Sabnani Janisha 4

4 · HERITAGE COMMERCE CORP · Filed Mar 3, 2026

AI-generated summary of this filing

Updated Mar 3, 2026

Heritage Commerce (HTBK) EVP Janisha Sabnani Exercises RSUs, Sells Shares

What Happened

Janisha Sabnani, EVP, General Counsel and Corporate Secretary of Heritage Commerce Corp (HTBK), had restricted stock units (RSUs) convert into common shares on Feb 27, 2026. 4,761 RSUs converted one-for-one into shares, and she received 238 additional shares as a stock dividend tied to the partial vesting.
To cover tax withholding on the vesting, 2,058 shares were surrendered/withheld at $12.43 per share, resulting in cash withheld of $25,581. The transaction entries reflect the RSU conversion/award (codes M and A) and the tax-withholding disposal (code F).

Key Details

Transaction date: February 27, 2026; Form 4 filed March 3, 2026 (timely filing).
Shares involved: 4,761 RSUs converted; 238 shares received as stock dividend; 2,058 shares withheld for taxes.
Withholding price/value: $12.43 per share; total tax withholding value $25,581.
Footnotes: RSUs convert one-for-one into common stock (F1); 238 shares from stock dividend on partial vesting (F2); shares were withheld to satisfy tax withholding obligations, exempt under Rule 16b-3 (F3); RSUs vest in three equal annual tranches starting Feb 27, 2026 (F4).
Shares owned after the transaction: not specified in the filing.

Context

This was a routine vesting of RSUs (grant/award conversion) with shares withheld to meet tax obligations — not an open-market sale or a separate discretionary sale by the insider. For derivative entries: the “exercise/conversion” here refers to RSUs converting into common shares rather than exercising stock options for cash. Routine tax-withholding disposals are common and do not necessarily indicate a change in the insider’s market view.

Form 4

Period: 2026-02-27

EVP/General Counsel/Corp Sec

Transactions

Exercise/Conversion
Common Stock, No Par Value
[F1]
2026-02-27+4,761→ 4,761 total
Award
Common Stock, No Par Value
[F2]
2026-02-27+238→ 4,999 total
Tax Payment
Common Stock, No Par Value
[F3]
2026-02-27$12.43/sh−2,058$25,581→ 2,941 total
Exercise/Conversion
Restricted Stock Unit
[F1][F4]
2026-02-27−4,761→ 9,524 total
Exercise: $0.00From: 2026-02-27Exp: 2028-02-27→ Common Stock, No Par Value (4,761 underlying)

Holdings

Restricted Stock Unit
Exercise: $0.00From: 2026-03-10Exp: 2028-03-10→ Common Stock, No Par Value (8,757 underlying)
8,757
Performance-Based Restricted Stock Unit
Exercise: $0.00From: 2028-03-10Exp: 2028-03-10→ Common Stock, No Par Value (8,757 underlying)
8,757

Footnotes (4)

[F1]Restricted Stock Units (RSUs) convert into shares of the Company's Common Stock on a one-for-one basis.
[F2]The reporting person acquired 238 shares of the Company's Common Stock as a result of the stock dividends payable to the reporting person upon the partial vesting of the RSUs grant.
[F3]Represents RSUs withheld to satisfy tax withholding obligations in connection with the vesting of Restricted Stock, exempt under Rule 16b-3.
[F4]The RSUs vest annually in three equal installments commencing on February 27, 2026, the first anniversary of the holder's grant date. The second tranche will vest on February 27, 2027. The remaining RSUs will vest on February 27, 2028.

Signature

/s/Sabnani, Janisha|2026-03-03

1 file