Exhibit 31.2
CERTIFICATION UNDER SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
REGARDING THE ANNUAL REPORT ON FORM 10-K/A
FOR THE YEAR ENDED DECEMBER 31, 2025
I, Seth Fonti, certify that:
1. | I have reviewed this Annual Report on Form 10-K/A for the Year Ended December 31, 2025 of Heritage Commerce Corp; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report. |
Date: April 10, 2026
| /s/ SETH FONTI |
| Seth Fonti |
| |
| Chief Financial Officer (Principal Financial Officer) |