Investor Presentation May 2024 Filed
Pursuant to Rule 433 Supplementing the Preliminary Prospectus Dated October 30, 2023 Registration No. 333-275213 May 9, 2024
Disclosures Forward Looking Statements
Certain statements contained herein are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended. Such forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts,
including but not limited to information related to the business combination transaction involving Provident Financial Services, Inc. (the “Company”) and Lakeland Bancorp, Inc. (“Lakeland”) and statements about the proposed
securities offering. These statements may be identified by reference to a future period or periods, or by the use of forward-looking terminology, such as “may,” “will,” “believe,” “expect,”
“estimate,” "project," "intend," “anticipate,” “continue,” or similar terms or variations on those terms, or the negative of those terms, including references to assumptions. The forward-looking statements
contained in this presentation reflect our current views about future events and financial performance and are subject to risks, uncertainties, assumptions and changes in circumstances that may cause our actual results to differ significantly from
historical results and those expressed in any forward-looking statement. Some factors that could cause actual results to differ materially from historical or expected results include, but are not limited to, those set forth in Item 1A of the
Company's Annual Report on Form 10-K, as may be supplemented by its Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, and those related to the economic environment, particularly in the market areas in which the Company operates,
inflation and unemployment, competitive products and pricing, real estate values, fiscal and monetary policies of the U.S. Government, changes in accounting policies and practices that may be adopted by the regulatory agencies and the accounting
standards setters, changes in government regulations affecting financial institutions, including regulatory fees and capital requirements, changes in prevailing interest rates, acquisitions and the integration of acquired businesses, credit risk
management, asset-liability management, the financial and securities markets, the availability of and costs associated with sources of liquidity, the possibility that the proposed transaction between the Company and Lakeland does not close when
expected or at all, the failure to satisfy any conditions of final regulatory approvals or satisfy other conditions to closing on a timely basis or at all; any failure to realize the anticipated benefits of the transaction when expected or at all;
certain restrictions during the pendency of the transaction that may impact the Company’s ability to pursue certain business opportunities or strategic transactions; the possibility that the transaction may be more expensive to complete
than anticipated, including as a result of unexpected factors or events; the ability to promptly and effectively integrate the businesses of the Company and Lakeland, diversion of management’s attention from ongoing business operations and
opportunities; potential adverse reactions or changes to business, employee, customer and/or counterparty relationships, including those resulting from the completion of the merger and integration of the companies. The Company cautions readers not
to place undue reliance on any such forward-looking statements which speak only as of the date they are made. The Company advises readers that the factors listed above could affect the Company's financial performance and could cause the Company's
actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company does not assume and expressly disclaims any duty, and does not undertake, to
update any forward-looking statements in this presentation to reflect events or circumstances after the date of this statement or otherwise.
Disclosures (Continued) No Offer or
Solicitation This presentation is neither an offer to sell nor a solicitation of an offer to purchase any securities of the Company or Lakeland. There will be no sale of securities in any jurisdiction in which such an offer, solicitation or sale
would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. These securities are not insured or guaranteed by the FDIC or any other governmental agency or public or private insurer. Neither the SEC
nor any other regulatory body has approved or disapproved of the securities of the Company or passed on the adequacy or accuracy of this presentation. Any representation to the contrary is a criminal offense. Additional Information About the
Offering of Debt Securities and Where to Find It The Company has filed a registration statement (including a prospectus) (File No. 333-275213) and a preliminary prospectus supplement with the Securities and Exchange Commission (the "SEC") for the
offering of debt securities to which this presentation relates. Before you invest, you should read the prospectus and the preliminary prospectus supplement in that registration statement and other documents the Company has filed with the SEC for
more complete information about the Company and the offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the Company, any underwriter or any dealer participating in the offering will
arrange to send you copies of the prospectus and the preliminary prospectus supplement relating to the offering if you request it by calling the Company at 732‐590‐9300 or by contacting: Piper Sandler & Co. by email at
fsg‐dcm@psc.com, or by emailing Keefe, Bruyette & Woods, A Stifel Company at USCapitalMarkets@kbw.com. Use of Non-GAAP Financial Measures This presentation contains one or more non-GAAP financial measures determined by methods other than
in accordance with generally accepted accounting principles. We use such non-GAAP financial measures, including efficiency ratio, as adjusted, to provide meaningful supplemental information regarding our performance. We believe these non-GAAP
measures and ratios are beneficial in assessing our operating results and related trends, and when planning and forecasting future periods. These non-GAAP disclosures should be considered in addition to, and not as a substitute for or preferable to,
financial results determined in accordance with GAAP. The non-GAAP financial measures we use may differ from the non-GAAP financial measures other financial institutions use to measure their results of operations. A reconciliation of any non-GAAP
financial measures used in this presentation to the most directly comparable GAAP financial measure is included in the appendix at the end of this presentation. Additional Important Information and Where to Find It In connection with the proposed
acquisition of Lakeland, the Company has filed with the SEC a Registration Statement on Form S-4 (the "Registration Statement) to register the shares of the Company’s common stock to be issued to shareholders of Lakeland in connection with the
transaction. The Registration Statement includes a joint proxy statement of the Company and Lakeland and a prospectus of the Company, as well as other relevant materials regarding the proposed merger transaction involving the Company and Lakeland.
