[Form 4] Provident Bancorp, Inc. /MD/ Insider Trading Activity

Rhea-AI Filing Summary

Provident Bancorp, Inc. (PVBC) director reports merger-related share and option disposition. On 11/15/2025, the reporting person disposed of 21,362 shares of Provident Bancorp common stock, leaving no directly owned shares after the transaction. This followed the completion of a merger under a June 5, 2025 Merger Agreement among NB Bancorp, Inc., Needham Bank, 1828 MS, Inc., Provident Bancorp, and BankProv.

At the merger’s effective time, each Provident Bancorp share was converted into the right to elect either 0.691 shares of NB Bancorp common stock or $13.00 in cash, subject to proration so that 50% of Provident Bancorp shares receive stock consideration. All unvested restricted stock vested and became entitled to this merger consideration, and 25,500 outstanding stock options with an $11.17 exercise price were cancelled in exchange for a cash amount based on the merger consideration, net of withholding taxes.

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

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X

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^*

Cassarino Julienne C

(Last) (First) (Middle)

5 MARKET STREET

(Street)

AMESBURY MA 01913

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Provident Bancorp, Inc. /MD/ [ PVBC ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/15/2025

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

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

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

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	11/15/2025		D		21,362(2)	D	(1)	0	D

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
Stock Options	$11.17	11/15/2025		D			$25,500	02/16/2025	08/20/2034	Common Stock	25,500	(3)	0	D

Explanation of Responses:

1. Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of June 5, 2025, by and among NB Bancorp, Inc., Needham Bank, 1828 MS, Inc., the Issuer, and BankProv (the "Merger Agreement"), at the Effective Time (as defined in the Merger Agreement), each issued and outstanding share of Common Stock of the Issuer was converted into the right to receive, at the election of the holder, either (i) 0.691 shares of NB Bancorp common stock (the "Stock Consideration") or (ii) $13.00 in cash (the "Cash Consideration"), subject to proration procedures to ensure that 50% of the shares of Provident Bancorp common stock are converted into the Stock Consideration (the "Merger Consideration").

2. Pursuant to the Merger Agreement, all unvested shares of restricted stock automatically vested in full at the Effective Time, and were considered outstanding shares of common stock entitled to receive the Merger Consideration, net of all applicable withholding taxes.

3. Pursuant to the Merger Agreement, each outstanding and unexercised option immediately prior to the Effective Time, whether vested or unvested, was cancelled in exchange for the right to receive an amount in cash equal to the product of (i) the excess, if any, of the Merger Consideration over the per share exercise price of such option, multiplied by (ii) the number of shares of Common Stock then subject to such option, net of all applicable withholding taxes.

	/s/ Ned A. Quint, pursuant to power of attorney	11/17/2025
	** 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.

FAQ

What did the PVBC director report in this Form 4?

The Form 4 shows that a Provident Bancorp, Inc. (PVBC) director disposed of 21,362 shares of common stock on 11/15/2025, resulting in zero shares beneficially owned directly after the transaction. The filing also reports the cancellation of 25,500 stock options as part of the merger terms.

What are the key terms of the Provident Bancorp and NB Bancorp merger affecting PVBC shares?

Under the June 5, 2025 Merger Agreement, each issued and outstanding share of Provident Bancorp common stock was converted into the right to receive, at the holder’s election, either 0.691 shares of NB Bancorp common stock (stock consideration) or $13.00 in cash (cash consideration), subject to proration so that 50% of PVBC shares are converted into stock consideration.

How were PVBC restricted stock awards treated in the NB Bancorp merger?

All unvested shares of restricted stock in Provident Bancorp automatically vested in full at the merger’s effective time. These vested shares were considered outstanding common stock and became entitled to receive the same merger consideration (stock or cash election, subject to proration), net of applicable withholding taxes.

What happened to the PVBC stock options reported on this Form 4?

The Form 4 discloses 25,500 stock options with an exercise price of $11.17 per share. Under the Merger Agreement, each outstanding and unexercised option, whether vested or unvested, was cancelled in exchange for a cash payment equal to the product of the excess of the merger consideration over the exercise price, multiplied by the number of underlying shares, net of withholding taxes.

What is the relationship of the reporting person to Provident Bancorp (PVBC)?

The reporting person is identified as a Director of Provident Bancorp, Inc. on the Form 4. The form is filed as a single-reporting-person filing, not a joint or group filing.

Did the Form 4 indicate use of a Rule 10b5-1 trading plan?

The Form 4 includes a checkbox to indicate whether a transaction was made pursuant to a contract, instruction, or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). The excerpt does not show this box checked, and the filing focuses on merger-driven conversions and cancellations rather than open-market trading.