UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
[ X ] ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2002
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _________ to _________
Commission file number 33-90792
--------
Provident Financial Group, Inc. Retirement Plan
One East Fourth Street
Cincinnati, Ohio 45202
Provident Financial Group, Inc.
One East Fourth Street
Cincinnati, Ohio 45202
PROVIDENT FINANCIAL GROUP, INC. RETIREMENT PLAN
AUDITED FINANCIAL STATEMENTS AND SCHEDULES
DECEMBER 31, 2002
Audited Financial Statements
Report of Independent Auditors............................................... 1
Statements of Plan Equity.................................................... 2
Statements of Income and Changes in Plan Equity.............................. 4
Notes to Financial Statements................................................ 6
Schedules
Schedule I - Schedule of Assets Held for Investment Purposes................. 12
Schedule II - Schedule of Reportable Transactions............................ 13
Signature.................................................................... 14
REPORT OF INDEPENDENT AUDITORS
Administrative Committee
Provident Financial Group, Inc. Retirement Plan
We have audited the accompanying statements of plan equity of the Provident
Financial Group, Inc. Retirement Plan as of December 31, 2002 and 2001, and the
related statements of income and changes in plan equity for the years then
ended. These financial statements are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the plan equity at December 31, 2002 and 2001, and the
changes in plan equity for the years then ended, in conformity with accounting
principles generally accepted in the United States.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplemental schedules
of assets held for investment purposes as of December 31, 2002 and reportable
transactions for the year ended December 31, 2002 are presented for the purpose
of complying with the Department of Labor's Rules and Regulations for Reporting
and Disclosure under the Employee Retirement Income Security Act of 1974 and are
not a required part of the basic financial statements. The supplemental
schedules have been subjected to the auditing procedures applied in our audit of
the basic financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
/s/Ernst & Young LLP
Cincinnati, Ohio
June 25, 2003
-1-
PROVIDENT FINANCIAL GROUP, INC. RETIREMENT PLAN
STATEMENT OF PLAN EQUITY
December 31, 2002
Employee Personal
Stock Profit Investment
Ownership Sharing Election
(In Thousands) Plan Plan Plan Total Plan
- -------------------------------------------------------------------------------------------
Investments, at Market:
Provident Financial Group, Inc.
Common Stock $ 54,903 $ - $ 10,251 $ 65,154
Riverfront U.S. Government Securities
Money Market Fund 2 - 11,136 11,138
Riverfront U.S. Government Income Fund - - 2,937 2,937
Riverfront Balanced Fund - - 2,531 2,531
Federated Max-Cap Fund - - 5,354 5,354
Riverfront Select Value Fund - - 2,862 2,862
Fidelity Advisor Equity Portfolio Growth Fund - - 7,725 7,725
Federated International Equity Fund - - 567 567
Riverfront Large Company Select Fund - - 780 780
Participant Loans - - 1,920 1,920
-------- -------- -------- --------
Total Investments, at Market 54,905 - 46,063 100,968
Company Contributions Receivable - 4,550 - 4,550
Interest Receivable - - 8 8
-------- -------- -------- --------
Plan Equity at End of Year $ 54,905 $ 4,550 $ 46,071 $105,526
======== ======== ======== ========
See notes to financial statements.
-2-
PROVIDENT FINANCIAL GROUP, INC. RETIREMENT PLAN
STATEMENT OF PLAN EQUITY
December 31, 2001
Employee Personal
Stock Investment
Ownership Election
(In Thousands) Plan Plan Total Plan
- ----------------------------------------------------------------------------------------------
Investments, at Market:
Provident Financial Group, Inc. Common Stock $ 60,460 $ 9,538 $ 69,998
Riverfront U.S. Government Securities Money Market Fund 24 8,048 8,072
Riverfront U.S. Government Income Fund - 1,804 1,804
Riverfront Balanced Fund - 2,737 2,737
Federated Max-Cap Fund - 5,772 5,772
Riverfront Select Value Fund - 3,878 3,878
Fidelity Advisor Equity Portfolio Growth Fund - 9,216 9,216
Federated International Equity Fund - 386 386
Riverfront Large Company Select Fund - 857 857
Participant Loans - 1,669 1,669
--------- --------- ---------
Total Investments, at Market 60,484 43,905 104,389
Interest Receivable - 8 8
--------- --------- ---------
60,484 43,913 104,397
Less:
Pre-Funded Company Contributions (2,751) - (2,751)
--------- --------- ---------
Plan Equity at End of Year $ 57,733 $ 43,913 $ 101,646
========= ========= =========
See notes to financial statements.
