8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  January 13, 2011

HERITAGE COMMERCE CORP

(Exact name of registrant as specified in its charter)

California	000-23877	77-0469558
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

150 Almaden Boulevard, San Jose, CA	95113
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (408) 947-6900

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2. below):

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02.Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 13, 2011, Heritage Commerce Corp (the “Company”) announced that Margaret Incandela, Executive Vice President/Credit Risk Management has been promoted to Executive Vice President and Chief Credit Officer of Heritage Bank of Commerce.

ITEM 9.01Financial Statements and Exhibits

(d)The following exhibits are included with this Report:

Exhibit 99.1 Press Release dated January 13, 2011

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

		HERITAGE COMMERCE CORP
DATED: January 13, 2011	By:	/s/ Lawrence D. McGovern
		Lawrence D. McGovern
		Executive Vice President and
		Chief Financial Officer

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EXHIBIT INDEX

Exhibit	Description
99.1	Press Release dated January 13, 2011

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EX-99.1

Exhibit 99.1

For additional information, contact:

Debbie Reuter, SVP/Corporate Secretary

Direct:  (408) 494-4542

For Immediate Release: January 13, 2011

Margaret Incandela Promoted to Executive Vice President/

Chief Credit Officer at Heritage Bank of Commerce

San Jose, CA — January 13, 2011 — Heritage Bank of Commerce, the operating bank of Heritage Commerce Corp (Nasdaq: HTBK), today announced that Margaret Incandela has been promoted to Executive Vice President and Chief Credit Officer of the Bank.  Incandela has been with Heritage for two years as Executive Vice President/Credit Risk Management.

“Margaret is a valued member of our team and has over 20 years of credit experience in banking, including chief credit officer at other financial institutions,” said Walter Kaczmarek, President and Chief Executive Officer.  “She has been very instrumental in the improvement of Heritage’s credit quality over the past couple of years, and brings an exceptional credit background to the position.” Incandela will be responsible for all aspects of credit administration including loan policies, procedures and processes to ensure the overall quality of Heritage Bank’s lending portfolio.

Heritage Bank of Commerce is the operating subsidiary of Heritage Commerce Corp (Nasdaq: HTBK), a bank holding company established in February 1998, is the parent company of Heritage Bank of Commerce, established in 1994 and headquartered in San Jose with full-service branches in Los Gatos, Fremont, Danville, Pleasanton, Walnut Creek, Morgan Hill, Gilroy, Mountain View, and Los Altos.  Heritage Bank of Commerce is an SBA Preferred Lender with an additional Loan Production Office in Santa Rosa, California.  For more information, please visit www.heritagecommercecorp.com.

Member FDIC