EX-13 2 prov-20220630xex13.htm EX-13

EXHIBIT 13

2022 Annual Report to Stockholders

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2022 Annual Report

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Message From the Chairman

Dear Shareholders:

I am pleased to forward our Annual Report for fiscal 2022 highlighting our improved financial results. Last year at this time, I wrote in the Chairman’s Message that “I was confident our strong financial foundation positions us well to face future challenges and to capitalize on opportunities as they develop.” Now, a year later, I am happy to report that the Company has capitalized on a better lending environment and has improved our interest-earning assets structure with a larger percentage of higher yielding loans held for investment and a smaller percentage of lower yielding investment securities and cash and cash equivalents. Also, while general economic conditions were erratic, our strong financial foundation was never tested by the economic malaise. Today, it seems like we may face a greater risk of recession coupled with higher inflation and other economic dislocations. But, I believe as strongly today as last year at this time, that our robust capital levels and conservative credit culture will continue to support the Company through any future economic disruptions.

Fiscal 2022

Overall, our fiscal 2022 financial results, described in the following Financial Highlights, are much improved from those realized during the prior fiscal years. Throughout the year the financial markets experienced a gradual return to near normal pre-pandemic economic conditions at least within the context of the banking environment and customer activity. These improved conditions resulted in better fundamental financial performance.

Last year, I described that our fiscal 2022 Business Plan forecast disciplined growth in loans held for investment, growth in retail deposits (primarily core deposits), control of operating expenses, and sound capital management decisions.

We experienced good results regarding these initiatives. Loan originations and purchases for the held for investment portfolio were $306.2 million in fiscal 2022, a 32 percent increase from fiscal 2021 volume. Additionally, loan prepayments declined this fiscal year and when combined with the increased loan origination and purchase volume the activity resulted in a 10 percent increase in loans held for investment. Also, core deposits, one of the most valuable assets of a banking franchise, increased by $36.8 million or five percent at June 30, 2022 from the same date last year; operating expenses for fiscal 2022 decreased by approximately four percent from the prior year (after adjusting for the Employee Retention Tax Credit in fiscal 2022 and 2021); and, we paid a quarterly cash dividend of $0.14 per share in fiscal 2022 while repurchasing approximately 257,000 shares of our common stock under the April 2020 stock repurchase plan. Our capital management activities resulted in a 93 percent distribution of fiscal 2022 net income.

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Fiscal 2023

Similar to fiscal 2022, we plan to emphasize disciplined growth in loans held for investment and are encouraged by the origination volume generated in the last six months of fiscal 2022 suggesting we will begin the new fiscal year with good loan demand; the continued growth of core deposits; disciplined control of operating expenses where we continue to improve operating efficiencies; and sound capital management decisions. We currently plan to return capital to shareholders in the form of cash dividends and believe that maintaining our cash dividend is very important to shareholders. We also recognize that prudent capital returns through stock repurchase programs is an essential capital management tool that we will continue to use as a component of our capital management strategy. We remain committed to single-family, multi-family, and commercial real estate mortgage lending as our primary sources of asset growth and we will redeploy cash-flows from investment securities to support the growth of our loan portfolio. Similarly, we intend to increase the balances of lower cost checking and savings accounts and increase our time deposits to support the growth of total assets. This strategy is intended to improve core revenue, over time, through a higher net interest margin, higher net interest income and ultimately, coupled with the growth of the Company, an increase in net income.

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A Final Word

I am pleased with our ability to navigate the uncertain economic landscape over the past few years and am confident that our strong financial foundation positions us well to face future challenges and to capitalize on opportunities as they develop.

In closing, I would like to recognize and thank our staff of banking professionals and Directors for their dedication to Provident. I would also like to express my appreciation for the support we receive from our customers, shareholders and the communities we serve. We recognize that our continued success is conditioned upon your ongoing goodwill. Thank you.

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Sincerely,

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​ /s/ Craig G. Blunden | ​
Craig G. Blunden | ​
Chairman and Chief Executive Officer | ​

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Financial Highlights

The following tables set forth information concerning the consolidated financial position and results of operations of the Corporation and its subsidiary at the dates and for the periods indicated.