Third Party Sources Certain information contained in this presentation and oral statements made during this presentation relate to or are based upon publications and data obtained from third party sources. While the Company believes these sources to
be reliable as of the date of this presentation, the Company has not independently verified such information, and makes no representation as to its accuracy, adequacy, fairness or completeness. 3
Planned Offering Overview Issuer:
Provident Financial Services, Inc. (NYSE: PFS) Security Offered: Fixed-to-Floating Rate Subordinated Notes Due 2034 Rating¹: BBB (Kroll) Format: SEC Registered Term: 10 Years Call: 5 Years Use of Proceeds: The purpose of the offering is to
satisfy certain Regulatory Conditions agreed to in connection with the merger with Lakeland. We intend to invest all the net proceeds in the Company’s subsidiary, Provident Bank. Provident Bank expects that the net proceeds will be initially
invested in securities and used for other general corporate purposes, which may include the repayment of FHLB advances and other indebtedness Book-Running Managers: A rating is not a recommendation to buy, sell, or hold securities. Ratings may be
subject to revision or withdrawal at any time by the assigning rating organization. Each rating agency has its own methodology for assigning ratings and, accordingly, each rating should be evaluated independently of any other rating
Provident Financial Services Overview
Financial Overview Loan Portfolio & Asset Quality Funding & Liquidity Management Regulatory Capital Appendix Topics for Discussion
Provident Financial Services
Overview
Merger & Regulatory Update Provident
has received regulatory approval from the FDIC, Federal Reserve and New Jersey Department of Banking & Insurance to complete the merger with Lakeland Bancorp and Lakeland Bank The regulatory approvals contain certain financial conditions and
other commitments including the following: $200 million capital raise prior to completion of the merger. Provident intends to satisfy this condition by raising $200 million of Tier 2 qualifying subordinated debt prior to completing the merger
Maintain a Tier 1 capital to total assets leverage ratio of at least 8.5% and a total capital to risk-based assets ratio of at least 11.25% at Provident Bank for the three years following the completion of the merger Submit, within 60 days following
the completion of the merger, a capital plan to the Federal Reserve Bank of New York to maintain satisfactory capital at the bank holding company, and for two years following the completion of the merger to provide the Federal Reserve Bank of New
York 30 day’s prior written notice of any capital distribution, which capital distribution shall be consistent with the capital plan Maintain a ratio of commercial real estate loans to total capital and reserves at or below the levels set
forth in the three-year projections supporting its regulatory applications Improve home mortgage applications from and originations to all demographic populations within the combined bank’s reasonably expected market area The merger agreement
has been extended to June 30, 2024 to provide time to complete the subordinated debt issuance The merger is expected to be completed in the second calendar quarter
The New Provident Financial Services,
Inc. Total Assets $24.5 Gross Loans $18.8 Deposits $18.6 Total Equity $2.3 Consolidated Lev. Ratio 7.82% Consolidated CET 1 Ratio 9.31% Consolidated Tier 1 Ratio 9.31% Consolidated Total RBC Ratio 12.16% Pro Forma Financial Balance Sheet ($BN)¹
Joins together two banks with superior credit risk management practices Strong deposit base in the most densely populated and affluent areas in the nation Combines management teams experienced in M&A Second largest bank headquartered in New
Jersey Relationship lender with diversified and granular commercial loan portfolio Bank-Level Lev. Ratio 8.92% Bank-Level CET 1 Ratio 10.62% Bank-Level Tier 1 Ratio 10.62% Bank-Level Total RBC Ratio 11.49% Pro forma for the $200 million of
subordinated debt required to be raised by Provident prior to the completion of the merger with Lakeland Bancorp, Inc. pursuant to the conditions to the bank regulatory approvals for the merger Pro Forma Capital Ratios (Pro Forma With LBAI And
$200MM Sub-Debt)¹ Historical high profitability levels at both companies and accelerated pro forma capital generation due to purchase accounting
Well Positioned in Highly Attractive
Markets Highly Ranked Deposit Market Share in NJ for Institutions With Less Than $100BN in Assets New York Pennsylvania New Jersey Connecticut PFS (96) LBAI (69) Deposit data as of June 30th, 2023; Deposit Share analysis includes institutions with
$100BN or less in total assets; Sourced from FDIC data
