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.
CVB Financial Corp. completed its all-stock acquisition of Heritage Commerce Corp., merging Heritage into CVBF and Heritage Bank of Commerce into Citizens Business Bank. Each Heritage share was converted into 0.65 CVBF share, and CVBF issued approximately 41 million new shares as consideration.
The combined bank now has more than $20 billion in assets, with total loans of about $12 billion and total deposits and customer repurchase agreements of about $17 billion, and adds 16 Bay Area branches to Citizens’ footprint across California. Clay Jones, formerly Heritage’s CEO, became President of CVBF and Citizens with a $700,000 base salary, a $1.8 million retention award and equity grants. Two Heritage directors, Mr. Jones and Julianne Biagini-Komas, joined the CVBF and Citizens boards, and severance terms for several existing CVBF executives were aligned with Jones’ agreement.
CVB Financial Corp director and President Jones Robertson Clay Jr filed an initial Form 3 indicating he does not beneficially own any securities of the company. The filing shows 0 shares held following the reported position.
CVB Financial Corp director Julianne M. Biagini Komas acquired 44,326 shares of CVB common stock in a non-market transaction. The shares were received on April 17, 2026 as part of CVB Financial Corp.'s acquisition of Heritage Commerce Corp., with each Heritage share converting into 0.65 CVB share. Following this merger-related award, she directly holds 44,326 common shares.
CVB Financial Corp director Julianne M. Biagini Komas filed an ownership report showing that she does not currently hold any of the company’s securities. The filing lists "No Securities are beneficially owned" and shows total direct holdings of 0 shares following the reported position.
CVB Financial Corp. is asking shareholders to vote at its 2026 annual meeting on May 20, 2026 at its Ontario, CA headquarters. Shareholders will elect ten directors (or eight if the merger with Heritage Commerce Corp is not completed), approve a non-binding Say‑On‑Pay vote for 2025 executive compensation, and ratify KPMG LLP as auditor for 2026.
The company is a California bank holding company for Citizens Business Bank, which reported 2025 net income of $209.3 million, end‑of‑year assets of $15.63 billion, deposits and customer repurchase agreements of $12.56 billion, and a CET1 capital ratio of 15.9%. The proposed merger would add Heritage’s approximately $5.6 billion in assets and 16 Bay Area branches, with two Heritage directors standing as contingent nominees and Heritage CEO R. Clay Jones expected to become President of both CVB Financial Corp. and Citizens Business Bank after closing.
As of the March 26, 2026 record date, there were 135,784,880 common shares outstanding, with major holders including BlackRock, The Vanguard Group and Dimensional Fund Advisors, and directors and executive officers (current and contingent) beneficially owning about 6.7% of shares.
CVB Financial Corp Executive Vice President and CFO E. Allen Nicholson exercised stock options covering 6,000 shares of common stock on March 31, 2026 at an exercise price of $16.62 per share. Following the transaction, he directly owns 133,776 shares of CVB Financial common stock.
CVB Financial Corp. announced that it has received all required regulatory approvals for its pending all-stock merger with Heritage Commerce Corp. and the related bank-level merger of Heritage Bank of Commerce into Citizens Business Bank. Approvals include a Section 3 waiver and non-objection letter from the Federal Reserve and an approval letter from the Office of the Comptroller of the Currency. Subject to remaining customary closing conditions in the merger agreement, the companies presently expect to close the mergers on April 17, 2026.
CVB Financial Corp. shareholders approved the proposed merger with Heritage Commerce Corp., a key step toward combining the two California banking organizations. At the special meeting, 103,623,241.13 shares, or about 76.31% of the 135,792,701 shares outstanding as of the record date, were represented.
The merger proposal received 103,515,602.13 votes for, 57,008.00 against and 50,631.00 abstentions, comfortably exceeding the required majority of outstanding shares. Because support was sufficient, an adjournment proposal was not needed. Both CVBF and Heritage shareholders have now approved the deal, and the companies expect to close the merger in the second quarter of 2026, subject to regulatory approvals and other closing conditions.
The Vanguard Group filed Amendment No. 13 to a Schedule 13G/A reporting 0 shares of Common Stock of CVB Financial Corp and 0% ownership. The filing states an internal realignment effective January 12, 2026 led certain Vanguard subsidiaries to report beneficial ownership separately in reliance on SEC Release No. 34-39538. The filing is signed by Ashley Grim, Head of Global Fund Administration, dated 03/26/2026.