Form 4: Provident Bancorp Director's Holdings Shift Post-Merger
Insider Transaction Report
A director of Provident Bancorp, Inc. reported the disposition of common stock and stock options following the company's merger with NB Bancorp, Inc.
Summary
- Barbara Piette, a Director of Provident Bancorp, Inc. (PVBC), reported changes in her beneficial ownership of securities.
- The changes occurred on November 15, 2025, coinciding with the effective time of the merger between Provident Bancorp, Inc. and NB Bancorp, Inc.
- Pursuant to the Merger Agreement dated June 5, 2025, each outstanding share of Provident Bancorp common stock was converted into the right to receive either 0.691 shares of NB Bancorp common stock or $13.00 in cash, subject to proration ensuring a 50% stock and 50% cash split.
- Ms. Piette disposed of 20,710 shares of Provident Bancorp Common Stock, resulting in zero shares beneficially owned directly after the transaction.
- All unvested shares of restricted stock automatically vested in full at the Effective Time and were converted into the merger consideration, net of applicable withholding taxes.
- Ms. Piette also disposed of 25,500 stock options with an exercise price of $10.40 and 14,781 stock options with an exercise price of $12.91.
- Each outstanding and unexercised option was cancelled in exchange for a cash amount equal to the product of (i) the excess of the merger consideration over the per share exercise price, multiplied by (ii) the number of shares subject to the option, net of applicable withholding taxes.
Sentiment
Score: 5
Explanation: The filing is a factual report of insider transactions resulting from a merger, providing no inherent positive or negative sentiment regarding company performance or future prospects.
Positives
- Unvested restricted stock automatically vested in full at the merger's effective time, allowing the holder to receive merger consideration.
- Stock options were cancelled in exchange for a cash payment, providing liquidity to the option holder if the merger consideration exceeded the exercise price.
Negatives
- The director no longer holds direct beneficial ownership of Provident Bancorp, Inc. common stock or derivative securities following the merger.
Future Outlook
This filing reports on past transactions related to a completed merger and does not provide forward-looking statements or guidance.
Industry Context
The merger of Provident Bancorp, Inc. with NB Bancorp, Inc. reflects ongoing consolidation trends within the regional banking sector, driven by factors such as economies of scale, increased regulatory burdens, and competitive pressures.
Stakeholder Impact
- Shareholders of Provident Bancorp, Inc. received merger consideration in the form of cash or NB Bancorp common stock.
- The reporting director's equity holdings in Provident Bancorp, Inc. were converted as per the merger agreement.
Key Dates
| Date | Description |
|---|---|
| 12/19/2020 | Date exercisable for a tranche of stock options |
| 11/24/2021 | Date exercisable for a tranche of stock options |
| 06/05/2025 | Date of the Agreement and Plan of Merger |
| 11/15/2025 | Transaction Date and Effective Time of the Merger |
| 11/17/2025 | Signature Date of the Reporting Person |
| 12/19/2029 | Expiration date for a tranche of stock options |
| 11/24/2030 | Expiration date for a tranche of stock options |
Keywords
Provident Bancorp, PVBC, NB Bancorp, Merger, Form 4, Insider Transaction, Beneficial Ownership, Stock Options, Restricted Stock, Director
Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.