Ontario, California-based CVB Financial Corp. will acquire Heritage Commerce Corp. in a roughly $811 million deal that’s set to give the buyer a stronger foothold in the Bay Area, the companies said Wednesday.
The transaction, set to close in the second quarter of 2026, will create a bank with about $22 billion in assets and more than 75 locations – and draw San Jose-based Heritage Bank of Commerce into Orange County’s Citizens Business Bank, the companies said. Citizens counted roughly $15 billion in assets and about 60 locations before the deal, it said.
“This merger will provide us with comprehensive geographic coverage of all the major business banking markets in California, while ensuring the preservation of the local focus, stability, and deep trust inherent in our relationship banking model,” said Citizens CEO David Brager, who will serve as the combined entity’s chief executive.
Clay Jones, Heritage’s CEO, called the deal “a testament to the proven value and enduring potential of our relationship-focused approach.”
“This combination enables our shareholders to participate in the future upside of California’s premier commercial bank, expands the depth and breadth of our offerings, and creates growth opportunities for our employees,” said Jones, who will become president of the combined bank. “As part of Citizens’ larger and diversified platform, together we will continue to champion local businesses and deliver the highest standards of personalized customer care here in the Bay Area and in communities throughout California.”
The Citizens-Heritage deal is one of two nine-figure bank deals announced Wednesday in the Golden State. In the other, Fresno-based Community West Bank agreed to acquire crosstown lender United Security Bank for roughly $191.9 million.
In a sense, Wednesday’s deals bring full circle 2025’s bank M&A cycle, post-Capital One. Although a spike in bank deals had been anticipated since President Donald Trump’s reelection, the flurry of market activity appeared to launch in April, after the Federal Reserve and Office of the Comptroller of the Currency approved Capital One’s $35.3 billion acquisition of Discover. The ensuing days brought a $490 million merger between Massachusetts-based Eastern Bank and HarborOne, the acquisition of Industry Bancshares by Cadence (which itself would later be scooped up by Huntington, pending regulator sign-off).
Ahead of those, though, the first major post-Capital One deal of 2025 had a California target: Irvine-based Pacific Premier Bank, acquired for roughly $2 billion by Tacoma, Washington-based Columbia Banking System.
As part of Wednesday’s deal, Heritage investors will receive 0.65 shares of CVB Financial common stock for each share they own. The $811 million value of the transaction is based on CVB Financial’s closing stock price of $20 from Tuesday.
Two of Heritage’s directors will join the Citizens’ board once the transaction closes. Also at that point, Citizens investors will own roughly 77% of the combined company, while Heritage shareholders will own about 23%.
The transaction is expected to be immediately accretive to Citizens’ earnings per share, with that figure projected to increase to 13.2% in 2027. The deal is also expected to be 7.7% dilutive to tangible book value per share with an earn-back period of approximately 2½ years.