-3-
PROVIDENT FINANCIAL GROUP, INC. RETIREMENT PLAN
STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY
FOR THE YEAR ENDED DECEMBER 31, 2002
Employee Personal
Stock Profit Investment
Ownership Sharing Election
(In Thousands) Plan Plan Plan Total Plan
- -----------------------------------------------------------------------------------------------
Investment Income:
Dividends $ 2,150 $ - $ 368 $ 2,518
Interest 1 - 471 472
--------- --------- --------- ---------
2,151 - 839 2,990
Net Depreciation in Fair Value of Investments (532) - (6,580) (7,112)
--------- --------- --------- ---------
Net Investment Income (Loss) 1,619 - (5,741) (4,122)
Contributions:
Participants - - 8,453 8,453
Company - 4,550 1,661 6,211
--------- --------- --------- ---------
1,619 4,550 4,373 10,542
Less Distributions
to Participants (3,681) - (2,981) (6,662)
--------- --------- --------- ---------
(2,062) 4,550 1,392 3,880
Transfer (to) from Other Plans (766) - 766 -
Plan Equity:
Beginning of the Year 57,733 - 43,913 101,646
--------- --------- --------- ---------
End of the Year $ 54,905 $ 4,550 $ 46,071 $ 105,526
========= ========= ========= =========
See notes to financial statements.
-4-
PROVIDENT FINANCIAL GROUP, INC. RETIREMENT PLAN
STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY
FOR THE YEAR ENDED DECEMBER 31, 2001
Employee Personal
Stock Investment
Ownership Election
(In Thousands) Plan Plan Total Plan
- -----------------------------------------------------------------------------------
Investment Income:
Dividends $ 2,178 $ 494 $ 2,672
Interest 5 352 357
--------- --------- ---------
2,183 846 3,029
Net Depreciation in Fair Value of Investments (24,937) (8,453) (33,390)
--------- --------- ---------
Net Investment Income (Loss) (22,754) (7,607) (30,361)
Contributions:
Participants - 7,722 7,722
Company 4,141 1,510 5,651
--------- --------- ---------
(18,613) 1,625 (16,988)
Less Distributions
to Participants (2,493) (3,275) (5,768)
--------- --------- ---------
(21,106) (1,650) (22,756)
Transfer (to) from Other Funds (230) 230 -
Plan Equity:
Beginning of the Year 79,069 45,333 124,402
--------- --------- ---------
End of the Year $ 57,733 $ 43,913 $ 101,646
========= ========= =========
See notes to financial statements.
-5-
Provident Financial Group, Inc. Retirement Plan
Notes to Financial Statements
Note A - Basis of Presentation
The Provident Financial Group, Inc. Retirement Plan (the "Plan") has three
components: (1) The Employee Stock Ownership Plan (the "ESOP") as defined in
Internal Revenue Code Section 4975(e)(7); (2) the Personal Investment Election
Plan (the "PIE Plan"), which is the 401(k); and (3) the Profit Sharing Plan
("PSP"). Effective January 1, 2002 no future contributions will be made to the
ESOP; however, employer contributions may be made to the PSP. With the PSP,
participants may diversify contributions, which were formerly in Provident
Financial Group, Inc. ("PFGI") common stock, to other investment options. In
addition, participants may diversify up to 25% of their ESOP balance each year
into other investment options.
Note B - Accounting Policies
The records of the Plan are maintained on the accrual basis. Investments are
reported at closing prices as determined from published market data. Net
appreciation (depreciation) in fair value of investments, including investments
bought, sold and held, is reflected in the statements of income and changes in
plan equity.
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States requires management to make estimates
and assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual results could differ from those estimates.
