HERITAGE COMMERCE CORP·4

Mar 11, 8:23 PM ET

Sabnani Janisha 4

4 · HERITAGE COMMERCE CORP · Filed Mar 11, 2026

Research Summary

AI-generated summary of this filing

Updated

Heritage Commerce (HTBK) EVP Janisha Sabnani Vests RSUs, Withholds Shares

What Happened

  • Janisha Sabnani, EVP / General Counsel / Corporate Secretary of Heritage Commerce (HTBK), had Restricted Stock Units (RSUs) vest on March 10, 2026. A total of 2,919 RSUs converted into common shares and an additional 146 shares were issued as a stock dividend related to the partial vesting.
  • To satisfy tax withholding obligations, 1,090 of the vested shares were withheld/disposed at a per-share value of $12.14, totaling $13,233. No cash exercise price was paid (exercise price $0).

Key Details

  • Transaction date: March 10, 2026; Form filed March 11, 2026.
  • Acquired: 2,919 shares from RSU conversion + 146 dividend shares (total 3,065 shares issued).
  • Disposed/withheld for taxes: 1,090 shares @ $12.14 = $13,233 (tax withholding, exempt under Rule 16b-3).
  • Net shares retained from this vesting event: 1,975 shares (3,065 issued − 1,090 withheld).
  • Derivative treatment: 2,919 RSUs were converted into common stock (derivative disposed/converted).
  • Shares owned after the transaction: not specified in the filing.
  • Filing timeliness: No late filing flag shown.

Context

  • This was a routine RSU vesting event, not an open-market purchase or a discretionary sale. Withholding shares to cover taxes is common and does not necessarily signal the insider’s market view.
  • RSUs convert one-for-one into common stock and vest annually in three equal installments beginning March 10, 2026 (next tranches on March 10, 2027 and March 10, 2028).

Insider Transaction Report

Form 4
Period: 2026-03-10
Sabnani Janisha
EVP/General Counsel/Corp Sec
Transactions
  • Exercise/Conversion

    Common Stock, No Par Value

    2026-03-10+2,9195,860 total
  • Award

    Common Stock, No Par Value

    [F1]
    2026-03-10+1466,006 total
  • Tax Payment

    Common Stock, No Par Value

    [F2]
    2026-03-10$12.14/sh1,090$13,2334,916 total
  • Exercise/Conversion

    Restricted Stock Unit

    [F3][F4]
    2026-03-102,9195,838 total
    Exercise: $0.00From: 2026-03-10Exp: 2028-03-10Common Stock, No Par Value (2,919 underlying)
Holdings
  • Restricted Stock Unit

    Exercise: $0.00From: 2027-03-05Exp: 2029-03-05Common Stock, No Par Value (14,613 underlying)
    14,613
  • Performance-Based Restricted Stock Unit

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

    Exercise: $0.00From: 2026-02-27Exp: 2028-02-27Common Stock, No Par Value (9,524 underlying)
    9,524
Footnotes (4)
  • [F1]The reporting person acquired 146 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.
  • [F2]Represents RSUs withheld to satisfy tax withholding obligations in connection with the vesting of Restricted Stock, exempt under Rule 16b-3.
  • [F3]Restricted Stock Units (RSUs) convert into shares of the Company's Common Stock on a one-for-one basis.
  • [F4]The RSUs vest annually in three equal installments commencing on March 10, 2026, the first anniversary of the holder's grant date. The second tranche will vest on March 10, 2027. The remaining RSUs will vest on March 10, 2028.
Signature
/s/Janisha Sabnani|2026-03-11

Documents

1 file
  • 4
    primary_01.xmlPrimary

    PRIMARY DOCUMENT