Provident Financial (NYSE: PFS) details 2026 annual meeting vote outcomes

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Provident Financial Services, Inc. reported the voting results of its 2026 Annual Meeting of Stockholders, held virtually on May 21, 2026. Stockholder turnout was strong, with 110,484,210 shares represented, or 84.78% of shares eligible to vote.

All four director nominees – Brian A. Gragnolati, Edward J. Leppert, Nadine Leslie, and Thomas J. Shara – were elected for three-year terms, each receiving over 91.7 million votes in favor. Stockholders also approved, on a non-binding advisory basis, compensation for named executive officers with 92,047,334 votes for, 2,896,413 against, and 661,591 abstentions.

In addition, stockholders ratified the appointment of KPMG LLP as independent public accounting firm for the year ending December 31, 2026, with 107,878,073 votes for, 2,278,483 against, and 327,654 abstentions, and no broker non-votes recorded on this item.

8-K Event Classification

2 items: 5.07, 9.01

2 items

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Shares represented at meeting: 110,484,210 shares Support for say-on-pay: 92,047,334 shares for Votes for KPMG LLP: 107,878,073 shares for +4 more

7 metrics

Shares represented at meeting 110,484,210 shares Present or by proxy at 2026 Annual Meeting (84.78% of eligible)

Support for say-on-pay 92,047,334 shares for Advisory vote on executive compensation at 2026 Annual Meeting

Votes for KPMG LLP 107,878,073 shares for Ratification of independent public accounting firm for 2026

Votes for Brian A. Gragnolati 93,600,226 shares for Election as director for three-year term

Votes for Edward J. Leppert 91,713,765 shares for Election as director for three-year term

Votes for Nadine Leslie 93,582,868 shares for Election as director for three-year term

Votes for Thomas J. Shara 93,230,074 shares for Election as director for three-year term

Key Terms

broker non-votes, advisory vote (non-binding), independent public accounting firm, Annual Meeting of Stockholders, +1 more

5 terms

broker non-votes financial

"Shares Voted For | Shares Withheld | Broker Non-Votes"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

advisory vote (non-binding) financial

"An advisory vote (non-binding) to approve the compensation"

independent public accounting firm financial

"the Company’s independent public accounting firm for the year ending"

Annual Meeting of Stockholders financial

"The 2026 Annual Meeting of Stockholders was held on May 21, 2026"

Emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

Understanding 8-K Material Events →

05/22/2026 - 09:32 AM

UNITED STATES

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): May 21, 2026

PROVIDENT FINANCIAL SERVICES, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware

001-31566

42-1547151

(State or Other Jurisdiction of Incorporation)

(Commission File No.)

(I.R.S. Employer Identification No.)

239 Washington Street, Jersey City, New Jersey

07302

(Address of Principal Executive Offices)

(Zip Code)

Registrant's telephone number, including area code 732-590-9200

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Symbol(s)

Name of each exchange on which registered

Common

PFS

New York Stock Exchange

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):

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

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

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

CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17

CFR 240.13e-4(c))

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 ☐

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. ☐

Item 5.07 Submission of Matters to a Vote of Security Holders.

The 2026 Annual Meeting of Stockholders was held on May 21, 2026 as a virtual meeting (the “Annual Meeting”). A total of 110,484,210 shares, or 84.78% of the shares eligible to vote, were present or represented by proxy at the Annual Meeting. The matters considered and voted on by the Company’s stockholders at the Annual Meeting and the vote of the stockholders were as follows:

Matter 1. The election of four directors, each for a three-year term.


Nominee	Shares Voted For	Shares Withheld	Broker Non-Votes
Brian A. Gragnolati	93,600,226	2,005,112	14,878,872
Edward J. Leppert	91,713,765	3,891,573	14,878,872
Nadine Leslie	93,582,868	2,022,470	14,878,872
Thomas J. Shara	93,230,074	2,375,264	14,878,872

Matter 2. An advisory vote (non-binding) to approve the compensation paid to the named executive officers.


Shares Voted For	Shares Voted Against	Shares Voted Abstain	Broker Non-Votes
92,047,334	2,896,413	661,591	14,878,872

Matter 3. The ratification of the appointment of KPMG LLP as the Company’s independent public accounting firm for the year ending December 31, 2026.


Shares Voted For	Shares Voted Against	Shares Voted Abstain	Broker Non-Votes
107,878,073	2,278,483	327,654	-0-

Item 9.01. Financial Statements and Exhibits

(a) Financial Statements of Businesses Acquired. Not applicable.

(b) Pro Forma Financial Information. Not applicable.

(d) Exhibits. Not applicable

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 FINANCIAL SERVICES, INC.

DATE:

May 22, 2026

By:/s/ Bennett MacDougall

Bennett MacDougall

EVP, General Counsel & Corporate Secretary

Source: View Original Filing on SEC EDGAR

FAQ

What did Provident Financial Services (PFS) disclose in this 8-K filing?

Provident Financial Services disclosed the voting results of its 2026 Annual Meeting of Stockholders. The filing details turnout, director election outcomes, the advisory vote on executive compensation, and the ratification of KPMG LLP as the company’s independent public accounting firm for 2026.

How many Provident Financial Services shares were represented at the 2026 annual meeting?

A total of 110,484,210 Provident Financial Services shares were present or represented by proxy, equal to 84.78% of eligible shares. This high participation level indicates broad shareholder engagement in voting on directors, executive compensation, and the ratification of the independent public accounting firm.

Were all Provident Financial Services director nominees elected in 2026?

Yes, all four director nominees were elected to three-year terms. Brian A. Gragnolati, Edward J. Leppert, Nadine Leslie, and Thomas J. Shara each received over 91.7 million votes in favor, with broker non-votes ranging from 14,878,872 for each nominee, confirming broad shareholder support.

How did Provident Financial Services shareholders vote on executive compensation in 2026?

Shareholders approved, on a non-binding advisory basis, compensation for named executive officers. The vote tallied 92,047,334 shares for, 2,896,413 against, and 661,591 abstentions, with 14,878,872 broker non-votes, indicating clear majority support for the company’s executive pay program that year.

Was KPMG LLP ratified as Provident Financial Services’ auditor for 2026?

Yes, stockholders ratified KPMG LLP as the independent public accounting firm for the year ending December 31, 2026. The proposal received 107,878,073 votes for, 2,278,483 against, and 327,654 abstentions, with no broker non-votes recorded on this ratification item.

Filing Exhibits & Attachments

3 documents