Every 8-K that Heritage Commerce Corp (HTBK) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow HTBK and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full HTBK filings page.
Heritage Commerce Corp completed its previously announced merger into CVB Financial Corp. on April 17, 2026. Each share of Heritage common stock was cancelled and converted into the right to receive 0.65 shares of CVBF common stock, with cash paid in lieu of fractional shares.
Heritage common stock will be delisted from Nasdaq following CVBF’s request that Nasdaq file Form 25, and CVBF plans to file Form 15 to terminate Heritage’s SEC registration and reporting duties. Heritage’s separate corporate existence, and that of Heritage Bank of Commerce, has ceased.
Post‑merger, CVBF’s and Citizens’ existing directors and officers remain in place, with former Heritage CEO Clay Jones becoming President of CVBF and Citizens and David A. Brager continuing as Chief Executive Officer. Jones and Julianne Biagini-Komas also joined the boards of CVBF and Citizens.
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.
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.
Heritage Commerce Corp announced that its Board of Directors declared a regular quarterly cash dividend of $0.13 per share for its common stock. The dividend will be paid on April 8, 2026, to shareholders of record at the close of business on March 25, 2026.
The company notes it has paid a cash dividend every quarter since 2013, underscoring a long-running pattern of returning cash to shareholders.
Heritage Commerce Corp announced preliminary unaudited financial results for the fourth quarter and full year ended December 31, 2025, through a press release and investor presentation made available as exhibits. These materials outline how the bank performed over the recent quarter and the full year, although specific figures are not detailed here.
The company also reported that its Board of Directors declared a $0.13 per share quarterly cash dividend on its common stock. This dividend is payable on February 19, 2026 to shareholders of record as of the close of business on February 5, 2026. In addition, the communication includes extensive cautionary language about forward-looking statements related to a proposed merger between Heritage and CVB Financial Corp, highlighting integration, regulatory and market risks that could affect future results.
Heritage Commerce Corp disclosed that it has signed a definitive merger agreement with CVB Financial Corp. Under the agreement, Heritage Commerce Corp will merge with and into CVB, with CVB as the surviving corporation.
Promptly after that, Heritage Bank of Commerce, Heritage’s wholly owned bank subsidiary, is expected to merge into Citizens Business Bank, a wholly owned subsidiary of CVB, with Citizens Business Bank as the surviving bank. The combination is subject to the terms and conditions in the merger agreement, including required regulatory and shareholder approvals.
CVB plans to file a Registration Statement on Form S-4 that will include a joint proxy statement/prospectus so shareholders of both companies can vote on the transaction. The communication emphasizes forward-looking statement risks, including integration challenges, regulatory approvals, transaction costs, customer retention, economic conditions and other factors that could affect the outcome and benefits of the proposed merger.
Heritage Commerce Corp (HTBK) announced shareholder return actions and furnished preliminary results. The Board declared a quarterly cash dividend of $0.13 per common share, payable on November 20, 2025 to shareholders of record on November 6, 2025. The company also furnished preliminary unaudited financial results for the third quarter and nine months ended September 30, 2025, along with an investor presentation.
The Board expanded and extended the share repurchase program. Authorization increased from $15 million to $30 million, and the term was extended to October 31, 2026. During the second and third quarters of 2025, the company repurchased 439,187 shares at a weighted average price of $9.22 per share for a total of $4.0 million. Following the amendment, remaining capacity under the program is $26.0 million. Related press releases and the investor presentation were furnished as Exhibits 99.1, 99.2, and 99.3.
Heritage Commerce Corp reported that Deborah K. Reuter, Executive Vice President and Chief Risk Officer of both the company and Heritage Bank of Commerce, has decided to retire effective January 5, 2026. She has served with Heritage since its inception in 1994, and her retirement benefits will follow the terms outlined in the Executive Compensation section of the company’s Definitive Proxy Statement dated April 7, 2025.
The company has started the process of identifying a new Chief Risk Officer, and Ms. Reuter will assist with transitioning her responsibilities to ensure an orderly handover. Upon retirement, her Employment Agreement will terminate and she will serve as a non-executive employee advisor until March 31, 2026, working on an as-needed basis at an hourly rate derived from her current base salary. She will remain eligible to receive incentive compensation for fiscal year 2025 only.
Heritage Commerce Corp, the holding company for Heritage Bank of Commerce, has appointed Christopher J. Abate to its Board of Directors and to the Bank’s board, effective August 18, 2025. The Board increased its size from 8 to 9 directors in connection with his appointment, and Mr. Abate will serve on the Audit Committee and the Personnel and Compensation Committee.
Mr. Abate is a long-time financial services executive who has served as Chief Executive Officer of Redwood Trust, Inc. since May 2018 and has held multiple senior roles there since 2006. For 2025, he will receive a prorated portion of the annual cash retainer of $50,000 and a prorated annual restricted stock grant with a market value of $50,000, plus reimbursement of reasonable expenses, consistent with the Company’s policy for non-employee directors. The Company states there are no family or related-party relationships tied to his appointment.