Provident Bancorp (PVBC) 8-K Departure of Directors or Certain Officers

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): November 23, 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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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

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Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On November 23, 2020, the shareholders of Provident Bancorp, Inc. (the “Company”) approved the Provident Bancorp, Inc. 2020 Equity Incentive Plan, which provides for the grant of stock-based and other incentive awards to officers, employees and directors of the Company. A copy of the plan is filed as Exhibit 10.1 to this Current Report. A description of the material terms of the plan is contained in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on October 19, 2020.

Item 5.07Submission of Matters to a Vote of Security Holders

At the Special Meeting of Shareholders of the Company held on November 23, 2020, the Company’s shareholders voted on the following matters:

1.To approve the Provident Bancorp, Inc. 2020 Equity Incentive Plan:

FOR	AGAINST	ABSTAIN
13,216,963	672,217	87,335

2.To approve the adjournment of the special meeting, if necessary, to solicit additional proxies in the event that there are not sufficient votes at the time of the special meeting to approve the 2020 Equity Incentive Plan:

FOR	AGAINST	ABSTAIN
11,329,365	2,560,647	86,503

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

ExhibitDescription

10.1Provident Bancorp, Inc. 2020 Equity Incentive Plan (incorporated by reference to Appendix A to the proxy statement for the Special Meeting of Shareholders filed with the Securities and Exchange Commission on October 19, 2020 (File No. 001-37504))

104The cover page from this current report on Form 8-K, formatted in Inline XBRL

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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: November 25, 2020	By:	/s/ David P. Mansfield
		David P. Mansfield
		President and Chief Executive Officer