Talent Accretive Transaction Adds
Bench Strength Pro Forma Management Team Board of Directors (Preliminary Named Directors) PFS LBAI Christopher Martin Executive Chairman Nadine Leslie Director Ursuline Foley Director Frank Fekete Director Edward Leppert Director John Pugliese
Director James Dunigan Director Matthew Harding Director Anthony Labozzetta Director, President & CEO Thomas Shara Jr. Executive Vice Chairman Brian Flynn Director Brian Gragnolati Director James E. Hanson Director Robert E. McCracken Director
Thomas Lyons Chief Financial Officer Anthony J. Labozzetta President & CEO James Nigro Chief Credit Officer Timothy Matteson Chief Admin. Officer John Rath Chief Lending Officer Vito Giannola Chief Banking Officer Ben MacDougall General Counsel
George Lista President & CEO, Provident Protection Plus Jim Christy Chief Risk Officer Carolyn Powell Chief Human Resources Officer Valerie Murray Chief Wealth Mgmt. Officer & President of Beacon Trust Ravi Vakacherla Chief Digital and
Innovation Officer
September 2022: Lakeland Bancorp
$1.3BN value¹ $10.4BN assets¹ Growth Achieved Through an Organic Strategy Augmented by Disciplined M&A Experienced Bank Partners Adding Scale… …Supplemented by Fee Income Deals July 2020: SB One Bancorp $186MM value¹
$2.1BN assets¹ May 2014: Team Capital Bank $115MM value¹ $949MM assets¹ Consistent organic growth has been supplemented by select, opportunistic whole bank acquisitions that have been conservatively priced and modeled Lakeland Bancorp
acquisition will provide asset-based lending and mortgage warehouse lending Wealth management has been a key priority in last decade, resulting in strong diversification of revenue Acquisition of SB One Bancorp enhanced fee-based business and fee
generation provided by Provident Protection Plus insurance agency Total Assets ($BN) Wealth Management Acquisitions Deal Year Description Tirschwell & Loewy 2019 NYC-based RIA with $823MM¹ in AUM MDE Group 2015 In-market acquisition of
Morristown-based RIA Suffolk Bancorp’s WM business 2014 All wealth management assets of Suffolk County National Bank Beacon Trust 2011 Morristown-based trust and wealth management company January 2016: Pascack Bancorp, Inc. $43MM value¹
$391MM assets¹ July 2016: Harmony Bank $36MM value¹ $314MM assets¹ January 2019: Highlands Bancorp, Inc. $43MM value¹ $485MM assets¹ January 2022: 1st Constitution Bancorp $277MM value¹ $1.9BN assets¹ Lakeland
Acquisitions Provident Acquisitions Reflects deal value as of closing; Total assets and assets under management as of the quarter prior to the completion date of each transaction (LBAI deal value and total assets as of announcement and the quarter
prior to announcement respectively); Sourced from S&P Capital IQ Pro Pro forma for the merger with Lakeland Bancorp, Inc.
Historically Strong Credit Culture
Sourced from Federal Reserve Economic Data; Includes all Commercial Banks; Q1 2024 National Average is not yet available Reflects annualized metrics for Q1 2024 financials PFS and LBAI have a historically strong credit culture with average NCOs /
Average Loans of 21 and 39 bps since 2008, respectively The combined platform will continue using the strong underwriting and review methods of the legacy companies Each party reviewed ~50% of the counterparty’s commercial loan portfolio
throughout merger process NCOs / Average Loans
Investment Highlights Highly
experienced and stable management team effectively executing a relationship banking strategy, delivering high quality banking services across customer base Long-standing commitments to serving the local community, employee engagement, and diversity
and inclusion Robust risk controls and strong regulatory compliance record Disciplined stewards of capital: strong organic growth, selective M&A, and consistent dividend growth Strong track record of financial performance with significant
potential for cross selling with Lakeland customers across all business lines Emphasis on acquisition and retention of high-quality core deposits, resulting in a sticky, low-cost deposit base Well positioned in highly attractive and stable markets
with a diversified loan portfolio and strong fee income from wealth & asset management and insurance
Financial Overview
History of Targeted Balance Sheet
Growth Total Assets ($BN) Total Gross Loans ($BN) Total Deposits ($BN) Tangible Common Equity ($BN)² Pro forma for the merger with Lakeland Bancorp, Inc. Represents a non-GAAP measure. See Appendix for corresponding Reconciliations to GAAP
Measures
Track Record of Strong Performance
Return on Average Assets Return on Average Equity Tangible Book Value Per Share² Reflects annualized metrics for Q1 2024 financials Represents a non-GAAP measure. See Appendix for corresponding Reconciliations to GAAP Measures Return on Average
