UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): June 23, 2005
PROVIDENT FINANCIAL SERVICES, INC.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 001-31566 42-1547151
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(State or Other Jurisdiction) (Commission File No.) (I.R.S. Employer
of Incorporation) Identification No.)
830 Bergen Avenue, Jersey City, New Jersey 07306-4599
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (201) 333-1000
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement.
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As discussed in more detail below, a compensatory plan or
arrangement in which executive officers may participate was amended by the Board
of Directors of The Provident Bank (the" Bank"), the wholly-owned subsidiary of
Provident Financial Services, Inc. (the "Company").
The Voluntary Bonus Deferral Plan. On June 23, 2005, The Board of
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Directors of the Bank amended the Voluntary Bonus Deferral Plan (the "Bonus
Deferral Plan") to freeze the Bonus Deferral Plan as it relates to the deferral
of bonuses earned for the calendar years 2005 and thereafter. The Bank maintains
the Bonus Deferral Plan, which is a non-qualified plan that provides for the
deferral of some or all of any bonus payments awarded under the management
incentive bonus program. Prior to this amendment, an eligible employee could
defer either one-half or all of a bonus award for a period of five years or ten
years, or until the attainment of age 60 or 65, but in no event could any amount
be deferred beyond the year in which such employee attains age 65. Deferred
bonus awards are invested by the Bank's Board of Directors, in its sole
discretion, in a portfolio of assets consisting of any combination of
obligations of the United States with maturities not exceeding five years in
duration. An eligible employee will receive a lump sum payment upon a change in
control, as defined in this plan, and is eligible to apply for a hardship
distribution of some or all of his or her separate accounts. The Bonus Deferral
Plan shall continue to be administered as to amounts previously deferred under
such plan prior to December 31, 2004 in accordance with the terms and provisions
of the Bonus Deferral Plan.
Item 1.02 Termination of a Material Definitive Agreement.
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As discussed in more detail below, a compensatory plan or arrangement
in which the Chairman and Chief Executive Officer of the Bank may participate
was terminated by the Board of Directors of The Provident Bank (the" Bank"), the
wholly-owned subsidiary of Provident Financial Services, Inc. (the "Company").
The Voluntary Bonus Deferral Plan for the Chairman. On June 23, 2005,
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the Board of Directors of the Bank approved the termination of the Voluntary
Bonus Deferral Plan for the Chairman (the "Chairman's Bonus Deferral Plan")
effective immediately. The Bank maintained the Chairman's Bonus Deferral Plan, a
non-qualified plan that provided for the deferral of up to the entire bonus
award made to the Chairman for a period of five years or until the attainment of
age 65. The Bank established an investment fund to provide for the investment of
the deferred bonus awards due under this plan and allowed the Chairman to
choose, with the plan administrator's consent, from a variety of investment
options. Under this plan the Chairman was entitled to receive a lump sum payment
upon a change in control, as defined in the plan, and was eligible to apply for
a hardship distribution of some or all of his separate account, in the event of
a financial hardship. No bonus payments were deferred pursuant to this plan.
Item 9.01. Financial Statements and Exhibits
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(a) Financial Statements of Businesses Acquired. Not applicable
(b) Pro Forma Financial Information. Not Applicable
(c) Exhibits. Not applicable
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
PROVIDENT FINANCIAL SERVICES, INC.
DATE: June 23, 2005 By: /s/ Paul M. Pantozzi
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Paul M. Pantozzi
Chairman and Chief Executive Officer