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​ | ​ | At or For The Year Ended June 30,
(In Thousands, Except Per Share Information) |  | 2022 |  | 2021 |  | 2020 |  | 2019 |  | 2018
FINANCIAL CONDITION DATA: |  | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Total assets | ​ | $ | 1,187,038 | ​ | $ | 1,183,596 | ​ | $ | 1,176,837 | ​ | $ | 1,084,850 | ​ | $ | 1,175,549
Loans held for investment, net | ​ | ​ | 939,992 | ​ | ​ | 850,960 | ​ | ​ | 902,796 | ​ | ​ | 879,925 | ​ | ​ | 902,685
Loans held for sale, at fair value | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 96,298
Cash and cash equivalents | ​ | ​ | 23,414 | ​ | ​ | 70,270 | ​ | ​ | 116,034 | ​ | ​ | 70,632 | ​ | ​ | 43,301
Investment securities | ​ | ​ | 188,421 | ​ | ​ | 226,893 | ​ | ​ | 123,344 | ​ | ​ | 100,059 | ​ | ​ | 95,309
Deposits | ​ | ​ | 955,504 | ​ | ​ | 937,973 | ​ | ​ | 892,969 | ​ | ​ | 841,271 | ​ | ​ | 907,598
Borrowings | ​ | ​ | 85,000 | ​ | ​ | 100,983 | ​ | ​ | 141,047 | ​ | ​ | 101,107 | ​ | ​ | 126,163
Stockholders’ equity | ​ | ​ | 128,650 | ​ | ​ | 127,280 | ​ | ​ | 123,976 | ​ | ​ | 120,641 | ​ | ​ | 120,457
Book value per share | ​ | ​ | 17.06 | ​ | ​ | 16.88 | ​ | ​ | 16.67 | ​ | ​ | 16.12 | ​ | ​ | 16.23
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OPERATING DATA: | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |
Interest income | ​ | $ | 34,730 | ​ | $ | 35,201 | ​ | $ | 42,456 | ​ | $ | 44,378 | ​ | $ | 42,712
Interest expense | ​ | ​ | 3,135 | ​ | ​ | 4,562 | ​ | ​ | 6,055 | ​ | ​ | 6,208 | ​ | ​ | 6,412
Net interest income | ​ | ​ | 31,595 | ​ | ​ | 30,639 | ​ | ​ | 36,401 | ​ | ​ | 38,170 | ​ | ​ | 36,300
(Recovery) provision for loan losses | ​ | ​ | (2,462) | ​ | ​ | (708) | ​ | ​ | 1,119 | ​ | ​ | (475) | ​ | ​ | (536)
Net interest income after (recovery) provision for loan losses | ​ | ​ | 34,057 | ​ | ​ | 31,347 | ​ | ​ | 35,282 | ​ | ​ | 38,645 | ​ | ​ | 36,836
Loan servicing and other fees | ​ | ​ | 1,056 | ​ | ​ | 1,170 | ​ | ​ | 819 | ​ | ​ | 1,051 | ​ | ​ | 1,575
Gain (loss) on sale of loans, net | ​ | ​ | 40 | ​ | ​ | (103) | ​ | ​ | (132) | ​ | ​ | 7,135 | ​ | ​ | 15,802
Deposit account fees | ​ | ​ | 1,302 | ​ | ​ | 1,247 | ​ | ​ | 1,610 | ​ | ​ | 1,928 | ​ | ​ | 2,119
Card and processing fees | ​ | ​ | 1,639 | ​ | ​ | 1,605 | ​ | ​ | 1,454 | ​ | ​ | 1,568 | ​ | ​ | 1,541
Other non-interest income | ​ | ​ | 679 | ​ | ​ | 654 | ​ | ​ | 769 | ​ | ​ | 829 | ​ | ​ | 858
Operating expenses | ​ | ​ | 25,915 | ​ | ​ | 25,733 | ​ | ​ | 28,900 | ​ | ​ | 45,236 | ​ | ​ | 53,204
Income before income taxes | ​ | ​ | 12,858 | ​ | ​ | 10,187 | ​ | ​ | 10,902 | ​ | ​ | 5,920 | ​ | ​ | 5,527
Provision for income taxes | ​ | ​ | 3,765 | ​ | ​ | 2,626 | ​ | ​ | 3,213 | ​ | ​ | 1,503 | ​ | ​ | 3,396
Net income | ​ | $ | 9,093 | ​ | $ | 7,561 | ​ | $ | 7,689 | ​ | $ | 4,417 | ​ | $ | 2,131
Basic earnings per share | ​ | $ | 1.23 | ​ | $ | 1.01 | ​ | $ | 1.03 | ​ | $ | 0.59 | ​ | $ | 0.28
Diluted earnings per share | ​ | $ | 1.22 | ​ | $ | 1.00 | ​ | $ | 1.01 | ​ | $ | 0.58 | ​ | $ | 0.28
Cash dividend per share | ​ | $ | 0.56 | ​ | $ | 0.56 | ​ | $ | 0.56 | ​ | $ | 0.56 | ​ | $ | 0.56