Tangible Common Equity²
Track Record of Strong Performance
(Continued) Net Interest Margin Efficiency Ratio² Reflects annualized metrics for Q1 2024 financials Represents a non-GAAP measure. See Appendix for corresponding Reconciliations to GAAP Measures Noninterest Income / Operating Revenue
Noninterest Expense / Average Assets
Strong and Growing Fee Income
Businesses PFS Revenue Composition (2010) ($MM) PFS Insurance Agency Fee Income ($MM) Non-Interest Income: $78MM As a % of Revenue: 17% PFS Revenue Composition (LTM Q1 2024¹) ($MM) PFS Wealth Management Fee Income ($MM) Provident’s two
ancillary fee-based business lines in insurance and wealth management and Lakeland’s growing asset-based lending provide opportunities for additional growth and relationship expansion Total Revenue: $241MM Total Revenue: $463MM Non-Interest
Income: $32MM As a % of Revenue: 13% Reflects financial data for the twelve months ended March 31, 2024
Consolidated Capital Ratios TCE /
TA¹ Leverage Ratio Tier 1 Capital Ratio Represents a non-GAAP measure. See Appendix for corresponding Reconciliations to GAAP Measures Pro forma for the $200 million of subordinated debt required to be raised by Provident prior to the
completion of the merger with Lakeland Bancorp, Inc. pursuant to the conditions to the bank regulatory approvals for the merger; Assumes gross offering of $200.0 million, net proceeds of $194.6 million, assumes 100% of the net proceeds from the
offering are downstreamed to the bank as equity Total Capital Ratio
Bank Capital Ratios Tier 1 Capital
Ratio Pro forma for the $200 million of subordinated debt required to be raised by Provident prior to the completion of the merger with Lakeland Bancorp, Inc. pursuant to the conditions to the bank regulatory approvals for the merger; Assumes gross
offering of $200.0 million, net proceeds of $194.6 million, assumes 100% of the net proceeds from the offering are downstreamed to the bank as equity Leverage Ratio Total Capital Ratio
Pro Forma Financial Snapshot Pro Forma
Regulatory Capital Ratios INCLUDING Interest Rate Purchase Accounting Marks Total Pre-Tax Purchase Accounting Interest Rate Marks $543MM $588MM PF Leverage Ratio 7.82% 8.92% PF CET1 Ratio 9.31% 10.62% PF Tier 1 Ratio 9.31% 10.62% PF Total Capital
Ratio 12.16% 11.49% Pro Forma Regulatory Capital Ratios EXCLUDING Interest Rate Purchase Accounting Marks PF Leverage Ratio 9.27% 10.49% PF CET1 Ratio 11.13% 12.59% PF Tier 1 Ratio 11.13% 12.59% PF Total Capital Ratio 13.94% 13.44% Consolidated:
Bank: Note: Pro forma for the $200 million of subordinated debt required to be raised by Provident prior to the completion of the merger with Lakeland Bancorp, Inc. pursuant to the conditions to the bank regulatory approvals for the merger; Assumes
gross offering of $200.0 million, net proceeds of $194.6 million, assumes 100% of the net proceeds from the offering are downstreamed to the bank as equity Total Pre-Tax Purchase Accounting Interest Rate Marks $543MM $588MM Consolidated:
Bank:
Loan Portfolio & Asset
Quality
Loan Underwriting Policy and
Disciplined Credit Culture Provident employs a conservative lending approach with processes that allow for the prompt and thorough underwriting and approval/decline of loan requests consistent with our established risk appetite Provident’s
Board of Directors has granted lending authority to certain officers, and established a Credit Committee to review loans exceeding approved individual lending authorities In addition to meeting weekly for loan approval, the Credit Committee reviews
loan statistical data on a quarterly basis, which includes loans outstanding by category, delinquencies, criticized/classified loans, non-performing loans, other real estate owned and charge-offs Conservative credit culture at both banks bolstered
by significant experience managing through various credit cycles Striking a Balance Between: In Our Decision Making and Responsiveness to Customers Prudence Disciplined Underwriting Portfolio Management / Analytics Pro forma loan composition does
not include purchase accounting or other adjustments; Total does not sum to 100% due to the exclusion of uncategorized loans Risk ratings 1 through 5 are considered pass risk ratings. Risk rating definitions: 1 = Minimal Risk; 2 = Modest Risk; 3 =
Average Risk; 4 = Acceptable Risk; 5 = Pass-Watch; 6 = Special Mention; 7 = Substandard; 8 = Doubtful; 9 = Loss March 31, 2024 Policy Maximum By Product Type As % of Pro Forma¹ % of % of Wtd. Avg. Loans Outstanding % of Portfolio Portfolio
Capital Risk Rating² Residential / 1-4 Family 11% 25% 200% 3.17 Commercial Real Estate 39% 65% 350% 3.75 Multi-Family 17% 25% 150% 3.30 Construction 6% 15% 65% 4.75 C&I 23% 35% 250% 4.00 Consumer 3% 10% 100% 3.10
