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): April 27, 2023
PROVIDENT FINANCIAL HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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000-28304
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33-0704889
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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3756 Central Avenue, Riverside, California
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92506
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (951) 686-6060
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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.
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☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
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☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
Common Stock, par value $.01 per share
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Trading Symbol(s)
PROV
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Name of each exchange on which registered
The NASDAQ Stock Market LLC
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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 8.01 Other Events
On April 27, 2023, Provident Financial Holdings, Inc. (the “Corporation”) announced that the Board of Directors
authorized an extension of the April 28, 2022 Stock Repurchase Plan (“Plan”) for a period of one year or until completed, whichever occurs first. There are 101,044 shares currently available to be purchased under the Plan. The Corporation will
purchase the shares from time to time in the open market or through privately negotiated transactions depending on market conditions, the capital requirements of the Corporation, and available cash that can be allocated to the stock repurchase
program, among other considerations.
The news release announcing the extension of the April 28, 2022 stock repurchase plan is attached as Exhibit 99.1
and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
104 Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)
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.
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Date: April 28, 2023
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PROVIDENT FINANCIAL HOLDINGS, INC.
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/s/ Donavon P. Ternes
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Donavon P. Ternes
President, Chief Operating Officer and
Chief Financial Officer
(Principal Financial and Accounting Officer)
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PROVIDENT FINANCIAL HOLDINGS
ANNOUNCES EXTENSION OF APRIL 2022 STOCK REPURCHASE PLAN
Riverside, Calif. – April 27, 2023 – Provident Financial Holdings, Inc. (“Company”), NASDAQ GS: PROV, the holding
company for Provident Savings Bank, F.S.B., today announced that the Company’s Board of Directors authorized an extension of the April 28, 2022 Stock Repurchase Plan (“Plan”) for a period of one year or until completed, whichever occurs first. There
are 101,044 shares currently available to be purchased under the Plan. The Corporation will purchase the shares from time to time in the open market or through privately negotiated transactions depending on market conditions, the capital requirements
of the Corporation, and available cash that can be allocated to the stock repurchase program, among other considerations.
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, 2022.
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Contacts:
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Craig G. Blunden
Chairman and
Chief Executive Officer
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Donavon P. Ternes
President, Chief Operating Officer,
and Chief Financial Officer
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