Note C - Description of the Plan
The following description of the Plan provides only general information. The
Plan Document should be referred to for a more complete description of the
Plan's provisions.
The Plan was established to help provide for the financial well-being at
retirement of the eligible employees of PFGI and its subsidiaries. Effective as
of January 1, 2001, each full-time employee, as defined by the Plan, is eligible
to make before-tax contributions to the PIE Plan as of his date of hire. A
full-time employee is eligible for matching contributions or for PSP / ESOP
contributions upon completion of one year of service. Effective January 1, 2001,
employees who are not full-time employees are eligible for all purposes,
including before-tax contributions, matching contributions, and PSP / ESOP
contributions, upon completion of one year of service.
One year of service is completed if during the twelve month period beginning on
the date of employment the employee works at least 1,000 hours. Thereafter, a
year of service is determined based on the plan year. If an active participant
is not already fully vested, he or she shall become so upon attaining normal
retirement age, qualifying for early retirement, upon death or total disability,
or on termination of the Plan. If a participant terminates employment prior to
qualifying for early retirement or normal retirement age, such participant shall
be entitled to receive the vested balance held in his or her account. The assets
of the Plan shall be administered at the discretion of the Retirement Plan
Administrative Committee.
Participants who are employed on the last day of the plan year and are credited
with a year of service during the plan year are eligible to receive an
allocation of employer contributions paid to the PSP. These contributions are
allocated among PSP participants based on their compensation in proportion to
-6-
Provident Financial Group, Inc. Retirement Plan
Notes to Financial Statements
the total compensation of all participants. In their first year of
participation, the compensation considered under the allocation formula is the
compensation paid from the first day of the calendar quarter coinciding with or
immediately following the date participants enter the PSP. The proportional
share of earnings (or losses) and appreciation (or depreciation) of the PSP and
the ESOP during the year is allocated to each participant's account. The Plan is
a trusteed plan and the ESOP does not permit employee contributions. The entire
cost is borne by PFGI. PFGI's contributions are discretionary by the directors
of PFGI.
After terminating service, participants having vested rights in the Plan are
entitled to benefit payments by the last day of the first quarter after the end
of the plan year in which the termination occurs. Participants are at all times
fully vested in their PIE Plan. Participants who separate from service on
account of death, disability, or retirement are fully vested in their PSP and
ESOP. Participants otherwise become vested in their PSP and ESOP as follows: 30%
after 3 years of service; 40% after 4 years of service; 60% after 5 years of
service; 80% after 6 years of service; and 100% after 7 years of service. A year
of service for vesting purposes is credited for each plan year during which the
employee works at least 1,000 hours. Forfeitures by participants who are not
fully vested are allocated in the same manner as employer contributions.
Effective January 1, 2003 the vesting schedule for the PSP and ESOP will be
reduced from seven years to five years as follows: 50% after 3 years of service;
75% after 4 years of service; and 100% after 5 years of service.
Employees may contribute a percentage of their pre-tax compensation (up to a
maximum contribution prescribed by the Secretary of Treasury) to the PIE Plan as
voluntary contributions. The Retirement Plan Administrative Committee may adopt
rules concerning the administration of such contributions. The employees
individually elect how they want their contributions invested by selecting a
fund, or combination of funds, offered by the PIE Plan. The earnings (or losses)
allocated to the participants is determined by the performance of the investment
option they choose.
Nine funds are available for employees participating in the PIE Plan. A
description of the funds follows:
The Riverfront U.S. Government Securities Money Market Mutual Fund is a
minimum risk fund in which employee monies are pooled to purchase money market
mutual funds.
The Riverfront U.S. Government Income Fund is a lower risk fund in which
funds are conservatively invested to produce current income while preserving
invested principal. The funds will be invested in debt instruments of the U.S.
Government and its agencies. These securities contain a relatively low risk of
interest default or loss of principal.
The Riverfront Balanced Fund is for investors who are willing to assume
greater risk. The investment objectives of this fund are conservation of
capital, current income, and long-term growth of capital and income. The fund
will accomplish these objectives by investing in a broadly diversified portfolio
of securities including stocks and bonds.
