8-K

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): April 26, 2012

PROVIDENT FINANCIAL SERVICES, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	001-31566	42-1547151
(State or Other Jurisdiction) of Incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)
239 Washington Street, Jersey City, New Jersey		07302
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (732) 590-9200

Not Applicable

(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 7.01 Regulation FD Disclosure.

The Company announced that its Board of Directors declared a quarterly cash dividend of $0.13 per share, payable on May 31, 2012 to stockholders of record on May 15, 2012. The dividend is an increase of 8.3% from the prior quarter’s cash dividend of $0.12 per share. A news release dated April 26, 2012 announcing the quarterly cash dividend is attached as Exhibit 99.1 to this report and is being furnished to the SEC and shall not be deemed “filed” for any purpose.

The Company will make a presentation at its 2012 Annual Meeting of Stockholders to be held at the Doubletree by Hilton Newark Airport Hotel, 128 Frontage Road, Newark, New Jersey on Thursday, April 26, 2012, at 10:00 a.m., local time. The presentation provides an overview of the Company’s business and strategic focus. A copy of the presentation is attached as Exhibit 99.2 to this report and is being furnished to the SEC and shall not be deemed “filed” for any purpose.

Item 9.01. Financial Statements and Exhibits

(a) Financial Statements of Businesses Acquired. Not applicable.

(b) Pro Forma Financial Information. Not applicable.

(c) Shell Company Transactions. Not applicable.

(d) Exhibits.

Exhibit No.	Description
99.1	Press release issued by the Company on April 26, 2012 announcing the declaration of a quarterly cash dividend.
99.2	Slide presentation to be made at the Company’s 2012 Annual Meeting of Stockholders to be held on April 26, 2012.

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: April 26, 2012	By:	/s/ Christopher Martin
		Christopher Martin,
		Chairman, President and Chief Executive Officer

EXHIBIT INDEX

Exhibit	Description
99.1	Press release issued by the Company on April 26, 2012 announcing the declaration of a quarterly cash dividend.
99.2	Slide presentation to be made at the Company’s 2012 Annual Meeting of Stockholders to be held on April 26, 2012.

EX-99.1

Exhibit 99.1

Provident Financial Services, Inc. Announces Increased Quarterly Cash Dividend

JERSEY CITY, NJ, April 26, 2012 - Provident Financial Services, Inc. (NYSE:PFS) (the “Company”) announced the declaration of a quarterly cash dividend of $0.13 per common share payable on May 31, 2012, to stockholders of record as of the close of business on May 15, 2012. The cash dividend represents an 8.3% increase from the prior quarter’s cash dividend of $0.12 per share.

About the Company

Provident Financial Services, Inc. is the holding company for The Provident Bank, a community-oriented bank offering a full range of retail and commercial loan and deposit products via its network of full service branches throughout northern and central New Jersey. A complete array of trust, fiduciary and wealth management services are available through the Bank’s wholly owned subsidiary, Beacon Trust Company.

Forward Looking Statements

Certain statements contained herein are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward-looking 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,” “anticipate,” “continue,” or similar terms or variations on those terms, or the negative of those terms. Forward-looking statements are subject to numerous risks and uncertainties, including, but not limited to, those related to the economic environment, particularly in the market areas in which the Company operates, competitive products and pricing, fiscal and monetary policies of the U.S. Government, 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 and the availability of and costs associated with sources of liquidity.

The Company cautions readers not to place undue reliance on any such forward-looking statements which speak only as of the date 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 undertake and specifically declines any obligation to publicly release the result of any revisions which may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

EX-99.2

1

Annual Meeting

of Stockholders

April 26, 2012

Our Commitment Shines Through

Exhibit 99.2

Forward

Looking Statements

2

Certain statements contained herein are "forward-looking statements" within the meaning of

Section 27A of the Securities Act of 1933 and Section 21E of the

Securities Exchange Act

of 1934. Such forward-looking 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," "anticipate," "continue," or similar terms

or variations on those terms,

or the negative of those terms. Forward-looking statements are subject to numerous risks

and uncertainties, including, but not limited to, those related to the economic environment,

particularly in the market areas in which Provident Financial Services, Inc. (the “Company”)

operates, competitive products and pricing, fiscal and monetary policies of the U.S.