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Financial Highlights

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​ | ​ | At or For The Year Ended June 30, | ​
​ |  | 2022 |  | 2021 |  | 2020 |  | 2019 |  | 2018 | ​
KEY OPERATING RATIOS: |  | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
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Performance Ratios | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Return on average assets | ​ | 0.76 | % | 0.64 | % | 0.69 | % | 0.39 | % | 0.18 | %
Return on average stockholders’ equity | ​ | 7.14 | ​ | 6.05 | ​ | 6.26 | ​ | 3.63 | ​ | 1.73 | ​
Interest rate spread | ​ | 2.69 | ​ | 2.62 | ​ | 3.30 | ​ | 3.40 | ​ | 3.13 | ​
Net interest margin | ​ | 2.72 | ​ | 2.66 | ​ | 3.36 | ​ | 3.47 | ​ | 3.19 | ​
Average interest-earning assets to average interest- bearing liabilities | ​ | 110.67 | ​ | 110.78 | ​ | 111.32 | ​ | 111.32 | ​ | 111.14 | ​
Operating and administrative expenses as a percentage of average total assets | ​ | 2.17 | ​ | 2.18 | ​ | 2.59 | ​ | 4.00 | ​ | 4.54 | ​
Efficiency ratio(1) | ​ | 71.37 | ​ | 73.08 | ​ | 70.62 | ​ | 89.26 | ​ | 91.42 | ​
Stockholders’ equity to total assets ratio | ​ | 10.84 | ​ | 10.75 | ​ | 10.53 | ​ | 11.12 | ​ | 10.25 | ​
Dividend payout ratio | ​ | 45.88 | ​ | 55.83 | ​ | 55.45 | ​ | 96.55 | ​ | 200.00 | ​
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The Bank's Regulatory Capital Ratios | ​ |  | ​ |  | ​ |  | ​ |  | ​ |  | ​
Tier 1 leverage capital (to adjusted average assets) | ​ | 10.47 | % | 10.19 | % | 10.13 | % | 10.50 | % | 9.96 | %
CET1 capital (to risk-weighted assets) | ​ | 19.58 | ​ | 18.58 | ​ | 17.51 | ​ | 18.00 | ​ | 16.81 | ​
Tier 1 capital (to risk-weighted assets) | ​ | 19.58 | ​ | 18.58 | ​ | 17.51 | ​ | 18.00 | ​ | 16.81 | ​
Total capital (to risk-weighted assets) | ​ | 20.47 | ​ | 19.76 | ​ | 18.76 | ​ | 19.13 | ​ | 17.90 | ​
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Asset Quality Ratios | ​ |  | ​ |  | ​ |  | ​ |  | ​ |  | ​
Non-performing loans as a percentage of loans held for investment, net | ​ | 0.15 | % | 1.02 | % | 0.55 | % | 0.71 | % | 0.67 | %
Non-performing assets as a percentage of total assets | ​ | 0.12 | ​ | 0.73 | ​ | 0.42 | ​ | 0.57 | ​ | 0.59 | ​
Allowance for loan losses as a percentage of gross loans held for investment | ​ | 0.59 | ​ | 0.88 | ​ | 0.91 | ​ | 0.80 | ​ | 0.81 | ​
Net (recoveries) charge-offs to average loans receivable, net | ​ | (0.05) | ​ | (0.00) | ​ | (0.01) | ​ | (0.02) | ​ | 0.01 | ​

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(1) | Non-interest expense as a percentage of net interest income and non-interest income.

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Shareholder Information

ANNUAL MEETING

The annual meeting of shareholders will be held virtually by means of remote communication on Tuesday, November 29, 2022 at 11:00 a.m. (Pacific). A formal notice of the meeting, together with a proxy statement and proxy form, will be mailed to shareholders.

CORPORATE OFFICE

Provident Financial Holdings, Inc.

3756 Central Avenue

Riverside, CA 92506

(951) 686-6060

INTERNET ADDRESS

www.myprovident.com

SPECIAL COUNSEL

Breyer & Associates PC

8180 Greensboro Drive, Suite 785

McLean, VA 22102

(703) 883-1100

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Deloitte & Touche LLP

695 Town Center Drive, Suite 1000

Costa Mesa, CA 92626-7188

(714) 436-7100

TRANSFER AGENT

Computershare, Inc.

462 South 4th Street, Suite 1600

Louisville, KY 40202

(800) 368-5948

MARKET INFORMATION

Provident Financial Holdings, Inc. is traded on the NASDAQ Global Select Market under the symbol PROV.

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FINANCIAL INFORMATION

Requests for copies of the Form 10-K and Forms 10-Q filed with the Securities and Exchange Commission should be directed in writing to:

Donavon P. Ternes

President, COO and CFO

Provident Financial Holdings, Inc.

