Heritage Commerce (HTBK) director gets 4,022-share restricted stock grant

Rhea-AI Filing Summary

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

HERITAGE COMMERCE CORP director Jack W. Conner reported an equity award of common stock. On March 5, 2026, he received a restricted stock award of 4,022 shares of common stock at $0.00 per share as a grant or award.

The restricted stock vests on the first anniversary of the grant date, subject to his continuous employment with the company. Following this award, he directly holds 107,324 shares of common stock. The filing also notes 45,472 shares held indirectly by his spouse, and states he is no longer the beneficial owner of indirectly held shares due to a prior transfer of investment control.

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

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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^*

Conner Jack W

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026

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	03/05/2026		A		4,022(1)	A	$0	107,324(2)	D
Common Stock, No Par Value								45,472	I	Indirect by Spouse

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

Explanation of Responses:

1. Restricted stock award vests at the first anniversary of the grant date, subject to continuous employment with the company.

2. The reporting person is no longer the beneficial owner of any indirectly held shares due to the transfer of investment control of the trust several years ago.

Remarks:

	/s/Janisha Sabnani as Attorney-in-Fact for Jack W. Connor	03/09/2026
	** 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.

FAQ

What did HTBK director Jack W. Conner report in this Form 4 filing?

Jack W. Conner reported receiving a restricted stock award of 4,022 HTBK shares. The grant is classified as common stock with no par value and was awarded at $0.00 per share as a non-cash equity grant to the director.

When does Jack W. Conner’s restricted HTBK stock award vest?

The restricted stock award vests on the first anniversary of the March 5, 2026 grant date. Vesting is conditioned on Mr. Conner’s continuous employment with Heritage Commerce Corp through that first-anniversary date under the terms disclosed in the filing.

How many HTBK shares does Jack W. Conner directly own after this award?

After the 4,022-share restricted stock award, Jack W. Conner directly holds 107,324 HTBK shares. This total reflects his direct ownership of common stock, as reported in the Form 4 following the March 5, 2026 grant transaction.

What indirect HTBK share holdings related to Jack W. Conner are disclosed?

The filing lists 45,472 HTBK shares held indirectly by his spouse. A footnote explains that Mr. Conner is no longer the beneficial owner of any indirectly held shares because investment control of the relevant trust was transferred several years ago.

Was Jack W. Conner’s HTBK stock transaction a purchase or a grant?

The 4,022 HTBK shares were received as a restricted stock grant, not an open-market purchase. The transaction is coded as a grant, award, or other acquisition at $0.00 per share, indicating a non-cash equity compensation award.

Does this HTBK Form 4 show any share sales by Jack W. Conner?

No share sales by Jack W. Conner are reported in this Form 4. The filing records one acquisition of 4,022 restricted shares and updated direct and indirect ownership totals, with no transactions classified as sales or dispositions of HTBK common stock.