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): March 12, 2020
PROVIDENT BANCORP, INC.
(Exact Name of Registrant as Specified in Charter)
| Maryland | | 001-39090 | | 84-4132422 |
| (State or Other Jurisdiction) | | (Commission File No.) | | (I.R.S. Employer |
| of Incorporation) | | | | Identification No.) |
| 5 Market Street, Amesbury, Massachusetts | | 01913 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code:(978) 834-8555
Not Applicable
(Former name or former address, if changed since last report)
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 (see General Instruction A.2. below):
| ¨ | 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 | | Name of each exchange on which registered |
| Common stock | | PVBC | | 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 x
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. x
On March 12, 2020, Provident Bancorp, Inc. (the “Company”) announced that it intends to initiate a quarterly dividend policy and will request the non-objection of the Board of Governors of the Federal Reserve System (the “Federal Reserve”) for a quarterly dividend of up to $0.03 per share, payable during the second quarter of 2020. The Company also announced that it will seek the approval or non-objection of the Federal Reserve and the Massachusetts Commissioner of Banks to initiate a stock repurchase program for up to 976,460 shares, or 5% of the Company’s outstanding shares of common stock. As a recently converted entity, the Company is required to obtain the approval of the Federal Reserve for any stock repurchase program adopted within one year of it’s mutual-to-stock conversion, which was completed in October 2019, and approval of the Massachusetts Commissioner for stock repurchase programs adopted within three years of the conversion.
A copy of the press release is attached as Exhibit 99.1 hereto and incorporated herein by reference.
| Item 9.01 | Financial Statements and 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 BANCORP, INC. |
| | | |
| DATE: March 13, 2020 | By: | /s/ David P. Mansfield | |
| | | David P. Mansfield |
| | | President and Chief Executive Officer |
