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Benefit Plans | 12 Months Ended
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Dec. 31, 2025
Retirement Benefits [Abstract] |
Benefit Plans | Benefit Plans Pension and Post-retirement Benefits The Bank has a noncontributory defined benefit pension plan covering its full-time employees who had attained age 21 with at least one year of service as of April 1, 2003. The pension plan was frozen on April 1, 2003. All participants in the pension plan are 100% vested. The pension plan’s assets are invested in investment funds and group annuity contracts currently managed by the Principal Financial Group and Allmerica Financial. Based on the measurement date of December 31, 2025, no contributions will be made to the pension plan in 2026. In addition to pension benefits, certain health care and life insurance benefits are currently made available to certain of the Bank’s retired employees. The costs of such benefits are accrued based on actuarial assumptions from the date of hire to the date the employee is fully eligible to receive the benefits. Effective January 1, 2003, eligibility for retiree health care benefits was frozen as to new entrants and benefits were eliminated for employees with less than ten years of service as of December 31, 2002. Effective January 1, 2007, eligibility for retiree life insurance benefits was frozen as to new entrants and retiree life insurance benefits were eliminated for employees with less than ten years of service as of December 31, 2006. The following table sets forth information regarding the pension plan and post-retirement healthcare and life insurance plans (in thousands):
| Pension |  | Post-retirement
| 2025 |  | 2024 |  | 2023 |  | 2025 |  | 2024 |  | 2023
Change in benefit obligation: |  |  |  |  |  |  |  |  |  |  |
Benefit obligation at beginning of year | $ | 22,598 |  |  | 24,423 |  |  | 24,550 |  |  | 11,093 |  |  | 11,344 |  |  | 12,095 |
Service cost | — |  |  | — |  |  | — |  |  | 5 |  |  | 11 |  |  | 13 |
Interest cost | 1,195 |  |  | 1,154 |  |  | 1,208 |  |  | 591 |  |  | 540 |  |  | 600 |
Actuarial (gain) loss | 1,155 |  |  | (1,340) |  |  | 313 |  |  | 2,215 |  |  | (121) |  |  | (706) |
Benefits paid | (1,688) |  |  | (1,639) |  |  | (1,648) |  |  | (600) |  |  | (681) |  |  | (658) |
Change in actuarial assumptions | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
Benefit obligation at end of year | $ | 23,260 |  |  | 22,598 |  |  | 24,423 |  |  | 13,304 |  |  | 11,093 |  |  | 11,344 |
Change in plan assets: |  |  |  |  |  |  |  |  |  |  |
Fair value of plan assets at beginning of year | $ | 55,870 |  |  | 52,734 |  |  | 47,930 |  |  | — |  |  | — |  |  | — |
Actual (loss) return on plan assets | 6,821 |  |  | 4,775 |  |  | 6,452 |  |  | — |  |  | — |  |  | — |
Employer contributions | — |  |  | — |  |  | — |  |  | 600 |  |  | 681 |  |  | 658 |
Benefits paid | (1,688) |  |  | (1,639) |  |  | (1,648) |  |  | (600) |  |  | (681) |  |  | (658) |
Fair value of plan assets at end of year | 61,003 |  |  | 55,870 |  |  | 52,734 |  |  | — |  |  | — |  |  | — |
Funded status at end of year | $ | 37,743 |  |  | 33,272 |  |  | 28,311 |  |  | (13,304) |  |  | (11,093) |  |  | (11,344) |
For the years ended December 31, 2025 and 2024, the Company, in the measurement of its pension plan and post-retirement obligations updated its mortality assumptions to the PRI 2012 mortality table with the fully generational projection scale MP 2021 issued by The Society of Actuaries ("SOA") in October 2021. The prepaid pension benefits of $37.7 million and the unfunded post-retirement healthcare and life insurance benefits of $13.3 million as of December 31, 2025 are included in Other assets and Other liabilities, respectively, in the Consolidated Statements of Financial Condition. The components of accumulated other comprehensive loss (income) related to the pension plan and other post-retirement benefits, on a pre-tax basis, as of December 31, 2025 and 2024 are summarized in the following table (in thousands):
| Pension |  | Post-retirement
| 2025 |  | 2024 |  | 2025 |  | 2024
