Provident Financial Services, Inc. Announces Pricing of Subordinated Notes Offering

Rhea-AI Summary

Provident Financial Services (NYSE:PFS) priced a registered public offering of $175 million 6.50% fixed-to-floating rate subordinated notes due 2036. The notes pay 6.50% fixed interest from August 24, 2026 to September 1, 2031, then reset quarterly to Three-Month Term SOFR plus 239 basis points.

The notes are callable at par on September 1, 2031 and on any interest payment date thereafter, and mature September 1, 2036 if not redeemed. According to the company, net proceeds will repay $150 million 2.875% subordinated notes due 2031 and $20 million junior subordinated notes due 2033, and support other corporate purposes. The notes are intended to qualify as Tier 2 capital.

Positive

• $175 million subordinated notes offering priced, due 2036
• Proceeds to repay $170 million existing subordinated and junior notes
• Notes intended to qualify as Tier 2 capital

Negative

• New notes carry 6.50% fixed rate versus 2.875% notes repaid

News Explained

The $175 million notes offering has been priced but is not yet closed; Provident Financial Services expects to complete it around August 24, 2026, subject to customary closing conditions.

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ISELIN, N.J., Aug. 20, 2026 (GLOBE NEWSWIRE) -- Provident Financial Services, Inc. (NYSE:PFS) (the “Company”), the holding company for Provident Bank (the “Bank”), today announced the pricing of its offering of $175 million of its 6.50% Fixed-to-Floating Rate Subordinated Notes due 2036 (the “Notes”) in a registered public offering (the “Offering”). The Notes will initially bear interest at 6.50% per annum from and including August 24, 2026 to, but excluding, September 1, 2031, with interest payable semiannually in arrears commencing on March 1, 2027. Commencing September 1, 2031, the interest rate on the Notes will reset quarterly to a floating rate per annum equal to a benchmark rate that is expected to be Three-Month Term SOFR (which is defined in the Notes) plus 239 basis points, with interest payable quarterly in arrears.

The Company may redeem the Notes, in whole or in part, on September 1, 2031 and on any interest payment date thereafter at a price equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest thereon. The Notes will mature on September 1, 2036 if they are not earlier redeemed.

The Company expects to close the Offering, subject to the satisfaction of customary closing conditions, on or about August 24, 2026. The Company intends to use the net proceeds from this offering to repay $150 million aggregate principal amount of its outstanding 2.875% Fixed-to-Floating Rate Subordinated Notes due 2031 and $20 million aggregate principal amount of its variable rate Junior Subordinated Notes due 2033, and for other general corporate purposes. The Notes are intended to qualify as Tier 2 capital for regulatory purposes.

Piper Sandler and Keefe, Bruyette & Woods, A Stifel Company are acting as joint book-running managers for the Offering. Performance Trust Capital Partners, LLC is serving as co-manager.

This press release is neither an offer to sell nor a solicitation of an offer to purchase any securities of the Company. There will be no sale of securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Any offer to sell or solicitation of an offer to purchase securities of the Company will be made only pursuant to a prospectus supplement and prospectus filed with the Securities and Exchange Commission (the “SEC”). The Company has filed a registration statement (including a prospectus) (File No. 333-275213) and a preliminary prospectus supplement with the SEC for the Offering to which this press release relates. Before making an investment decision, you should read the prospectus and preliminary prospectus supplement and other documents that the Company has filed with the SEC for additional information about the Company and the Offering.

Copies of the preliminary prospectus supplement and accompanying base prospectus relating to the Offering can be obtained without charge by visiting the SEC’s website at www.sec.gov, or may be obtained by emailing Piper Sandler & Co. at fsg-dcm@psc.com or by emailing Keefe, Bruyette & Woods, Inc. at USCapitalMarkets@kbw.com.

About Provident

Provident Financial Services, Inc. is the holding company for Provident Bank, a community-oriented bank offering “Commitment you can count on” since 1839. Provident Bank provides a comprehensive array of financial products and services through its network of branches throughout New Jersey, Bucks, Lehigh and Northampton counties in Pennsylvania, as well as Orange, Queens and Nassau Counties in New York. The Bank also provides fiduciary and wealth management services through its wholly owned subsidiary, Beacon Trust Company and insurance services through its wholly owned subsidiary, Provident Protection Plus, Inc.

