In May 2018, the shareholders approved the 2018 Equity Plan which authorizes the issuance of up to 9,000,000 shares of CVB’s common stock for eligible participants, which include all of the Company’s employees, officers, and directors, and expires in 2028. The plan authorizes the issuance of a variety of types of equity awards, which include incentive stock options, non-qualified stock options, restricted stock awards (“RSAs”), restricted stock units (“RSUs”), and other stock-based awards, including performance-based restricted stock units ("PRSUs"). The 2018 Equity Plan replaced the 2008 Equity Incentive Plan. No further grants will be made under the 2008 Equity Incentive Plan, but shares may continue to be issued under such plan pursuant to grants previously made. As of December 31, 2024, we have 1,655,383 outstanding options, unvested RSAs, RSUs and PRSUs under our Equity Plans.

The Company expensed $477,000, $384,000, and $273,000, for the years ended December 31, 2024, 2023 and 2022, respectively.

The estimated fair value of the options granted during 2024 and prior years was calculated using the Black-Scholes options pricing model. There were 95,000, 107,000 and 66,000 options granted during 2024, 2023 and 2022, respectively.

The options will vest, in equal installments, over a five-year period. The fair value of each stock option granted in 2024, 2023 and 2022, was estimated on the date of grant using the following weighted-average assumptions.


	Year Ended December 31,
	2024			2023			2022
Dividend yield		3.7	%		9.4	%		3.0	%
Volatility		31.1	%		28.0	%		27.9	%
Risk-free interest rate		4.2	%		3.7	%		1.2	%
Expected life	10.0 years			10.0 years			10.0 years
Weighted average grant date fair value	$	8.70		$	11.09		$	8.60

The expected volatility is solely based on the daily historical stock price volatility over the expected option life. The expected life of options granted is derived from the output of the option valuation model and represents the period of time an optionee will hold an option before exercising it. The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury five-year constant maturity yield curve in effect at the time of the grant. The Company accounts for forfeitures as they occur, rather than to estimate forfeitures over the vesting period.

The following table presents option activity under the Company’s stock option plans as of and for the year ended December 31, 2024.


	Number of Stock Options Outstanding			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value
	(In thousands)					(In years)		(In thousands)
Outstanding at January 1, 2024		386		$	20.50
Granted		95			17.17
Exercised		(32	)		17.95
Forfeited or expired		(16	)		19.13
Outstanding at December 31, 2024		433		$	20.01		6.61	$	967
Vested or expected to vest at December 31, 2024		433		$	20.01		6.61	$	967
Exercisable at December 31, 2024		208		$	19.52		4.92	$	512

The total intrinsic value of options exercised during the years ended December 31, 2024, 2023 and 2022 was $131,000, $53,000 and $1.0 million, respectively.

As of December 31, 2024, there was a total of $1.6 million in unrecognized compensation cost related to nonvested options granted under the Plan. That cost is expected to be recognized over a weighted-average period of approximately 3.4 years. The total fair value of options vested was $361,000, $267,000 and $203,000 during 2024, 2023 and 2022, respectively. Cash received from stock option exercises was $565,000, $210,000 and $1.9 million, in 2024, 2023 and 2022, respectively.

At December 31, 2024, options for the purchase of 433,350 shares of CVB’s common stock were outstanding under the above plans, of which options to purchase 208,450 shares were exercisable at prices ranging from $14.61 to $24.83.

The Company has a policy of issuing new shares to satisfy share option exercises.

Restricted Stock Awards, Restricted Stock Units and Performance-Based Restricted Stock Units

The Company granted 524,000, 484,000 and 674,961 restricted stock awards during 2024, 2023 and 2022 respectively. The weighted average grant date fair value of RSAs, RSUs and PRSUs granted in 2024, 2023 and 2022 was $17.91 per share, $22.44 per share and $22.82 per share, respectively. These awards will vest, in equal installments, over a period of approximately one to five years.

Compensation cost is recognized over the requisite service period, which is approximately one to five years, and amounted to $9.8 million, $9.1 million and $7.6 million during the years ended December 31, 2024, 2023 and 2022, respectively. Total unrecognized compensation cost related to RSAs and PRSUs was $15.6 million at December 31, 2024.

The table below summarizes activity related to the Company’s non-vested RSAs and PRSUs for the year ended December 31, 2024.


	Shares				Weighted Average Fair Value
	(In thousands)
Nonvested at January 1, 2024		1,157			$	21.93
Granted		524				17.91
Vested		(425	)			19.71
Forfeited		(37	)			22.23
Nonvested at December 31, 2024		1,219		(1)	$	20.73

(1) Includes 213,181 PRSUs. There are no restricted stock units outstanding.