3756 Central Avenue

Riverside, CA 92506

CORPORATE PROFILE

Provident Financial Holdings, Inc. (the “Corporation”), a Delaware corporation, was organized in January 1996 for the purpose of becoming the holding company for Provident Savings Bank, F.S.B. (the “Bank”) upon the Bank’s conversion from a federal mutual to a federal stock savings bank (“Conversion”). The Conversion was completed on June 27, 1996. The Corporation does not engage in any significant activity other than holding the stock of the Bank. The Bank serves the banking needs of select communities in Riverside and San Bernardino Counties and has mortgage lending operations in California.

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Board of Directors and Senior Officers

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Board of Directors |  | Senior Officers
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Joseph P. Barr, CPA | ​ | Provident Financial Holdings, Inc.
Retired Partner | ​ | ​
Ernst & Young, LLP | ​ | Craig G. Blunden
​ | ​ | Chairman and Chief Executive Officer
Bruce W. Bennett | ​ | ​
Retired Health Care Executive | ​ | Donavon P. Ternes
Private Investor | ​ | President, Chief Operating Officer,
​ | ​ | Chief Financial Officer, and
Craig G. Blunden | ​ | Corporate Secretary
Chairman and Chief Executive Officer | ​ | ​
Provident Financial Holdings, Inc. | ​ | Provident Bank
Provident Bank | ​ | ​
​ | ​ | Craig G. Blunden
Judy A. Carpenter | ​ | Chairman and Chief Executive Officer
Former President and Chief Operating Officer | ​ | ​
Riverside Medical Clinic | ​ | Deborah L. Hill
​ | ​ | Senior Vice President
Debbi H. Guthrie | ​ | Chief Human Resources and
Retired Executive | ​ | Administrative Officer
Raincross Hospitality Corporation | ​ | ​
​ | ​ | Robert “Scott” Ritter
Kathy M. Michalak | ​ | Senior Vice President
Former Executive Director | ​ | Single-Family Division
Habitat for Humanity Riverside | ​ | ​
​ | ​ | Lilian Salter
Roy H. Taylor | ​ | Senior Vice President
Retired Executive | ​ | Chief Information Officer
Hub International of California, Inc. | ​ | ​
​ | ​ | Donavon P. Ternes President, Chief Operating Officer, Chief Financial Officer, and Corporate Secretary ​ David S. Weiant Senior Vice President Chief Lending Officer ​ Gwendolyn L. Wertz Senior Vice President Retail Banking Division
William E. Thomas, Esq. Executive Vice President and General Counsel The KPC Group | ​ | ​
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Provident Locations

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RETAIL BANKING CENTERS | ​ | ​
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Blythe | ​ | Moreno Valley
350 E. Hobson Way | ​ | 12460 Heacock Street
Blythe, CA 92225 | ​ | Moreno Valley, CA 92553
(760) 922-6105 ​ | ​ | (951) 242-3149
Canyon Crest | ​ | Orangecrest
5225 Canyon Crest Drive, Suite 86 | ​ | 19348 Van Buren Boulevard, Suite 119
Riverside, CA 92507 | ​ | Riverside, CA 92508
(951) 781-8080 ​ | ​ | (951) 780-7170
Corona | ​ | Rancho Mirage
487 Magnolia Avenue, Suite 101 | ​ | 71991 Highway 111
Corona, CA 92879 | ​ | Ranch Mirage, CA 92270
(951) 270-2926 ​ | ​ | (760) 340-5644
Downtown Business Center | ​ | Redlands
4001 Main Street | ​ | 125 E. Citrus Avenue
Riverside, CA 92501 | ​ | Redlands, CA 92373
(951) 682-3272 ​ | ​ | (909) 793-2992
Hemet | ​ | Sun City
1690 E. Florida Avenue | ​ | 27010 Sun City Boulevard
Hemet, CA 92544 | ​ | Sun City, CA 92586
(951) 658-7224 ​ | ​ | (951) 679-2301 ​
Home Office | ​ | Temecula
6570 Magnolia Avenue | ​ | 40705 Winchester Road, Suite 6
Riverside, CA 92506 | ​ | Temecula, CA 92591
(951) 782-6177 ​ | ​ | (951) 296-2429
La Sierra | ​ | ​
3312 La Sierra Avenue, Suite 105 | ​ | ​
Riverside, CA 92503 | ​ | ​
(951) 353-9897 | ​ | ​

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Customer Information 1-800-442-5201 or www.myprovident.com

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Corporate Office

3756 Central Avenue, Riverside, CA 92506

(951) 686-6060

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www.myprovident.com

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NASDAQ Global Select Market - PROV