DEFA14A

DEFA14A 1 2026_defa_14a_notice_no_.htm DEFA14A DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐

Check the appropriate box:


☐		Preliminary Proxy Statement
☐		Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☐		Definitive Proxy Statement
☒		Definitive Additional Materials
☐		Soliciting Material Pursuant to §240.14a-12

Ponce Financial Group, Inc.

(Name of Registrant as Specified in Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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☒		No fee required.

☐		Fee paid previously with preliminary materials.

☐		Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

Ponce Financial Group P.O. BOX 8016, CARY, NC 27512-9903 Your vote matters!Ponce Financial Group, Inc.

Annual Meeting of Stockholders Thursday, June 12, 2025 10:00 AM, Eastern Time Annual meeting to be held via the internet - please visit www.proxydocs.com/PDLB for more details.You must register to attend the meeting online and/or participate at www.proxydocs.com/PDLB For a convenient way to view proxy materials, VOTE, and obtain directions to attend the meeting go to www.proxydocs.com/PDLB To vote your proxy while visiting this site, you will need the 12 digit control number in the box below.This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. This is not a ballot. You cannot use this notice to vote your shares. We encourage you to access and review all of the important information contained in the proxy materials before voting.Under United States Securities and Exchange Commission rules, proxy materials do not have to be delivered in paper. Proxy materials can be distributed by making them available on the internet.If you want to receive a paper or e-mail copy of the proxy material, you must request one.There is no charge to you for requesting a copy. In order to receive a paper package in time for this year's meeting, you must make this request on or before June 2, 2025.SEE REVERSE FOR FULL AGENDA Meeting Materials: Notice of Meeting and Proxy Statement & Annual Report Important Notice Regarding the Availability of Proxy Materials for the Stockholders Meeting To Be Held On June 12, 2025 For Stockholders of record as of April 16, 2025 To order paper or e-mail copies of the meeting materials, use one of the following methods.Internet:www.investorelections.com/PDLB Call:1-866-648-8133 Email:paper@investorelections.com * If requesting material by e-mail, please send a blank e-mail with the 12 digit control number (located below) in the subject line. No other requests, instructions OR other inquiries should be included with your e-mail requesting material.Your control number Have the 12 digit control number located in the box above available when you access the website and follow the instructions.Copyright © 2025 BetaNXT, Inc. or its affiliates. All Rights Reserved

Ponce Financial Group THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR PROPOSALS 1, 2 AND 3 Ponce Financial Group, Inc. Annual Meeting of Stockholders PROPOSAL 1.Election of Directors for the term ending in 2028 1.01 Maria Alvarez 1.02 Carlos P. Naudon 2.The ratification of the appointment of Forvis Mazars, LLP as independent registered public accounting firm for the year ending December 31,2025.3.Approval, on an advisory and non-binding basis, of the compensation of the named executive officers.

SEC Form DEFA14A filed by Ponce Financial Group Inc.