Carver Bancorp Files 10-K/A Amendment for Part III

TL;DR

Carver Bancorp finally filed the missing Part III of its 10-K, fixing an oversight from July 16th.

AI Summary

Carver Bancorp Inc. filed Amendment No. 1 to its Form 10-K for the fiscal year ended March 31, 2024, on July 29, 2024. This amendment is solely to revise Part III of the report, including previously omitted information, and does not update disclosures for events after the original filing date of July 16, 2024.

Why It Matters

This filing corrects and completes the company's annual report, ensuring all required information is publicly available for investors and regulators.

Risk Assessment

Risk Level: low — This is a routine amendment to a previously filed annual report, not indicating new material adverse events.

Key Numbers

• 20240331 — Fiscal Year End (The period covered by the original 10-K filing.)
• 20240729 — Amendment Filing Date (The date this amendment was filed with the SEC.)

Key Players & Entities

• CARVER BANCORP INC (company) — Filer
• 0001016178 (company) — Central Index Key
• 20240331 (date) — Fiscal Year End
• 20240729 (date) — Filing Date of Amendment
• 20240716 (date) — Original 10-K Filing Date

FAQ

Key Financial Figures

• $0.01 — ch registered Common Stock, par value $0.01 per share CARV NASDAQ Capital Marke
• $2.17 — 23 (based on the closing sales price of $2.17 per share of the registrant's common st
• $7 billion — e is a lead attorney over approximately $7 billion of loan originations each year in fixed
• $12 billion — supports the equity business with over $12 billion yearly in real estate equity transactio
• $10,000 — es the aggregate value of which exceeds $10,000. (2) Appointed Interim President and
• $1.53 — arver common stock on March 28, 2024 of $1.53. (2) Vest over three years, one thi

Filing Documents

• tm2420330d1_10ka.htm (10-K/A) — 236KB
• tm2420330d1_ex31-1.htm (EX-31.1) — 4KB
• tm2420330d1_ex31-2.htm (EX-31.2) — 4KB
• 0001104659-24-083559.txt ( ) — 485KB
• carv-20240331.xsd (EX-101.SCH) — 3KB
• carv-20240331_lab.xml (EX-101.LAB) — 35KB
• carv-20240331_pre.xml (EX-101.PRE) — 23KB
• tm2420330d1_10ka_htm.xml (XML) — 7KB

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 6 ITEM 12.

SECURITY OWNERSHIP

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS 10 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE 11 ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES 12 PART IV 13 ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES 13 ITEM 16. FORM 10-K SUMMARY 13

SIGNATURES

SIGNATURES 14 EXPLANATORY NOTE Carver Bancorp, Inc. (the "Company") filed its Annual Report on Form 10-K for the fiscal year ended March 31, 2024 ("Form 10-K") with the U.S. Securities and Exchange Commission (the "SEC") on July 16, 2024. The Company is filing this Amendment No. 1 to the Form 10-K, or "Form 10-K/A," solely to revise Part III of the report to include the information previously omitted from the Form 10-K. This Amendment No. 1 to the report continues to speak as of the date of filing of the report, and except as expressly set forth herein we have not updated the disclosures contained in this Amendment No. 1 to the report to reflect any events that occurred at a date subsequent to the filing of the report. Pursuant to Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this Amendment No. 1 also contains new certifications of the Company's principal executive officer and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Because no financial statements are included in this Amendment No. 1 and this Amendment No. 1 does not contain or amend any disclosure with respect to Items 307 or 308 of Regulation S-K promulgated by the SEC under the Exchange Act, paragraphs 3, 4 and 5 of the Section 302 certifications have been omitted. In addition, because no financial statements are included in this Amendment No. 1, new certifications of the Company's principal executive officer and principal financial officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 are not required to be included with this Amendment No. 1. Except as described above or as expressly noted in this Amendment No. 1 , no other changes have been made to the Form 10-K. PART III

DIRECTORS,

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS OF THE REGISTRANT AND CORPORATE GOVERNANCE. General The Certificate of Incorporation of Carver provides that Carver's Board of Directors shall be divided into three (3) classes, as nearly equal in number as possible. The directors of each class serve for a term of three (3) years, with one (1) class elected each year. In all cases, directors serve until their successors are elected and qualified. Carver's Board of Directors has the discretion to fix the number of directors by resolution and has so fixed this number at seven (7). Information Regarding Directors The following table sets forth certain information with respect to our directors. There are no arrangements or understandings between Carver and any director pursuant to which such person was elected or nominated to be a director of Carver. For information with respect to the ownership of shares of the Common Stock by each director, see "Security Ownership of Certain Beneficial Owners and Management—Security Ownership of Management." Name Age End of Term Position Held with Carver and Carver Federal Director Since Kenneth J. Knuckles 77 2024 Director 2013 Jillian E. Joseph 45 2024 Director 2019 Pazel G. Jackson, Jr. 93 2025 Director 1997 Robin L. Nunn 46 2025 Director 2022 Craig C. MacKay 61 2026 InterimChiefExecutiveOfficer and President, Director 2017 Lewis P. Jones III 72 2026 Chairperson of the Board 2013 Colvin W. Grannum 71 2026 Director 2013 Directors' Backgrounds The principal occupation and business experience of each director is set forth below. Jillian E. Joseph is Managing Director and Associate General Counsel at Nuveen, the asset management arm of TIAA. Ms. Joseph primarily supports TIAA's real estate business – Nuveen Real Estate. She is a lead attorney over approximately $7 billion of loan originations each year in fixed rate mortgage financing, floating rate mezzanine lending, and structured

EXECUTIVE

ITEM 11. EXECUTIVE COMPENSATION. Summary Compensation Table at March 31, 2024 The following table presents compensation information regarding Carver's Named Executive Officers at the fiscal year ended March 31, 2024. Name and Principal Position Year Ended 3/31 Salary Bonus Stock Awards Option Awards Non-Equity Incentive Plan Compensation Change in Pension Value and Nonqualified Deferred Compensation Earnings All Other Compensation (1) Total Craig C. MacKay, Interim President and Chief Executive Officer (2) 2024 $ 205,961 — — — — — $ 5,538 $ 211,499 Michael T. Pugh, 2024 $ 321,908 — — — — — $ 8,238 $ 330,146 Former President and Chief Executive Officer (3) 2023 $ 459,615 — $ 68,400 — — — $ 15,105 $ 543,120 Christina L. Maier, 2024 $ 267,152 — $ 16,620 — — — $ 5,414 $ 289,186 First Senior Vice President and Chief Financial Officer 2023 $ 267,679 — $ 20,520 — — — $ 10,707 $ 298,906 Marc Winkler Senior Vice President and Chief Administrative Officer (4) 2024 $ 291,403 — $ 16,620 — — — $ 11,209 $ 319,232 (1) Except as noted, the amounts shown in this column reflect matching contributions made to Carver's 401(k) Plan. No Named Executive Officer receives perquisites the aggregate value of which exceeds $10,000. (2) Appointed Interim President and Chief Executive Officer on October 1, 2023. (3) Resigned as of August 6, 2023. (4) Appointed Chief Administrative Officer on April 3, 2023. Outstanding Equity Awards at Fiscal Year End The following table shows equity awards outstanding for each of our named executive officers as of March 31, 2024. Option Awards Stock Awards Name Grant Date Number of Securities Underlying Unexercised Options Exercisable Number of Securities Underlying Unexercised Options Unexercisable Option Exercise Price ($) Option Expiration Date Grant Date Number of Shares or Units of Stock That Have No

View Full Filing

View this 10-K/A filing on SEC EDGAR