Craig Blunden
About Craig G. Blunden
Craig G. Blunden is non-executive Chairman of Provident Financial Holdings, Inc. and Provident Savings Bank; he has served as Board Chair since 1996 (Provident) and 1991 (the Bank) and was associated with the Bank since 1974. He retired as Chief Executive Officer effective January 1, 2024, and is not considered an independent director under Nasdaq rules; the Board maintains a separate Lead Independent Director structure. He is 77 years old (as of June 30, 2025), first joined the board in 1975 (term expires 2026), and holds a B.S. in Finance (San Diego State University) and an MBA (University of California, Riverside). He currently chairs the Long Range Planning Committee.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Provident Financial Holdings, Inc. | Chairman of the Board (non-executive since Jan 1, 2024) | Chair since 1996; non-exec from 1/1/2024 | Oversees Board leadership; separation of Chair/CEO; Lead Independent Director framework maintained |
| Provident Savings Bank, F.S.B. | Chairman of the Board | Chair since 1991 | Long-standing governance leadership across cycles |
| Provident Financial Holdings, Inc. | President | 1996–2011 | Executive leadership during growth and transitions |
| Provident Savings Bank, F.S.B. | President | 1991–2011 | Executive leadership; banking operations oversight |
| Provident Financial Holdings, Inc./Bank | Chief Executive Officer | Through Dec 31, 2023 | CEO-to-Chair transition completed Jan 1, 2024 |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| California Bankers Association | Director | Not disclosed | Industry policy and network exposure |
| Community/Non-profit (Greater Riverside Chambers of Commerce; Kiwanis; United Way; university foundation boards) | Various leadership roles | Not disclosed | Local influence and stakeholder relationships |
Board Governance
- Independence status: Not independent (only non-independent member; 6 of 7 directors are independent). Board utilizes a Lead Independent Director (William E. Thomas) who leads executive sessions and can retain outside advisors.
- Committee assignments (current): Chair, Long Range Planning Committee; not listed on Audit or Personnel/Compensation.
- Board and committee meetings FY2025: 11 Provident Board meetings; 11 Bank Board meetings; no director attended fewer than 91% of meetings. Executive sessions held after each regularly scheduled Board and key committee meeting.
- Governance policies: Hedging and pledging of Provident stock prohibited for directors and senior officers; stock ownership/retention policy in place.
- Shareholder engagement: Annual engagement program (since 2020). 2025 outreach to top 20 holders resulted in no expressed concerns on governance or director issues; additional disclosures added.
Committee Membership Matrix (FY2025)
| Name | Audit | Long Range Planning | Nominating & Governance | Personnel/Compensation |
|---|---|---|---|---|
| Craig G. Blunden | Chair | |||
| Judy A. Carpenter | Chair | X | X | |
| Debbi H. Guthrie | X | X | ||
| Brian N. Hawley | X | X | ||
| Kathy M. Michalak | X | X | ||
| William E. Thomas | X | Chair | Chair | |
| Matthew E. Webb | X | X |
Fixed Compensation
| Component | Amount/Terms | Period/Date | Notes |
|---|---|---|---|
| Director cash fees (Blunden) | $46,866 | FY ended Jun 30, 2025 | Fees earned/paid in cash as a director |
| All other compensation (Blunden) | $2,542,732 | FY ended Jun 30, 2025 | Comprised of $2,535,515 SERP lump-sum and $7,217 personal auto use |
| Non-exec Chairman retainer | $4,111 per month | Effective Jan 2, 2024 | Per Transition Agreement; applies while he remains a non-employee director |
| Reimbursed expenses (Chairman) | Reasonable customary expenses incl. monthly club dues, approved travel, industry memberships | Transition Agreement term | Eligible for director benefits; personal responsibility for medical/dental/life/tax prep; use of automobile and office space |
| Country club membership transfer | ~$5,000 value | 2024 | Bank transferred membership interest to Blunden |
Standard Board Fee Structure (All Directors)
| Fee Type | Amount | Notes |
|---|---|---|
| Monthly retainer | $3,333 | Flat monthly retainer |
| Committee meeting fee | $400 per meeting | Committee attendance |
| Committee chair fee | $500 per meeting | For service as committee chair |
| Special board meeting fee | $1,000 per meeting | Special board meetings |
Performance Compensation
- Directors are eligible for equity-based compensation (primarily stock options) awarded intermittently (historically every 1–4 years; most recent director awards were in fiscal 2024) with multi-year vesting; no new stock or option awards were granted to directors in FY2025.
