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): September 26, 2024

PROVIDENT FINANCIAL HOLDINGS, INC.
(Exact name of registrant as specified in its charter)

Delaware
000-28304
33-0704889
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
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 8.01  Other Events

On September 26, 2024, Provident Financial Holdings, Inc. (the “Corporation”) announced that the Board of Directors authorized an extension of the September 28, 2023 Stock Repurchase Plan (“Plan”) for a period of one year or until completed, whichever occurs first. There are 99,968 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 September 28, 2023 stock repurchase plan is attached as Exhibit 99.1 and incorporated by reference herein.


Item 9.01  Financial Statements and Exhibits

(d) Exhibits

99.1 News release regarding the extension of the September 28, 2023 stock repurchase plan of Provident Financial Holdings, Inc. dated September 26, 2024.
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.

Date:  September 27, 2024
PROVIDENT FINANCIAL HOLDINGS, INC.
 
 
 
 
 
/s/ TamHao B. Nguyen
 
TamHao B. Nguyen
Senior Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)

  













Exhibit 99.1

 
   
3756 Central Avenue
Riverside, CA 92506
(951) 686-6060
NEWS RELEASE



PROVIDENT FINANCIAL HOLDINGS
ANNOUNCES EXTENSION OF SEPTEMBER 2023 STOCK REPURCHASE PLAN

Riverside, Calif. – September 26, 2024 – 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 September 28, 2023 Stock Repurchase Plan (“Plan”) for a period of one year or until completed, whichever occurs first. There are 99,968 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, 2024.

Contacts:
Donavon P. Ternes
President and
Chief Executive Officer
TamHao B. Nguyen
Senior Vice President and
Chief Financial Officer
    













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