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NASDAQ: CVBF CVB FINANCIAL CORP 8-K

CVB Financial reports Q2 2026 results with Heritage acquisition adding $5.7B in assets

Filed July 23, 2026 · Period ending July 22, 2026 · ~1 min read

5 key changes 3 high relevance 4 sections

Key Changes

  • high

    Completed Heritage Commerce Corp acquisition on April 17, 2026, adding $3.4B in loans, $4.7B in deposits, and 16 Bay Area branches; systems conversion finished June 22, 2026.

    Exhibit 99.1 view on EDGAR →
  • high

    Net interest margin expanded to 3.72%, up 28 basis points from Q1 2026, driven by higher-yielding Heritage assets including an $86.1M factored receivables portfolio with 18.04% average yield.

    Exhibit 99.1 view on EDGAR →
  • high

    Q2 2026 net income of $48.3M ($0.29 per share) included $31.4M in acquisition expenses; core net income was $73.4M. Organic loan growth reached $477M.

    Exhibit 99.1 view on EDGAR →
  • medium

    Board authorized new share repurchase program for up to 15M shares on June 15, 2026, replacing prior 2024 program; repurchased 241,034 shares at $21.06 average price in Q2.

    Exhibit 99.1 view on EDGAR →
  • medium

    Nonperforming loans increased to $16.6M (0.14% of total loans) in Q1 2026, primarily from 12 new C&I loans ($6.2M) and 3 CRE loans ($4.3M).

    Exhibit 99.1 view on EDGAR →

Summary

CVB Financial closed its acquisition of Heritage Commerce Corp on April 17, 2026, adding $5.7 billion in assets including $3.4 billion in loans and $4.7 billion in deposits across 16 Bay Area branches. The deal created $450.7 million in intangible assets ($334.1 million goodwill, $116.6 million core deposit premium) and the systems conversion was completed on June 22, 2026.

The Heritage portfolio immediately improved profitability metrics: net interest margin expanded 28 basis points to 3.72% in Q2 2026, driven by higher-yielding acquired assets including a factored receivables portfolio with an 18.04% average yield. Q2 2026 net income of $48.3 million ($0.29 per diluted share) reflected $31.4 million in acquisition expenses; core net income was $73.4 million.

The company achieved $477 million in organic loan growth and maintained strong capital ratios (14.7% CET1, 15.8% total risk-based capital) despite the acquisition impact. Nonperforming loans increased to $16.6 million (0.14% of total loans) in Q1 2026, primarily from 15 new commercial loans totaling $10.5 million, though the allowance for credit losses to nonperforming assets ratio remained robust at 752%. The Board authorized a new 15 million share repurchase program on June 15, 2026, and repurchased 241,034 shares at an average price of $21.06 during the quarter.

Section-by-Section Diff

Event · Item 2.02 — Results of Operations and Financial Condition

~100 words

CVB Financial Corp. disclosed Q2 2026 financial results via press release and announced a quarterly conference call and webcast.

1 Added
Added Q2 2026 earnings release high

Added in current filing · verify on EDGAR →

On July 22, 2026, CVB Financial Corp. issued a press release setting forth the financial results for the quarter ended June 30, 2026, and information relating to our quarterly conference call and webcast.

CVB Financial Corp. issued a press release disclosing its financial results for the second quarter ended June 30, 2026. The 8-K does not provide the actual financial figures in the body text; those details are contained in the attached Exhibit 99.1 press release. The filing also announces information about a quarterly conference call and webcast for investors.

Event · Item 7.01 — Regulation FD Disclosure

~100 words

CVB Financial Corp. updated its investor presentation slides to reflect second quarter 2026 financial information for upcoming institutional meetings.

1 Added
Show 1 minor / wording change
Added Investor presentation update low

Added in current filing · verify on EDGAR →

The Chief Executive Officer, President and Chief Financial Officer of CVB Financial Corp. (the “Company”) will make presentations to institutional investors at various meetings throughout the third quarter of 2026. The July 2026 slide presentation, updated to reflect second quarter 2026 financial information, is included as Exhibit 99.2 of this report.

