Provident Bancorp Files 8-K for Other Events

TL;DR

Provident Bancorp filed an 8-K for 'Other Events' - details TBD.

AI Summary

Provident Bancorp, Inc. filed an 8-K on September 5, 2025, reporting "Other Events." The filing does not contain specific details about the nature of these events, dollar amounts, or involved parties beyond the company itself.

Why It Matters

This filing indicates that Provident Bancorp has reported an event requiring disclosure to the SEC, but the lack of detail means investors cannot yet assess its significance.

Risk Assessment

Risk Level: medium — The filing is an 8-K, which typically reports material events, but the lack of specific information makes it difficult to assess the immediate risk.

Key Players & Entities

• Provident Bancorp, Inc. (company) — Registrant

FAQ

Filing Documents

• tm2525200d1_8k.htm (8-K) — 271KB
• 0001104659-25-087811.txt ( ) — 448KB
• pvbc-20250905.xsd (EX-101.SCH) — 3KB
• pvbc-20250905_lab.xml (EX-101.LAB) — 33KB
• pvbc-20250905_pre.xml (EX-101.PRE) — 22KB
• tm2525200d1_8k_htm.xml (XML) — 3KB

01. Other Events

Item 8.01. Other Events As previously reported, on June 5, 2025, NB Bancorp, Inc. (the "Company"), Needham Bank, a wholly-owned subsidiary of the Company, 1828 MS, Inc., a wholly owned subsidiary of the Company formed solely to facilitate the transaction (the "Merger Sub" and together with the Company and Needham Bank, "Needham"), Provident Bancorp, Inc. ("Provident") and BankProv, a wholly owned subsidiary of Provident, entered into an Agreement and Plan of Merger (the "Merger Agreement"). Pursuant to the terms and subject to the conditions set forth in the Merger Agreement, Needham will acquire Provident and BankProv through the merger of Merger Sub with and into Provident (the "Merger") followed as soon as reasonably practicable by the merger of Provident with and into the Company, with the Company as the surviving entity (the "Holdco Merger"). The Merger Agreement further provides that after the Holdco Merger, at a time selected by Buyer, BankProv will merge with and into Needham Bank, with Needham Bank as the surviving entity (the "Bank Merger" and, together with the Merger and the Holdco Merger, the "Transaction"). In connection with the Transaction, the Company initially filed with the U.S. Securities and Exchange Commission (the "SEC") a Registration Statement on Form S-4 on July 2, 2025. The Company filed the definitive proxy/statement prospectus with the SEC on July 30, 2025, and Provident first mailed the proxy statement/prospectus to stockholders on or about August 8, 2025. Following the announcement of the Agreement and as of the date of this Current Report on Form 8-K, purported stockholders of Provident filed the following lawsuits in the Supreme Court of New York, County of New York, against Provident and the individual members of the Provident board of directors: (i) Clark v. Provident Bancorp, Inc., et al., Index No. 655082/2025 (August 26, 2025); and (ii) Reinhardt v. Provident Bancorp, Inc., et al., Index No. 655074/2025 (August 25, 2025) (

forward-looking statements

forward-looking statements. Factors relating to the Transaction that could cause or contribute to actual results differing materially from expected results include, but are not limited to, the occurrence of any event, change or other circumstances that could give rise to the right of one or both of the parties to terminate the Merger Agreement; the risk that Provident's stockholders may not approve the Merger Proposal; the risk that the necessary regulatory approvals may not be obtained, may be delayed, or may be obtained subject to conditions that are not anticipated; delays in closing the Merger or the Bank Merger or other risks that any of the closing conditions to the Merger may not be satisfied in a timely manner or at all; the diversion of management's time from existing business operations due to time spent related to the Merger or integration efforts; deposit attrition, operating costs, customer loss and business disruption following the Merger, including difficulties in maintaining relationships with employees, may be greater than expected; the risk that the businesses of the Company and Provident will not be integrated successfully or such integration may be more difficult, time-consuming or costly than expected; expected revenue and other synergies and cost savings from the Merger may not be fully realized or realized within the expected time frame; revenues following the Merger may be lower than expected; expenses related to the Transaction and costs following the Merger may be higher than expected; competitive pressure among financial services companies may increase significantly; general economic or business conditions, either nationally, regionally, or in the markets in which the Company and Provident do business, may be affected by unexpected material adverse changes or be less favorable than expected; changes in the interest rate environment may reduce interest margins and impact funding sources; changes in both companies' businesses during the per

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits Not applicable.

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 BANCORP, INC. DATE: September 5, 2025 By: /s/ Joseph B. Reilly Joseph B. Reilly President and Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR