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Heritage Comm Corp SEC Filings

HTBK NASDAQ

Welcome to our dedicated page for Heritage Comm SEC filings (Ticker: HTBK), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

The Heritage Commerce Corp (NASDAQ: HTBK) SEC filings page on Stock Titan provides structured access to the company’s regulatory disclosures as a California bank holding company. Through these filings, investors can review how Heritage Commerce Corp, parent of Heritage Bank of Commerce and Bay View Funding, reports its commercial banking and factoring activities, capital position, and material corporate events.

Key documents available from the SEC’s EDGAR system include annual reports on Form 10-K and quarterly reports on Form 10-Q, where Heritage Commerce Corp discusses its Banking and Factoring segments, loan and deposit composition, noninterest income and expense, provisions for credit losses on loans, nonperforming and classified assets, and capital ratios such as total capital and common equity tier 1 capital. These filings also contain risk factor discussions and detailed notes on investment securities, liquidity, and regulatory capital.

Investors can also examine current reports on Form 8-K, which Heritage Commerce Corp uses to disclose material events. Recent 8-K filings describe preliminary unaudited quarterly financial results, amendments to the share repurchase program, quarterly dividend declarations, executive and Board appointments or retirements, and the definitive merger agreement with CVB Financial Corp under which Heritage Commerce Corp will merge with and into CVB and Heritage Bank of Commerce will merge with Citizens Business Bank, subject to stated conditions.

Other SEC filings, such as proxy statements, provide information on executive compensation, Board structure, and corporate governance, while registration statements and related documents may address securities offerings or, in the case of the proposed merger, the joint proxy and prospectus process. Together, these filings form the official record of Heritage Commerce Corp’s regulatory reporting and corporate actions.

On Stock Titan, these documents are updated in line with EDGAR and paired with AI-powered summaries that highlight key points from lengthy reports. Users can quickly understand the main themes in 10-K and 10-Q filings, review material 8-K events such as dividend declarations or merger announcements, and locate information relevant to capital, liquidity, asset quality, and governance without reading every page of the original documents.

Rhea-AI Summary

Heritage Commerce Corp reports that, as of April 1, 2026, it and CVB Financial Corp. have received all required regulatory approvals for their previously announced merger and the related bank merger. Closing of the mergers is presently expected on April 17, 2026, subject to remaining conditions in the Merger Agreement.

The filing emphasizes that completion still depends on satisfying or waiving these closing conditions and includes extensive cautionary language about forward-looking statements and risk factors referenced in each company’s SEC filings.

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Heritage Commerce Corp shareholders have approved the company’s merger with CVB Financial Corp. At a special meeting, 69.5% of Heritage’s outstanding shares were represented, constituting a quorum. The merger proposal passed with 42,403,674 votes for, 114,518 against and 287,597 abstentions.

Under the agreement, each outstanding share of Heritage common stock (other than excluded shares) will be canceled in exchange for the right to receive 0.65 shares of CVB Financial Corp common stock. Both companies state they expect to complete the merger in the second quarter of 2026, subject to regulatory approvals and remaining closing conditions.

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The Vanguard Group filed Amendment No. 2 to a Schedule 13G/A reporting its position in Heritage Commerce Corp common stock. The filing states amount beneficially owned: 0 and percent of class: 0%. It explains an internal realignment on January 12, 2026 that led certain Vanguard subsidiaries and business divisions to report beneficial ownership separately in reliance on SEC Release No. 34-39538.

The filing is a routine ownership disclosure stating Vanguard holds no beneficial interest in the class reported and lists corporate and filer addresses and a signed attestation dated 03/27/2026.

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Heritage Commerce Corp and CVB Financial Corp. are supplementing their joint proxy statement/prospectus in connection with the proposed merger and to address litigation and demand letters challenging disclosure. The supplement adds and corrects shareholder, peer‑group, valuation and executive compensation disclosures and includes supplemental tables and estimates.

The filing notes three lawsuits (filed Feb. 25, Feb. 26 and Mar. 3, 2026) and demand letters alleging disclosure deficiencies; CVBF and Heritage state they consider the claims without merit but are providing supplemental disclosures to avoid delay and minimize litigation risk. Each company will hold a special shareholder meeting on March 26, 2026 concerning the merger.

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Rhea-AI Summary

CVB Financial Corp. and Heritage Commerce Corp. filed a supplement to their joint proxy statement/prospectus in connection with their proposed merger and the March 26, 2026 shareholder meetings.

The supplement responds to three lawsuits (filed Feb 25, Feb 26 and Mar 3, 2026) and related demand letters alleging disclosure deficiencies; the companies deny the claims but are providing supplemental disclosures "to moot certain of the plaintiffs’ disclosure claims" and to avoid potential delays. The supplement revises peer group tables, valuation assumptions, pro forma accretion/dilution metrics, certain executive compensation and equity award counts, and provides updated share counts: Heritage common shares outstanding on the record date are shown as 61,559,560, and CVBF common shares outstanding on its record date are shown as 135,792,701.

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Conner Jack W reported acquisition or exercise transactions in this Form 4 filing.

HERITAGE COMMERCE CORP director Jack W. Conner received a grant of 4,022 shares of common stock as a restricted stock award. The award vests on the first anniversary of the grant date, subject to his continuous employment with the company.

The amended Form 4 corrects the amount of securities beneficially owned after this grant and notes that Conner is no longer the beneficial owner of any shares previously held indirectly by a trust, following a transfer of investment control of that trust several years ago.

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Heritage Commerce Corp President and CEO Jones Robertson Clay Jr. reported equity compensation activity involving the company’s Common Stock. On March 10, 2026, he exercised Restricted Stock Units (RSUs) to acquire 9,897 shares of Common Stock at an exercise price of $0.00 per share as part of an RSU conversion.

He also acquired 501 additional shares of Common Stock as stock dividends payable upon the partial vesting of an RSU grant. Following these transactions, his directly held Common Stock position increased to 296,959 shares. The filing also shows he continues to hold multiple RSU and performance-based RSU awards linked to Common Stock with expiration dates between 2026 and 2029, indicating significant remaining equity-based incentives and no reported open-market sales in this filing.

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Heritage Commerce Corp executive vice president and general counsel Janisha Sabnani reported routine equity compensation activity involving restricted stock units and common stock. On March 10, 2026, she exercised 2,919 RSUs, which converted into an equal number of shares of common stock at no cash exercise price.

In connection with this vesting, 1,090 shares of common stock were withheld at $12.14 per share to cover tax obligations, and she acquired an additional 146 shares as stock dividends tied to the partial RSU vesting. Following these transactions, she directly held 4,916 shares of common stock, along with unvested RSU and performance-based RSU awards covering 14,613, 8,757, and 9,524 underlying shares that vest over future dates.

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HERITAGE COMMERCE CORP EVP/People & Culture Officer Christopher Edmonds-Waters reported compensation-related equity activity. He exercised 2,796 Restricted Stock Units, which converted into the same number of shares of Common Stock at a price of $0.00 per share, and received an additional 139 shares of Common Stock as stock dividends tied to the partial vesting of an RSU grant. Following these transactions, he directly holds 9,639 shares of Common Stock. He also continues to hold unvested RSU and performance-based RSU awards representing 20,000, 8,388, and 13,997 underlying shares that are scheduled to vest over time.

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FAQ

How many Heritage Comm (HTBK) SEC filings are available on StockTitan?

StockTitan tracks 65 SEC filings for Heritage Comm (HTBK), 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 Heritage Comm (HTBK)?

The most recent SEC filing for Heritage Comm (HTBK) was filed on April 1, 2026.

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