Statement of Changes in Beneficial Ownership (Form 4)

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5

(Print or Type Responses)

1. Name and Address of Reporting Person * Just Susan Svensson 2. Issuer Name and Ticker or Trading Symbol HERITAGE COMMERCE CORP [HTBK] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) EVP/Chief Credit Officer (Last) (First) (Middle) 224 AIRPORT PARKWAY 3. Date of Earliest Transaction (Month/Day/Year) 12/23/2025 (Street) SAN JOSE, CA 95110 4. If Amendment, Date Original Filed (Month/Day/Year) 6. Individual or Joint/Group Filing (Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock, No Par Value 12/23/2025 M 4,153 A $ 0 (1) 13,967 D Common Stock, No Par Value 12/23/2025 M 2,810 A $ 0 (1) 16,777 D Common Stock, No Par Value 12/23/2025 A 628(2) A $ 0 17,405 D Common Stock, No Par Value 12/23/2025 F 3,669(3) D $12.49 13,736 D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Restricted Stock Unit

$ 0 (1)

12/23/2025

M

4,153

03/08/2025(4)

03/08/2027(4)

Common Stock, No Par Value

4,153

$ 0

4,153

D

Restricted Stock Unit

$ 0 (1)

12/23/2025

M

2,810

03/10/2026(5)

03/10/2028(5)

Common Stock, No Par Value

2,810

$ 0

5,622

D

Performance-Based Restricted Stock Unit

$ 0

03/08/2027

03/08/2027

Common Stock, No Par Value

12,458

12,458

D

Performance-Based Restricted Stock Unit

$ 0

03/10/2028

03/10/2028

Common Stock, No Par Value

8,431

8,431

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Just Susan Svensson 224 AIRPORT PARKWAY SAN JOSE, CA 95110			EVP/Chief Credit Officer

Signatures

/s/Janisha Sabnani as Attorney-in-Fact for Susan Just		12/29/2025
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Restricted Stock Units, or RSUs, convert into shares of the Company's Common Stock on a one-for-one basis.
(2)	The reporting person acquired 628 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 RSU grant.
(3)	Represents RSUs and Restricted Stock Awards, or RSAs withheld to satisfy tax withholding obligations in connection with the vesting of RSUs and RSAs, exempt under Rule 16b-3.
(4)	The second tranche of this RSU grant was accelerated to vest on 12/23/2025 instead of 3/8/2026. The remaining tranche will vest in accordance with the original terms.
(5)	The first tranche of this RSU grant was accelerated to vest on 12/23/2025 instead of 3/10/2026. The remaining tranche will vest in accordance with the original terms.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.