Diversified Loan Portfolio 1Q’24
Yield: 5.48% $8.3BN Total 1Q’24 Yield: 5.51% $10.8BN Total 1Q’24 Yield: 5.50% $19.2BN Total Reserves / Gross Loans: 0.98% CRE (Excl. Multi-Family) / Total RBC: 348% CRE (Incl. Multi-Family) / Total RBC: 472% Reserves / Gross Loans: 0.92%
CRE (Excl. Multi-Family) / Total RBC: 281% CRE (Incl. Multi-Family) / Total RBC: 401% Pro forma loan composition does not include purchase accounting or other adjustments; Pro forma loan concentrations as per company documents as of March 31, 2024;
Pro forma for the $200 million of subordinated debt required to be raised by Provident prior to the completion of the merger with Lakeland Bancorp, Inc. pursuant to the conditions to the bank regulatory approvals for the merger; Assumes gross
offering of $200.0 million, net proceeds of $194.6 million, assumes 100% of the net proceeds from the offering are downstreamed to the bank as equity Note: Loan data is as of or for the quarter ended March 31, 2024; Loan concentrations reflect GAAP
financial data as of or for the quarter ended March 31, 2024 Pro forma¹ $ Millions $ Millions $ Millions Reserves / Gross Loans: 0.99% CRE (Excl. Multi-Family) / Total RBC: 356% CRE (Incl. Multi-Family) / Total RBC: 491% Bank Level C&D /
Total RBC: 50.5% C&D / Total RBC: 26.9% C&D / Total RBC: 45.5%
Loan Portfolio Concentrations PFS CRE
/ Total RBC LBAI CRE / Total RBC PFS C&D / Total RBC LBAI C&D / Total RBC Pro forma for the $200 million of subordinated debt required to be raised by Provident prior to the completion of the merger with Lakeland Bancorp, Inc. pursuant to
the conditions to the bank regulatory approvals for the merger
$4.6BN Overview of Commercial Real
Estate Portfolio CRE Investment By Property Type (Incl. Multi-Family) As Of March 31, 2024 ($MM) $6.2BN Note: Loan data represents principle balances not inclusive of the impact of purchase account marks associated with previous
acquisitions
Pro Forma Multifamily (NY and Rent
Stabilized Sectors) [ ] [ ] [ ] NY Multifamily Loans As Of March 31, 2024 ($MM) $388MM $229MM (89 loans) of Loans on NY Multifamily Properties are Located in New York City Total Multifamily Loan Portfolio: $3.2 Billion Multifamily Balances By
Origination Year ($MM) Rent Stabilized Loans As Of March 31, 2024 All Multifamily New York
CRE Office Portfolio Overview PFS CRE
Office Portfolio As Of March 31, 2024 ($MM) $484MM LBAI CRE Office Portfolio As Of March 31, 2024 ($MM) $47MM maturing or repricing in 2024 $265MM maturing in repricing in 2025 to 2028 $171MM maturing or repricing in 2029 & beyond LTVs > 70%:
~$23MM, or ~5% of total office portfolio $456MM $118MM maturing or repricing in 2024 $274MM maturing in repricing in 2025 to 2028 $64MM maturing or repricing in 2029 & beyond LTVs > 70%: ~$11MM, or ~3% of total office portfolio
Overview of C&I Portfolio C&I
Portfolio By Industry As Of March 31, 2024 ($MM) $2.5BN $1.9BN Note: Loan data represents principle balances not inclusive of the impact of purchase account marks associated with previous acquisitions
Top 30 Largest Borrower Relationships
Total loans are pro forma for the merger with Lakeland Bancorp, Inc. ($MM) Bank Loan Type Number of Total Loans Total Exposure Total Balance As a (%) of Total Loans¹ Borrower 1 PFS Multi 6 $134.3 $117.5 0.61% Borrower 2 PFS Other Mtg
Invest-Retail/Industrial 14 $113.5 $113.5 0.59% Borrower 3 PFS Other Mtg Invest-Retail 38 $113.4 $105.5 0.55% Borrower 4 PFS Commercial Owner Occ/Unsec 47 $112.3 $72.8 0.38% Borrower 5 PFS Multi/Construction 16 $108.6 $84.3 0.44% Borrower 6 PFS
Other Mtg Invest/Construction 69 $106.2 $71.2 0.37% Borrower 7 PFS Multi 8 $102.3 $102.2 0.53% Borrower 8 PFS Multi 28 $100.7 $100.3 0.52% Borrower 9 PFS Other Mtg Invest-Retail 12 $100.0 $87.9 0.46% Borrower 10 PFS SWAP Mtg Invest-Industrial,
Mult-Constuction 7 $89.7 $70.2 0.37% Borrower 11 LBAI OO CRE 4 $85.1 $85.1 0.44% Borrower 12 PFS SWAP Mtg Invest-Mult 6 $84.5 $52.8 0.28% Borrower 13 PFS Other Mtg Invest-Industrial/Office 13 $84.1 $84.1 0.44% Borrower 14 PFS Other Mtg Invest-Med
Office/Construction 20 $83.1 $75.0 0.39% Borrower 15 PFS Multi 9 $81.5 $72.6 0.38% Borrower 16 PFS Commercial Owner Occ/Unsec 15 $77.1 $59.0 0.31% Borrower 17 PFS Multi 11 $76.1 $73.4 0.38% Borrower 18 LBAI NOO CRE 7 $73.5 $68.4 0.36% Borrower 19
PFS Commercial Loans Unsec-Highway, Street, and Bridge Construction/Marinas 31 $73.2 $29.6 0.15% Borrower 20 PFS Other Mtg Invest-Industrial 6 $72.3 $72.3 0.38% Borrower 21 LBAI OO CRE 11 $72.2 $41.2 0.21% Borrower 22 PFS Multi 4 $71.3 $71.0 0.37%
Borrower 23 PFS Other Mtg Invest-Industrial 5 $67.7 $67.7 0.35% Borrower 24 PFS Other Mtg Invest-Retail 4 $62.0 $62.0 0.32% Borrower 25 PFS Other Mtg Invest-Industrial/Retail 32 $61.8 $61.2 0.32% Borrower 26 PFS Commercial Owner Occ/Unsec 46 $60.3
