8-K
PROVIDENT FINANCIAL HOLDINGS INC (PROV)
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): October 22, 2023
PROVIDENT FINANCIAL HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 000-28304 | 33-0704889 |
|---|---|---|
| (State or other jurisdiction<br><br> <br>of incorporation) | (Commission<br><br> <br>File Number) | (I.R.S. Employer<br><br> <br>Identification No.) |
| 3756 Central Avenue, Riverside, California | 92506 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (951) 686-6060
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.
| ☐ | 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)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $.01 per share | PROV | The NASDAQ Stock Market LLC |
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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Provident Financial Holdings, Inc. (the “Company”) and its financial institution subsidiary, Provident Savings Bank, F.S.B. (“Bank”), are deeply saddened to announce that director Bruce W. Bennett passed away on October 22, 2023. Mr. Bennett served on our Board of Directors since 1993 and had notified the Board of his intention to retire early from his current term, effective as of the 2023 annual meeting. Mr. Bennett provided consulting services to the healthcare industry primarily related to quality assurance, risk management, marketing and business development. He was the President and owner of Community Care and Rehabilitation Center, a skilled nursing facility, with which he had been associated since 1973, until he sold the company in 2010. He served on the National Down Syndrome Congress, served on the Board of Directors of Riverside Community Hospital, and was Chairman Emeritus of Riverside Community Health Foundation. Mr. Bennett served on the Company’s Personnel/Compensation Committee and Nominating and Corporate Governance Committee. Mr. Bennett brought entrepreneurial knowledge and business management experience to the Board through his experience owning and operating a business in the highly regulated health care industry. He will be greatly missed.
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.
| Date: October 26, 2023 | PROVIDENT FINANCIAL HOLDINGS, INC. |
|---|---|
| /s/ Donavon P. Ternes | |
| Donavon P. Ternes | |
| President, Chief Operating Officer and | |
| Chief Financial Officer | |
| (Principal Financial and Accounting Officer) |