| Equity Element | Status/Amount | As of/Period | Notes |
|---|---|---|---|
| Stock awards (FY2025 grants) | — | FY ended Jun 30, 2025 | No stock awards granted to directors in FY2025 |
| Option awards (FY2025 grants) | — | FY ended Jun 30, 2025 | No option awards granted to directors in FY2025 |
| Outstanding restricted stock (Blunden) | 3,750 shares | Jun 30, 2025 | Unvested/Outstanding |
| Outstanding stock options (Blunden) | 10,000 options | Jun 30, 2025 | Outstanding as of FY-end |
No performance-based (metric-tied) equity disclosed for directors; director equity awards are primarily time-based (service vesting) with exercise price ≥ FMV on grant date.
Other Directorships & Interlocks
| Company/Organization | Public/Private | Role | Potential Interlock/Conflict |
|---|---|---|---|
| California Bankers Association | Industry Association | Director | No customer/supplier conflict disclosed; not a public company board |
- No other public company directorships disclosed for Blunden in the proxy.
Expertise & Qualifications
- Banking and board leadership: Nearly five decades of board service; deep banking expertise across all areas of banking; chairs Long Range Planning Committee with regular M&A and capital markets briefings to the Board.
- Education: B.S. Finance (SDSU); MBA (UC Riverside).
- Governance: Experienced board chair; separation of Chair/CEO roles; Board employs Lead Independent Director and executive sessions.
Equity Ownership
| Metric | Value | As of | Notes |
|---|---|---|---|
| Total beneficial ownership (Blunden) | 240,319 shares | Oct 6, 2025 (record date) | Includes ESOP shares and other forms per SEC beneficial ownership rules |
| Ownership as % of shares outstanding | 3.70% | Oct 6, 2025 | Outstanding shares: 6,503,511 |
| ESOP shares included (Blunden) | 36,085 shares | Oct 6, 2025 | Voting but not investment power |
| Unvested restricted stock outstanding | 3,750 shares | Jun 30, 2025 | As of FY-end |
| Stock options outstanding | 10,000 options | Jun 30, 2025 | As of FY-end |
| Hedging/Pledging | Prohibited for directors/senior officers | Policy in effect | Hedging/pledging of Provident stock is restricted |
| Ownership guidelines (Directors) | 300% of base cash retainer | Policy adopted 2021 | All directors in compliance as of June 30, 2025 |
Governance Assessment
- Board effectiveness and engagement: Strong attendance (≥91%) and clear independent leadership structure (Lead Independent Director; executive sessions each meeting) support oversight quality. Committee structure and charters are formalized and accessible.
- Independence and potential conflicts: Blunden is not independent given recent CEO tenure; however, the company reports no related-party transactions >$120,000 in FY2025, and prohibits hedging/pledging, mitigating common conflict risks.
- Compensation alignment and optics: For FY2025, Blunden’s reported director cash fee was modest ($46,866) but optics are affected by a one-time $2.536 million SERP cash-out recorded as “All Other Compensation.” His Transition Agreement provides a $4,111/month Chair retainer plus reimbursed professional expenses, auto, and office use, which investors may scrutinize for perk governance but are disclosed and structured via a board-approved agreement.
- Shareholder sentiment risk: The FY2024 say-on-pay proposal failed (49.43% for; 50.31% against), signaling investor concern on executive pay; management expanded governance and compensation disclosures and engaged shareholders; the Board revised certain 280G definitions and rescinded the former CEO’s legacy agreement. Continued monitoring of say-on-pay outcomes is warranted.
- Succession oversight: Board completed CEO transition (Jan 2024) and reports ongoing succession planning; an interim CFO was appointed in Feb 2025 after a voluntary CFO resignation “to pursue another opportunity,” with no disagreement reported.
RED FLAGS and Watch Items
- Not independent chair: As a former CEO, Blunden’s non-independence can raise concerns; reliance on Lead Independent Director and robust executive sessions is critical.
- Pay optics: Large SERP payout disclosed for FY2025; although an accrued obligation, it can negatively affect pay/perk optics in governance ratings.
- Say-on-pay failure (FY2024): Indicates prior investor dissatisfaction on pay practices; track whether the 2025 vote improves post-disclosure enhancements.
Positive Signals
- No related-party transactions in FY2025; hedging/pledging prohibited; directors compliant with ownership guidelines.
- Strong attendance and formal committee frameworks; clear disclosure of committee responsibilities and charters.