The Federated Max-Cap Fund is for investors who are willing to assume
greater risk. The investment objective is to provide investment results which
approximate the price and yield performance of publicly traded common stocks in
the aggregate, as represented by the Standard & Poor's 500 Composite Stock Price
Index.
-7-
Provident Financial Group, Inc. Retirement Plan
Notes to Financial Statements
The Riverfront Select Value Fund seeks long-term growth of capital by
using a value approach in the selection of large capitalization equity
securities. The fund is appropriate for investors with a long-term investment
horizon.
The Fidelity Advisor Equity Portfolio Growth Fund involves a greater
element of risk. Diversification among small, medium and large cap stocks are
the goals of this fund. The fund's objective will be long-term capital
appreciation. The strategy is for high returns from growth stocks. The fund will
invest in small, medium and large companies that have above-average growth
characteristics such as strength in sales or earnings. The fund may be volatile
due to its aggressive investment approach.
The Federated International Equity Fund pursues total return with
holdings that include mid- to large-cap companies worldwide outside the U.S.
This fund is broadly diversified across many markets and many industries.
The Riverfront Large Company Select Fund seeks long-term growth of
capital; current income is a secondary consideration. The fund normally invests
at least 65% of assets in common stocks and convertibles or companies with
market capitalizations of at least $4 billion. To select securities, management
takes into consideration factors including price/earnings, price/book,
price/cash flow, return on equity, and other ratios.
The PFGI Common Stock Fund invests in the common stock of PFGI. Purchases
and sales of common stock for the fund will be made by US Bancorp as investment
manager, either on the open market or directly from PFGI or its affiliates. With
respect to any stock purchased directly from PFGI, the purchase prices shall be
equal to the bid price of the common stock as published in the Cincinnati
Enquirer on the trading day next preceding the date common stock is purchased
for the fund. A portion of the assets of the fund will be invested in a money
market fund to meet the fund's need for liquidity.
In addition, at January 1, 2003 four other funds were made available to
employees participating in the PIE Plan. A description of the funds follows:
The Federated Total Return Bond Fund seeks total return by investing
mainly in government, mortgage-backed, and investment-grade corporate
securities.
The Liberty Select Value Fund seeks long-term capital growth. The fund
invests primarily in middle capitalization stocks. Middle capitalization stocks
are stocks with market capitalization between $400 million and the largest stock
in the Russell Mid Cap Index. In addition, any stock that is a member of the
Standard & Poor's Mid Cap 400 is considered a middle capitalization stock.
The Liberty Small Cap Value Fund seeks long-term capital growth. The fund
normally invests at least 65% of assets in common stocks issued by domestic
companies with market capitalization between $20 million and $3.9 billion. The
advisor uses quantitative sampling techniques to select a stock portfolio that
it believes to be representative of the small stock universe.
The Vanguard Total Stock Market Index Fund seeks to replicate the
aggregate price and yield of the Wilshire 5000 Total Market Index. The fund
-8-
Provident Financial Group, Inc. Retirement Plan
Notes to Financial Statements
employs a passive market strategy designed to track the performance of the
Wilshire 5000 Index, which consists of all the U.S. common stocks traded
regularly on the NYSE, AMEX, or OTC markets. It invests all or substantially all
of its assets in a representative sample of the stocks that make up the index.
Participants are permitted to borrow from the vested interest of their PIE Plan
under certain circumstances. Under these borrowings, the individuals borrow
from, and repay the principal plus interest to, their own accounts.
Once the employee has met the one year of service eligibility requirement for
the matching provision of the plan, PFGI will make a matching contribution of
25% of the first 8% of the participant's compensation contributed as a 401(k)
contribution. The employee becomes fully vested in his 401(k) contribution and
the matching contribution at the time the contributions are made. Matching
contributions are invested according to the participant's investment elections.
Participants of the PSP will be able to invest contributions into the investment
options available to PIE Plan participants. In addition, participants with ESOP
balances can now diversify up to 25% of their ESOP balance each year into the
PIE Plan investment options.
