CVB Financial (CVBF) CFO reports 2,157-share tax withholding on RSA vesting

Rhea-AI Filing Summary

CVB Financial Corp EVP & CFO E. Allen Nicholson reported a routine tax-related share withholding under a restricted stock award. On January 22, 2026, 2,157 shares of CVB Financial Corp common stock were withheld at a price of $20.725 per share, coded as transaction type "F", which indicates shares withheld to cover taxes on vesting equity awards. After this transaction, Nicholson beneficially owned 125,419 shares of common stock held directly.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Nicholson E Allen

(Last) (First) (Middle)

701 N. HAVEN AVE.

(Street)

ONTARIO CA 91764

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CVB FINANCIAL CORP [ CVBF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & CFO

3. Date of Earliest Transaction (Month/Day/Year)
01/22/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/22/2026		F		2,157(1)	D	$20.725	125,419	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Withholding of shares of RSA vested on 1/22/2026 to pay for taxes due on vested amount.

	/s/ E Allen Nicholson	01/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did CVBF EVP & CFO E. Allen Nicholson report?

E. Allen Nicholson reported a Form 4 transaction where 2,157 shares of CVB Financial Corp common stock were withheld on January 22, 2026 in connection with a restricted stock award vesting.

What does the transaction code F mean in the CVBF Form 4 filing?

Transaction code "F" indicates shares were withheld to pay taxes due on a vested equity award, rather than an open market purchase or sale.

At what price were the CVBF shares withheld in this Form 4?

The 2,157 CVB Financial Corp shares were withheld at a price of $20.725 per share in connection with the tax withholding on the restricted stock award.

How many CVBF shares does E. Allen Nicholson own after this transaction?

Following the reported withholding, E. Allen Nicholson beneficially owned 125,419 shares of CVB Financial Corp common stock, held directly.

Is this CVBF Form 4 transaction a discretionary sale in the open market?

No. The footnote explains that the 2,157 shares were withheld from a vested restricted stock award on January 22, 2026 to pay taxes due, rather than being sold in an open market transaction.

What role does the reporting person hold at CVB Financial Corp (CVBF)?

The reporting person, Nicholson E. Allen, is an Executive Vice President (EVP) and Chief Financial Officer (CFO) of CVB Financial Corp.