Carver Bancorp, Inc. Commences Trading on OTC Markets

Rhea-AI Summary

Carver Bancorp (OTCQB: CARV) commenced trading on OTC Markets effective Dec 8, 2025, allowing stockholders to access quotes and volume on www.OTCmarkets.com and other public platforms. Management says the move is meant to provide greater flexibility to improve operational excellence, accelerate growth and enhance capital position.

The company named Jason Sisack as a senior executive, committed to refresh 75% of the board over three years, and reduced director cash compensation by 50%, citing expected cost savings from de-listing from the SEC and Nasdaq. Carver will publish an annual audited report and quarterly interim financials at www.carverbank.com and will continue filing quarterly FFIEC Call Reports.

Positive

• Trading on OTC Markets began on Dec 8, 2025
• Board refresh planned: 75% over three years
• Director cash compensation cut by 50%, reducing cash spend
• Senior hire: Jason Sisack added for regulatory expertise
• Committed disclosures: annual audited report plus quarterly interim financials

Negative

• De-listing from SEC and Nasdaq may reduce investor visibility
• OTC listing can result in lower liquidity vs. major exchanges

• Stockholders can access price quotes and volume data at www.OTCmarkets.com and on other public platforms
  
  
• Transition paves the way for increased flexibility to improve operational excellence, accelerate growth and enhance capital position
  
  
• Management and Board remain focused on transforming Carver to position it for success and continue to pursue strategy to drive long-term, sustainable profitability

NEW YORK, Dec. 8, 2025 /PRNewswire/ -- Carver Bancorp, Inc. (the "Company") (OTCQB: CARV), the holding company for Carver Federal Savings Bank, reminds stockholders that, as of today, the Company's common stock trades on the OTC Markets under the ticker "CARV".

Stockholders will continue to be able to purchase and sell Carver stock, and access information, including stock price quotes and trading volumes, at www.OTCmarkets.com and on other public platforms.

Donald Felix, the Company's President and Chief Executive Officer, said, "Our transition to trading on OTC Markets is a critical step in our broader strategy to transform Carver into a modern urban community bank and establish the foundation for long-term, sustainable profitability. As we join more than 300 peer banks that currently trade on OTC Markets, we will have greater flexibility to compete more effectively in a dynamic and demanding marketplace and enhance our operational excellence and capital position. We look forward to continuing to accelerate growth and remain focused on delivering long-term value for all stockholders while empowering everyday New Yorkers to achieve greater financial well-being."

This initiative builds upon other steps the Company has taken to tackle the challenges it faces head-on, including:

• The appointment of Jason Sisack, former Assistant Deputy Comptroller at the Office of the Comptroller of the Currency (OCC), as a senior executive, bringing essential regulatory expertise to the team.
  
  
• The public commitment to refreshing 75% of the Board of Directors (the "Board") over the next three years, which will not only bring fresh perspectives to the boardroom but also enable the addition of individuals with skill sets aligned to the evolving needs of the Company.
  
  
• The Board's decision to reduce the portion of its Director compensation received in cash by 50%, which will be augmented by the cost savings the Company expects to realize from de-listing from the Securities and Exchange Commission and The Nasdaq Stock Market LLC.

Commitment to Regular Financial Disclosures

As previously announced, Carver believes that transparency with stockholders is essential. To that end, the Company plans to disclose financials as outlined below:

• An annual report containing audited consolidated financial statements will be made available at www.carverbank.com.
  
  
• Quarterly interim financial information will be made available at www.carverbank.com.
  
  
• Carver Federal Savings Bank will continue to file quarterly Call Reports with the Federal Financial Institutions Examination Council (FFIEC), which are available at https://cdr.ffiec.gov/public/ManageFacsimiles.aspx.

About Carver Bancorp, Inc.

Carver Bancorp, Inc. (OTCQB: CARV) is the holding company for Carver Federal Savings Bank, a federally chartered stock savings bank. Headquartered in Harlem, NY, Carver was founded in 1948 to serve historically underserved communities in New York whose residents, businesses, and institutions had limited access to mainstream financial services. The U.S. Treasury Department has designated Carver as a Community Development Financial Institution ("CDFI") because of its community-focused banking services and dedication to its local community's economic viability and revitalization. Carver is one of the largest African- and Caribbean-American-managed banks in the United States. Carver's online banking presence includes consumer checking and savings accounts across nine states, from Massachusetts to Virginia and Washington, DC. For further information, please visit the Company's website at www.carverbank.com. Be sure to connect with Carver on Facebook, LinkedIn, and Instagram.

