CVB Financial Corporation
01/22/2026 | Press release | Distributed by Public on 01/22/2026 05:10
Business Combination Prospectus (Form 425)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): January 22, 2026 |
CVB Financial Corp.
(Exact name of Registrant as Specified in Its Charter)
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California |
000-10140 |
95-3629339 |
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(State or Other Jurisdiction |
(Commission File Number) |
(IRS Employer |
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701 N HAVEN AVE STE 350 |
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ONTARIO , California |
91764 |
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(Address of Principal Executive Offices) |
(Zip Code) |
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Registrant's Telephone Number, Including Area Code: 909 980-4030 |
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Not Applicable |
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☒Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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Common Stock, No Par Value |
CVBF |
The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01 Regulation FD Disclosure.
The President and Chief Executive Officer and Chief Financial Officer of CVB Financial Corp. (the "Company") will make presentations to institutional investors at various meetings throughout the first quarter of 2026. The January 2026 slide presentation, updated to reflect fourth quarter 2025 financial information, is included as Exhibit 99.1 of this report. The information in this report (including Exhibits 99.1) shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other documents filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by the specific reference in such filing. A copy of the slide presentation will also be available on the Company's website at www.cbbank.com under the "Investors" tab.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No. |
Description |
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99.1 |
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104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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 hereunto duly authorized.
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CVB FINANCIAL CORP. |
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Date: |
January 22, 2026 |
By: |
/s/ E. Allen Nicholson |
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E. Allen Nicholson |
CVB Financial Corporation published this content on January 22, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on January 22, 2026 at 11:10 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]