Provident CEO has shares withheld to cover taxes

Provident Financial Holdings Inc. President & CEO Donavon P. Ternes reported a Form 4 transaction involving company common stock.

Rhea-AI Filing Summary

Provident Financial Holdings Inc. President & CEO Donavon P. Ternes reported a Form 4 transaction involving company common stock. On 2026-08-12, 1,346 shares were withheld by the issuer at $18.02 per share to satisfy Ternes’ tax withholding obligations related to the vesting of restricted stock, rather than sold in an open-market trade. After this tax-withholding disposition, Ternes directly holds 219,909 shares, which include 9,000 shares of restricted stock scheduled to vest on May 23, 2028 and 47,500 shares owned by his spouse. He also reports 20,750 shares held indirectly through an ESOP.

Insider Trade Summary

Tax Withholding: 1,346 shares

Tax Withholding 2 txns

Insider TERNES DONAVON P

Role President & CEO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock, PAR value $0.01 F1, F2	1,346	$18.02	$24K
holding	Common Stock, PAR value $0.01	--	--	--

Holdings After Transaction: Common Stock, PAR value $0.01 — 219,909 shares (Direct); Common Stock, PAR value $0.01 — 20,750 shares (Indirect, By ESOP)

Footnotes (2)

1. F1. Represents shares withheld by the issuer to satisfy tax withholding obligations in connection with the vesting of restricted stock.
2. F2. The ownership of 219,909 shares include 9,000 shares of restricted stock under the Provident 2022 Equity Incentive Plan, which vests on May 23, 2028, and 47,500 shares owned by the reporting person's spouse.

Key Figures

Shares withheld for taxes: 1,346 shares Withholding price per share: $18.02 per share Direct holdings after transaction: 219,909 shares +3 more

6 metrics

Shares withheld for taxes 1,346 shares Shares withheld on 2026-08-12 to satisfy tax withholding obligations

Withholding price per share $18.02 per share Value used for the 1,346 shares withheld for tax obligations

Direct holdings after transaction 219,909 shares Total direct PROV shares held by Donavon P. Ternes following the transaction

Unvested restricted stock 9,000 shares Restricted shares under the Provident 2022 Equity Incentive Plan vesting May 23, 2028

Spouse’s holdings included in total 47,500 shares Shares owned by the reporting person’s spouse included in direct holdings

Indirect ESOP holdings 20,750 shares Shares of PROV common stock held indirectly by ESOP

Key Terms

tax withholding obligations, restricted stock, Provident 2022 Equity Incentive Plan, ESOP

4 terms

tax withholding obligations financial

"Represents shares withheld by the issuer to satisfy tax withholding obligations"

restricted stock financial

"in connection with the vesting of restricted stock"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

Provident 2022 Equity Incentive Plan financial

"restricted stock under the Provident 2022 Equity Incentive Plan"

ESOP financial

"nature_of_ownership: By ESOP"

An Employee Stock Ownership Plan (ESOP) is a program that gives employees ownership shares in their company, often as part of their benefits package. It acts like a company-sponsored savings plan, allowing workers to have a stake in the company's success, which can boost motivation and loyalty. For investors, ESOPs can influence company decisions and stock value, making them an important aspect of corporate ownership and governance.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did PROV CEO Donavon P. Ternes report?

Donavon P. Ternes reported 1,346 PROV shares being withheld on 2026-08-12 at $18.02 per share. The shares were used solely to cover tax withholding obligations tied to restricted stock vesting, not an open-market sale.

Was the PROV insider’s Form 4 transaction an open-market sale?

No. The 1,346 shares reported on the Form 4 were withheld by the issuer to pay tax withholding obligations from restricted stock vesting. The filing specifies this was a tax-related share withholding, not a discretionary market sale.

How many Provident Financial (PROV) shares does the CEO hold after this transaction?

After the reported transaction, Donavon P. Ternes directly holds 219,909 shares of PROV common stock. This total includes 9,000 unvested restricted shares and 47,500 shares owned by his spouse, as described in the footnotes.

What indirect holdings in PROV stock does the CEO report?

In addition to direct ownership, Donavon P. Ternes reports 20,750 PROV shares held indirectly by ESOP. These are shown as a separate holding entry, indicating shares held through an employee stock ownership plan structure.

When do the CEO’s restricted PROV shares vest?

The filing states that 9,000 restricted PROV shares held by Donavon P. Ternes under the Provident 2022 Equity Incentive Plan are scheduled to vest on May 23, 2028, subject to the plan’s applicable vesting conditions.

What price was used for the PROV shares withheld for taxes?

The 1,346 shares withheld for tax obligations were valued at $18.02 per share. This per-share value is disclosed in the Form 4 for the tax-withholding disposition tied to restricted stock vesting.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/13/2026 - 05:36 PM Accepted by SEC EDGAR 08/13/2026 - 05:36 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

TERNES DONAVON P

(Last) (First) (Middle)

3756 CENTRAL AVENUE

(Street)

RIVERSIDE CALIFORNIA 92506

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
PROVIDENT FINANCIAL HOLDINGS INC [ PROV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, PAR value $0.01	08/12/2026		F		1,346(1)	D	$18.02	219,909(2)	D
Common Stock, PAR value $0.01								20,750	I	By ESOP

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares withheld by the issuer to satisfy tax withholding obligations in connection with the vesting of restricted stock.

2. The ownership of 219,909 shares include 9,000 shares of restricted stock under the Provident 2022 Equity Incentive Plan, which vests on May 23, 2028, and 47,500 shares owned by the reporting person's spouse.

	/s/Donovan P. Ternes	08/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)