The company filed updated investor presentation slides incorporating second quarter 2026 financial results. The CEO, President, and CFO will use these slides at institutional investor meetings during the third quarter of 2026. The presentation is available on the company's website under the Investors tab.

Event · Exhibit 99.1

4 Added
Added Heritage Commerce Corp acquisition completion high

Added in current filing · view on EDGAR →

On April 17, 2026, the Company completed its acquisition of Heritage Commerce Corp (“Heritage”), including its banking subsidiary, Heritage Bank of Commerce, and also completed the systems conversion during the second quarter of 2026. The Company’s second quarter 2026 financial results included 74 days of Heritage's operations, post-merger, which impacts the comparability of the current quarter's results to prior periods. At close, the Company acquired loans with a fair value of $3.4 billion, assumed $1.2 billion of noninterest-bearing deposits, $3.5 billion of interest-bearing deposits, and $38.7 million of subordinated debentures. The acquisition resulted in $450.7 million of intangible assets, including a core deposit premium of $116.6 million and goodwill of $334.1 million. During the quarter, $31.4 million of acquisition expenses were incurred and a $4.25 million provision for unfunded loan commitments was recorded.

CVB Financial closed its acquisition of Heritage Commerce Corp on April 17, 2026, adding $3.4 billion in loans and $4.7 billion in deposits ($1.2B noninterest-bearing, $3.5B interest-bearing). The deal created $450.7 million in intangible assets including $334.1 million of goodwill. The company incurred $31.4 million in acquisition expenses during the quarter and recorded a $4.25 million provision for unfunded loan commitments related to the acquired portfolio. The systems conversion was completed during the second quarter.

Added Q2 2026 earnings high

Added in current filing · view on EDGAR →

CVB Financial Corp. reported net income of $48.3 million for the quarter ended June 30, 2026, compared with $51.0 million for the first quarter of 2026 and $50.6 million for the second quarter of 2025. Diluted earnings per share were $0.29 for the second quarter, compared to $0.38 for the prior quarter and $0.37 for the same period last year.

CVB Financial reported Q2 2026 net income of $48.3 million, or $0.29 per diluted share, down from $51.0 million ($0.38 per share) in Q1 2026 and $50.6 million ($0.37 per share) in Q2 2025. The sequential decline reflects $31.4 million in acquisition expenses related to the Heritage merger.

Added Net interest margin expansion high

Added in current filing · view on EDGAR →

Our tax equivalent net interest margin was 3.72% for the second quarter of 2026, compared to 3.44% for the first quarter of 2026 and 3.31% for the second quarter of 2025. The 28 basis points increase in our net interest margin compared to the first quarter of 2026 was primarily attributable to a 28 basis points increase in our average interest-earning assets yield, which was primarily driven by a 21 basis points increase in our average loan yield and a 11 basis points increase in our average investment securities yield. The increase in average loan yields reflected the Company's acquisition of Heritage and the addition of higher-yielding acquired assets, including approximately $86.1 million of average factored receivables during the quarter.

Net interest margin expanded to 3.72% in Q2 2026, up 28 basis points from 3.44% in Q1 2026 and up 41 basis points from 3.31% in Q2 2025. The improvement was driven by higher-yielding assets acquired from Heritage, including a factored receivables portfolio with an 18.04% average yield. Average loan yields increased 21 basis points and investment securities yields rose 11 basis points quarter-over-quarter.

Added Asset quality trends medium

Added in current filing · view on EDGAR → · paraphrased

Nonperforming loans, defined as nonaccrual loans, including modified loans on nonaccrual, plus loans 90 days past due and accruing interest ... Total $16,642 ... % of Total loans 0.14% ... Total nonperforming assets $16,848 ... % of Nonperforming assets to total assets 0.08%

Nonperforming loans increased to $16.6 million (0.14% of total loans) at June 30, 2026, from $6.1 million (0.07%) at March 31, 2026. The increase was primarily due to 12 new nonperforming commercial and industrial loans totaling $6.2 million and three nonperforming commercial real estate loans totaling $4.3 million. Total nonperforming assets were $16.8 million, or 0.08% of total assets. The allowance for credit losses to nonperforming assets ratio was 752%.