Unrecognized prior service cost | $ | — |  |  | — |  |  | — |  |  | — |
Unrecognized net actuarial loss (income) | 207 |  |  | 2,573 |  |  | (4,329) |  |  | (8,381) |
Total accumulated other comprehensive loss (income) | $ | 207 |  |  | 2,573 |  |  | (4,329) |  |  | (8,381) |
Net periodic (benefit) increase cost for the years ending December 31, 2025, 2024 and 2023, included the following components (in thousands):
| Pension |  | Post-retirement
| 2025 |  | 2024 |  | 2023 |  | 2025 |  | 2024 |  | 2023
Service cost | $ | — |  |  | — |  |  | — |  |  | 5 |  |  | 11 |  |  | 13 |
Interest cost | 1,195 |  |  | 1,154 |  |  | 1,208 |  |  | 591 |  |  | 540 |  |  | 600 |
Return on plan assets | (3,300) |  |  | (3,112) |  |  | (2,824) |  |  | — |  |  | — |  |  | — |
Amortization of: |  |  |  |  |  |  |  |  |  |  |
Net loss (gain) | — |  |  | 57 |  |  | 709 |  |  | (1,836) |  |  | (2,118) |  |  | (2,130) |
Unrecognized prior service cost | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
Net periodic (benefit) increase cost | $ | (2,105) |  |  | (1,901) |  |  | (907) |  |  | (1,240) |  |  | (1,567) |  |  | (1,517) |
The weighted average actuarial assumptions used in the plan determinations as of December 31, 2025, 2024 and 2023 were as follows:
| Pension |  | Post-retirement
| 2025 |  | 2024 |  | 2023 |  | 2025 |  | 2024 |  | 2023
Discount rate | 5.35 | % |  | 5.50 | % |  | 4.90 | % |  | 5.35 | % |  | 5.50 | % |  | 4.90 | %
Rate of compensation increase | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
Expected return on plan assets | 6.00 |  |  | 6.00 |  |  | 6.00 |  |  | — |  |  | — |  |  | — |
Medical and life insurance benefits cost rate of increase | — |  |  | — |  |  | — |  |  | 6.00 |  |  | 5.00 |  |  | 5.50 |
The Company provides its actuary with certain rate assumptions used in measuring the benefit obligation. The most significant of these is the discount rate used to calculate the period-end present value of the benefit obligations, and the expense to be included in the following year’s financial statements. A lower discount rate will result in a higher benefit obligation and expense, while a higher discount rate will result in a lower benefit obligation and expense. The discount rate assumption was determined based on a cash flow-yield curve model specific to the Company’s pension and post-retirement plans. The Company compares this rate to certain market indices, such as long-term treasury bonds, or the Citigroup pension liability indices, for reasonableness. A discount rate of 5.35% was selected for the December 31, 2025 measurement date. Assumed health care cost trend rates have a significant effect on the amounts reported for health care plans. A 1% change in the assumed health care cost trend rate would have had the following effects on post-retirement benefits as of December 31, 2025 (in thousands):
| 1% increase |  | 1% decrease
Effect on total service cost and interest cost | $ | 61 |  |  | 52 |
Effect on post-retirement benefits obligation | $ | 1,698 |  |  | 1,451 |
Estimated future benefit payments, which reflect expected future service, as appropriate for the next five years, are as follows (in thousands):
| Pension |  | Post-retirement
2026 | $ | 1,840 |  |  | 894 |
2027 | 1,825 |  |  | 899 |
2028 | 1,832 |  |  | 933 |
2029 | 1,839 |  |  | 923 |
2030 | 1,844 |  |  | 937 |
The weighted-average asset allocation of pension plan assets as of December 31, 2025 and 2024 were as follows:
Asset Category |  | 2025 |  | 2024
Domestic equities |  | 38 | % |  | 37 | %
Foreign equities |  | 11 |  |  | 11 |
Fixed income |  | 49 |  |  | 50 |
Real estate |  | 2 |  |  | 2 |
Total |  | 100 | % |  | 100 | %
The Company’s expected return on pension plan assets assumption is based on historical investment return experience and evaluation of input from the Plan's Investment Consultant and the Company's Benefits Committee which manages the pension plan’s assets. The expected return on pension plan assets is also impacted by the target allocation of assets, which is based on the Company’s goal of earning the highest rate of return while maintaining risk at acceptable levels. Management strives to have pension plan assets sufficiently diversified so that adverse or unexpected results from one security class will not have a significant detrimental impact on the entire portfolio. The target allocation of assets and acceptable ranges around the targets are as follows:
