Heritage Commerce Announces Merger Agreement with CVB Financial

The latest announcement is out from Heritage Commerce ( (HTBK) ).

On December 17, 2025, Heritage Commerce Corp entered into a definitive reorganization and merger agreement to be acquired by CVB Financial Corp., under which Heritage will merge into CVBF and, subsequently, Heritage Bank of Commerce will be folded into Citizens Business Bank, with Citizens as the surviving bank. The stock-for-stock deal, unanimously approved by both boards, provides for each Heritage share to be converted into 0.65 shares of CVBF, includes cash-out treatment for outstanding stock options, accelerated vesting and conversion or substitution of various equity awards, and adds two Heritage directors and Heritage executive Clay Jones—who will become president of both CVBF and Citizens—to the combined organization’s leadership, contingent on customary regulatory, shareholder, financial and tax-related closing conditions, as well as minimum capital and balance-sheet thresholds. The agreement sets an outside closing date of January 15, 2027, includes reciprocal termination rights and a $32.45 million termination fee under specified circumstances, and is supported by voting agreements from directors of both companies, while Heritage’s board also approved accelerated 2025 incentive payments and vesting of certain equity awards for key executives, subject to clawback, to mitigate potential adverse tax consequences associated with the merger structure.

The most recent analyst rating on (HTBK) stock is a Hold with a $14.00 price target. To see the full list of analyst forecasts on Heritage Commerce stock, see the HTBK Stock Forecast page.

Spark’s Take on HTBK Stock

According to Spark, TipRanks’ AI Analyst, HTBK is a Outperform.

Heritage Commerce’s strong financial performance and strategic corporate events are the most significant factors contributing to its score. The stock’s technical indicators suggest caution due to overbought conditions, while its valuation remains attractive. Overall, the stock presents a solid investment opportunity with potential for growth and income.

To see Spark’s full report on HTBK stock, click here.

More about Heritage Commerce

Heritage Commerce Corp is a California-based financial holding company whose primary operating subsidiary is Heritage Bank of Commerce, a California banking corporation focused on commercial banking services, while CVB Financial Corp. is the parent of Citizens Business Bank, National Association, a national bank; both institutions operate in the U.S. banking sector with an emphasis on regional lending, deposits and related financial services.

Average Trading Volume: 597,846

Technical Sentiment Signal: Buy

Current Market Cap: $761.1M

Find detailed analytics on HTBK stock on TipRanks’ Stock Analysis page.