Note D - Investments
The cost and market value of investments at December 31 was as follows:
2002 2001
------------------- -------------------
(In Thousands) Cost Market Cost Market
- -----------------------------------------------------------------------------------------
Provident Financial Group, Inc. Common Stock $ 54,857 $ 65,154 $ 58,244 $ 69,998
Riverfront U.S. Government Securities
Money Market Fund 11,138 11,138 8,072 8,072
Riverfront U.S. Government Income Fund 2,920 2,937 1,794 1,804
Riverfront Balanced Fund 3,433 2,531 3,309 2,737
Federated Max-Cap Fund 6,731 5,354 5,946 5,772
Riverfront Select Value Fund 4,540 2,862 4,994 3,878
Fidelity Advisor Equity Portfolio Growth Fund 11,450 7,725 10,319 9,216
Federated International Equity Fund 867 567 600 386
Riverfront Large Company Select Fund 1,282 780 1,281 857
Participant Loans 1,920 1,920 1,669 1,669
-------- -------- -------- --------
$ 99,138 $100,968 $ 96,228 $104,389
======== ======== ======== ========
-9-
Provident Financial Group, Inc. Retirement Plan
Notes to Financial Statements
The Plan's investments, including investments bought, sold and held, appreciated
(depreciated) in value as follows:
Year Ended December 31,
-----------------------
(In Thousands) 2002 2001
- -----------------------------------------------------------------------
Provident Financial Group, Inc. Common Stock $ (627) $(28,901)
Riverfront U.S. Government Income Fund 10 6
Riverfront Balanced Fund (449) (484)
Federated Max-Cap Fund (1,560) (806)
Riverfront Select Value Fund (939) (877)
Fidelity Advisor Equity Portfolio Growth Fund (3,145) (1,873)
Federated International Equity Fund (147) (155)
Riverfront Large Company Select Fund (255) (300)
-------- --------
$ (7,112) $(33,390)
======== ========
Note E - Income Tax Status
The Plan has received a determination letter from the Internal Revenue Service
dated October 7, 2002, stating that the Plan is qualified under Section 401(a)
of the Internal Revenue Code (the Code) and therefore, the related trust is
exempt from taxation. Subsequent to the receipt of this determination letter,
the Plan was amended. Once qualified, the Plan is required to operate in
conformity with the Code to maintain its qualification. The Plan Administrator
believes the Plan is being operated in compliance with the applicable
requirements of the Code and, therefore, believes that the Plan, as amended, is
qualified and the related trust is tax exempt.
Note F - Party-In-Interest Transactions
The Provident Bank ("Provident") offers shares of The Riverfront Funds, Inc.
("Riverfront"), a proprietary family of mutual funds, to customers. Riverfront
is a registered investment company with six portfolios, each having a different
investment objective. Provident manages the portfolios and performs other
related services, such as providing shareholder services and acting as fund
accountant and custodian. Riverfront is offered to customers of Provident,
including personal trust, employee benefit, agency and custodial clients, as
well as individual investors.
-10-
Provident Financial Group, Inc. Retirement Plan
Notes to Financial Statements
During 2002 and 2001, the Plan had transactions with PFGI and Provident. Details
of these transactions follow (dollars in thousands):
Purchased Sold
----------------- -----------------
Shares/ Shares/
Year Party Transaction Units Cost Units Cost
- -------------------------------------------------------------------------------------------------
2002
Employee Stock Ownership Plan (ESOP)
PFGI Common Stock 76,992 $ 2,164 27,077 $ 494
Provident Riverfront U.S. Government
Securities Money Market Fund 3,501 3,519
Personal Investment Election Plan (PIE)
Provident Riverfront U.S. Government
Securities Money Market Fund 17,377 14,288
Provident Riverfront U.S. Government Income Fund 190,345 1,865 76,234 739
Provident Riverfront Balanced Fund 70,767 660 44,874 536