Forward-Looking Statements

This release may contain certain "forward-looking statements" that represent the Company's current expectations or beliefs concerning future events.  Forward-looking statements can be identified by the use of words such as "estimate," "project," "believe," "intend," "anticipate," "assume," "plan," "seek," "expect," "will," "may," "should," "indicate," "would," "believe," "contemplate," "continue," "target" and words of similar meaning.  Forward-looking statements are, by their nature, subject to numerous risks and uncertainties. Certain factors that could cause actual results to differ materially from expected results include changes in general economic conditions, changes in the interest rate environment, changes in prevailing depository institution stock prices, the evolution of the depository institution merger market, the Company's ability to terminate or the timing of the termination of its obligation to file periodic reports with the SEC, the Company's ability to have its common stock quoted or the timing of its common stock becoming quoted on the OTCQB Market as described above, market reactions to the Company's delisting and deregistration, changes to the Company's strategic plan, legislative and regulatory changes that adversely affect the business of the Company and the Bank, and changes in the securities markets. Because of the risks and uncertainties inherent in forward-looking statements, readers are cautioned not to place undue reliance on them, whether included in this news release or made elsewhere from time to time by the Company or on its behalf. The Company disclaims any obligation to update such forward-looking statements.

Additional Information and Where to Find it

The Company intends to file with the SEC a definitive proxy statement on Schedule 14A, containing a form of WHITE proxy card, with respect to its solicitation of proxies for the Company's 2025 Annual Meeting of Stockholders. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) FILED BY THE COMPANY AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT ANY SOLICITATION. Investors and security holders may obtain copies of these documents and other documents filed with the SEC by the Company free of charge through the website maintained by the SEC at www.sec.gov. Copies of the documents filed by the Company are also available free of charge by accessing the Company's website at www.carverbank.com.

Participants

This communication is neither a solicitation of a proxy or consent nor a substitute for any proxy statement or other filings that may be made with the SEC. Nonetheless, the Company, its directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies with respect to a solicitation by the Company. Information about the Company's executive officers and directors is available in Amendment No. 1 to the Company's Annual Report on Form 10-K for the year ended March 31, 2025, which was filed with the SEC on July 29, 2025 and in its proxy statement for the 2024 Annual Meeting of Shareholders, which was filed with the SEC on October 31, 2024. To the extent holdings by our directors and executive officers of the Company's securities reported in the proxy statement for the 2024 Annual Meeting have changed, such changes have been or will be reflected on Statements of Change in Ownership on Forms 3, 4 or 5 filed with the SEC. These documents are or will be available free of charge at the SEC's website at www.sec.gov.

Investor Contact:
investorrelations@carverbank.com

Media Contacts:
Michael Herley
203.308.1409
mediainquiries@carverbank.com

OR

CarverBancorp@Longacresquare.com

View original content to download multimedia:https://www.prnewswire.com/news-releases/carver-bancorp-inc-commences-trading-on-otc-markets-302634901.html

SOURCE Carver Bancorp, Inc.

FAQ

When did Carver Bancorp (CARV) start trading on OTC Markets?

Carver Bancorp began trading on OTC Markets under ticker CARV on December 8, 2025.

Where can investors find CARV stock quotes and volume after the move to OTC?

Investors can view CARV quotes and trading volume at www.OTCmarkets.com and other public platforms.

What disclosures will Carver (CARV) provide after de-listing from Nasdaq and the SEC?

Carver will publish an annual audited consolidated financial report and quarterly interim financial information at www.carverbank.com and will continue filing FFIEC Call Reports.

What does Carver's plan to refresh 75% of the board mean for CARV shareholders?

The company plans to replace 75% of board members over three years to add new skills and perspectives aligned with its strategy.

How will cutting director cash compensation by 50% affect Carver's finances?

The board reduced the portion of director compensation paid in cash by 50%, which the company says will be supplemented by cost savings from de-listing.

Who is Jason Sisack and why was he hired by Carver (CARV)?

Jason Sisack, a former Assistant Deputy Comptroller at the OCC, was appointed as a senior executive to provide regulatory expertise.