Asset Category |  | Target |  | Allowable Range
Domestic equities |  | 37 | % |  | 30-41%
Foreign equities |  | 11 |  |  | 5-13%
Fixed income |  | 50 |  |  | 40-65%
Real estate |  | 2 |  |  | 0-4%
Total |  | 100 | % |  |
The Company anticipates that the long-term asset allocation on average will approximate the targeted allocation. Actual asset allocations are the result of investment decisions by a third-party investment manager. The following tables present the assets that are measured at fair value on a recurring basis by level within the GAAP fair value hierarchy as reported on the statements of net assets available for Plan benefits as of December 31, 2025 and 2024, respectively (in thousands): Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.
| Fair value measurements as of December 31, 2025
| Total |  | (Level 1) |  | (Level 2) |  | (Level 3)
Group annuity contracts | $ | 76 |  |  | — |  |  | 76 |  |  | — |
Mutual funds: |  |  |  |  |  |  |
Fixed income | 29,737 |  |  | 29,737 |  |  | — |  |  | — |
International equity | 6,711 |  |  | 6,711 |  |  | — |  |  | — |
Large U.S. equity | 1,838 |  |  | 1,838 |  |  | — |  |  | — |
Small/Mid U.S. equity | 1,248 |  |  | 1,248 |  |  | — |  |  | — |
Total mutual funds | 39,534 |  |  | 39,534 |  |  | — |  |  | — |
Pooled separate accounts | 21,393 |  |  | — |  |  | 21,393 |  |  | — |
Total Plan assets | $ | 61,003 |  |  | 39,534 |  |  | 21,469 |  |  | — |
| Fair value measurements as of December 31, 2024
| Total |  | (Level 1) |  | (Level 2) |  | (Level 3)
Group annuity contracts | $ | 73 |  |  | — |  |  | 73 |  |  | — |
Mutual funds: |  |  |  |  |  |  |
Fixed income | 27,740 |  |  | 27,740 |  |  | — |  |  | — |
International equity | 6,042 |  |  | 6,042 |  |  | — |  |  | — |
Large U.S. equity | 1,654 |  |  | 1,654 |  |  | — |  |  | — |
Small/Mid U.S. equity | 1,127 |  |  | 1,127 |  |  | — |  |  | — |
Total mutual funds | 36,563 |  |  | 36,563 |  |  | — |  |  | — |
Pooled separate accounts | 19,234 |  |  | — |  |  | 19,234 |  |  | — |
Total Plan assets | $ | 55,870 |  |  | 36,563 |  |  | 19,307 |  |  | — |
401(k) Plan The Bank has a 401(k) plan, and in connection with the merger with Lakeland assumed the Lakeland Bancorp, Inc. Salary Savings 401(k) and Trust Plan, both of which cover substantially all employees of the Bank. For 2025, the Bank matched 50% of the first 8% contributed by the participants, while for 2024 and 2023, the Bank matched 25% of the first 6% contributed by the participants. The contribution percentage is determined by the board of directors in its sole discretion. The Bank’s aggregate contributions to the 401(k) Plan for 2025, 2024 and 2023 were $5.2 million, $2.5 million and $1.3 million, respectively. Supplemental Executive Retirement Plan The Bank maintains a non-qualified supplemental retirement plan for certain senior officers of the Bank. This unfunded plan, which was frozen as of April 1, 2003, provides benefits in excess of the benefits permitted to be paid by the pension plan under provisions of the tax law. Amounts expensed under this supplemental retirement plan amounted to $332,000, $76,000 and $73,000 for the years 2025, 2024 and 2023, respectively. As of December 31, 2025 and 2024, $1.5 million and $1.6 million, respectively, were recorded in Other liabilities on the Consolidated Statements of Financial Condition for this supplemental retirement plan. In connection with this supplemental retirement plan, a decrease of $26,000, net of tax, was recorded in other comprehensive income (loss) for 2025, while there was a $57,000 increase recorded in other comprehensive income (loss) for both the 2024 and 2023 periods, respectively. Retirement Plan for the Board of Directors of Provident Bank The Bank maintains a Retirement Plan for the board of directors of the Bank, a non-qualified plan that provides cash payments for up to 10 years to