$34.6 0.18% Borrower 27 PFS Commercial NonRE Sec 5 $60.0 $21.1 0.11% Borrower 28 LBAI OO CRE 10 $58.6 $37.4 0.20% Borrower 29 PFS SWAP Mtg Invest-Mixed Use 4 $58.5 $53.2 0.28% Borrower 30 PFS Commercial NonRE Sec 20 $58.0 $2.3 0.01% Top 30 Total
Total 508 $2,502.0 $2,049.6 10.69% Median 11 $79.3 $71.1 0.37%
PFS: Historically Strong Asset Quality
& Credit Fundamentals NCOs / Average Loans (%) Reserve / Loans (%) & Reserves / NPLs (%) NPA Trends ($MM) Our Conservative Credit Culture Shows Through in Reserve Coverage and Limited Historical Charge-Offs Reflects annualized metrics for Q1
2024 financials Sourced from Federal Reserve Economic Data; Includes all Commercial Banks; Q1 2024 National Average is not yet available
LBAI: Historically Strong Asset
Quality & Credit Fundamentals NCOs / Average Loans (%) Reserve / Loans (%) & Reserves / NPLs (%) NPA Trends ($MM) Our Conservative Credit Culture Shows Through in Reserve Coverage and Limited Historical Charge-Offs Reflects annualized
metrics for Q1 2024 financials Sourced from Federal Reserve Economic Data; Includes all Commercial Banks; Q1 2024 National Average is not yet available
Funding & Liquidity
Management
Attractive Deposit Base Funds
Diversified Loan Portfolio 1Q’24 Cost of Total Deposits¹ : 2.56% 1Q’24 Cost of Total Deposits¹: 2.07% 1Q’24 Cost of Total Deposits1: 2.29% $8.5BN Total $10.1BN Total $18.6BN Total Non-Interest Bearing Deposits: 20.3%
Non-Interest Bearing Deposits: 19.8% Non-Interest Bearing Deposits: 20.0% Cost of total deposits reflects an annualized metric Core deposits are total deposits less jumbo time deposits greater than $100,000 Reflects uninsured and uncollateralized
deposits as a percent of total deposits Pro forma deposit composition does not include purchase accounting adjustments Note: Deposit data is as of or for the quarter ended March 31, 2024 Pro forma4 Q1 2024 Core² Deposits: 94.5% Q1 2024
Core² Deposits: 83.5% Funding profile remains strong with ability to leverage incremental scale to minimize funding costs Uninsured Deposits / Deposits3: 24.7% Uninsured Deposits / Deposits3: 27.1% $ Millions $ Millions $ Millions
Attractive Deposit Base Funds
Diversified Loan Portfolio Core deposits are total deposits less jumbo time deposits greater than $100,000 Fed fund rate represents average rate throughout each period Cost of total deposits reflects an annualized metric for Q1 2024 LBAI Core¹
Deposit Trends LBAI Historical Cost of Deposits Stable Core Deposit Base PFS Core¹ Deposit Trends PFS Historical Cost of Deposits Stable Core Deposit Base
Liquidity Overview PFS’ cash
flows from loan payments and maturing investment securities are fairly predictable sources of funds. Changes in interest rates, local economic conditions and the competitive marketplace can influence loan prepayments, prepayments on mortgage-backed
securities and deposit flows. For each of the quarters ended March 31, 2024 and 2023, loan repayments totaled $649 million and $827 million, respectively. PFS has continued to monitor and focus on depositor behavior and borrowing capacity with the
FHLBNY and FRBNY, with current borrowing capacity of $1.72 billion and $1.33 billion, respectively as of March 31, 2024. All borrowing capacity is immediately available. PFS’ estimated uninsured and uncollateralized deposits at March 31, 2024
totaled $2.49 billion, or 24.7% of deposits LBAI’s estimated uninsured and uncollateralized deposits at March 31, 2024 totaled $2.30 billion, or 27.1% of deposits
Top 30 Largest Depositor Relationships
Total deposits are pro forma for the merger with Lakeland Bancorp, Inc. ($MM) Bank Depositor Type Number of Total Deposits Number of Total Loans Tenure of Relationship Total Balance As a ( % ) of Total Deposits ¹ Depositor 1 LBAI Public 54 0 20
Years $233.6 1.24% Depositor 2 PFS Public 32 5 14 Years $177.1 0.94% Depositor 3 PFS Public 32 1 15 Years $134.8 0.72% Depositor 4 LBAI Public 29 0 6 Years $118.4 0.63% Depositor 5 LBAI Commercial 8 2 27 Years $115.1 0.61% Depositor 6 LBAI Retail 19
0 5 Years $114.3 0.61% Depositor 7 PFS Commercial 2 5 8 Years $99.8 0.53% Depositor 8 LBAI Public 39 0 52 Years $97.0 0.51% Depositor 9 LBAI Commercial 1 0 1 Year $93.1 0.49% Depositor 10 PFS Public 4 0 22 Years $88.7 0.47% Depositor 11 PFS
Commercial 7 2 16 Years $67.8 0.36% Depositor 12 LBAI Public 23 0 13 Years $63.2 0.34% Depositor 13 PFS Commercial 5 2 14 Years $62.8 0.33% Depositor 14 PFS Public 15 1 7 Years $53.3 0.28% Depositor 15 LBAI Public 30 0 21 Years $52.6 0.28% Depositor
16 PFS Public 18 1 22 Years $52.2 0.28% Depositor 17 PFS Public 33 1 7 Years $50.7 0.27% Depositor 18 PFS Public 18 1 19 Years $50.4 0.27% Depositor 19 LBAI Public 10 0 21 Years $50.2 0.27% Depositor 20 LBAI Public 22 5 13 Years $50.2 0.27%
