PAY VERSUS PERFORMANCE

As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation S-K, presented below is the following information about the relationship between executive compensation actually paid and certain financial performance of the Company. For further information concerning the Company’s variable pay-for-performance philosophy and how the Company’s aligns executive compensation with the Company’s performance, see the section of this proxy statement on “Compensation Discussion and Analysis.”

PAY VS. PERFORMANCE TABLE FOR 2020-2023


(a)	(b)	(c)	(b)	(c)	(d)	(e)	(f)	(g)	(h)	(i)
Year	Summary Compensation Table Total for First PEO	Summary Compensation Table Total for Second PEO	Compensation Actually Paid to First PEO(1)(2)	Compensation Actually Paid to Second PEO(1)(2)	Average Summary Compensation Table Total for Non-PEO NEOs	Average Compensation Actually Paid to Non-PEO NEOs(1)(2)	Total Shareholder Return(3)	Peer Group Total Shareholder Return(3)	Net Income	Return on Average Common Tangible Equity(4)

2023	2,838,638	-	2,240,688	-	1,137,097	888,518	108.83	113.43	221,435,000	18.48%
2022	2,912,636	-	3,570,181	-	1,198,947	1,463,968	133.47	111.85	235,425,000	18.85%
2021	2,635,810	-	2,843,033	-	1,049,796	1,047,772	107.62	119.77	212,521,000	15.93%
2020	2,287,691	925,898	2,312,641	327,398	862,156	858,580	94.75	91.61	177,159,000	14.25%

(1)

Amounts represent compensation actually paid to each of our PEOs and the average compensation actually paid to our remaining NEOs for the relevant fiscal year, as determined under SEC rules. Compensation actually paid to our NEOs represents the “Total” compensation reported in the Summary Compensation Table above for the applicable fiscal year, adjusted as follows:


	2023	2022	2021	2020


Summary Compensation Table Amount for PEO David A. Brager	$2,838,638	$2,912,636	$2,635,810	$2,287,691


(-) Deduction for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table	(1,200,005)	(959,469)	(863,835)	(934,725)


(+) Fair Value of Equity Awards Granted during the year that Remain Unvested as of Year-End	1,001,969	1,099,525	927,053	1,004,250


(+) Fair Value of Equity Awards Granted during year that Vested during the year	-	-	-	-


(+ or -) Change in Fair Value of Awards Granted in Prior Years that were Unvested as of Year-End	(249,069)	415,408	81,016	(22,880)


(+ or -) Change in Fair Value of Awards Granted in Prior Years that Vested during the year	(205,097)	42,851	33,181	(35,915)


(-) Prior Year-End Fair Value of Awards that were Forfeited during the year	-	-	-	-


(+) Dividends Paid or Accrued on Unvested Awards During the year	54,251	59,230	29,808	14,220


Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table(2)	-	-	-	-


Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans(2)	-	-	-	-


Compensation Actually Paid for PEO	$2,240,688	$3,570,181	$2,843,033	$2,312,641


	2023	2022	2021	2020


Summary Compensation Table Amount for PEO Christopher D. Myers	-	-	-	$925,898


(-) Deduction for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table	-	-	-	$0.00


(+) Fair Value of Equity Awards Granted during the year that Remain Unvested as of Year-End	-	-	-	-


(+) Fair Value of Equity Awards Granted during year that Vested during the year	-	-	-	-


(+ or -) Change in Fair Value of Awards Granted in Prior Years that were Unvested as of Year-End	-	-	-	-


(+ or -) Change in Fair Value of Awards Granted in Prior Years that Vested during the year	-	-	-	(598,500)


(-) Prior Year-End Fair Value of Awards that were Forfeited during the year	-	-	-	-


(+) Dividends Paid or Accrued on Unvested Awards During the year	-	-	-	-


Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table(2)	-	-	-	-


Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans(2)	-	-	-	-


Compensation Actually Paid for PEO	-	-	-	$327,398


	2023	2022	2021	2020


Average Summary Compensation Table Amount for NEOs	1,137,097	1,198,947	1,049,796	862,156


(-) Deduction for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table	(427,503)	(418,504)	(365,789)	(419,719)


(+) Fair Value of Equity Awards Granted during the year that Remain Unvested as of Year-End	356,934	479,594	296,015	450,938


(+) Fair Value of Equity Awards Granted during year that Vested during the year	-	-	-	-


(+ or -) Change in Fair Value of Awards Granted in Prior Years that were Unvested as of Year-End	(112,304)	161,156	28,937	(14,638)


(+ or -) Change in Fair Value of Awards Granted in Prior Years that Vested during the year	(87,142)	20,273	27,867	(24,882)


(-) Prior Year-End Fair Value of Awards that were Forfeited during the year


(+) Dividends Paid or Accrued on Unvested Awards During the year	21,435	22,502	10,947	4,725


Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table(2)	-	-	-	-


Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans(2)	-	-	-	-


Average Compensation Actually Paid for NEOs	$888,518	$1,463,968	$1,047,772	$858,580


	2023	2022	2021	2020

NEOs included in Average Summary Compensation and Average Compensation Actually Paid	E. Allen Nicholson, David F. Farnsworth, David C. Harvey, Richard H. Wohl	E. Allen Nicholson, David F. Farnsworth, David C. Harvey, Richard H. Wohl	E. Allen Nicholson, David F. Farnsworth, David C. Harvey, Richard H. Wohl, Brian T. Mauntel	E. Allen Nicholson, David F. Farnsworth, David C. Harvey, Richard H. Wohl

(2)

The Company does not maintain, and has not maintained, any defined benefit or actuarial pension plans during the four-year period covered by this Table.

