Kimberly Sheehy’s notice on February 18, 2026. On that date, she informed the company and Citizens Business Bank that she would not stand for reelection at the annual shareholder meeting scheduled for May 20, 2026.

Does Kimberly Sheehy’s retirement reflect any dispute with CVB Financial Corp. (CVBF)?

No. CVB Financial Corp. explicitly states that Kimberly Sheehy’s decision not to stand for reelection is not the result of any disagreements with the company’s operations, policies, or practices, suggesting an orderly and amicable transition from the board.

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