Exhibit 10.8


 





THE PROVIDENT BANK


EXECUTIVE ANNUAL INCENTIVE PLAN


 


ARTICLE I


Establishment, Purpose and Duration


 


1.1         Establishment. This Executive
Annual Incentive Plan (the “Plan”) is adopted by The Provident Bank (the “Bank”), effective as of January
1, 2015.


 


1.2           Purpose.
The objectives of the Plan are to optimize the profitability and growth of the Bank (including its affiliates) through incentives
consistent with the Bank’s goals in order to link and align the personal interests of the Participants with the incentive
for individual and overall Bank performance. This Plan is further intended to provide flexibility to the Bank in its ability to
motivate, attract and retain the services of Participants who make significant contributions to the Bank’s success and to
allow Participants to share in the success of the Bank.


 


1.3           Duration
of this Plan. This Plan shall commence on the Effective Date, and shall remain in effect until terminated, modified or amended
in accordance with Section 3.1 of the Plan.


 


ARTICLE II


Definitions


 


Definitions. Whenever used in this
Plan, the following words and phrases shall have the meanings specified:


 


1.1           “Base
Salary” means the Participant’s annual rate of base salary paid during each calendar year, excluding bonuses and
other forms of variable income, fringe benefits, reimbursements, etc.


 


1.2           “Bonus
Award” means an annual bonus paid as a cash lump sum under the Plan.


 


1.3           “Committee”
means the Compensation Committee of the Bank’s Board of Directors.


 


1.4           “Eligible
Employee” means an employee of the Bank who is selected by the Committee, in its sole discretion, to participate in
this Plan. Being selected to participate in this Plan for one Plan Year does not guarantee selection for participation in the
Plan for any other Plan Year.


 


1.5           “Plan
Year” means the Bank’s fiscal year, which is the calendar year.


 


1.6           “Participant”
means an Eligible Employee who has been notified by the Committee that he or she has been selected to participate in this Plan
for the current Plan Year.


 






    	 



    	 



    

 


ARTICLE II


Annual Cash Bonuses


 


2.1          Bonus
Award


 


(a)          No
later than 90 days after the commencement of each Plan Year, the
Committee shall set performance objectives pursuant to Section 2.2 for each Participant in writing in an award agreement, which
shall be provided to each Participant and included as an exhibit to the Plan. If the performance objectives for the Participant
are accomplished, the Participant shall receive a Bonus Award under the Plan equal to a designated percentage of the Participant’s
Base Salary, as determined by the Committee in its sole discretion and set forth in the Participant’s award agreement. 


 


(b)          In
addition to the attainment of the performance objectives set forth by the Committee for the Participant in the award agreement,
payment of the Bonus Award is also contingent on the Participant’s overall performance level being “at expectation”
as determined by the Committee. The Committee shall have the final authority to determine whether any Participant has satisfied
these requirements.


 


(c)          If
an Eligible Employee becomes a Participant at any time after the beginning of a Plan Year, the Bonus Award payable to that Participant
shall be pro-rated, such that, the percentage of Base Salary that constitutes the Bonus Award for that Plan Year shall be multiplied
by a fraction, where the numerator is the number of full calendar months that the individual was a Participant during the Plan
Year and the denominator is 12.


 


2.2           Performance
Objectives.


 


(a)          Payment
of Bonus Awards in any Plan Year is contingent upon the performance objectives specified by the Committee for any Participant
being met by the Bank and/or Participant. The specific performance objectives are determined annually by the Committee and are
subject to change by the Committee, but generally include objective performance targets focused on financial performance, growth,
asset quality, and risk management, including, but not limited to, return on average assets, net income margin, return on equity,
loan production, asset quality and subjective, discretionary performance targets, such as particular qualitative factors for each
Participant, based on his or her duties for the Bank.


 


(b)          Each
performance objective shall specify levels of achievement of goals ranging as follows:


 


(i)          Threshold
Level: The level for minimum performance deemed worthy of a Bonus Award.


 


(ii)         Target
Level: The level for typical, expected performance.


 






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(iii)        Maximum
Level. The level for outstanding performance.


 


(c)          Each
objective will be weighted based on priority as a percentage of the total Bonus Award payable to the Participant. The weight of
each performance objective attributable to a Participant shall be set forth in his or her award agreement.


 


2.3           Termination
of Employment. Unless otherwise determined by the Committee, a Participant who is not employed as of the payout date for his
or her Bonus Award shall forfeit the Bonus Award.


 


2.4           Time
of Payout. No later than two and one half (2 1⁄2) months after the close of the Plan Year (i.e., by the March 15 that
immediately follows the end of the Plan Year for which the performance is measured), the Bonus Award will be paid to the Participant
in a cash lump sum, through regular payroll practices, including all applicable withholdings. Bonus Awards under the Plan are
intended to be exempt from Section 409A of the Internal Revenue Code under the “short term deferral rule” set forth
in Treasury Regulations Section 1.409A-1(b)(4).


 


ARTICLE III


Amendments and Termination


 


3.1           Right
to Amend or Terminate. The Committee may amend or terminate this Plan at any time without the consent of any Participants,
provided, however, that the Committee may not reduce the amount of the Bonus Award already earned by any Participant in any Plan
Year without the Participant’s consent.


 


ARTICLE IV


Miscellaneous


 


4.1           No
Guarantee of Employment. This Plan is not an employment policy or contract. It does not give any Participant the right to
remain an employee of the Bank, nor does it interfere with the Bank’s right to discharge the Participant. It also does not
interfere with the Participant’s right to terminate employment at any time.


 


4.2           Non-Transferability.
Bonus Awards under this Plan cannot be sold, transferred, assigned, pledged, attached, or encumbered in any manner.


 


4.3           Applicable
Law. The Plan and all rights hereunder will be governed by the laws of the Commonwealth of Massachusetts, except to the extent
preempted by the laws of the United States of America.


 


4.4           Entire
Agreement. This Plan constitutes the entire agreement between the Bank and each Participant as to the subject matter hereof.
No rights are granted to the Participant by virtue of this Plan other than those specifically set forth herein.


 


4.5           Administration.
The Committee shall have powers which are necessary to administer this Plan, including but not limited to:


 






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(a)          Interpreting
the provisions of the Plan;


 


(b)          Determine
the persons eligible to participate in the Plan;


 


(c)          Maintaining
a record of benefit payments; and


 


(d)          Establishing
rules and prescribing any forms necessary or desirable to administer the Plan.


 




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THE PROVIDENT BANK


EXECUTIVE ANNUAL INCENTIVE PLAN


 


AWARD AGREEMENT


 


Name: _______________________________________________________________________


 


Plan Year: ___________________________________________________________________


 


Plan Year Base Salary: _________________________________________________________


 


 


	 	 	 	 	Award
    as a % Base Salary 
	Performance

    Objective	 	Weight	 	Below

        Threshold
	 	Threshold	 	Target	 	Maximum
    &

    Above
	 
	 	 	 	0%	 	 	 	 	 	 
	
	 	 	 	0%	 	 	 	 	 	 
	 
	 	 	 	0%	 	 	 	 	 	 
	 
	 	 	 	0%	 	 	 	 	 	 
	 
	 	 	 	0%	 	 	 	 	 	 
	

        Totals
	 	100%	 	0%	 	 	 	 	 	 


 








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