NB Bancorp and Provident Bancorp finalize merger consideration ratios

By Philip Seaworth • Thursday, November 13 15:36 • Permanent Link

NB Bancorp, Inc. and Provident Bancorp, Inc. have announced the final proration of the merger consideration as they prepare to complete their merger transaction. The merger transaction will see the conversion of each share of Provident common stock into the right to receive either 0.691 shares of Needham common stock and cash in lieu of any fractional share or $13.00 per share in cash of Provident common stock.

Of the total number of shares of Provident common stock anticipated to be outstanding immediately prior to the effective time, approximately 16.31% of shares timely elected to receive the stock consideration, approximately 75.33% of shares timely elected to receive the cash consideration, and approximately 8.36% of shares did not make a timely election to receive either the stock consideration or the cash consideration.

After the allocation and proration procedures, it is estimated that approximately 66.377% of each holder’s cash election shares will be converted into the right to receive the cash consideration, approximately 33.623% of each holder’s cash election shares will be converted into the right to receive the stock consideration, and all stock election shares and non-election shares will be converted into the right to receive the stock consideration.

Following the outcome of the allocation and proration procedures, Needham estimates that it will issue a total of approximately 5,944,350 shares of Needham common stock in the merger, subject to adjustment to reflect fractional shares that are cashed out in lieu of the receipt of shares of Needham common stock.

On a pro forma basis as of November 12, 2025, there would have been a total of approximately 45,770,800 shares of Needham common stock outstanding, subject to adjustment to reflect fractional shares that are cashed out in lieu of the receipt of shares of Needham common stock. As a result of these announcements, the company's shares have moved 4.09% on the market, and are now trading at a price of $19.205. For the full picture, make sure to review NB Bancorp's 8-K report.

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