OptimumBank Holdings, Inc. filings document the regulatory record for a Florida bank holding company that owns OptimumBank, OptimumFunding, LLC and OptimumFinance, LLC. Its 8-K reports cover unaudited operating results, financial condition presentations, Regulation FD disclosures, executive leadership changes, subsidiary formation, and material equity transactions.
Proxy and annual meeting filings document director elections, auditor ratification, shareholder voting results, and amendments to the company's capital structure, including authorization of nonvoting common stock. Other disclosures address exchanges of Series B Convertible Preferred Stock into common stock, governance matters, and the capital and operating structure of the bank and non-bank lending subsidiaries.
OptimumBank Holdings, Inc. reported stronger results for the three months ended March 31, 2026. Total assets rose to $1.27 billion from $1.11 billion as loans grew to $1.09 billion and deposits to $1.09 billion. Net income increased to $4.7 million, with basic and diluted EPS of $0.39 and $0.20, up from $0.33 and $0.17 a year earlier. Net interest income climbed to $13.2 million, and net interest margin improved to 4.49%. The allowance for credit losses was $11.1 million, or 1.01% of loans. The Bank remained well capitalized, with Tier 1 capital to total assets of 10.74%. The company continued raising equity through its ATM program, exchanged preferred shares for common stock, and outlined plans to convert preferred shares into nonvoting common stock.
OptimumBank Holdings, Inc. announced a planned leadership transition. On May 1, 2026, Timothy Terry retired as principal executive officer of the company and as President and Chief Executive Officer of its banking subsidiary, OptimumBank, and will assist with the leadership transition.
Effective the same date, Chairman of the Board Moishe Gubin was appointed Chief Executive Officer and principal executive officer of OptimumBank Holdings, Inc., and Chief Executive Officer of OptimumBank. The bank also appointed Braden R. Smith, age 52, as President, bringing prior senior roles at Amerant Bank and Wintrust Financial Corporation.
OptimumBank Holdings, Inc. held its 2026 annual shareholder meeting on April 28, 2026. There were 12,166,437 shares of common stock outstanding as of the record date, and 8,991,733 shares were represented in person or by proxy, equal to 73.91% of shares eligible to vote.
Shareholders elected six directors, each receiving about 6.5 million votes in favor with roughly 368,230 or fewer votes withheld and 2,111,611 broker non-votes. They also approved an amendment to the Articles of Incorporation to authorize a class of nonvoting common stock, with 6,699,923 votes for, 172,576 against, and 7,623 abstentions.
Shareholders ratified Hacker, Johnson & Smith, P.A. as independent auditor for the 2026 fiscal year with 8,947,652 votes for, 20,338 against, and 23,743 abstentions. A proposal to adjourn the meeting if needed also passed, receiving 8,432,766 votes for, 388,083 against, and 170,884 abstentions.
OptimumBank Holdings, Inc. reported unaudited first-quarter 2026 results with net income of $4.7 million, or $0.39 basic and $0.20 diluted EPS. Net income rose from $3.9 million in the first quarter of 2025 but was slightly below $4.9 million in the fourth quarter of 2025.
Strong balance sheet growth continued: total assets reached $1.27 billion, gross loans $1.09 billion, and deposits $1.09 billion. Net interest income increased to $13.2 million and net interest margin improved to 4.49% as loan yields rose and funding costs declined.
Credit quality remained solid, with nonaccrual loans down to $2.2 million, minimal net charge-offs of $3,000, and an allowance for credit losses of $11.1 million, or 1.01% of total loans. The Bank’s Tier 1 Leverage Ratio was 10.74%, and tangible book value per common share was $10.43.
OptimumBank Holdings is asking shareholders to approve several items at its April 28, 2026 annual meeting, including electing six directors, creating a new class of nonvoting common stock, ratifying its auditor, and allowing adjournment if there are not enough votes.
The charter amendment would authorize 66,000,000 shares in total, split into 30,000,000 voting common, 30,000,000 nonvoting common, and 6,000,000 preferred. If approved, the company expects to exchange all outstanding Series B and Series C preferred into Nonvoting Common Stock, including 875,641 shares for AllianceBernstein L.P., 5,025,766 for director Michael Blisko, and 5,556,944 for Gubin Enterprises Limited Partnership. As of March 9, 2026, there were 12,166,437 common shares outstanding. The proxy also details board independence, committee activity, executive and director pay, and the 2018 equity incentive plan, under which 922,691 shares have been issued and 627,309 remain available.
OptimumBank Holdings, Inc. (OPHC) reports a community bank profile centered on South Florida, with $1.1 billion in total assets, net loans of $947.3 million, deposits of $931.8 million, and stockholders’ equity of $121.9 million as of December 31, 2025. Net income for 2025 was $16.6 million.
Loans make up 85% of assets and are heavily real estate-based: 95% of the portfolio is mortgage-secured and about 70% is commercial real estate. Net loans grew by $152.3 million in 2025, while nonperforming loans were $2.9 million, or 0.3% of gross loans. The allowance for credit losses was $10.3 million, or 1.07% of total loans.
The company highlights niche strategies in skilled nursing facility lending, merchant cash advance treasury services, and SBA 7(a) lending, having achieved SBA preferred lender status in early 2025. It also formed OptimumHUD Loans, LLC to pursue HUD/FHA-related finance. Capital remains above well-capitalized thresholds, with Tier 1 capital to total assets at 11.39%.
OptimumBank Holdings, Inc. is forming a new wholly owned subsidiary, OptimumFunding, LLC, to launch a HUD and FHA-focused lending platform as part of its long-term strategic growth plan. The initiative centers on government-insured lending for healthcare and multifamily properties.
OptimumFunding will offer bridge-to-HUD financing and FHA- and HUD-insured loan origination, targeting skilled nursing facilities, senior housing, and multifamily assets. It is designed to complement OptimumBank’s existing commercial real estate and healthcare lending, using a relationship-driven model with a dedicated, experienced team.
The board approved a dividend from OptimumBank to the holding company, which then authorized a capital investment into OptimumFunding to fund initial operations and platform development. Management believes this structure will support scalable growth, diversify revenue through government-insured lending, and align profitability with housing and healthcare objectives.
AllianceBernstein L.P. filed an amended Schedule 13G reporting beneficial ownership of 489,654 shares of OptimumBank Holdings Inc. common stock, representing 4.2% of the class as of 12/31/2025. The shares are held in discretionary investment advisory accounts, with AllianceBernstein having sole voting and dispositive power.
The position is certified as acquired and held in the ordinary course of business for investment purposes, not to change or influence control of OptimumBank. AllianceBernstein notes it is a majority-owned subsidiary of Equitable Holdings, Inc. but operates under independent management and reports ownership separately.
OptimumBank Holdings, Inc. reported that its Principal Executive Officer, Timothy Terry, sold 39,304 shares of common stock on February 2, 2026 at a price of $4.73 per share, in a disposition coded as a sale.
Following this transaction, the filing states that Terry directly owns 0 shares of OptimumBank common stock. No derivative securities transactions were reported in this filing.
OptimumBank Holdings, Inc. filed a Form 8-K to furnish a press release describing its unaudited results of operations and financial condition for, and at the end of, the year ended December 31, 2025. The press release is provided as Exhibit 99.1 and is treated as furnished, not filed, meaning it is not subject to Section 18 liability and is not automatically incorporated into other securities filings unless specifically referenced.