eligible retired board members based on age and length of service requirements. The maximum payment under this plan to a board member, who terminates service on or after the age of 72 with at least ten years of service on the board, is forty quarterly payments of $2,500. The Bank may suspend payments under this plan if it does not meet FDIC or NJDOBI minimum capital requirements. The Bank may terminate this plan at any time although such termination may not reduce or eliminate any benefit previously accrued to a board member without his or her consent. The plan was amended in December 2005 to terminate benefits under this plan for any directors who had less than ten years of service on the board of directors of the Bank as of December 31, 2006. The plan further provides that, in the event of a change in control (as defined in the plan), the undistributed balance of a director’s accrued benefit will be distributed to him or her within 60 days of the change in control. The Bank paid $10,000, $10,000, and $5,000 to former board members under this plan for each of the years ended December 31, 2025, 2024 and 2023, respectively. As of December 31, 2025 and 2024, $753,000 and $776,000, respectively, were recorded in other liabilities on the Consolidated Statements of Financial Condition for this retirement plan. Minimal increases of $782 and $500, net of tax, was recorded in other comprehensive income for 2025 and 2024, respectively, while there was a decrease of $7,000 recorded in 2023, respectively, in connection with this plan. Employee Stock Ownership Plan The ESOP was a tax-qualified plan designed to invest primarily in the Company’s common stock that provided employees with the opportunity to receive a funded retirement benefit from the Bank, based primarily on the value of the Company’s common stock. The ESOP purchased 4,769,464 shares of the Company’s common stock at an average price of $17.09 per share with the proceeds of a loan from the Company to the ESOP. As of December 31, 2025, there was no outstanding loan principal, as the Bank made the final repayment on borrowed funds in December 2024 and a final allocation of shares was made to participants in May 2025. As of December 31, 2025, there were no remaining unallocated ESOP shares held in suspense and no ESOP compensation expense, as final repayment was made in December 2024. For the year ending December 31, 2024, 286,564 shares from the ESOP were released. ESOP compensation expense for the years ended December 31, 2024 and 2023 was $2.6 million and $3.1 million, respectively. Non-Qualified Supplemental Defined Contribution Plan (“the Supplemental Employee Stock Ownership Plan”) Effective January 1, 2004, the Bank established a deferred compensation plan for executive management and key employees of the Bank, known as Provident Bank Non-Qualified Supplemental Employee Stock Ownership Plan (the “Supplemental ESOP”). The Supplemental ESOP was amended and restated as the Non-Qualified Supplemental Defined Contribution Plan (the “Supplemental DC Plan”), effective January 1, 2010. The Supplemental DC Plan is a non-qualified plan that provides additional benefits to certain executives whose benefits under the 401(k) Plan and ESOP are limited by tax law limitations applicable to tax-qualified plans. The Supplemental DC Plan requires a contribution by the Bank for each participant who also participates in the 401(k) Plan and ESOP equal to the amount that would have been contributed under the terms of the 401(k) Plan and ESOP but for the tax law limitations, less the amount actually contributed under the 401(k) Plan and ESOP. The Supplemental DC Plan provides for a phantom stock allocation for qualified contributions that may not be accrued in the qualified ESOP and for matching contributions that may not be accrued in the qualified 401(k) Plan due to tax law limitations. Under the Supplemental 401(k) provision, the estimated expense (benefit) for the years ending December 31, 2025, 2024 and 2023 was $60,000, $37,000 and $262,000, respectively, and included the matching contributions plus interest credited at an annual rate equal to the