Heritage Commerce EVP exercises RSUs, gains shares

HERITAGE COMMERCE CORP EVP/People & Culture Officer Christopher Edmonds-Waters reported compensation-related equity activity.

Rhea-AI Filing Summary

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.

Insider Trade Summary

2,796 shares exercised/converted

Exercise 6 txns

Insider Edmonds-Waters Christopher

Role EVP/People & Culture Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	2,796	$0.00	$0.00
Exercise	Common Stock, No Par Value	2,796	$0.00	$0.00
Grant/Award	Common Stock, No Par Value	139	$0.00	$0.00
holding	Restricted Stock Unit	--	--	--
holding	Performance-Based Restricted Stock Unit	--	--	--
holding	Restricted Stock Unit	--	--	--

Holdings After Transaction: Restricted Stock Unit — 39,589 contracts for 33,997 underlying shares (Direct); Common Stock, No Par Value — 9,639 shares (Direct); Performance-Based Restricted Stock Unit — 8,388 contracts (Direct)

Footnotes (3)

1. F1. The reporting person acquired 139 shares of the Company's Common Stock as a result of the stock dividends payable to the reporting person upon the partial vesting of the RSUs grant.
2. F2. Restricted Stock Units (RSUs) convert into shares of the Company's Common Stock on a one-for-one basis.
3. F3. The RSUs vest annually in three equal installments commencing on March 10, 2026, the first anniversary of the holder's grant date. The second tranche will vest on March 10, 2027. The remaining RSUs will vest on March 10, 2028.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did HTBK executive Christopher Edmonds-Waters report?

Christopher Edmonds-Waters reported exercising 2,796 Restricted Stock Units into Common Stock and receiving 139 additional Common shares as stock dividends from partial RSU vesting. These are compensation-related acquisitions, not open-market purchases or sales, and increase his directly held Common Stock position.

How many HTBK Common shares does Christopher Edmonds-Waters hold after these transactions?

After the reported activity, Christopher Edmonds-Waters directly holds 9,639 shares of Heritage Commerce Corp Common Stock. This reflects the 2,796 shares issued from RSU conversion plus 139 stock dividend shares, added to his prior holdings, as shown in the Form 4 totals.

Were the HTBK transactions open-market buys or sells by the executive?

The transactions were not open-market trades. They consist of RSUs converting into 2,796 Common shares at a $0.00 exercise price and a 139-share stock dividend from partial RSU vesting, which are compensation and vesting events rather than discretionary market purchases or sales.

What unvested HTBK equity awards does Christopher Edmonds-Waters still hold?

He continues to hold unvested awards linked to 20,000 underlying Common shares in RSUs, 8,388 underlying shares in performance-based RSUs, and 13,997 underlying shares in additional RSUs. These awards vest over future dates according to the company’s stated vesting schedules.

How do the HTBK RSUs convert into Common Stock for this executive?

The RSUs convert into Heritage Commerce Corp Common Stock on a one-for-one basis. In this filing, 2,796 RSUs converted into 2,796 Common shares at a $0.00 exercise price, consistent with standard RSU structures where each unit represents one share upon vesting and settlement.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 03/11/2026 - 08:19 PM Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Edmonds-Waters Christopher

(Last) (First) (Middle)

224 AIRPORT PARKWAY

(Street)

SAN JOSE CA 95110

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HERITAGE COMMERCE CORP [ HTBK ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP/People & Culture Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/10/2026

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, No Par Value	03/10/2026		M		2,796	A	$0	9,500	D
Common Stock, No Par Value	03/10/2026		A		139(1)	A	$0	9,639	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
Restricted Stock Unit	$0(2)	03/10/2026		M			2,796	03/10/2026(3)	03/10/2028	Common Stock, No Par Value	2,796	$0	5,592	D
Restricted Stock Unit	$0							05/31/2025	05/31/2027	Common Stock, No Par Value	20,000		20,000	D
Performance-Based Restricted Stock Unit	$0							03/10/2028	03/10/2028	Common Stock, No Par Value	8,388		8,388	D
Restricted Stock Unit	$0							03/05/2027	03/05/2029	Common Stock, No Par Value	13,997		13,997	D

Explanation of Responses:

1. The reporting person acquired 139 shares of the Company's Common Stock as a result of the stock dividends payable to the reporting person upon the partial vesting of the RSUs grant.

2. Restricted Stock Units (RSUs) convert into shares of the Company's Common Stock on a one-for-one basis.

3. The RSUs vest annually in three equal installments commencing on March 10, 2026, the first anniversary of the holder's grant date. The second tranche will vest on March 10, 2027. The remaining RSUs will vest on March 10, 2028.

Remarks:

	/s/Janisha Sabnani as Attorney-in-Fact for Christopher Edmonds-Waters	03/11/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.