EX-13 2 prov-20240630xex13.htm EX-13

EXHIBIT 13

2024 Annual Report to Stockholders


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2024 Annual Report


Message From the Chairman

Dear Shareholders:

I am pleased to forward our Annual Report for fiscal 2024 highlighting our financial results. Last year at this time, it was noted in the Chairman’s Message that, “Current general economic conditions do not seem to be improving and the Federal Open Market Committee (“FOMC”) has responded to higher inflation data by raising the federal funds rate to the highest level in 22 years and at the quickest pace in 40 years.” A year later and inflation numbers are finally starting to decline in a consistent manner. Like many others, we began the 2024 calendar year believing that rate cuts were likely and there would be multiple rate cuts in the year. Today, we are more than half way through the year and we are still waiting for the rate cuts to materialize. But we may finally start to see some rate relief as the FOMC has recently signaled that inflation is declining, which would allow for a less restrictive monetary policy. Throughout this last fiscal year, we have continued to be good stewards of our capital by executing a strategy that called for us to slow growth in a potential recessionary environment and work to ensure strong credit quality. This conservative credit culture has served us well in the past and continues to do so in the present, particularly in light of the elevated credit risk around commercial real estate loans.

 

Fiscal 2024  

Overall, our fiscal 2024 financial results, described in the following Financial Highlights, reflected a decline in both net income and total assets compared to the prior year. Throughout fiscal 2024, operating conditions were challenging with the macroeconomic headwinds of an inverted yield curve, higher interest rates, high inflation, rising unemployment rates and modest gross domestic product growth. As a result, the Bank made the strategic decision to restrict loan growth and took a defensive position with the balance sheet, resulting in a lower balance of loans held for investment, but thereby limiting new exposures to credit risk. In addition, the deposit environment was highly competitive and depositors were actively seeking higher rates for their deposits. This resulted in a decline in our total deposits and an increase in our interest expense as we were competing to retain those relationships or replace them with higher cost funding sources.

Last year, we described that our fiscal 2024 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. The Business Plan was predicated on the forecast of gradual rate cuts by the FOMC and the beginning of the return to a normally sloped yield curve.

But when the rate environment we envisioned did not materialize, we deviated from the Business Plan as it relates to loan growth.  Loan originations and purchases for the held for investment portfolio were $75.5 million in fiscal 2024, a 68 percent decrease from the fiscal 2023 volume, and loan prepayments exceeded new loan origination volume resulting in a two percent decrease in loans held for investment. On the funding side, core deposits decreased by $115.1 million or 16 percent at June 30, 2024 from the same date last year as a result of depositors moving funds into higher yielding investment opportunities and were partially replaced with brokered certificates of deposit such that total deposits declined by seven percent. Operating expenses for fiscal 2024 increased by approximately one percent from the prior year resulting from the inflationary environment but were well-controlled. Last year, we mentioned our intent to expand our contingency funding sources and successfully executed that plan by increasing total borrowing capacity from all sources by approximately seven percent in comparison to the prior fiscal year. In addition, we paid a quarterly cash dividend of $0.14 per share in fiscal 2024 while repurchasing approximately 197,000 shares of our common stock under the stock repurchase plans. Our capital management activities resulted in an approximately 88 percent distribution of fiscal 2024 net income.

Fiscal 2025

Similar to fiscal 2024, we plan to emphasize measured growth in loans held for investment; the continued growth of retail deposits; disciplined control of operating expenses where we continue to improve operating efficiencies; and sound capital management decisions. We believe this is reasonable in a less restrictive monetary policy environment, where elevated interest rates and the inverted yield curve begin to reverse course and normalize. 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. Since we suspect that we are on the cusp of interest rate cuts by the FOMC, we believe there will be adjustments to the yield curve that will better support loan growth in the balance sheet at a lower cost of funds, and likely expansion in our net interest margin. 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.

 

A Final Word

As I think about the upcoming year framed by recent operating conditions, the word that comes to mind is resilience. The last few years have seen the world recovering from a once in a lifetime pandemic, banking industry turmoil in terms of elevated liquidity, interest rate and commercial real estate credit risks, and the highest rate of inflation in over 40 years. I would like to share a quote that I believe is apropos to our experience. “Everyone experiences tough times; it is a measure of your determination and dedication how you deal with them and how you can come through them.” – Lakshmi Mittal (Executive Chairman for ArcelorMittal, the world’s second largest steelmaking company). As we look to the next fiscal year, I want to assure you that we are determined and dedicated. We adjust our operating strategies on an ongoing basis to overcome challenging conditions but not in a way that jeopardizes our long-term viability in


exchange for short-term profitability. In this competitive environment, we understand we need to balance profitability against risks, but believe that moving further out on the risk curve within our core competencies is warranted at this time given our strong financial foundation and general outlook for improving operating conditions. But we will not move away from our community banking roots or from serving the families and small businesses of the Inland Empire, moreover we will celebrate and continue to expand on that heritage.        

In closing, I would like to recognize and thank our staff of banking professionals and Directors for their dedication to Provident. We could not operate our business without their loyalty and dedication.

I would also like to express my appreciation to our customers, shareholders, and the communities we serve. To all of you, thank you for your continued patronage and support. We recognize that our continued success is inextricably linked to each of you and is dependent upon your ongoing support.

Sincerely,

/s/ Craig G. Blunden

Craig G. Blunden

Chairman of the Board of Directors


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.

