Hello and welcome to the Annual Meeting of shareholders of Provident Financial Holdings. Please note that today's meeting is being recorded. During the meeting, we will have a question-and-answer session. Shareholders and proxy holders can submit questions at any time by clicking on the Q&A tab. It is now my pleasure to turn today's meeting over to Mr. Donavon Ternes, President and Chief Executive Officer. Mr. Ternes, the floor is yours.
Thank you, Mark. The meeting will please come to order. Welcome to the annual meeting of shareholders of Provident Financial Holdings. I am Donavon Ternes, President and Chief Executive Officer, and I will act as Chairman of the meeting. Attending the meeting virtually is Peter C. Fan, Secretary of the Company, who will act as Secretary of the Meeting. At this time, I would like to introduce our senior officers, directors, and nominees who have joined us for the annual meeting. The directors and nominees attending are Craig Blunden, Judy Carpenter, Debbie H. Guthrie, Brian Hawley, Kathy M. Michalak, Bill Thomas, and Matthew E. Webb. The senior officers attending are Scott Ritter, Dave Wyant, Greg Wirt, Avi Demirdjian, and Glee Harris. Also attending is John Breyer, our Corporate Counsel, and Daniel Israel, the partner of our accounting firm.
The Secretary has prepared a list of the shareholders of the company entitled to vote at the meeting, arranged in alphabetical order, showing the holders of the common stock of the company as of the close of business on October 6, 2025, the record date for voting. The list is available for inspection on the virtual meeting platform. The Secretary informs me that the records of the company show that there were outstanding on the record date and entitled to notice of and to vote at this annual meeting 6,503,511 shares of common stock, of which 3,251,756 shares represent a majority. We have previously received an affidavit that the notice of meeting and a form of proxy therefore were mailed on or about October 20, 2025, to each holder of record on the close of business on October 6, 2025.
A copy of the affidavit with documents attached will be attached to the minutes of this meeting as Exhibit A. It is now in order to appoint an inspector to count and examine all voting. The Board of Directors has previously appointed Peter C. Fan as Inspector of Election to act at this meeting and any adjournments. The certificate and report of inspector will be attached to the minutes. The Secretary has previously delivered to the inspector the list of shareholders and all proxies which have been received. The Secretary informs me that substantially more than a majority of the shares of common stock entitled to vote at the meeting are present virtually or by proxy. The inspector is making an exact count and will submit a formal report on the number of shares present or represented during the course of the meeting.
A quorum is therefore declared present, subject to the confirmation of that fact by the inspector in his report. We will waive the reading of the minutes of last year's annual meeting, but a copy of the minutes is available should any shareholder wish to review them. In order to save time at this meeting, we propose to arrange the proceedings so that the votes will be taken at this time, and while the inspector is counting the ballots, we will continue with other business. If you have already voted by proxy, you need not vote using the online platform at this meeting. The first item of business to be acted upon at the meeting, as stated in the notice of meeting, is the election of directors. In accordance with the bylaws, it is proposed that three directors be elected, each to serve for a three-year term.
In accordance with the bylaws of the company, three individuals have been nominated: Debbie H. Guthrie, Kathy M. Michalak, and Matthew E. Webb, each to serve for a three-year term. No nominations may be made at the meeting, therefore, I declare nominations to be closed. Shareholders are entitled to one vote for each share of stock owned, as shown in the records of the company. The vote will now be taken on the election of directors. If you wish to vote using the online platform, please vote now on each of the director nominees. Has everyone had an opportunity to vote? If so, I declare the polls closed for the election of directors. The second item on the agenda is the advisory vote on the approval of executive compensation as disclosed in the proxy statement for this annual meeting.
The Chair will entertain a motion to submit the advisory proposal on executive compensation to a vote.
So moved.
I second the motion.
Thank you. The vote will now be taken on the motion. If you wish to vote using the online platform, please do so now on the executive compensation of the company's named executive officers. Has everyone had an opportunity to vote? If so, I declare the polls closed on this motion. The final item of business is the approval of the appointment of Deloitte & Touche, LLP, as the company's independent auditors for the fiscal year ending June 30, 2026. The Chair will entertain a motion that Deloitte & Touche, LLP be appointed as independent auditors for the 2026 fiscal year.
I so move.
Seconded.
I second.