ten-year bond-equivalent yield on U.S. Treasury securities. Under the Supplemental ESOP provision, the estimated expense for the years ending December 31, 2025, 2024 and 2023 was $5,000, $23,000 and $432,000, respectively. The phantom equity is treated as equity awards (expensed at the time of allocation) and not liability awards which would require periodic adjustment to market, as participants do not have an option to take their distribution in cash. 2024 Equity Plan Upon stockholders’ approval of the 2024 Equity Plan on April 25, 2024, shares available for stock awards and stock options under the Amended and Restated Long-Term Incentive Plan were reserved for issuance under the new 2024 Equity Plan. No additional grants of stock awards and stock options will be made under the Amended and Restated Long-Term Incentive Plan. The new plan authorized the issuance of up to 2,100,000 shares of Company common stock to be issued as stock awards. As of December 31, 2025, 2,272,244 shares remain available for grant under the plan. Shares previously awarded under prior equity incentive plans that are subsequently forfeited or expire may also be issued under this new plan. Restricted Stock Awards As a general rule, restricted stock grants are held in escrow for the benefit of the award recipient until vested. Awards outstanding generally vest in three annual installments, commencing one year from the date of the award. Additionally, certain awards are three-year performance-vesting awards, which may or may not vest depending upon the attainment of certain corporate financial targets. Expense attributable to stock awards amounted to $7.9 million, $8.4 million and $7.6 million for the years ended December 31, 2025, 2024 and 2023, respectively. A summary status of the granted but unvested stock award as of December 31, 2025 and changes during the year, is presented below:
| Restricted Stock Awards
| 2025 |  | 2024 |  | 2023
Outstanding at beginning of year | 452,311 |  |  | 265,000 |  |  | 244,438 |
Granted | 10,209 |  |  | 371,219 |  |  | 179,398 |
Exercised | (288,675) |  |  | (153,931) |  |  | (142,793) |
Forfeited | (7,993) |  |  | (29,977) |  |  | (16,043) |
Outstanding at the end of year | 165,852 |  |  | 452,311 |  |  | 265,000 |
As of December 31, 2025, unrecognized compensation cost relating to unvested restricted stock awards totaled $7.9 million. This amount will be recognized over a remaining weighted average period of 1.6 years. Performance-Based Restricted Stock Performance-based restricted stock awards generally vest after a three years performance period, with the total share quantity dependent on the Company meeting certain target performance conditions ranging from 0% to 150%. The fair value of performance-based restricted stock awards used to determine compensation expense for the Return on Average Tangible Equity/Total Shareholder Return ("ROATE/TSR") modifier is calculated using the Monte-Carlo simulation model for total stockholder return awards. A summary status of the performance-based restricted award as of December 31, 2025 and changes during the year, is presented below:
| Performance-Based Restricted Stock
| 2025 |  | 2024 |  | 2023
Outstanding at beginning of year | 1,010,527 |  |  | 788,092 |  |  | 778,692 |
Granted | 479,127 |  |  | 530,141 |  |  | 247,655 |
Exercised | (215,958) |  |  | (274,376) |  |  | (185,968) |
Forfeited | (99,441) |  |  | (33,330) |  |  | (52,287) |
Outstanding at the end of year (1) | 1,174,255 |  |  | 1,010,527 |  |  | 788,092 |
(1) If the performance-based stock was to achieve the max target performance of 150%, the total number of shares would increase by 63,332 for 2025. Restricted Stock Units ("RSUs") RSUs earn dividend equivalents (equal to cash dividends paid on the Company's common share) over the applicable performance or service period. Dividend equivalents, per the terms of the agreements, are accumulated and paid to the grantee on the quarterly dividend date, or forfeited if the applicable performance or service conditions are not met. Expense attributable to stock units amounted to $2.4 million and $1.1 million for the years ended December 31, 2025 and 2024, respectively. We did not have RSUs on our books in 2023. A summary status of the granted but unvested stock units as of December 31, 2025 and changes during the year, is presented below:
| Restricted Stock Units
| 2025 |  | 2024 |  | 2023
Outstanding at beginning of year | 295,810 |  |  | — |  |  | — |
Granted | 238,302 |  |  | 302,805 |  |  | — |
Exercised | (69,839) |  |  | (3,414) |  |  | — |
Forfeited | (35,844) |  |  | (3,581) |  |  | — |
Outstanding at the end of year | 428,429 |  |  | 295,810 |  |  | — |
As of December 31, 2025, unrecognized compensation cost relating to unvested restricted stock units totaled $4.1 million. This amount will be recognized over a remaining weighted average period of 1.6 years. Stock Options Each stock option granted entitles the holder to purchase one share of the Company’s common stock at an exercise price not less than the fair value of a share of the Company’s common stock at the date of grant. Options generally vest over a five-year period from the date of grant and expire no later than 10 years following the grant date. Additionally, certain options are three-year performance-vesting options, which may or may not vest depending upon the attainment of certain corporate financial targets. A summary of the status of the granted but unexercised stock options as of December 31, 2025, 2024 and 2023, and changes during the year is presented below:
| 2025 |  | 2024 |  | 2023
| Number of stock options |  | Weighted average exercise price |  | Number of stock options |  | Weighted average exercise price |  | Number of stock options |  | Weighted average exercise price
Outstanding at beginning of year | 468,163 |  |  | $ | 19.89 |  |  | 548,925 |  |  | $ | 19.37 |  |  | 600,806 |  |  | $ | 19.01 |
Granted | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
Exercised | (65,972) |  |  | 18.34 |  |  | — |  |  | — |  |  | (51,881) |  |  | 15.23 |
Forfeited | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
Expired | — |  |  | — |  |  | (80,762) |  |  | 16.38 |  |  | — |  |  | — |
Outstanding at the end of year | 402,191 |  |  | $ | 20.14 |  |  | 468,163 |  |  | $ | 19.89 |  |  | 548,925 |  |  | $ | 19.37 |
The total fair value of options vesting during 2025, 2024 and 2023 was $66,000, $133,000 and $198,000, respectively. After March 2025, there are no unvested stock options expensed. The following table summarizes information about stock options outstanding as of December 31, 2025:
| Options Outstanding |  | Options Exercisable
Range of exercise prices | Number of options outstanding |  | Average remaining contractual life |  | Weighted average exercise price |  | Number of options exercisable |  | Weighted average exercise price
$18.70-18.70 | 76,327 |  |  | 1.0 |  | $ | 18.70 |  |  | 76,327 |  |  | $ | 18.70 |
$20.62-27.25 | 325,864 |  |  | 3.8 |  | $ | 23.20 |  |  | 325,864 |  |  | $ | 23.20 |
The stock options outstanding and stock options exercisable as of December 31, 2025, both had an aggregate intrinsic value of $80,000. The expense related to stock options is based on the fair value of the options at the date of the grant and is recognized ratably over the vesting period of the options. Compensation expense related to the Company’s stock option plan totaled $11,000, $77,000 and $144,000 for 2025, 2024 and 2023, respectively. The estimated fair values were determined on the dates of grant using the Black-Scholes Option pricing model. The fair value of the Company’s stock option awards are expensed on a straight-line basis over the vesting period of the stock option. The risk-free rate is based on the implied yield on a U.S. Treasury bond with a term approximating the expected term of the option. The expected volatility computation is based on historical volatility over a period approximating the expected term of the option. The dividend yield is based on the annual dividend payment per share, divided by the grant date stock price. The expected option term is a function of the option life and the vesting period. There were no options granted during 2025.

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