At or For The Year Ended June 30,

(In Thousands, Except Per Share Information)

    

2024

    

2023

    

2022

    

2021

    

2020

FINANCIAL CONDITION DATA:

    

Total assets

$

1,272,200

$

1,332,948

$

1,187,038

$

1,183,596

$

1,176,837

Loans held for investment, net

1,052,979

1,077,629

939,992

850,960

902,796

Cash and cash equivalents

51,376

65,849

23,414

70,270

116,034

Investment securities

131,900

156,492

188,421

226,893

123,344

Deposits

888,348

950,571

955,504

937,973

892,969

Borrowings

238,500

235,009

85,000

100,983

141,047

Stockholders’ equity

129,941

129,687

128,650

127,280

123,976

Book value per share

18.98

18.41

17.66

16.88

16.67

OPERATING DATA:

  

  

  

  

  

Interest income

$

54,730

$

45,992

$

34,730

$

35,201

$

42,456

Interest expense

19,807

9,007

3,135

4,562

6,055

Net interest income

34,923

36,985

31,595

30,639

36,401

(Recovery of) provision for credit losses

(63)

374

(2,462)

(708)

1,119

Net interest income after (recovery of) provision for credit losses

34,986

36,611

34,057

31,347

35,282

Loan servicing and other fees

337

414

1,056

1,170

819

(Loss) gain on sale of loans, net

(66)

124

40

(103)

(132)

Deposit account fees

1,154

1,296

1,302

1,247

1,610

Card and processing fees

1,384

1,525

1,639

1,605

1,454

Other non-interest income

1,132

716

679

654

769

Operating expenses

28,540

28,270

25,915

25,733

28,900

Income before income taxes

10,387

12,416

12,858

10,187

10,902

Provision for income taxes

3,036

3,824

3,765

2,626

3,213

Net income

$

7,351

$

8,592

$

9,093

$

7,561

$

7,689

Basic earnings per share

$

1.06

$

1.20

$

1.23

$

1.01

$

1.03

Diluted earnings per share

$

1.06

$

1.19

$

1.22

$

1.00

$

1.01

Cash dividend per share

$

0.56

$

0.56

$

0.56

$

0.56

$

0.56


Financial Highlights

At or For The Year Ended June 30,

    

2024

    

2023

    

2022

    

2021

    

2020

KEY OPERATING RATIOS:

    

Performance Ratios

Return on average assets

0.57

%  

0.68

%  

0.76

%  

0.64

%  

0.69

%

Return on average stockholders’ equity

5.62

6.58

7.14

6.05

6.26

Interest rate spread

2.62

2.92

2.69

2.62

3.30

Net interest margin

2.78

2.99

2.72

2.66

3.36

Average interest-earning assets to average interest- bearing liabilities

110.28

110.27

110.67

110.78

111.32

Operating expenses as a percentage of average total assets

2.22

2.23

2.17

2.18

2.59

Efficiency ratio(1)

73.44

68.85

71.37

73.08

70.62

Stockholders’ equity to total assets ratio

10.21

9.73

10.84

10.75

10.53

Dividend payout ratio

52.83

47.06

45.88

55.83

55.45

The Bank's Regulatory Capital Ratios

  

  

  

  

  

Tier 1 leverage capital (to adjusted average assets)

10.02

%  

9.59

%  

10.47

%  

10.19

%  

10.13

%

CET1 capital (to risk-weighted assets)

19.29

18.50

19.58

18.58

17.51

Tier 1 capital (to risk-weighted assets)

19.29

18.50

19.58

18.58

17.51

Total capital (to risk-weighted assets)

20.38

19.38

20.47

19.76

18.76

Asset Quality Ratios

  

  

  

  

  

Non-performing loans as a percentage of loans held for investment, net

0.25

%  

0.12

%  

0.15

%  

1.02

%  

0.55

%

Non-performing assets as a percentage of total assets

0.20

0.10

0.12

0.73

0.42

Allowance for credit losses as a percentage of gross loans held for investment

0.67

0.55

0.59

0.88

0.91

Net (recoveries) charge-offs to average loans receivable, net

(0.05)

(0.01)

(1)Operating expenses as a percentage of net interest income and non-interest income.


Shareholder Information

ANNUAL MEETING

The annual meeting of shareholders will be held virtually by means of remote communication on Thursday, November 21, 2024 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

First Class/Registered/Certified Mail:

Computershare Investor Services
P.O. Box 43006
Providence, RI 02940-3006                                     

Courier Services/Overnight:

Computershare Investor Services
150 Royall Street

Canton, MA 02021

MARKET INFORMATION

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


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:

Tam B. Nguyen

Senior Vice President and Chief Financial Officer

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.


Board of Directors and Senior Officers

Board of Directors

    

Senior Officers

Craig G. Blunden

Provident Financial Holdings, Inc.

Chairman of the Board of Directors

Provident Financial Holdings, Inc.

Donavon P. Ternes

Provident Bank

President and Chief Executive Officer

Judy A. Carpenter

Tam B. Nguyen

Head of Medical Network Operations

Senior Vice President

Akido Labs

Chief Financial Officer and

Corporate Secretary

Debbi H. Guthrie

Retired Executive

Provident Bank

Raincross Hospitality Corporation

Donavon P. Ternes

Brian N. Hawley

President and Chief Executive Officer

Chief Executive Officer

Luminex Software, Inc.

Tam B. Nguyen

Senior Vice President

Kathy M. Michalak

Chief Financial Officer and

Former Executive Director

Corporate Secretary

Habitat for Humanity Riverside

Robert “Scott” Ritter

William E. Thomas, Esq.

Senior Vice President

Executive Vice President and General Counsel

Single-Family Division

The KPC Group

Lilian Salter

Matthew E. Webb

Senior Vice President

President and Chief Executive Officer

Chief Information Officer

Albert A. Webb Associates

David S. Weiant

Senior Vice President

Chief Lending Officer

Gwendolyn L. Wertz

Senior Vice President

Retail Banking Division


Provident Locations

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RETAIL BANKING CENTERS

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 30

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

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

www.myprovident.com

NASDAQ Global Select Market - PROV