Item 8.01 Other Events
Provident Financial Holdings, Inc. ("Corporation") has previously announced the
April 2020 Stock Repurchase Plan ("Plan") and the subsequent extension of the
Plan in April 2021. There are approximately 241,000 shares remaining in the
Plan. On August 31, 2021, the Corporation adopted a stock repurchase program
("Program") in accordance with, and as a part of the Plan which will be in
effect from September 8, 2021 through April 27, 2022. The Program has been
adopted in accordance with guidelines specified by Rule 10b5-1 and under Rule
10b-18 under the Securities Exchange Act of 1934, as amended.
Rule 10b5-1 permits corporations to adopt written, pre-arranged stock trading
programs when they are not in possession of material, non-public information.
Using these programs corporations may spread stock trades over a period
regardless of any material non-public information they may receive after
adopting their program. In accordance with Rule 10b5-1, the Corporation will
have no discretion over the repurchase of shares of common stock under the
Program. Rule 10b-18 provides a corporation with a non-exclusive safe harbor
from liability under certain market manipulation rules when repurchases of the
corporation's common stock in the market are made under the rule's conditions.
In accordance with Rule 10b-18, the Corporation intends to satisfy the required
manner, timing, price, and volume conditions as defined in the Program.
Under the Program, shares of common stock may be repurchased in open market
transactions or privately negotiated transactions subject to the satisfaction of
certain conditions. Repurchases will be administered through an independent
broker. There can be no assurance as to the exact number, or aggregate value,
of shares of common stock that may be repurchased by the Corporation under the
Program.
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