CVB FINANCIAL CORP 8-K

What Happened
CVB Financial Corp (CVBF) announced on April 1, 2026 that it has obtained all required regulatory approvals for its previously announced all‑stock merger with Heritage Commerce Corp (HTBK). Under the Merger Agreement dated December 17, 2025, HTBK will be merged into CVBF and Heritage Bank of Commerce (HBC) will be merged into CVBF’s banking subsidiary, Citizens Business Bank, N.A. CVBF and HTBK presently expect to close the mergers on April 17, 2026, subject to remaining customary closing conditions.

Key Details

• Transaction type: all‑stock merger under the Merger Agreement dated December 17, 2025.
• Federal Reserve: Section 3 waiver and non‑objection received March 30, 2026.
• OCC: Office of the Comptroller of the Currency approved CBB’s acquisition of HBC on April 1, 2026.
• Expected close date: April 17, 2026, assuming satisfaction of remaining customary closing conditions.

Why It Matters
Regulatory approvals were a key closing requirement; their receipt removes a major regulatory hurdle and sets a target closing date. Because the deal is all‑stock, closing will affect CVBF’s capital structure and shareholder mix (details provided in the companies’ S‑4 and other filings). Investors should review CVBF’s S‑4 (declared effective Feb 12, 2026) and related SEC filings for the transaction terms, potential dilution, and risk factors referenced in the 8‑K.