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S-4 S-4 EX-FILING FEES 0000354647 CVB FINANCIAL CORP N/A N/A 0000354647 2026-01-28 2026-01-28 0000354647 1 2026-01-28 2026-01-28 iso4217:USD xbrli:pure xbrli:shares

Calculation of Filing Fee Tables

S-4

CVB FINANCIAL CORP

Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable

Security Type

Security Class Title

Fee Calculation or Carry Forward Rule

Amount Registered

Proposed Maximum Offering Price Per Unit

Maximum Aggregate Offering Price

Fee Rate

Amount of Registration Fee

Carry Forward Form Type

Carry Forward File Number

Carry Forward Initial Effective Date

Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward

Newly Registered Securities
Fees to be Paid 1 Equity Common Stock, no par value per share Other 41,546,764 $ 841,162,169.68 0.0001381 $ 116,164.50
Fees Previously Paid
Carry Forward Securities
Carry Forward Securities

Total Offering Amounts:

$ 841,162,169.68

$ 116,164.50

Total Fees Previously Paid:

$ 0.00

Total Fee Offsets:

$ 0.00

Net Fee Due:

$ 116,164.50

Offering Note

1

Rule 457(f) Fee Calculation Details

(1) The number of shares of CVB Financial Corp. ("CVBF") common stock, no par value per share ("CVBF common stock"), being registered is based upon (x) an estimate of the maximum number of shares of common stock of Heritage Commerce Corp ("Heritage"), no par value per share ("Heritage common stock") outstanding as of January 23, 2026, or issuable or expected to be exchanged in connection with the merger transaction pursuant to the Agreement and Plan of Reorganization and Merger, dated as of December 17, 2025, by and between CVBF and Heritage, which collectively are equal to 63,918,098, multiplied by (y) the exchange ratio of 0.65 of a share of CVBF common stock for each share of Heritage common stock. (2) Estimated solely for purposes of calculating the registration fee pursuant to Section 6(b) of the Securities Act of 1933, as amended, and computed in accordance with Rules 457(c) and 457(f) thereunder. The proposed maximum aggregate offering price is calculated as the product of (a) $13.16 per share, the average of the high and low sales prices of Heritage common stock as reported on the Nasdaq Global Select Market on January 23, 2026, and (b) 63,918,098, the estimated maximum number of shares of Heritage common stock to be exchanged in the merger. (3) Determined in accordance with Section 6(b) of the Securities Act at a rate equal to $138.10 per $1,000,000 of the proposed maximum aggregate offering price.
Amount of Securities to be Received or Cancelled Value per Share of Securities to be Received or Cancelled Total Value of Securities to be Received or Cancelled Cash Consideration Received by the registrant Cash Consideration (Paid) by the registrant Maximum Aggregate Offering Price
63,918,098 $ 13.16 $ 841,162,169.68 $ 841,162,169.68

Table 2: Fee Offset Claims and Sources ☑Not Applicable
Registrant or Filer Name Form or Filing Type File Number Initial Filing Date Filing Date Fee Offset Claimed Security Type Associated with Fee Offset Claimed Security Title Associated with Fee Offset Claimed Unsold Securities Associated with Fee Offset Claimed Unsold Aggregate Offering Amount Associated with Fee Offset Claimed Fee Paid with Fee Offset Source
Rules 457(b) and 0-11(a)(2)
Fee Offset Claims N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A
Fee Offset Sources N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A
Rule 457(p)
Fee Offset Claims N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A
Fee Offset Sources N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A
Table 3: Combined Prospectuses ☑Not Applicable

Security Type

Security Class Title

Amount of Securities Previously Registered

Maximum Aggregate Offering Price of Securities Previously Registered

Form Type

File Number

Initial Effective Date

N/A N/A N/A N/A N/A N/A N/A N/A