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

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

Provident Bancorp, Inc. (PVBC)11/15/2025, the officer disposed of 14,628 shares of common stock held directly, plus 7,926 shares held through an ESOP and 1,914 shares held in a 401(k). Under the merger terms, each Provident Bancorp share was converted into either 0.691 shares of NB Bancorp stock or $13.00 in cash, subject to proration so that 50% of shares receive stock consideration.

The filing also shows cancellation of stock options covering 28,000 shares at an exercise price of $9.55 and 30,000 shares at $15.00. Each option was cancelled at the effective time of the merger in exchange for a cash payment based on the excess of the merger consideration over the exercise price, after applicable withholding taxes. All unvested restricted stock automatically vested at the effective time and was treated as outstanding common stock entitled to the same merger consideration.

Positive
  • None.
Negative
  • None.
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
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*
Mancini Joseph

(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP and COO
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 14,628(2) D (1) 0 D
Common Stock 11/15/2025 D 7,926 D (1) 0 I By ESOP
Common Stock 11/15/2025 D 1,914 D (1) 0 I By 401(k)
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 $9.55 11/15/2025 D $28,000 02/02/2024 02/02/2033 Common Stock 28,000 (3) 0 D
Stock Options $15 11/15/2025 D $30,000 04/22/2022 04/22/2031 Common Stock 30,000 (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 does the Provident Bancorp (PVBC) Form 4 filing describe?

The Form 4 details equity transactions for an EVP and COO of Provident Bancorp, Inc. (PVBC) on 11/15/2025, reflecting share dispositions and option cancellations that occurred at the effective time of the company’s merger with NB Bancorp, Inc..

How many Provident Bancorp (PVBC) shares did the insider dispose of in this filing?

The insider disposed of 14,628 shares of common stock held directly, 7,926 shares held through an ESOP, and 1,914 shares held in a 401(k), in connection with the merger closing.

What merger consideration did Provident Bancorp (PVBC) shareholders receive?

At the effective time of the merger, each PVBC common share was converted into the right to receive either 0.691 shares of NB Bancorp common stock or $13.00 in cash, subject to proration so that 50% of shares are converted into stock consideration.

How were restricted stock awards treated in the Provident Bancorp (PVBC) merger?

All unvested restricted stock automatically vested in full at the effective time of the merger and was treated as outstanding common stock entitled to receive the same merger consideration, net of applicable withholding taxes.

What happened to the Provident Bancorp (PVBC) stock options held by the insider?

The filing shows stock options for 28,000 shares at an exercise price of $9.55 and 30,000 shares at $15.00. At the effective time, each outstanding and unexercised option was cancelled in exchange for a cash payment equal to the excess of the merger consideration over the exercise price, multiplied by the number of underlying shares, after withholding taxes.

What is the insider’s relationship to Provident Bancorp (PVBC)?

The reporting person is identified as an Officer of Provident Bancorp, Inc., serving as EVP and COO, and filed this Form 4 as a single reporting person.

Provident Bancorp Inc

NASDAQ:PVBC

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PVBC Stock Data

240.07M
15.93M
11.22%
45.44%
1.59%
Banks - Regional
Savings Institutions, Not Federally Chartered
Link
United States
AMESBURY