13D Filing: Stilwell Joseph and Provident Financial Holdings, Inc. (PROV)

Item 1. Security and Issuer

This is the Seventh
Amendment (this “Seventh Amendment”) to the original Schedule 13D, which was filed on October 7, 2011 (the “Original
Schedule 13D”), amended on March 14, 2013 (the “First Amendment”), on May 2, 2013 (the “Second Amendment”),
on December 12, 2013 (the “Third Amendment”), on January 30, 2015 (the “Fourth Amendment”), on June 19,
2015 (the “Fifth Amendment”), and on June 12, 2017 (the “Sixth Amendment”). This Seventh Amendment is being
filed jointly by Stilwell Value Partners VII, L.P., a Delaware limited partnership (“Stilwell Value Partners VII”);
Stilwell Activist Fund, L.P., a Delaware limited partnership (“Stilwell Activist Fund”); Stilwell Activist Investments,
L.P., a Delaware limited partnership (“Stilwell Activist Investments”); Stilwell Value LLC, a Delaware limited liability
company (“Stilwell Value LLC”), and the general partner of Stilwell Value Partners VII, Stilwell Activist Fund, and
Stilwell Activist Investments; and Joseph Stilwell, the managing member and owner of Stilwell Value LLC. The filers of this statement
are collectively referred to herein as the “Group.”

This statement relates
to the common stock, par value $0.01 per share (“Common Stock”), of Provident Financial Holdings, Inc. (the “Issuer”).
The address of the principal executive offices of the Issuer is 3756 Central Avenue, Riverside, California 92506. The amended joint
filing agreement of the members of the Group is attached as Exhibit 8 to this Seventh Amendment.

Item 2. Identity and Background

(a)-(c) This statement
is filed by Joseph Stilwell with respect to the shares of Common Stock beneficially owned by Joseph Stilwell, including shares
of Common Stock held in the names of Stilwell Value Partners VII, Stilwell Activist Fund, and Stilwell Activist Investments in
Joseph Stilwell’s capacities as the managing member and owner of Stilwell Value LLC, which is the general partner of Stilwell
Value Partners VII, Stilwell Activist Fund, and Stilwell Activist Investments.

The business address
of Stilwell Value Partners VII, Stilwell Activist Fund, Stilwell Activist Investments, Stilwell Value LLC, and Joseph Stilwell
is 111 Broadway, 12th Floor, New York, New York 10006.

The principal employment
of Joseph Stilwell is investment management. Stilwell Value Partners VII, Stilwell Activist Fund, and Stilwell Activist Investments
are private investment partnerships engaged in the purchase and sale of securities for their own accounts. Stilwell Value LLC serves
as the general partner of Stilwell Value Partners VII, Stilwell Activist Fund, and Stilwell Activist Investments, and related partnerships.