Government, 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 and the availability of and costs

associated with sources of liquidity.

The Company cautions readers not to place undue reliance on any such forward-looking

statements which speak only as of the date made. The Company also 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 undertake and specifically declines any obligation to publicly release the

result of any revisions which may be made to any forward-looking statements to reflect

events or circumstances after the date of such statements or to reflect the occurrence of

anticipated or unanticipated events.

Company Profile

3

Holding Company for The Provident Bank

–

Founded in 1839 -

oldest New Jersey chartered bank

–

Over 80 branches in 11 counties

IPO Date: January 2003

NYSE Symbol: PFS

Market Cap: $824.0 million at 4/23/12

Average Daily Volume: 286,052 shares*

* 1 year period ended 4/23/12

Experienced Management Team

4

Christopher Martin

Chairman, President & Chief Executive Officer

31 Years

John F. Kuntz

EVP, Chief Adminstrative Officer & General Counsel

25 Years

Thomas M. Lyons

EVP & Chief Financial Officer

24 Years

Michael A. Raimonde

EVP & Director of Retail Banking

38 Years

Brian Giovinazzi

EVP & Chief Credit Officer

35 Years

Jack Novielli

EVP & Chief Information Officer

34 Years

Donald W. Blum

EVP & Chief Lending Officer

33 Years

Janet D. Krasowski

EVP & Chief Human Resources Officer

33 Years

Frank Muzio

SVP & Chief Accounting Officer

25 Years

James Christy

SVP, Chief Risk Officer & General Auditor

23 Years

James D. Nesci

President of Beacon Trust Company

20 Years

5

All outside directors deemed independent

Independent lead director and committee chairs with no

management on committees

Broad diversification and business backgrounds

Strong financial and corporate governance expertise

Integral to the strategic direction of the organization

Independent Board Leadership

Operating Strategies

6

Committed to building successful customer relationships

through straightforward communication, personal

attention and integrity

Provide solutions for our customers’

needs with

competitive and diverse product offerings

Continue to diversify the balance sheet composition with

emphasis on commercial relationships

Conservatively manage our company for consistent long-

term profitability and growth

Logically grow in markets relevant to our company

Maintain margin while protecting against a rise in interest

rates

7

Build upon our low-cost, core deposit funding base

Build and grow fee income sources (specifically Wealth

Management via Beacon Trust)

Challenge our officers and staff to further enhance

operating efficiencies

Continue

to

foster

a

“Pay

for

Performance”

culture

within

our organization

Maintain sufficient capital to support growth and manage

risk effectively

Evaluate the M & A environment for accretive opportunities

Operating Strategies (cont.)

Stockholder Value

8

Adhering to these strategies results in:

–

Competitive advantage

–

Profitable growth

–

Increased earnings

–

Enhanced long-term stockholder   

value

Branch Map

9

Asset Quality

10

Allowance for Loan Losses to Total Loans

11

Capital –

At 12/31/11

Amount

Ratio

Amount

Ratio

Regulatory Tier 1 leverage capital

267,308

$   

4.00%

583,770

$   

8.74%

Tier 1 risk-based capital

182,477

$   

4.00%

583,770

$   

12.80%

Total risk-based capital

364,953

$   

8.00%

641,008

$   

14.05%

REQUIRED

ACTUAL

(Dollars in thousands)

The Company continues to exceed all current

regulatory requirements and is “well capitalized.”

12

Total Return

13

Current Dividend Yield (as of 4/23/12) = 3.51%

Quarterly Cash Dividends since IPO

14

ROA & ROE

15

*Operating ROA & ROE.  Excludes Goodwill impairment.

2011 Highlights

16

Record Loan Originations of $1.5 Billion

Net Loan Growth of $244 Million or 6%

Improving Asset Quality Metrics

Total Deposits Increased $279 Million or 6%, Core Increased $428

Million or 12%, Non-Interest Bearing Increased $148 Million or 27%

Beacon Acquisition, Organic Growth Increased Wealth Assets Under

Administration Nearly 5x

15% Growth in Net Income to $57.3 million

Record Earnings per Share of $1.01

Commitment from 968 FTE Employees = RESULTS

17

THANK YOU FOR ATTENDING!