Heritage Commerce Corp 2025年季度报告

Washington, D.C. 20549FORM10-Q (MARK ONE)☒QUARTERLY REPORT PURSUANT TO SECTION13 OR 15(d) OF THESECURITIES EXCHANGE ACT OF1934For the quarterly period endedMarch 31, 2025OR☐TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d) OF THESECURITIES EXCHANGE ACT OF1934For the transition period fromtoCommission file number000-23877 N/A(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of theSecurities Exchange Act of 1934 during the preceding 12months (or for such shorter period that the registrant was required to filesuch reports), and (2)has been subject to such filing requirements for the past 90days.YES☒NO☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to besubmitted pursuant to Rule405 of RegulationS-T (§232.405 of this chapter) during the preceding 12months (or for such shorterperiod that the registrant was required to submit such files).YES☒NO☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, asmaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,”“smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☐Accelerated filer☒Non-accelerated filer☐Smaller reporting company☐ Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ HERITAGE COMMERCE CORPQUARTERLY REPORT ON FORM 10-QTABLE OF CONTENTS No.Cautionary Note on Forward-Looking Statements3PartI. FINANCIAL INFORMATIONItem1.Consolidated Financial Statements (unaudited)5Consolidated Balance Sheets5Consolidated Statements of Income6Consolidated Statements of Comprehensive Income7Consolidated Statements of Changes in Shareholders’ Equity8Consolidated Statements of Cash Flows9Notes to Unaudited Consolidated Financial Statements10Item2.Management’s Discussion and Analysis of Financial Condition and Results ofOperations40Item3.Quantitative and Qualitative Disclosures About Market Risk72Item4.Controls and Procedures72PART II. OTHER INFORMATIONItem1.Legal Proceedings72Item1A.Risk Factors73Item2.Unregistered Sales of Equity Securities and Use of Proceeds98Item3.Defaults Upon Senior Securities98Item4.Mine Safety Disclosures98Item5.Other Information98Item6.Exhibits99SIGNATURES100 Cautionary Note Regarding Forward-Looking Statements This Quarterly Report on Form10-Q (this “Report”) of Heritage Commerce Corp (“we,”“us,” “our” or the “Company”) contains various statements that may constitute forward-lookingstatements within the meaning of Section27A of the Securities Act of 1933, as amended, Rule175promulgated thereunder, and Section21E of the Securities Exchange Act of 1934, as amended, andRule3b-6 promulgated thereunder and are intended to be covered by the safe harbor provisions of thePrivate Securities Litigation Reform Act of 1995. All statements about our expectations, beliefs,plans, objectives, assumptions or future events or performance are not historical facts and may beforward-looking. These forward-looking statements often can be, but are not always, identified by theuse of words such as “assume,” “expect,” “intend,” “plan,” “project,” “believe,” “estimate,”“predict,” “anticipate,” “may,” “might,” “should,” “could,” “goal,” “potential” and similarexpressions. We base these forward-looking statements on our current expectations and projectionsabout future events, our assumptions regarding these events and our knowledge of facts at the timethe statements are made. Forward-looking statements may include, among other things, statementsrelating to our projected growth, anticipated future financial performance, management’s long-termperformance goals and operational strategies, the performance of our loan and investment portfolios,as well as statements relating to the anticipated effects of those conditions, events and developmentson the Company’s financial condition and results of operations. These forward-looking statements are subject to various risks and uncertainties that may beoutside our control, and our actual results could differ materially from our projected results. Risks anduncertainties that could cause our financial performance to differ materially from our goals, plans,expectations and projections expressed in forward-looking statements include those set forth in ourfilings with the Securities and Exchange Commission, “Part II, Item 1A—Risk Factors” of thisReport, and the following listed below: ●cybersecurity risks that may affect us directly or may impac