Event · Exhibit 99.2

5 Added
Added Heritage Commerce Corp acquisition completion high

Added in current filing · view on EDGAR →

Merger Announcement December 17, 2025 Regulatory Approval April 1, 2026 Core System Conversion June 22, 2026 Shareholders Approval March 26, 2026 Legal Close Date April 17, 2026 187 days from announcement to systems conversion

CVB Financial closed its acquisition of Heritage Commerce Corp and Heritage Bank of Commerce on April 17, 2026, following shareholder approval on March 26, 2026 and regulatory approval on April 1, 2026. The core system conversion was completed on June 22, 2026, 187 days after the initial announcement. The transaction added 16 business financial centers in the Bay Area and approximately $5.7 billion in assets.

Added Q2 2026 financial results high

Added in current filing · view on EDGAR → · paraphrased

Net Income = $48.3 million / EPS = $0.29 ... Core Net Income = $73.4 million $31.4 million acquisition expense $4.25 million Provision for unfunded loan commitments Net Interest Margin = 3.72% ... Total Assets > $21 billion Organic loan growth = $477 million Avg. Noninterest deposits > 52% of Total Deposits Cost of deposits and customer repos = 0.86%

For Q2 2026, CVB reported net income of $48.3 million ($0.29 per diluted share), which included $31.4 million in acquisition-related expenses and a $4.25 million provision for unfunded loan commitments. Core net income was $73.4 million. Net interest margin expanded to 3.72%, total assets exceeded $21 billion, and the company achieved $477 million in organic loan growth. Average noninterest deposits represented over 52% of total deposits, with a cost of deposits and customer repos of 0.86%.

Added Heritage acquisition financial impact high

Added in current filing · view on EDGAR →

Acquired April 17, 2026 Re-structure Post-Restructure Total Cash and Cash Equivalents $548 $815 $1,364 Total Investment Securities 1,016 (488) 528 Loans held for sale 327 (327) - PCD Loans 99 - 99 PSL Loans 3,053 - 3,053 ACL (47) - (47) Net Loans $ 3,432 $ (327) $ 3,105 Goodwill 334 - 334 CDI 117 - 117 Other Assets 291 - 291 Total Assets $5,739 $ - $ 5,739 ... Total Deposits 4,752 - 4,752

CVB acquired $5.7 billion in total assets from Heritage on April 17, 2026, including $3.1 billion in net loans (after restructuring $327 million in loans held for sale), $528 million in investment securities (after selling $488 million), and $1.4 billion in cash. The transaction added $4.8 billion in deposits, $334 million in goodwill, and $117 million in core deposit intangible. The restructuring converted $815 million of securities proceeds into cash.

Added Share repurchase program authorization medium

Added in current filing · view on EDGAR →

Board authorized Repurchase program up to 15 Million Shares – June 15, 2026 ... Common Shares Outstanding Common Stock (in thousands) Balance at 03/31/2026 135,791 $ 1,221,938 Heritage issued 40,621 840,173 Shares repurchased (409) (8,881) Other stock based transactions 330 3,494 Balance at 7/21/2026 176,094 $2,056,724

On June 15, 2026, CVB's Board authorized a share repurchase program for up to 15 million shares. As of July 21, 2026, the company had repurchased 409,000 shares for $8.9 million. Total shares outstanding increased from 135.8 million at March 31, 2026 to 176.1 million at July 21, 2026, primarily due to the issuance of 40.6 million shares to Heritage shareholders as merger consideration.

Added Asset quality and capital ratios high

Added in current filing · view on EDGAR →

NPA/TA = 0.08% (NPA = $16.8 million) Classified loans = $110 million or 0.91% of total loans ACL = $127 million / 1.05% of total loans ... CET1 Ratio = 14.7% Total Risk-Based Ratio = 15.8% Tangible Common Equity Ratio = 9.8%

CVB maintained strong asset quality with nonperforming assets at 0.08% of total assets ($16.8 million), classified loans at 0.91% of total loans ($110 million), and an allowance for credit losses of 1.05% of total loans ($127 million). Capital ratios remained robust with a CET1 ratio of 14.7%, total risk-based capital ratio of 15.8%, and tangible common equity ratio of 9.8%, all well above regulatory minimums despite the Heritage acquisition impact.

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