Form 4: Provident Bancorp Director Converts Holdings Post-Merger

Sentiment:

Insider Transaction Report (Form 4)


Director Dennis Pollack's Form 4 details the conversion of Provident Bancorp shares and options into merger consideration following the NB Bancorp acquisition.

Summary

  • Director Dennis Pollack reported changes in beneficial ownership of Provident Bancorp, Inc. (PVBC) securities.
  • The transaction date was November 15, 2025, coinciding with the effective time of the merger with NB Bancorp, Inc.
  • Pollack's 47,721 shares of Common Stock were disposed of, resulting in zero direct beneficial ownership.
  • All unvested restricted stock automatically vested in full at the Effective Time and were converted into merger consideration, net of withholding taxes.
  • 25,500 stock options with an exercise price of $11.17 were cancelled in exchange for cash consideration.
  • The cash consideration for options was calculated as the excess of the Merger Consideration over the per share exercise price, multiplied by the number of shares subject to the option, net of withholding taxes.
  • The Merger Agreement, dated June 5, 2025, stipulated that each Provident Bancorp common stock share was converted into either 0.691 shares of NB Bancorp common stock or $13.00 in cash, subject to proration.

Sentiment

Score: 5

Explanation: Neutral, as this is a factual report of a completed transaction resulting from a merger, not an operational update or financial performance report.

Positives

  • Director Dennis Pollack received merger consideration for his common stock holdings, including previously unvested restricted stock.
  • Stock options were cancelled in exchange for a cash payment, reflecting the in-the-money value (Merger Consideration of $13.00 vs. exercise price of $11.17).

Negatives

  • Director Dennis Pollack no longer holds any direct beneficial ownership in Provident Bancorp, Inc. common stock or derivative securities following the merger.

Industry Context

This filing reflects the final stages of a merger within the banking sector, where Provident Bancorp, Inc. was acquired by NB Bancorp, Inc. Such consolidations are common in the financial industry, driven by factors like economies of scale, market expansion, and competitive pressures.

Stakeholder Impact

  • Shareholders of Provident Bancorp, Inc. received merger consideration (cash or NB Bancorp stock) for their holdings.
  • Employees holding restricted stock and stock options, like the reporting person, had their equity converted into merger consideration.

Key Dates

DateDescription
01/25/2025Stock option exercisable date
06/05/2025Merger Agreement date between NB Bancorp, Inc. and Provident Bancorp, Inc.
11/15/2025Transaction Date / Effective Time of Merger
11/17/2025Signature Date of Reporting Person
08/20/2034Stock option expiration date

Keywords

Merger, SEC Form 4, Beneficial Ownership, Insider Transaction, Provident Bancorp, NB Bancorp, Stock Options, Restricted Stock, Acquisition, Banking

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