Provident Riverfront Select Value Fund 118,409 925 125,707 1,379
Provident Riverfront Large Company Select Fund 62,924 488 40,211 488
PFGI Common Stock 61,700 1,608 30,800 850
2001
Employee Stock Ownership Plan (ESOP)
PFGI Common Stock 183,516 $ 5,178 8,225 $ 126
Provident Riverfront U.S. Government
Securities Money Market Fund 5,424 5,415
Personal Investment Election Plan (PIE)
Provident Riverfront U.S. Government
Securities Money Market Fund 6,961 4,220
Provident Riverfront U.S. Government Income Fund 101,739 998 29,568 281
Provident Riverfront Balanced Fund 70,291 757 31,202 389
Provident Riverfront Select Value Fund 98,882 986 56,193 650
Provident Riverfront Large Company Select Fund 57,346 576 38,698 571
PFGI Common Stock 25,900 739 28,500 912
-11-
Provident Financial Group, Inc. Retirement Plan
Notes to Financial Statements
PROVIDENT FINANCIAL GROUP, INC. RETIREMENT PLAN
FORM 5500, Schedule H, Line 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
EIN 31-0982792 / PLAN 001
December 31, 2002
Schedule I
(Dollars in Thousands)
Employee Stock Ownership Plan Personal Investment Election Plan
------------------------------- ---------------------------------
Number Market Number Market
Identity of Issue of Shares Cost Value of Shares Cost Value
- --------------------------------------------------------------------------------------------------------
Equity Mutual Funds:
Riverfront Balanced Fund (1) - $ - $ - 296,394 $ 3,433 $ 2,531
Federated Max-Cap Fund - - - 300,302 6,731 5,354
Riverfront Select Value Fund (1) - - - 432,329 4,540 2,862
Fidelity Advisor Equity Portfolio
Growth Fund - - - 220,152 11,450 7,725
Federated International
Equity Fund - - - 49,287 867 567
Riverfront Large Company
Select Fund (1) - - - 117,772 1,282 780
Debt Mutual Funds:
Riverfront U.S. Government
Securities Money
Market Fund (1) n/a 2 2 n/a 11,136 11,136
Riverfront U.S. Government
Income Fund (1) - - - 300,870 2,920 2,937
Common Stock:
Provident Financial
Group, Inc. (1) 2,109,234 49,510 54,903 393,824 5,347 10,251
Participant Loans (2) n/a - - n/a 1,920 1,920
------- ------- ------- -------
$49,512 $54,905 $49,626 $46,063
======= ======= ======= =======
(1) Party-in-interest to the Plan.
(2) Interest rates range from 4.25% to 9.5%.
-12-
Provident Financial Group, Inc. Retirement Plan
Notes to Financial Statements
PROVIDENT FINANCIAL GROUP, INC. RETIREMENT PLAN
FORM 5500, LINE 27d -- SCHEDULE OF REPORTABLE TRANSACTIONS
EIN 31-0982792 / PLAN 001
CATEGORY (iii) - A SERIES OF TRANSACTIONS IN EXCESS OF 5% OF PLAN ASSETS
December 31, 2002
Schedule II
(Dollars in Thousands)
Current
Value of
Asset on
Identity of Party and Purchase Selling Cost of Transaction Net
Description of Asset Price Price Asset Date Gain(Loss)
----------------------------------------------------------------------------------------------------
Provident Financial Group, Inc. $ 3,772 (1) $ 3,772
Common Stock $ 1,565 (2) 1,344 $ 1,565 $ 221
Riverfront U.S. Government 20,878 (3) 20,878
Securities Money Market Fund 17,807 (4) 17,807 17,807 -
Federated Max-Cap Index Fund 8,408 (5) 8,408
7,266 (6) 7,623 7,266 (357)
(1) Comprised of 19 purchase transactions.
(2) Comprised of 8 sales transactions.
(3) Comprised of 292 purchase transactions.
(4) Comprised of 386 sales transactions.
(5) Comprised of 144 purchase transactions.
(6) Comprised of 128 sales transactions.
There were no category (i), (ii) or (iv) reportable transactions during the year
ended December 31, 2002.
-13-
Provident Financial Group, Inc. Retirement Plan
Notes to Financial Statements
SIGNATURE
---------
Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan
Administrator has caused this annual report to be signed by the undersigned
thereunto duly authorized.
PROVIDENT FINANCIAL GROUP, INC.
RETIREMENT PLAN
Date: June 27, 2003 BY: /s/ Christopher J. Carey
------------------------
Christopher J. Carey
Plan Administrative
Committee Chairperson
-14-