(3)

Based on initial investment of $100 at market close on December 31, 2020, and the cumulative Total Shareholder Return of investment in CVBF common stock (column (f)) and the KBW Nasdaq Regional Banking Index (column (g)) through the last day of the fiscal year indicated.

(4)

Our Company-Selected Measure is Return on Average Tangible Common Equity, which is a non-GAAP measure (net income, adjusted for tax-affected amortization of intangibles, as a percent of average tangible common equity (average stockholders’ equity, less average intangible assets)).

Named Executive Officers, Footnote


	2023	2022	2021	2020

NEOs included in Average Summary Compensation and Average Compensation Actually Paid	E. Allen Nicholson, David F. Farnsworth, David C. Harvey, Richard H. Wohl	E. Allen Nicholson, David F. Farnsworth, David C. Harvey, Richard H. Wohl	E. Allen Nicholson, David F. Farnsworth, David C. Harvey, Richard H. Wohl, Brian T. Mauntel	E. Allen Nicholson, David F. Farnsworth, David C. Harvey, Richard H. Wohl

Adjustment To PEO Compensation, Footnote

(1)

Amounts represent compensation actually paid to each of our PEOs and the average compensation actually paid to our remaining NEOs for the relevant fiscal year, as determined under SEC rules. Compensation actually paid to our NEOs represents the “Total” compensation reported in the Summary Compensation Table above for the applicable fiscal year, adjusted as follows:


	2023	2022	2021	2020


Summary Compensation Table Amount for PEO David A. Brager	$2,838,638	$2,912,636	$2,635,810	$2,287,691


(-) Deduction for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table	(1,200,005)	(959,469)	(863,835)	(934,725)


(+) Fair Value of Equity Awards Granted during the year that Remain Unvested as of Year-End	1,001,969	1,099,525	927,053	1,004,250


(+) Fair Value of Equity Awards Granted during year that Vested during the year	-	-	-	-


(+ or -) Change in Fair Value of Awards Granted in Prior Years that were Unvested as of Year-End	(249,069)	415,408	81,016	(22,880)


(+ or -) Change in Fair Value of Awards Granted in Prior Years that Vested during the year	(205,097)	42,851	33,181	(35,915)


(-) Prior Year-End Fair Value of Awards that were Forfeited during the year	-	-	-	-


(+) Dividends Paid or Accrued on Unvested Awards During the year	54,251	59,230	29,808	14,220


Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table(2)	-	-	-	-


Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans(2)	-	-	-	-


Compensation Actually Paid for PEO	$2,240,688	$3,570,181	$2,843,033	$2,312,641


	2023	2022	2021	2020


Summary Compensation Table Amount for PEO Christopher D. Myers	-	-	-	$925,898


(-) Deduction for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table	-	-	-	$0.00


(+) Fair Value of Equity Awards Granted during the year that Remain Unvested as of Year-End	-	-	-	-


(+) Fair Value of Equity Awards Granted during year that Vested during the year	-	-	-	-


(+ or -) Change in Fair Value of Awards Granted in Prior Years that were Unvested as of Year-End	-	-	-	-


(+ or -) Change in Fair Value of Awards Granted in Prior Years that Vested during the year	-	-	-	(598,500)


(-) Prior Year-End Fair Value of Awards that were Forfeited during the year	-	-	-	-


(+) Dividends Paid or Accrued on Unvested Awards During the year	-	-	-	-


Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table(2)	-	-	-	-


Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans(2)	-	-	-	-


Compensation Actually Paid for PEO	-	-	-	$327,398

Non-PEO NEO Average Compensation Actually Paid Amount

$ 888,518

1,463,968

1,047,772

858,580

Compensation Actually Paid vs. Total Shareholder Return

Compensation Actually Paid vs. Company Selected Measure

Total Shareholder Return Amount

$ 108.83

133.47

107.62

94.75

Net Income (Loss)

$ 221,435,000

$ 235,425,000

$ 212,521,000

$ 177,159,000

Name

Net Profit After Tax

Pay vs Performance Disclosure

Non-GAAP Measure Description

(4)

Our Company-Selected Measure is Return on Average Tangible Common Equity, which is a non-GAAP measure (net income, adjusted for tax-affected amortization of intangibles, as a percent of average tangible common equity (average stockholders’ equity, less average intangible assets)).