Depositor 21 PFS Public 32 4 8 Years $49.7 0.26% Depositor 22 LBAI Commercial 6 1 21 Years $49.0 0.26% Depositor 23 PFS Public 21 2 7 Years $48.5 0.26% Depositor 24 PFS Public 22 1 7 Years $43.2 0.23% Depositor 25 PFS Public 7 2 9 Years $42.9 0.23%
Depositor 26 PFS Public 16 1 9 Years $41.5 0.22% Depositor 27 PFS Public 25 6 7 Years $40.7 0.22% Depositor 28 PFS Public 42 2 7 Years $39.1 0.21% Depositor 29 PFS Public 15 1 9 Years $39.0 0.21% Depositor 30 PFS Public 40 1 7 Years $37.4 0.20% Top
30 Total Total 627 47 -- $2,256.3 11.97% Median 20 1 11 Years $52.4 0.28%
Conservative Securities Portfolio Held
To Maturity Securities ($MM) Available For Sale Securities ($MM) $1.7BN $355MM Q1 2024 AOCI Associated with AFS Portfolio: ($164.4MM) 9.9% of Total AFS Portfolio At March 31, 2024, the portfolio had a modified duration of 4.6 years and weighted
average life of 5.5 years At March 31, 2024, the allowance for credit losses on held to maturity securities totaled $17,000 $914MM $827MM Q1 2024 AOCI Associated with AFS Portfolio: ($66.5MM) 7.3% of Total AFS Portfolio PROVIDENT LAKELAND At March
31, 2024, the portfolio had a modified duration of 6.7 years and weighted average life of 8.1 years At March 31, 2024, the allowance for credit losses on held to maturity securities totaled $146,000
PFS: Interest Rate Sensitivity Note:
Financial information is not pro forma for Lakeland Bancorp, Inc. No material change in interest rate positioning is expected from pending acquisition with Lakeland Bancorp, Inc.
Regulatory Capital
Consolidated Regulatory Capital
Composition Total RBC Tier 2 Tier 1 / CET1 Common Equity Trust Preferred Allowable ALLL & Other Subordinated Debt 0.11% 0.85% 11.75% 0.86% 1.02% 0.86% 1.98% 9.31% 9.31% Tier 1 Leverage Ratio Tier 1 Leverage Ratio Total Risk- Based Capital Total
Risk- Based Capital Total Risk- Based Capital Well-Capitalized w / Conservation Buffer¹ Tier 1 Leverage Ratio: 5.00% CET1 Ratio: 7.00% Tier 1 Ratio: 8.50% Total Risk-Based Capital Ratio: 10.50% Sourced from the Federal Reserve Board of
Governors and the FDIC Pro forma for the $200 million of subordinated debt required to be raised by Provident prior to the completion of the merger with Lakeland Bancorp, Inc. pursuant to the conditions to the bank regulatory approvals for the
merger Note: Assumes gross offering of $200.0 million, net proceeds of $194.6 million, assumes 100% of the net proceeds from the offering are downstreamed to the bank as equity Tier 1 Leverage Ratio
Bank Regulatory Capital Composition
Total RBC Tier 2 Tier 1 / CET1 Common Equity Allowable ALLL & Other Tier 1 Leverage Ratio Total Risk- Based Capital Total Risk- Based Capital 11.50% 9.66% 10.62% 0.85% 0.86% 0.86% Well-Capitalized w / Conservation Buffer¹ Tier 1 Leverage
Ratio: 5.00% CET1 Ratio: 7.00% Tier 1 Ratio: 8.50% Total Risk-Based Capital Ratio: 10.50% FDIC Regulatory Capital Commitment² Tier 1 Leverage Ratio: 8.50% Total Risk-Based Capital Ratio: 11.25% Sourced from the Federal Reserve Board of
Governors and the FDIC Reflects FDIC Regulatory Capital Commitment Levels for Tier 1 Leverage Ratio and Total Risk-Based Capital Ratio Pro forma for the $200 million of subordinated debt required to be raised by Provident prior to the completion of
the merger with Lakeland Bancorp, Inc. pursuant to the conditions to the bank regulatory approvals for the merger Note: Assumes gross offering of $200.0 million, net proceeds of $194.6 million, assumes 100% of the net proceeds from the offering are
downstreamed to the bank as equity Total Risk- Based Capital Tier 1 Leverage Ratio Tier 1 Leverage Ratio
Historical Double Leverage and
Interest Coverage Pro forma for the $200 million of subordinated debt required to be raised by Provident prior to the completion of the merger with Lakeland Bancorp, Inc. pursuant to the conditions to the bank regulatory approvals for the merger;
Assumes gross offering of $200.0 million, net proceeds of $194.6 million, assumes 100% of the net proceeds from the offering are downstreamed to the bank as equity
Appendix
Our Board Has A Robust Approach To
Overseeing Risk Management Board’s Role in Oversight of Risk Audit Committee Compensation and Human Capital Committee Governance & Nominating Committee Risk Committee Technology Committee Sole authority for retaining, overseeing, and
evaluating a firm of independent registered public accountants to audit Provident’s annual financial statements In consultation with the independent registered public accounting firm and the internal auditor, reviewing the integrity of
Provident’s financial reporting processes, both internal and external Reviewing the financial statements and the audit report with management and the independent registered public accounting firm Reviewing earnings and financial releases and
