UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

FORM 10-Q

(Mark One)

 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2025

or

 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____ to _____

Commission File Number: 000-10140

CVB FINANCIAL CORP.

(Exact name of registrant as specified in its charter)

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 section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes  No 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes  No 

Indicate by check mark whether the registrant is a large accelerated filer, accelerated filer, non-accelerated filer or smaller reporting company, or emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

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 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes  No 

Number of shares of common stock of the registrant : 137,817,599 o utstanding as of July 31, 2025.

TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION (UNAUDITED)

GENERAL

Cautionary Note Regarding Forward-Looking Statements

Certain statements set forth herein constitute forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. Words such as “will likely result”, “aims”, “anticipates”, “believes”, “could”, “estimates”,
“expects”, “hopes”, “intends”, “may”, “plans”, “projects”, “seeks”, “should”, “will,” “strategy”, “possibility”, and variations
of these words and similar expressions help to identify these forward-looking statements, which involve risks and uncertainties that
could cause actual results or performance to differ materially from those projected. These forward-looking statements are based on
management’s current expectations and beliefs concerning future developments and their potential effects on the Company,
including, without limitation, plans, strategies, goals and statements about the Company’s outlook regarding revenue and asset
growth, financial performance and profitability, capital and liquidity levels, loan and deposit growth and retention, yields and
returns, loan diversification and credit management, stockholder value creation, tax rates, the impact of business, economic, or political developments, the impact of monetary, fiscal and trade policies, and the impact of acquisitions we have made or may make. Such statements involve inherent risks and uncertainties, many of which are difficult to predict and are generally beyond the control of the
Company, and there can be no assurance that future developments affecting the Company will be the same as those anticipated by
management. The Company cautions readers that a number of important factors in addition to those set forth below could cause
actual results to differ materially from those expressed in, or implied or projected by, such forward-looking statements.

General risks and uncertainties include, but are not limited to, the following: the strength of the United States economy in
general and the strength of the local economies in which we conduct business; the effects of, and changes in, immigration, trade,
tariff, monetary, and fiscal policies and laws, including interest rate policies of the Board of Governors of the Federal Reserve
System; inflation/deflation, interest rate, market, and monetary fluctuations; the effect of acquisitions we have made or may make,
including, without limitation, the failure to obtain the necessary regulatory approvals, the failure to achieve the expected revenue
growth and/or expense savings from such acquisitions, and/or the failure to effectively integrate an acquisition target, key
personnel and customers into our operations; the timely development of competitive new products and services, and the acceptance
of these products and services by new and existing customers; the impact of changes in financial services policies, laws, and
regulations, including those concerning taxes, banking, securities, and insurance, and the application thereof by regulatory bodies;
the effectiveness of our risk management framework and quantitative models; changes in the levels of our nonperforming assets and
charge-offs; the effect of changes in accounting policies and practices or accounting standards, as may be adopted from time-to-time
by bank regulatory agencies, the U.S. Securities and Exchange Commission (“SEC”), the Public Company Accounting
Oversight Board, the Financial Accounting Standards Board or other accounting standards setters; possible credit related
impairments or declines in the fair value of loans and securities held by us; possible impairment charges to goodwill, including any
impairment that may result from increased volatility in our stock price; changes in consumer spending, borrowing, and savings
habits; the effects of our lack of a diversified loan portfolio, including the risks of geographic and industry concentrations; periodic
fluctuations in commercial or residential real estate prices or values; our ability to attract and retain deposits (including low cost
deposits) or to access government or private lending facilities and other sources of liquidity; the possibility that we may reduce or
discontinue the payments of dividends on our common stock; changes in the financial performance and/or condition of our
borrowers; changes in the competitive environment among financial and bank holding companies and other financial service
providers; technological changes in banking and financial services; systemic or non-systemic bank failures or crises; geopolitical
conditions, including acts or threats of terrorism, actions taken by the United States or other governments in response to acts or
threats of terrorism, and/or military conflicts, which could impact business and economic conditions in the United States and
abroad; catastrophic events or natural disasters, including earthquakes, drought, climate change or extreme weather events that
may affect our assets, communications or computer services, customers, employees or third party vendors; public health crises and
pandemics, and their effects on our asset credit quality, business operations, and employees, as well as the impact on general
economic and financial market conditions; cybersecurity threats and fraud and the cost of defending against them, including the
costs of compliance with legislation or regulations to combat cybersecurity threats and fraud; our ability to recruit and retain key
executives, board members and other employees, and our compliance with federal, state and local employment laws and
regulations; ongoing or unanticipated regulatory or legal proceedings or outcomes; and our ability to manage the risks involved in
the foregoing.

Additional factors that could cause actual results to differ materially from those expressed in the forward-looking statements are discussed in the Company's 2024 Annual Report on Form 10-K filed with the SEC and available at the SEC’s Internet site (http://www.sec.gov).

The Company does not undertake, and specifically disclaims any obligation, to update any forward-looking statements to
reflect occurrences or unanticipated events or circumstances after the date of such statements, except as required by law. Any
statements about future operating results, such as those concerning accretion and dilution to the Company’s earnings or
shareholders, are for illustrative purposes only, are not forecasts, and actual results may differ.

ITEM 1. CONDENSED CONSOLI DATED FINANCIAL STATEMENTS

CVB FINANCIAL CORP. AND SUBSIDIARIES

CONDENSED CONSOLI DATED BALANCE SHEETS

(Dollars in thousands, except share amounts)

(Unaudited)