8-K

PROVIDENT FINANCIAL SERVICES INC (PFS)

8-K 2026-01-14 For: 2026-01-13
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Added on April 09, 2026

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, 2026

PROVIDENT FINANCIAL SERVICES, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware 001-31566 42-1547151
(State or Other Jurisdiction of Incorporation) (Commission File No.) (I.R.S. Employer Identification No.)
239 Washington Street, Jersey City, New Jersey 07302
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code 732-590-9200

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol<br><br>Symbol(s) Name of each exchange on which registered
Common PFS New York Stock Exchange

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):

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

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

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17

CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17

CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

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. ☐

Item 5.02 Departure of Directors or Principal Officers.

On January 13, 2026, Thomas M. Lyons, notified Provident Financial Services, Inc. and its wholly owned subsidiary Provident Bank (together the “Company”) that he intends to resign as Senior Executive Vice President and Chief Financial Officer effective the earlier of June 30, 2026 or the appointment of a successor (the “Transition Date”). The Company will conduct a nation-wide search for Mr. Lyons’ replacement.

Mr. Lyons’ retirement is not related to a disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

In connection with Mr. Lyons’ retirement, the Company entered into a Retirement Transition and Release Agreement with Mr. Lyons dated January 13, 2026 (the “Transition Agreement”). Under the Transition Agreement, Mr. Lyons has agreed to continue to serve as Senior Executive Vice President and Chief Financial Officer of the Company through the Transition Date and then continue as an employee of the Company, in the role of Special Advisor to the Company’s President and Chief Executive Officer, until his last day of employment on January 31, 2027 (the “Termination Date”). Pursuant to the Transition Agreement, Mr. Lyons will receive (1) his regular base salary through the Transition Date, (2) following the Transition Date and ending on the Termination Date, an annualized base salary of $300,000, which shall be prorated, and (3) a cash bonus under the annual incentive plan, which will be pro-rated to take into account Mr. Lyons’ service from January 1, 2026 to the Transition Date. The payments under the Transition Agreement are subject to and contingent on Mr. Lyons signing and not revoking a general release of claims in favor of the Company and Mr. Lyons’ agreement to, and continued compliance with, non-solicitation covenants, non-disparagement, cooperation and non-disclosure provisions.

The foregoing description of the Transition Agreement does not purport to be complete and is qualified in its entirety by reference to the Transition Agreement attached hereto as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference into this Item 5.02.

Item 7.01.    Regulation FD Disclosure

A copy of the press release announcing Mr. Lyons’ retirement is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01.    Financial Statements and Exhibits

(a)     Financial Statements of Businesses Acquired. Not applicable.

(b)    Pro Forma Financial Information. Not applicable.

(c)     Shell Company Transactions. Not applicable.

(d)    Exhibits.

Exhibit No.        Description

10.1    Retirement Transition and Release Agreement, dated January 13, 2026, by and among Provident Financial Services Inc., Provident Bank and Thomas M. Lyons

99.1    Press release announcing Thomas M. Lyons’ retirement dated January 13, 2026

104    Cover Page Interactive Data File (embedded within the Inline XBRL document)

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, hereunto duly authorized.

PROVIDENT FINANCIAL SERVICES, INC.
DATE: January 13, 2026 By:/s/ Bennett MacDougall
Bennett MacDougall
EVP, General Counsel & Corporate Secretary

transitionagreement









tomlyonsretirement_newsr

Provident Bank CFO Lyons to Retire After Long, Successful Career A search to name a successor is currently underway. ISELIN, NJ (January 13, 2026): Provident Bank, a leading New Jersey-based financial institution, announced today the planned retirement of Thomas M. Lyons, Senior Executive Vice President and Chief Financial Officer of Provident Financial Services and Provident Bank, which is expected to occur upon the earlier of June 30, 2026, or the appointment of his successor. Mr. Lyons will continue to serve in these roles until his successor’s appointment. Following the selection of a successor, he will continue in an advisory capacity to assist with the transition. Provident Bank has initiated a nationwide search for a replacement, engaging an executive search firm to assist in the process. “Tom’s commitment to delivering top-tier financial performance and creating long-term shareholder value has been an integral part of our journey to become the leading super community bank in our region,” said Anthony Labozzetta, President & CEO. “I am grateful for his strategic leadership, valued partnership, and tireless commitment to our organization. He leaves a long lasting positive impact on our company, team members, and shareholders. On behalf of the board and all of us at Provident Bank, we wish Tom a heartfelt thank you and all the best for this next chapter of his life!” Mr. Lyons has served as Chief Financial Officer of Provident Bank since 2011 and has played a key role in the bank’s growth and performance. He joined Provident through the merger with First Savings Bank in 2004, which enabled Provident to grow to $6 billion in assets at that time. Today, Provident Bank has grown to nearly $25 billion in assets, and is serving businesses and consumers in New Jersey, New York, and Pennsylvania. “It has been a great privilege to serve as Provident’s chief financial officer for the past 17 years and to work alongside Tony and our talented and dedicated team of banking professionals,” said Mr. Lyons. “Together, we have realized significant accomplishments, navigated numerous challenges and built a strong foundation for the future. Provident is well-positioned to continue generating sustainable, profitable growth and building long-term value for our shareholders.” ###


About Provident Bank Founded in Jersey City in 1839, Provident Bank is the oldest community-focused financial institution based in New Jersey and is the wholly owned subsidiary of Provident Financial Services, Inc. (NYSE:PFS). With assets of $24.83 billion as of September 30, 2025, Provident Bank offers a wide range of customized financial solutions for businesses and consumers with an exceptional customer experience delivered through its convenient network of more than 140 branches across New Jersey and parts of New York and Pennsylvania, via mobile and online banking, and from its customer contact center. The bank also provides fiduciary and wealth management services through its wholly owned subsidiary, Beacon Trust Company, and insurance services through its wholly owned subsidiary, Provident Protection Plus, Inc. To learn more about Provident Bank, go to www.provident.bank or call our customer contact center at 800.448.7768. Media Contact: Keith Buscio Keith.Buscio@provident.bank