quarterly and annual reports filed with the SEC Approving all engagements for services by the independent registered public accounting firm Reviewing the performance of, and the compensation payable to, our named executive officers, including the
President and Chief Executive Officer The compensation payable to our non-management directors CEO succession planning Human capital management oversight, including diversity and inclusion and pay equity Reviewing and evaluating incentive
compensation plans and risks associated with such plans Engaging the compensation consultant, Frederic W. Cook & Co., Inc. (“FW Cook”) Evaluating and making recommendations to the board concerning the number of directors and
committee assignments Establishing the qualifications, skills, relevant background, diversity, and other selection criteria for board members Making recommendations to the board concerning board nominees Conducting evaluations of the effectiveness
of the operation of the board and its committees Developing and maintaining corporate governance principles Recommending revisions to the code of business conduct and ethics Oversight of ESG Committee progress and activities Making recommendations
to the board regarding director orientation and continuing education Maintaining an effective culture of discipline that provides proper guidance and support for a sound, effective, and coordinated enterprise risk management process designed to
identify potential events that may affect our business and to appropriately manage risks in order to provide reasonable assurance that our stated objectives will be achieved Identifying potential emerging risks in a routine and systematic manner,
assessing the implications of those risks to our business, and managing those risks in a manner consistent with reducing the probability of their occurrence and potential consequences to our company to an acceptable level Review the company’s
technology strategy and associated budget and expenditures for the company’s business lines Review and, where appropriate, make recommendations to the board regarding significant technology investments in support of the company’s
technology, data, and digital strategies Review the major technology risk exposure, including operational aspects of information security and cybersecurity risks, and the steps taken to monitor and control such exposures; and Receive reports from
management regarding the company’s business continuity planning.
Provident Historical Financial Profile
Represents a non-GAAP measure. See Appendix for corresponding Reconciliations to GAAP Measures
Lakeland Historical Financial Profile
Represents a non-GAAP measure. See Appendix for corresponding Reconciliations to GAAP Measures
Provident Notes and Reconciliation of
GAAP and Non-GAAP Financial Measures (Dollars in Thousands, except share data) The Company has presented the following non-GAAP (U.S. Generally Accepted Accounting Principles) financial measures because it believes that these measures provide useful
and comparative information to assess trends in the Company’s results of operations and financial condition. Presentation of these non-GAAP financial measures is consistent with how the Company evaluates its performance internally and these
non-GAAP financial measures are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the Company’s industry. Investors should recognize that the Company’s presentation of these
non-GAAP financial measures might not be comparable to similarly-titled measures of other companies. These non-GAAP financial measures should not be considered a substitute for GAAP basis measures and the Company strongly encourages a review of its
condensed consolidated financial statements in their entirety.
Lakeland Notes and Reconciliation of
GAAP and Non-GAAP Financial Measures (Dollars in Thousands, except share data) The Company has presented the following non-GAAP (U.S. Generally Accepted Accounting Principles) financial measures because it believes that these measures provide useful
and comparative information to assess trends in the Company’s results of operations and financial condition. Presentation of these non-GAAP financial measures is consistent with how the Company evaluates its performance internally and these
non-GAAP financial measures are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the Company’s industry. Investors should recognize that the Company’s presentation of these
non-GAAP financial measures might not be comparable to similarly-titled measures of other companies. These non-GAAP financial measures should not be considered a substitute for GAAP basis measures and the Company strongly encourages a review of its
condensed consolidated financial statements in their entirety.
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