Item 8.01 Other Events.

On May 16, 2023, Ponce Financial Group, Inc., the holding company for Ponce Bank (the "Bank"), announced that its Board of Directors has adopted a share repurchase program intended to enhance shareholder value. Under the share repurchase program, the Company may repurchase up to 1,235,000 shares of the Company's common stock, which represents approximately 5% of the Company's issued and outstanding shares. A copy of the press release announcing the share repurchase program is attached as Exhibit 99.1 hereto.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits.


Exhibit                                 Description
 Number

  99.1       Press release dated May 16, 2023
  104      Cover Page Interactive Data File (embedded within the Inline XBRL)

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