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): November 28, 2023

PROVIDENT FINANCIAL HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

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.

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

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. (“Corporation” or “Provident”), the holding company for Provident Savings Bank, F.S.B. (“Bank” or “Provident”), announced on December 1, 2023 that Tam B. Nguyen has been appointed Senior Vice President, Chief Financial Officer, and Corporate Secretary of the Corporation and the Bank, effective January 2, 2024 succeeding Donavon P. Ternes who will become President and Chief Executive Officer on the same date. Ms. Nguyen transitions to the new role from her current position of Vice President, Chief Accounting Officer and Controller of the Bank having served in those roles since September 2022.  Prior to that, Ms. Nguyen served the Bank as Vice President and Controller from her first employment date in October 2016 to September 2022.  At a later date, the Bank will select a person to fill the Controller position but the Chief Accounting Officer position will be eliminated subsequent to January 2, 2024.

Ms. Nguyen’s professional designations include Certified Public Accountant, Chartered Global Management Accountant, and Certified Management Accountant.  Her educational background includes a Master of Business Administration from California State University, San Marcos, and a Bachelor of Arts in Economics and a Bachelor of Science in Biochemistry/Cell Biology both from the University of California, San Diego.  Ms. Nguyen is also a member of the American Institute of Certified Public Accountants, the Institute of Management Accountants, and the Financial Managers Society.

Item 9.01  Financial Statements and Exhibits

(d)   Exhibits

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 HOLDINGS

ANNOUNCES CFO SUCCESSION

Riverside, Calif. – December 1, 2023 – Provident Financial Holdings, Inc. (“Company” or “Provident”), NASDAQ GS: PROV, the holding company for Provident Savings Bank, F.S.B. (“Bank” or “Provident”), today announced that Tam B. Nguyen has been appointed Senior Vice President, Chief Financial Officer, and Corporate Secretary of the Company and the Bank, effective January 2, 2024 succeeding Donavon P. Ternes who will become President and Chief Executive Officer on the same date.  Ms. Nguyen transitions to the new role from her current position of Vice President, Chief Accounting Officer and Controller of the Bank having served in those roles since September 2022.  Prior to that, Ms. Nguyen served the Bank as Vice President and Controller from her first employment date in October 2016 to September 2022.  At a later date, the Bank will select a person to fill the Controller position but the Chief Accounting Officer position will be eliminated subsequent to January 2, 2024.

Chairman and Chief Executive Officer Craig G. Blunden commented, “I am pleased to announce Tam’s promotion today and have been monitoring her performance through the years as she has assumed ever increasing duties and responsibilities.  The Board of Directors and I are convinced that she is ready to take the next step and join the senior management team at Provident.  We take great pride in the fact that we are developing the future leaders of the Company from within.  Tam, together with her colleagues, will continue our community banking focus which is conservative and easily understood, and has served our local customers and communities very well for many years.”

Ms. Nguyen’s professional designations include Certified Public Accountant, Chartered Global Management Accountant, and Certified Management Accountant.  Her educational background includes a Master of Business Administration from California State University, San Marcos, and a Bachelor of Arts in Economics and a Bachelor of Science in Biochemistry/Cell Biology both from the University of California, San Diego.  Ms. Nguyen is also a member of the American Institute of Certified Public Accountants, the Institute of Management Accountants, and the Financial Managers Society.

About Provident

With over $1.3 billion in total assets and 13 retail banking centers, Provident is the largest independent community bank headquartered in Riverside County, California, and has been serving the financial needs of its community since 1956.  Provident’s community banking operations primarily consist of accepting deposits from customers and businesses within the communities

surrounding its full-service offices and investing those funds in single-family, multi-family, commercial real estate, construction, commercial business, consumer, and other loans.

Safe-Harbor Statement

Certain matters in this News Release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  These forward-looking statements may relate to, among others, expectations of the business environment in which the Company operates, projections of future performance, perceived opportunities in the market, potential future credit experience, and statements regarding the Company’s mission and vision. These forward-looking statements are based upon current management expectations, and may, therefore, involve risks and uncertainties. The Company’s actual results, performance, or achievements may differ materially from those suggested, expressed, or implied by forward-looking statements as a result of a wide range of factors including, but not limited to, the general business environment, interest rates, the California real estate market, competitive conditions between banks and non-bank financial services providers, regulatory changes, and other risks detailed in the Company’s reports filed with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended June 30, 2023.