# CVB FINANCIAL CORP (CVBF) — merger [completed]
Source: SEC API (secapi.ai) · situation sit_480173c7647a7d1e2798 · retrieved 2026-08-11T16:16:52.590Z

## Overview
CVB Financial Corp. is a California-based bank holding company operating Citizens Business Bank, focused on banking small- to medium-sized businesses and their owners; it has reported 195 consecutive quarters of profitability and 145 consecutive quarters of cash dividend payments.

CVB Financial Corp. (CVBF) is pursuing a merger with Heritage Commerce Corp (HTBK) pursuant to an Agreement and Plan of Reorganization and Merger dated December 17, 2025. During CVBF's January 22, 2026 earnings call, management indicated that integration planning is progressing well, with tours of Heritage's offices and headquarters substantially completed. CVBF anticipates closing the transaction in the second quarter of 2026, with systems conversion also expected in Q2 2026. As part of post-closing restructuring, CVBF announced plans to sell approximately $400 million of single-family loans held by Heritage, which are long-duration, low-coupon 30-year mortgages not associated with customer relationships, and reinvest the proceeds into shorter-duration investments.

## Terms
- Counterparty: Heritage Commerce Corp · Consideration: stock · Price/share: $0.65

## Key dates
- Announced 2026-01-22 · Expected close 2026-06-30 · Completed 2026-04-21

## Timeline
- 2026-01-22 · 425 (0001193125-26-019695): 425 - CVB FINANCIAL CORP — *CVB Financial Corp. is a California-based bank holding company operating Citizens Business Bank, focused on banking small- to medium-sized businesses and their owners; it has reported 195 consecutive quarters of profitability and 145 consecutive quarters of cash dividend payments.* CVB Financial Corp. (CVBF) is pursuing a merger with Heritage Commerce Corp (HTBK) pursuant to an Agreement and Plan of Reorganization and Merger dated December 17, 2025. During CVBF's January 22, 2026 earnings call, management indicated that integration planning is progressing well, with tours of Heritage's offices and headquarters substantially completed. CVBF anticipates closing the transaction in the second quarter of 2026, with systems conversion also expected in Q2 2026. As part of post-closing restructuring, CVBF announced plans to sell approximately $400 million of single-family loans held by Heritage, which are long-duration, low-coupon 30-year mortgages not associated with customer relationships, and reinvest the proceeds into shorter-duration investments.
  https://www.sec.gov/Archives/edgar/data/354647/0001193125-26-019695.txt
- 2026-01-22 · 425 (0001193125-26-018614): 425 - CVB FINANCIAL CORP — *CVB Financial Corp. is a bank holding company for Citizens Business Bank, the largest financial institution headquartered in the Inland Empire region of Southern California, with $15.6 billion in total assets, $8.7 billion in gross loans, and $12.6 billion in total deposits as of December 31, 2025.* CVB Financial Corp. announced a proposed merger with Heritage Commerce Corp. in an all-stock transaction with a fixed exchange ratio of 0.6500x CVBF shares for each HTBK share. The transaction is expected to close in Q2 2026, subject to regulatory and shareholder approvals. The combined entity will have pro forma assets of $21.7 billion and deposits of $17.2 billion, with estimated 2027 ROAA of 1.50% and ROATCE of 16.8%. Cost savings of approximately $43 million (35% of Heritage's 2027E operating noninterest expense) are estimated, with 75% phase-in during the second half of 2026 and 100% thereafter. One-time expenses are estimated at approximately $75 million (pre-tax).
  https://www.sec.gov/Archives/edgar/data/354647/0001193125-26-018614.txt
- 2026-04-21 · 8-K (0001193125-26-167264): 8-K 8-K
  https://www.sec.gov/Archives/edgar/data/354647/000119312526167264/d123515d8k.htm

## Citations
- 0001193125-26-019695 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526019695
- 0001193125-26-018614 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526018614
- 0001193125-26-167264 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526167264