Heritage Commerce Corp. Reports Board and Officer Changes

TL;DR

Heritage Commerce Corp. filed an 8-K on Aug 18, 2025, detailing board/officer changes & compensation.

AI Summary

Heritage Commerce Corp. announced on August 18, 2025, changes in its board of directors and executive officers, including the election of new directors and appointments of certain officers. The company also disclosed compensatory arrangements for these officers. This filing is a current report under Section 13 or 15(d) of the Securities Exchange Act of 1934.

Why It Matters

Changes in a company's board and executive team can signal shifts in strategy, governance, or operational focus, potentially impacting future performance and investor confidence.

Risk Assessment

Risk Level: low — This filing is a routine disclosure of corporate governance and personnel changes, not indicating immediate financial distress or significant operational shifts.

Key Players & Entities

• HERITAGE COMMERCE CORP (company) — Registrant
• August 18, 2025 (date) — Date of earliest event reported
• 224 Airport Parkway, San Jose, California 95110 (address) — Principal executive offices
• 4089476900 (phone_number) — Business phone

FAQ

Key Financial Figures

• $50,000 — portion of the annual cash retainer of $50,000 and a prorated portion of the annual gr

Filing Documents

• tm2523453d1_8k.htm (8-K) — 29KB
• tm2523453d1_ex99-1.htm (EX-99.1) — 7KB
• tm2523453d1_ex99-1img001.jpg (GRAPHIC) — 30KB
• 0001104659-25-079831.txt ( ) — 241KB
• htbk-20250818.xsd (EX-101.SCH) — 3KB
• htbk-20250818_lab.xml (EX-101.LAB) — 33KB
• htbk-20250818_pre.xml (EX-101.PRE) — 22KB
• tm2523453d1_8k_htm.xml (XML) — 3KB

02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF

ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS On August 18, 2025, the Board of Directors (the "Board") of Heritage Commerce Corp (the "Company"), the holding company for Heritage Bank of Commerce (the "Bank") appointed Christopher J. Abate as a director of the Board and the Bank's Board of Directors. The Company's bylaws provide that the number of directors shall be not less than 8 and not more than 15 with the specific number set from time to time by the Board and, effective August 18, 2025, the Board expanded the number of directors from 8 to 9. Mr. Abate was also appointed to serve on the Audit Committee and Personnel and Compensation Committee of the Board. Mr. Abate is a seasoned finance and accounting executive with over 20 years of experience in the financial services industry, bringing a wealth of extensive experience and knowledge in real estate and finance to the Company. Mr. Abate has served as Chief Executive Officer of Redwood Trust, Inc. ("Redwood Trust") since May 2018 and as a director since December 2017. Mr. Abate has been employed with Redwood Trust since April 2006, previously serving as President from July 2016 to May 2018, Chief Financial Officer from March 2012 to August 2017, and Controller from January 2009 to March 2013. Before joining Redwood Trust, Mr. Abate was employed by PricewaterhouseCoopers LLP. He holds a B.A. in accounting and finance from Western Michigan University, and an M.B.A. from the University of California at Berkeley and Columbia University. There are no family relationships between Mr. Abate and any director or other executive officer of the Company. There are no transactions between Mr. Abate and any member of his immediate family and the Company or any of its subsidiaries that would be reportable as a related party transaction under the rules of the Securities and Exchange Commission. Further, there is no

01 REGULATION FD DISCLOSURE

ITEM 7.01 REGULATION FD DISCLOSURE On August 18, 2025, the Company issued a press release announcing Mr. Abate's appointment as a director of the Board and the Bank's Board of Directors. A copy of the press release is attached as Exhibit 99.1 to this Current Report. In accordance with General Instruction B.2 of Form 8-K, the press release is deemed to be "furnished" and shall not be deemed "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall the press release be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act. 2

01 FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (d) Exhibits. 99.1 Press Release dated August 18, 2025, entitled "Heritage Commerce Corp and Heritage Bank of Commerce Announce Appointment of Christpher J. Abate to the Board of Directors." 104 Cover Page Interactive Data File (embedded within XBRL document) 3

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Date: August 18, 2025 Heritage Commerce Corp By: /s/ Seth Fonti Seth Fonti Executive Vice President and Chief Financial Officer 4

View Full Filing

View this 8-K filing on SEC EDGAR