Forward-Looking Statements

Certain statements contained in this press release are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts, including but not limited to information related to the Company and statements about the proposed securities offering. These statements may be identified by reference to a future period or periods, or by the use of forward-looking terminology, such as “may,” “will,” “believe,” “expect,” “estimate,” “project,” “intend,” “anticipate,” “continue,” or similar terms or variations on those terms, or the negative of those terms, including references to assumptions.

The forward-looking statements contained in this press release reflect the Company’s current views about future events and financial performance and are subject to risks, uncertainties, assumptions and changes in circumstances that may cause the Company’s actual results to differ significantly from historical results and those expressed in any forward-looking statement. Some factors that could cause actual results to differ materially from historical or expected results include, but are not limited to, those set forth in Item 1A of the Company’s Annual Report on Form 10-K, as may be supplemented by its Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, and those related to the economic environment, particularly in the market areas in which the Company operates, inflation and unemployment, competitive products and pricing, real estate values, fiscal and monetary policies of the U.S. Government, changes in tariff, trade and other economic policies, geopolitical conditions, changes in accounting policies and practices that may be adopted by regulatory agencies and accounting standard setters, changes in government regulations affecting financial institutions, including regulatory fees and capital requirements, cybersecurity incidents, fraud and other operational risks, changes in prevailing interest rates, changes in customer deposit behavior and liquidity conditions, competition from banks, financial technology companies and other non-bank financial service providers, acquisitions and the integration of acquired businesses, credit risk management, asset-liability management, the financial and securities markets, and the availability of and costs associated with sources of liquidity. Forward-looking statements regarding the proposed securities offering are also subject to risks and uncertainties, including market conditions, satisfaction of customary closing conditions and the possibility that the offering may not be completed on the anticipated terms, timing or at all.

The Company cautions readers not to place undue reliance on any such forward-looking statements which speak only as of the date they are made. The Company advises readers that the factors listed above could affect the Company’s financial performance and could cause the Company’s actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company does not assume and expressly disclaims any duty, and does not undertake, to update any forward-looking statements in this presentation to reflect events or circumstances after the date of this statement or otherwise, except as required by law.

SOURCE: Provident Financial Services, Inc.
CONTACT: Investor Relations, 1-732-590-9300
Web Site: http://www.Provident.Bank

FAQ

What did Provident Financial Services (NYSE:PFS) announce on August 20, 2026?

Provident Financial Services announced the pricing of a $175 million subordinated notes offering due 2036. According to the company, the notes feature a 6.50% fixed rate initially and then convert to a floating rate based on Three-Month Term SOFR plus 239 basis points.

What are the key terms of Provident Financial Services' 6.50% subordinated notes due 2036 (PFS)?

The notes have a $175 million principal amount, mature on September 1, 2036, and pay 6.50% fixed interest to September 1, 2031. According to the company, they then reset quarterly to Three-Month Term SOFR plus 239 basis points, with interest payable in arrears.

How will Provident Financial Services (PFS) use the proceeds from the $175 million subordinated notes offering?

Provident Financial Services plans to use proceeds to repay $150 million 2.875% subordinated notes due 2031 and $20 million junior subordinated notes due 2033. According to the company, any remaining funds will be used for other general corporate purposes.

When can Provident Financial Services redeem its 6.50% subordinated notes (NYSE:PFS) and at what price?

Provident Financial Services may redeem the notes on September 1, 2031 and on any interest payment date thereafter. According to the company, redemption would be at 100% of principal plus accrued and unpaid interest on the notes being redeemed.

Do Provident Financial Services' new subordinated notes qualify as regulatory capital for PFS?

Yes, the new subordinated notes are intended to qualify as Tier 2 capital for regulatory purposes. According to the company, this classification supports its capital structure while it refinances existing subordinated and junior subordinated debt obligations with later-maturing instruments.

Where can investors find the prospectus for Provident Financial Services' 2036 subordinated notes (PFS)?

Investors can access the preliminary prospectus supplement and base prospectus on the SEC website at www.sec.gov. According to the company, copies may also be requested by emailing Piper Sandler or Keefe, Bruyette & Woods at the addresses provided in the announcement.