Very well. The vote will now be taken on the motion. If you wish to vote using the online platform, please vote on the approval of the appointment of Deloitte & Touche, LLP, as the company's independent auditors for the fiscal year ending June 30, 2026. Adoption of this proposal requires a majority of the votes cast at this meeting by holders of company common stock. Has everyone had an opportunity to vote? If so, I declare the polls closed for this proposal. While the inspector is counting the votes, I would like to take this opportunity to answer any questions. Are there any questions? Hearing none, we will move on with the results of the election. The inspector has completed his count, and the Secretary will now read the report. Peter?
Thank you, Donavon. I, Peter C. Phan, the duly appointed Inspector of Election of Provident Financial Holdings, do hereby certify that the annual meeting of shareholders of the company is being held virtually on this Thursday, November 20, 2025, at 11:00 A.M. local time, pursuant to due notice. According to the certified list of shareholders, which is available for inspection on the virtual meeting platform, there were 6,503,511 shares of common stock of the company outstanding and entitled to vote at this virtual meeting. There are present at this meeting virtually or by proxy the holders of 5,736,174 shares of common stock of the company, representing 88.20% of the total votes eligible to be cast, constituting a majority and a quorum of the outstanding shares entitled to vote. I inspected the signed proxies and virtual ballots used at the meeting and found them in proper form.
The following is a record of the votes cast in the election of Debbie H. Guthrie, Kathy M. Michalak, and Matthew E. Webb as directors of the company. Votes for Debbie H. Guthrie: 3,215,117 shares, representing 60.67%. Votes withheld for Debbie H. Guthrie: 2,084,647 shares, representing 39.33%. Votes for Kathy M. Michalak: 3,217,063 shares, representing 60.70%. Votes withheld for Kathy M. Michalak: 2,082,701 shares, representing 39.30%. Votes for Matthew E. Webb: 3,216,572 shares, representing 60.69%. Votes withheld for Matthew E. Webb: 2,083,192 shares, representing 39.31%. Accordingly, Debbie H. Guthrie, Kathy M. Michalak, and Matthew E. Webb are declared to be duly elected directors of the company, each to serve for a three-year term.
I inspected the signed proxies and virtual ballots used at the meeting, and the following is a record of the votes cast with respect to the advisory vote to approve the executive compensation as disclosed in the proxy statement for this virtual annual meeting of shareholders. Votes for was 2,796,098 shares, representing 52.75%. Votes against was 2,055,034 shares, representing 38.78%. Votes abstained was 448,632 shares, representing 8.47%. Accordingly, having received a favorable vote of at least a majority of the votes cast virtually or by proxy at the meeting, the proposal is declared to be duly adopted by the shareholders of the company. I inspected the signed proxies and virtual ballots and found them in proper form. The following is a record of votes cast with respect to the proposal to approve Deloitte & Touche, LLP, as the company's independent auditors for the fiscal year ending June 30, 2026.
Votes for was 5,602,909 shares, representing 97.67%. Votes against was 131,087 shares, representing 2.29%. Votes abstained was 2,178 shares, representing 0.04%. Accordingly, having received a favorable vote of at least a majority of the votes cast virtually or by proxy at the meeting, the proposal is declared to be duly adopted by the shareholders of the company. These tentative results will be verified subsequent to this meeting, and I will disclose the final official result on a Form 8-K filing with the Securities and Exchange Commission. Thank you. Donavon?
Thank you, Peter. The report of the inspector confirms that a quorum is and has been in attendance at the virtual meeting for all purposes. It also shows that Debbie H. Guthrie, Kathy M. Michalak, and Matthew E. Webb have been duly elected directors of the company, each to serve for a three-year term. The report of the inspector also shows that more than a majority of the votes cast using the virtual platform or by proxy at this meeting have been voted in favor of the approval of the advisory vote on executive compensation and the approval of Deloitte & Touche, LLP, as the company's independent accountants for the fiscal year ending June 30, 2026. The report of the inspector has been accepted and approved and will be attached to the minutes of the meeting.
There being no further business to come before the meeting, a motion to adjourn is in order.
So moved.
I move to adjourn.
I second the motion.
Very good. Those in favor signify by saying aye.
Aye.
Aye.
Aye.
Those opposed say no. The motion is carried, and the meeting is adjourned. This concludes the annual meeting. You may now disconnect.