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Cvb Financial SEC Filings

CVBF NASDAQ

CVB Financial Corp. filings document the public-company record for a California bank holding company and its Citizens Business Bank subsidiary. Periodic and current reports cover operating results, net interest income, credit quality, loan and deposit activity, capital structure, dividend actions and material events affecting the banking business.

Proxy and governance filings disclose board matters, executive compensation, shareholder voting items and director changes. Current reports also record Regulation FD presentations, material agreements, merger-related disclosures following the Heritage Commerce transaction, risk factors and other capital-structure or shareholder matters relevant to the company’s common stock.

Rhea-AI 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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CVB Financial Corp. and Heritage Commerce Corp plan a stock-for-stock merger that will create a larger California business bank. Heritage shareholders will receive 0.65 shares of CVBF common stock for each Heritage share, with no fractional CVBF shares issued; cash will be paid instead for fractions.

Based on recent CVBF trading prices, this implied value for Heritage stock has been in the low‑teens dollars per share. CVBF expects to issue about 40.6 million new shares, leaving former CVBF holders owning roughly 77% of the combined company and former Heritage holders about 23%.

Citizens Business Bank will absorb Heritage Bank of Commerce after the parent-level merger, expanding CVBF’s footprint into the Bay Area. Both boards unanimously recommend shareholders vote in favor, and special meetings are set for March 26, 2026. The parties expect the transaction to qualify as a tax‑free reorganization for U.S. federal income tax purposes.

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CVB Financial Corp. is registering approximately 40.6 million shares of its common stock for issuance to Heritage Commerce Corp shareholders in an all‑stock merger. Each Heritage share is expected to convert into 0.65 CVBF shares, with no fractional CVBF shares issued.

Based on recent CVBF prices, this implied about $13.00 per Heritage share at signing and $13.79 as of February 9, 2026. After closing, former CVBF holders are expected to own about 77% of the combined company and former Heritage holders about 23%. Both companies plan shareholder meetings on March 26, 2026 to approve the merger, which is intended to qualify as a tax‑deferred reorganization for U.S. federal income tax purposes and is targeted to close in the second quarter of 2026, subject to shareholder and regulatory approvals.

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Rhea-AI Summary

CVB Financial Corp. is registering and expects to issue approximately 40.6 million shares of its common stock to Heritage Commerce Corp shareholders in an all‑stock merger. Heritage investors will receive 0.65 shares of CVBF common stock for each Heritage share, while CVBF shareholders keep their existing holdings.

The merger will combine Citizens Business Bank and Heritage Bank of Commerce, creating a larger California business bank with expanded Bay Area presence. After closing, former Heritage shareholders are expected to own about 23% of CVBF and Heritage stock will be delisted, with the deal intended to qualify as a tax‑free reorganization for U.S. federal income tax purposes.

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CVB Financial Corp’s EVP and Chief Risk Officer Yamynn DeAngelis reported routine share withholdings related to restricted stock awards. On January 26, 2026, 824 common shares at $19.84 were withheld for taxes, leaving 134,532 shares directly owned. On January 27, 2026, 575 shares at $19.60 were withheld for taxes, leaving 133,957 shares directly owned. The footnotes explain these transactions were share withholdings to pay taxes due on vested restricted stock awards, rather than discretionary open-market sales.

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CVB Financial Corp’s Chief Accounting Officer, Sheryl Laygo, reported a routine tax-related share withholding. On January 26, 2026, 248 shares of common stock were withheld at $19.84 per share to cover taxes on vested restricted stock awards. After this transaction, she directly beneficially owned 14,896 common shares.

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CVB Financial Corp.'s EVP & General Counsel, Richard H. Wohl, filed a Form 4 reporting routine share withholdings tied to restricted stock awards. On January 24, 2026, 1,536 shares of common stock were withheld at $19.84 per share to cover taxes on a vested RSA, leaving 47,179.642 shares owned directly. On January 25, 2026, an additional 1,137 shares were withheld at $19.84 per share for taxes on another vested RSA, resulting in a direct ownership balance of 46,042.642 common shares.

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CVB Financial Corp.'s EVP and CFO, E. Allen Nicholson, reported routine share withholdings tied to restricted stock awards. On January 24, 2026, 2,255 shares of common stock were withheld at $19.84 per share to cover taxes when a restricted stock award vested. On January 25, 2026, a further 1,712 shares were withheld at the same price for taxes on another vesting. After these tax withholdings, Nicholson directly owns 121,452 shares of CVB Financial common stock.

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CVB Financial Corp executive David C. Harvey, EVP and Chief Operating Officer, reported two share-withholding transactions related to restricted stock awards. On 01/24/2026, the company withheld 2,260 shares of common stock at $19.84 per share to cover taxes due on a vested restricted stock award, leaving Harvey with 133,560 shares of common stock held directly. On 01/25/2026, an additional 1,717 shares of common stock were withheld at $19.84 per share for taxes on another vested restricted stock award, after which Harvey directly owned 131,843 shares of CVB Financial Corp common stock.

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CVB Financial Corp. reported routine insider share activity by EVP & Chief Credit Officer David F. Farnsworth related to restricted stock awards. On January 24, 2026, the company withheld 1,447 shares of common stock at $19.84 per share to cover taxes due on a vesting restricted stock award. On January 25, 2026, an additional 963 shares were withheld at the same price for tax purposes on another vesting award. After these tax withholdings, Farnsworth directly beneficially owned 77,761 shares of CVB Financial common stock. These transactions are coded “F,” indicating shares were withheld by the issuer to satisfy tax obligations rather than open‑market sales.

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FAQ

How many Cvb Financial (CVBF) SEC filings are available on StockTitan?

StockTitan tracks 92 SEC filings for Cvb Financial (CVBF), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Cvb Financial (CVBF)?

The most recent SEC filing for Cvb Financial (CVBF) was filed on February 18, 2026.