Provident Financial Services Files 8-K

TL;DR

PFS filed an 8-K, looks like routine updates, no major news.

AI Summary

On April 11, 2024, Provident Financial Services, Inc. filed an 8-K report. The filing primarily concerns "Other Events" and "Financial Statements and Exhibits," with no specific new financial figures or material events detailed in the provided text. The report confirms the company's name, incorporation in Delaware, and its principal executive offices located at 239 Washington Street, Jersey City, New Jersey.

Why It Matters

This 8-K filing serves as a routine update and confirmation of company information with the SEC, indicating no immediate material changes or events to report.

Risk Assessment

Risk Level: low — The filing appears to be a standard procedural update with no new material information that would significantly impact the company's risk profile.

Key Numbers

• 001-31566 — SEC File Number (Identifies the company's filing history with the SEC.)
• 42-1547151 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• PROVIDENT FINANCIAL SERVICES, INC. (company) — Registrant
• Delaware (jurisdiction) — State of Incorporation
• 239 Washington Street, Jersey City, New Jersey 07302 (address) — Principal Executive Offices
• PFS (ticker) — Common Stock Trading Symbol
• New York Stock Exchange (exchange) — Exchange for Common Stock

FAQ

Key Financial Figures

• $200 million — t to a commitment by Provident to issue $200 million of Tier 2 qualifying subordinated debt

Filing Documents

• pfs-20240411.htm (8-K) — 38KB
• jointpressrelease041124.htm (EX-99.1) — 14KB
• 0001628280-24-015965.txt ( ) — 183KB
• pfs-20240411.xsd (EX-101.SCH) — 2KB
• pfs-20240411_lab.xml (EX-101.LAB) — 21KB
• pfs-20240411_pre.xml (EX-101.PRE) — 12KB
• pfs-20240411_htm.xml (XML) — 3KB

01 Other Events

Item 8.01 Other Events. On April 11, 2024, Provident Financial Services, Inc. ("Provident") and Lakeland Bancorp, Inc. ("Lakeland") issued a joint press release announcing that Provident has received regulatory approval from the Board of Governors of the Federal Reserve System (the "Federal Reserve") for Provident and Lakeland to complete their previously announced merger. With this approval, no further regulatory approvals are required to complete the merger. Consistent with the approval of the Federal Deposit Insurance Corporation for the merger, the Federal Reserve approval is subject to a commitment by Provident to issue $200 million of Tier 2 qualifying subordinated debt prior to or concurrently with the completion of the merger. In addition, Provident has committed to submitting, within 60 days following the completion of the merger, a capital plan to the Federal Reserve Bank of New York to maintain satisfactory capital at the bank holding company, and for two years following completion of the merger to provide the Federal Reserve Bank of New York 30 days' prior written notice of any capital distribution, which capital distribution shall be consistent with the capital plan. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

01. Financial Statements and Exhibits

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 99.1 Joint Press Release, dated April 11, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) Additional Information About the Subordinated Debt Issuance It is expected that the subordinated debt to be offered will be issued pursuant to a prospectus supplement and an accompanying base prospectus filed as part of Provident's effective shelf registration statement on Form S-3 (File No. 333- 275213). Before considering an investment, investors should read the prospectus in that registration statement and other documents filed, or to be filed, with the Securities and Exchange Commission (the "SEC") for more complete information about the issuer and the offering. A copy of the prospectus, and when available, the prospectus supplement, are available without charge by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, a copy of the prospectus, and when available, the prospectus supplement, may be requested by calling Provident at 732-590-9300 or by contacting: Piper Sandler & Co. by telephone at (866) 805-4128 or by email at fsgsyndicate@psc.com, or by emailing Keefe, Bruyette & Woods at USCapitalMarkets@kbw.com. This Current Report on Form 8-K and the exhibits filed herewith shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the subordinated debt, in any state or jurisdiction in which such offer, solicitation or sale would be unlawful.

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K and the exhibits filed herewith includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, with respect to Provident's and Lakeland's beliefs, goals, intentions, and expectations regarding the proposed transaction, revenues, earnings, earnings per share, loan production, asset quality, and capital levels, among other matters; our estimates of future costs and benefits of the actions we may take; our assessments of probable losses on loans; our assessments of interest rate and other market risks; our ability to achieve our financial and other strategic goals; the expected timing of completion of the raising of $200 million of Tier 2 qualifying subordinated debt (the "Offering") and the proposed transaction; the expected cost savings, synergies and other anticipated benefits from the proposed transaction; and other statements that are not historical facts. Forwardlooking statements are typically identified by such words as "believe," "expect," "anticipate," "intend," "outlook," "estimate," "forecast," "project," "should," and other similar words and expressions, and are subject to numerous assumptions, risks, and uncertainties, which change over time. These forward-looking statements include, without limitation, those relating to the terms, timing and closing of the Offering and the proposed transaction. Additionally, forwardlooking statements speak only as of the date they are made; Provident and Lakeland do not assume any duty, and do not undertake, to update such forwardlooking statements, whether written or oral, that may be made from time to time, whether as a result of new information, future events or otherwise. Furthermore, because forwardlooking statements are subject to assumptions and uncertainties, actual results or futu

SIGNATURES

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: April 11, 2024 By:/s/ Anthony J. Labozzetta Anthony J. Labozzetta President and Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR