Carver Bancorp Files 8-K on Officer Changes and Shareholder Votes

Ticker: CARV · Form: 8-K · Filed: Dec 12, 2024 · CIK: 1016178

Sentiment: neutral

Topics: corporate-governance, officer-changes, shareholder-vote

TL;DR

Carver Bancorp 8-K: Leadership changes, director elections, and shareholder votes reported on Dec 12, 2024.

AI Summary

Carver Bancorp, Inc. filed an 8-K on December 12, 2024, reporting on the departure of directors or certain officers, election of directors, appointment of certain officers, and compensatory arrangements. The filing also covers the submission of matters to a vote of security holders and includes financial statements and exhibits. The company is a federally chartered savings institution based in New York.

Why It Matters

This filing provides crucial updates on the company's leadership and governance, which can impact investor confidence and strategic direction.

Risk Assessment

Risk Level: low — The filing is a routine disclosure of corporate governance events and does not indicate immediate financial distress or significant operational changes.

Key Players & Entities

FAQ

What specific officer positions were affected by the changes reported in this 8-K?

The filing indicates changes related to 'Departure of Directors or Certain Officers' and 'Appointment of Certain Officers', but the specific positions are not detailed in the provided text.

Were there any specific matters submitted to a vote of security holders on December 12, 2024?

Yes, the filing explicitly states 'Submission of Matters to a Vote of Security Holders' as an item reported.

What is the primary business of Carver Bancorp, Inc. according to the filing?

Carver Bancorp, Inc. is identified as a 'SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035]'.

In which state is Carver Bancorp, Inc. incorporated?

Carver Bancorp, Inc. is incorporated in Delaware.

What is the address of Carver Bancorp, Inc.'s principal executive offices?

The principal executive offices are located at 75 West 125th Street, New York, New York 10027-4512.

Filing Stats: 880 words · 4 min read · ~3 pages · Grade level 10.1 · Accepted 2024-12-12 16:08:30

Key Financial Figures

Filing Documents

02

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers On December 12, 2024, Carver Bancorp, Inc. (the "Company") held its 2024 Annual Meeting of Stockholders (the "Annual Meeting"), at which the Company's stockholders approved the Company's 2024 Equity Incentive Plan (the "Plan"), which provides for the grant of stock-based awards to officers, employees and directors of the Company and Carver Federal Savings Bank. A description of the material terms of the Plan is contained in the Company's Definitive Proxy Statement for the Annual Meeting of Stockholders filed with the Securities and Exchange Commission on October 31, 2024 (the "Proxy Statement"). The description of the Plan is qualified in its entirety by reference to the plan document attached hereto as Exhibit 10.1, which is incorporated by reference into this Item 5.02.

07

Item 5.07 Submission of Matters to a Vote of Security Holders Set forth below are the matters voted upon at the Annual Meeting, which are more fully described in the Proxy Statement, and the estimated preliminary voting results reported by the independent Inspector of Election, First Coast Results, Inc. ("First Coast"). These results are preliminary estimates only and are subject to change based on the certification of the voting results by First Coast. The Company will file an amendment to this Current Report on Form 8-K to disclose the final voting results after receiving First Coast's final certified report. As of the record date of October 15, 2024, there were 5,140,872 shares of common stock outstanding and entitled to notice of and to vote at the Annual Meeting. Of the record date shares, 3,346,327 shares of common stock, or 65.09%, were represented at the Annual Meeting. Proposal 1. To elect two directors, to each serve for a three-year term and until their respective successor(s) has been elected and qualified. Company's Board of Director Nominees For Withheld Jillian E. Joseph 1,728,980 1,616,254 Kenneth J. Knuckles 1,669,720 1,675,532 Dream Chasers' Nominees For Withheld Jeffrey Anderson 1,662,387 1,681,852 Jeffrey John Bailey 1,605,764 1,738,464 Based on the estimated preliminary results, the two directors elected at the Annual Meeting are Jillian E. Joseph and Kenneth J. Knuckles. Proposal 2. To approve the Carver Bancorp, Inc. 2024 Equity Incentive Plan . For Against Abstain 1,691,468 1,334,841 320,018 The proposal was approved based on the estimated preliminary vote. Proposal 3. To ratify the appointment of BDO USA, LLP as independent auditors for Carver Bancorp, Inc. for the fiscal year ending March 31, 2025. For Against Abstain 1,926,797 858,184 571,466 The proposal was approved based on the estimated preliminary vote. Proposal 4. Advisory (non-binding) approval of the compensation of our Named Execut

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Carver Bancorp, Inc. 2024 Equity Incentive Plan (Annex A to the Proxy Statement of Registrant filed October 31, 2024) 104 Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized. CARVER BANCORP, INC. DATE: December 12, 2024 By: /s/ Isaac Torres Isaac Torres Senior Vice President, General Counsel and Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR

View on Read The Filing