Deborah Reuter - May 2, 2023 Form 4 Insider Report for HERITAGE COMMERCE CORP (HTBK)

Role
EVP/CRO/Corporate Secretary
Signature
/s/ Lawrence D. McGovern as Attorney-in-fact for Deborah Reuter
Stock symbol
HTBK
Transactions as of
May 2, 2023
Transactions value $
$0
Form type
4
Date filed
5/4/2023, 05:11 PM
Previous filing
Apr 26, 2023
Next filing
Mar 12, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding HTBK Common Stock, No Par Value 81.9K May 2, 2023 Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction HTBK Restricted Stock Unit Award $0 +10.6K $0.00 10.6K May 2, 2023 Common Stock, No Par Value 10.6K $0.00 Direct F1, F2
transaction HTBK Performance-Based Restricted Stock Unit Award $0 +10.6K $0.00 10.6K May 2, 2023 Common Stock, No Par Value 10.6K $0.00 Direct F3, F4
holding HTBK Standard Employee Option - NSO 9K May 2, 2023 Common Stock, No Par Value 9K $8.07 Direct
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each restricted stock unit represents a right to receive one share of Issuer common stock.
F2 The restricted stock units vest in three equal installments commencing May 2, 2024, the first anniversary of the holder's grant date.
F3 Each performance-based restricted stock unit, or PRSU, represents a right to receive one share of Issuer common stock.
F4 The PRSUs will vest depending upon the Issuer's Return on Average Tangible Common Equity ("ROATCE") over a three-year period ("Performance Period"), relative to companies in a peer group selected by the Issuer as of the grant date ("Peer Group"). If the Issuer's ROATCE is at the 35th percentile of the Peer Group at the end of the Performance Period then 50% of the PRSUs will vest. If the Issuer's ROATCE is at the 50th percentile at the end of the Performance Period then 100% of the PRSUs will vest. If the Issuer's ROATCE is at the 75th percentile at the end of the Performance Period then 150% of the PRSUs will vest. Vesting between performance levels will be determined by straight-line interpolation. None of the PRSUs will vest if the Issuer's ROATCE does not exceed the 35th threshold of the Peer Group.