PVBC insider reports stock and options cashed out in 0.691-share deal

Rhea-AI Filing Summary

A director of Provident Bancorp, Inc. (PVBC) reported the disposition of 20,710 shares of common stock and the cancellation of all outstanding stock options in connection with the company’s merger with NB Bancorp, Inc. and its affiliates. Under the Merger Agreement, each Provident Bancorp share was converted into the right to receive either 0.691 shares of NB Bancorp common stock or $13.00 in cash, with proration so that half of the shares receive stock consideration. All unvested restricted stock fully vested and became eligible for this merger consideration. Each outstanding option was cancelled in exchange for a cash payment based on the excess of the merger consideration over the option’s exercise price, multiplied by the number of underlying shares, after applicable tax withholding.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Piette Barbara

Role Director

Type	Security	Shares	Price	Value
Disposition	Stock Options	0	$0.00	--
Disposition	Stock Options	0	$0.00	--
Disposition	Common Stock	20,710	$0.00	--

Holdings After Transaction: Stock Options — 0 shares (Direct); Common Stock — 0 shares (Direct)

Footnotes (1)

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"). 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. 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.

Form 4 Insider Transactions: What Each Field Means →

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
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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^*

Piette Barbara

(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		20,710(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	$10.4	11/15/2025		D			$25,500	11/24/2021	11/24/2030	Common Stock	25,500	(3)	0	D
Stock Options	$12.91	11/15/2025		D			$14,781	12/19/2020	12/19/2029	Common Stock	14,781	(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.
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FAQ

What insider activity was reported for Provident Bancorp (PVBC)?

A director reported the disposition of 20,710 shares of Provident Bancorp common stock and the elimination of all reported stock option holdings, leaving 0 shares and 0 derivative securities beneficially owned after the transactions.

What did Provident Bancorp (PVBC) shareholders receive in the NB Bancorp merger?

Each 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 or $13.00 in cash, with proration procedures so that 50% of the shares are converted into stock consideration.

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

All unvested restricted stock in Provident Bancorp automatically vested in full at the merger’s Effective Time and was treated as outstanding common stock entitled to receive the same merger consideration, net of applicable withholding taxes.

What happened to Provident Bancorp (PVBC) stock options in the merger?

Each outstanding and unexercised stock option, whether vested or unvested, was cancelled at the Effective Time and replaced with a right to receive a cash payment equal to the excess of the merger consideration over the option’s per share exercise price, multiplied by the number of underlying shares, after tax withholding.

Which specific Provident Bancorp (PVBC) stock option grants were affected?

The report lists stock options with an exercise price of $10.40 covering 25,500 shares (originally granted on 11/24/2021) and options with an exercise price of $12.91 covering 14,781 shares (originally granted on 12/19/2020), all of which were disposed of, leaving 0 derivative securities owned afterward.

Did the reporting person remain a shareholder of Provident Bancorp (PVBC) after these transactions?

No. After the reported merger-related disposition of common stock and cancellation of stock options, the amount of Provident Bancorp common stock and derivative securities beneficially owned by the reporting person was listed as 0.