Bennett MacDougall - Executive Vice President, General Counsel and Corporate Secretary | PROVIDENT FINANCIAL SERVICES (PFS) Executive Profile & Compensation

About Bennett MacDougall

Bennett MacDougall is Executive Vice President, General Counsel, and Corporate Secretary of Provident Financial Services, Inc. (PFS) since August 2023; he previously served as Senior Vice President at PFS, General Counsel of Provident Bank and Beacon Trust beginning August 2021, and was a Managing Director at BNY prior to joining PFS . He is age 53 per the 2025 proxy and was age 52 in the 2024 proxy . MacDougall regularly signs and issues legal and corporate governance filings for PFS, including earnings-related 8-Ks and blackout notices, evidencing his role in disclosure control, legal risk management, and corporate secretary duties . Company performance context during his tenure: PFS reported ROAA of 0.57% in 2024 with net income of $116M, and company TSR based on a fixed $100 investment was $98.86 in 2024 versus peer bank index TSR of $132.44; multi‑year values are below .

Metric	2020	2021	2022	2023	2024
Company TSR – $100 initial value	$77.47	$108.82	$100.08	$89.28	$98.86
Peer Group TSR – $100 initial value	$90.82	$126.43	$111.47	$112.03	$132.44
Net Income ($MM)	$97	$168	$176	$128	$116
ROAA (%)	0.86%	1.26%	1.29%	0.92%	0.57%

Past Roles

Organization	Role	Years	Strategic Impact
Provident Financial Services, Inc.	EVP, General Counsel & Corporate Secretary	Aug 2023–present	Oversees legal, disclosure, and governance; signs earnings and 8-K exhibits and blackout notices
Provident Bank / Beacon Trust	General Counsel (and Corporate Secretary functions); SVP	Aug 2021–Aug 2023	Led bank and wealth subsidiary legal function; supported governance and integration
BNY	Managing Director	Prior to Aug 2021	Senior legal/leadership experience prior to joining PFS

External Roles

Organization	Role	Years	Strategic Impact
BNY	Managing Director	Pre‑2021	External leadership experience; foundation for current GC responsibilities

Fixed Compensation

Individual fixed compensation details (base salary, target bonus %) for MacDougall are not disclosed in 2024–2025 proxies as he is not a Named Executive Officer (NEO). The proxy addresses NEO elements and program design generally .
Company program elements: base salary set by role/performance; annual cash incentives tied to operating/financial/strategic goals; benefits/perquisites limited; executives eligible for non-qualified supplemental DC plan at committee discretion .

Performance Compensation

PFS’s executive incentive architecture (applies enterprise‑wide; individual metrics for MacDougall are not disclosed):

Incentive Component	Metric / Design	Weighting	Target / Actual	Payout / Vesting
Annual Cash Incentive	Operating, financial, and strategic goals under Executive Annual Incentive Plan	Not disclosed for MacDougall	Not disclosed	Cash payout per plan; subject to clawback
Long-Term Equity	Performance-based RSUs/PSUs with company goals and a relative TSR modifier	≥75% of target equity is performance-based	Not disclosed	Multi‑year performance cycles; vest subject to performance and policy holding
Merger‑related Awards (select executives)	Two‑year cliff PSUs: 50% merger cost savings; 50% successful integration	As noted	Not applicable to MacDougall unless separately disclosed (not listed among recipients)	Two‑year cliff vest contingent on criteria
Clawback & Risk Controls	All cash and equity incentives subject to clawback; hedging prohibited	—	—	Enforced via policy

Equity Ownership & Alignment

Individual beneficial ownership for MacDougall is not itemized in the 2025 or 2024 management ownership tables; the tables list directors and selected executive officers/NEOs and the group total .
Alignment policies apply: executives are subject to robust share ownership guidelines; hedging transactions are prohibited; all incentive compensation is subject to the company’s clawback policy .
Blackout-related trading restrictions: PFS imposed a blackout restricting director/executive transactions from Dec 1–week of Dec 8, 2025 due to ESOP merger into the 401(k) plan; the notice was issued by MacDougall as EVP, GC & Corporate Secretary .

Employment Terms

No employment agreement or change‑in‑control (CIC) agreement is disclosed for MacDougall in 2024–2025 proxies. CIC agreements are disclosed for other executives (e.g., Labozzetta, Lyons, Murray; Vakacherla; Shara) with 3x/2x severance constructs; MacDougall is not listed among CIC agreement holders .
Company CIC constructs: 3x compensation multiples for select executives, multi‑year benefits continuation, and good reason definitions (assignment changes, pay/benefits reduction, relocation >25 miles, failure to assume agreement) .
Non‑compete/non‑solicit specifics are provided for certain executives (e.g., CEO), but no such terms are disclosed for MacDougall in the proxies reviewed .

Investment Implications

Compensation alignment: While MacDougall’s individual metrics and payouts are not disclosed, enterprise policies indicate strong linkage to multi‑year performance and relative TSR, clawbacks, and ownership expectations—supportive of alignment and lower incentive risk .
Retention risk: Absence of a disclosed CIC agreement suggests fewer guaranteed protections than certain peers, potentially modestly higher retention risk in a change‑in‑control, mitigated by enterprise ownership/clawback frameworks .
Trading signals: Blackout administration underscores governance rigor around insider trading windows; no Form 4 activity was identified in the reviewed documents for MacDougall, limiting near‑term selling pressure analysis .
Execution track record: Legal leadership through merger and equity plan transitions (e.g., S‑8 opinion for Lakeland plan conversion) and consistent authorship/signature on earnings and governance 8‑Ks demonstrate operational reliability in disclosure and integration execution .