LAKELAND BANCORP INC : Submission of Matters to a Vote of Security Holders, Other Events, Financial Statements and Exhibits (form 8-K)

Item 5.07 Submission of Matters to a Vote of Security Holders.

On February 1, 2023 Lakeland Bancorp, Inc. (“Lakeland”) held a special meeting
of shareholders (the “Special Meeting”) virtually via the internet, related to
the proposed combination of Provident Financial Services, Inc. (“Provident”) and
Lakeland. At the close of business on December 16, 2022, the record date of the
Special Meeting, there were a total of 64,809,579 shares of common stock
outstanding and entitled to vote at the Special Meeting. At the Special Meeting,
47,057,260 shares of common stock were represented, therefore a quorum was
present. At the Special Meeting, Lakeland’s shareholders voted on three
proposals, as more specifically described in the joint proxy
statement/prospectus of Lakeland and Provident, dated December 21, 2022 (the
“Joint Proxy Statement/Prospectus”), as supplemented by the Current Report on
Form 8-K filed by Lakeland with the Securities Exchange Commission on January
25, 2023. Set forth below are the final results of shareholder votes for all
proposals.

Proposal 1 – Approval of the Merger Agreement

The proposal to approve the Agreement and Plan of Merger, dated September 26,
2022, by and among Provident Financial Services, Inc., NL 239 Corp. and Lakeland
Bancorp, Inc., was approved by the requisite majority of votes cast by
shareholders at the Special Meeting, as indicated below:

   For       Against   Abstentions
46,217,094   720,660     119,506

Proposal 2 – Approval of the Merger-Related Compensation Payments

The proposal to approve, on an advisory (non-binding) basis, the merger-related
compensation payments that will or may be paid to the named executive officers
of Lakeland in connection with the transactions contemplated by the Agreement
and Plan of Merger, was approved by the requisite majority of votes cast by
shareholders at the Special Meeting, as indicated below:

   For        Against    Abstentions
38,066,802   7,533,339    1,457,119

Proposal 3 – Adjournment Proposal

The proposal to adjourn the special meeting, if necessary or appropriate, to
solicit additional proxies if, immediately prior to such adjournment, there are
not sufficient votes to approve the Lakeland merger proposal or to ensure that
any supplement or amendment to the Joint Proxy Statement/Prospectus is timely
provided to holders of Lakeland common stock, was approved by the requisite
majority of votes cast by shareholders at the Special Meeting, as indicated
below:

   For        Against    Abstentions
41,494,700   4,219,747    1,342,813

Although Proposal 3 was approved, the adjournment of the Special Meeting was not
necessary because Lakeland’s shareholders approved Proposal 1.

The closing of the proposed merger remains subject to regulatory approvals and
certain other customary closing conditions.

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Item 8.01 Other Events.

On February 1, 2023, Provident and Lakeland issued a joint press release
announcing the results of the Special Meeting and the results of the special
meeting of Lakeland’s shareholders held on February 1, 2023. A copy of the joint
press release is attached as Exhibit 99.1 and is incorporated herein by
reference.

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.



              99.1      Joint Press Release dated February 1, 2023

              104.1   The cover page for this Current Report on Form 8-K,
                      formatted in Inline XBRL.

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