CF Bankshares (NASDAQ: CFBK) director Sundeep Rana leaves board after stake change

Rhea-AI Filing Summary

CF Bankshares Inc. reported that director Sundeep Rana resigned from its Board effective December 15, 2025. He had served since July 28, 2021 as the representative of Castle Creek Capital Partners VII, L.P. under a 2019 Securities Purchase Agreement. His resignation was required because Castle Creek and its affiliates no longer own at least 4.9% of the company’s outstanding common stock, which triggered a provision in that agreement. Mr. Rana stated that his decision was not due to any disagreement with the company’s operations, policies, or practices.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 15, 2025

CF BANKSHARES INC.

(Exact name of Registrant as Specified in Its Charter)

Delaware			0-25045	34-1877137
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
C/O CFBANK 4960 EAST DUBLIN GRANVILLE RD SUITE 400
COLUMBUS, Ohio				43081
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: (614) 334-7979

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
(Voting) Common Stock, $.01 par value		CFBK		The Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On December 15, 2025, Sundeep Rana notified the Board of Directors (the “Board”) of CF Bankshares Inc. (the “Company”) of his resignation from the Board effective as of such date. Mr. Rana had served on the Board of the Company since July 28, 2021, as the director representative of Castle Creek Capital Partners VII, L.P. (“Castle Creek”) pursuant to the Securities Purchase Agreement dated October 25, 2019, among the Company, Castle Creek and certain other investors party thereto (the “Securities Purchase Agreement”). In accordance with the provisions of the Securities Purchase Agreement, Mr. Rana resigned from the Board as a result of Castle Creek (together with its affiliates) ceasing to own at least 4.9% of the outstanding common stock of the Company. Mr. Rana’s notice of resignation confirmed that his resignation was not the result of any disagreement with the Company on any matter relating to its operations, policies or practices.

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.

			CF Bankshares Inc.
Date:	December 17, 2025	By:	/s/ Kevin J. Beerman
			Kevin J. Beerman Executive Vice President and Chief Financial Officer

FAQ

What board change did CF Bankshares Inc. (CFBK) disclose?

CF Bankshares Inc. disclosed that director Sundeep Rana resigned from its Board of Directors effective December 15, 2025.

Why did Sundeep Rana resign from the CF Bankshares (CFBK) board?

Sundeep Rana resigned under a Securities Purchase Agreement provision after Castle Creek Capital Partners VII, L.P. and its affiliates ceased to own at least 4.9% of CF Bankshares outstanding common stock.

How long did Sundeep Rana serve on the CF Bankshares (CFBK) board?

Sundeep Rana served on the Board of CF Bankshares Inc. from July 28, 2021 until his resignation effective December 15, 2025.

Was Sundeep Ranas resignation from CF Bankshares due to any disagreement?

No. The company states that Mr. Ranas resignation was not the result of any disagreement with CF Bankshares regarding its operations, policies, or practices.

What agreement governed Castle Creeks board representation at CF Bankshares (CFBK)?

Castle Creeks board representation, including Sundeep Ranas seat, was governed by a Securities Purchase Agreement dated October 25, 2019 among CF Bankshares Inc., Castle Creek, and other investors.

What ownership threshold affected Castle Creeks right to a CF Bankshares board seat?

The filing notes that Rana resigned because Castle Creek and its affiliates ceased to own at least 4.9% of CF Bankshares outstanding common stock, which ended its right to that board seat.