Every 8-K that OptimumBank Holdings, Inc. (OPHC) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow OPHC and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full OPHC filings page.
OptimumBank Holdings, Inc. (OPHC) entered into a Subordinated Note Purchase Agreement with institutional accredited investors and qualified institutional buyers and issued $35.0 million of 7.50% Fixed-to-Floating Rate Subordinated Notes due 2036 in a private placement under Section 4(a)(2) and Rule 506(b).
The Notes bear a fixed interest rate of 7.50% per year from August 19, 2026 to, but excluding, September 1, 2031, then reset quarterly to three-month term SOFR plus 340 basis points until maturity or earlier redemption. They mature on September 1, 2036, are redeemable at the Company’s option at par plus accrued interest on or after September 1, 2031 (and earlier only in limited circumstances), are unsecured and subordinated, and are intended to qualify as Tier 2 capital. A Registration Rights Agreement provides for an exchange offer into registered subordinated notes, with additional interest payable if registration obligations are not met.
OptimumBank Holdings, Inc. reported a strong second quarter of 2026, highlighting record quarterly net income and rapid balance sheet growth. Net income was $6.66 million, or $0.40 basic and $0.28 diluted EPS, supported by pretax income of $8.84 million. Management noted that based on a current quarterly earnings run rate of approximately $0.28 per share, it is raising its forward-looking annual earnings estimate to a range of $1.00–$1.15 per share.
Total assets surpassed $1.40 billion, with gross loans at $1.22 billion and deposits at $1.21 billion. Net interest income reached $14.7 million, while total interest income was $21.7 million. Net interest margin expanded to 4.57%, and core pretax, preprovision earnings were $8.8 million, producing an annualized core ROE of 26.9%. Credit quality remained strong with nonperforming assets at 0.22% of total assets, an allowance for credit losses of 0.91% of loans, and net charge-offs of 0%.
Since 2022, total assets, loans, and deposits have grown at compound annual growth rates above 28%. The company simplified its capital structure by exchanging all Series B and C convertible preferred stock into non-voting common stock and reported tangible book value per diluted share of $5.65. Management emphasized a relationship-based community banking strategy, continued lending platform expansion, and disciplined risk management.
OptimumBank Holdings, Inc. reported strong second-quarter 2026 results, with net income of $6.7 million, or $0.40 per basic share and $0.28 per diluted share, up from $4.7 million in the first quarter and $3.6 million a year earlier. For the six months ended June 30, 2026, net income was $11.3 million versus $7.5 million in the prior-year period, driven mainly by an $8.2 million increase in net interest income and $1.2 million higher noninterest income.
Total assets reached $1.4 billion, with gross loans of $1.2 billion and deposits of $1.2 billion, reflecting quarter-over-quarter growth of $132.2 million, $126.2 million, and $121.2 million, respectively. Net interest income rose to $14.7 million and net interest margin improved to 4.57%. Asset quality remained solid, with net charge-offs of $11,000, nonaccrual loans of $2.1 million, and an allowance for credit losses of $11.0 million, or 0.91% of total loans. The Tier 1 leverage ratio was 10.54%.
Leadership changes were completed as Chairman Moishe Gubin became Chief Executive Officer and Braden R. Smith joined as Bank President. OptimumFinance, LLC funded its first $14.2 million loan using a $14.0 million note payable guaranteed by the company. Shareholders’ equity increased to $134.4 million, and tangible book value per diluted share rose to $5.65.
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, 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.
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.
OptimumBank Holdings, Inc. entered into and completed an exchange agreement with shareholder Michael Blisko on January 27, 2026. Under this agreement, Mr. Blisko exchanged 65 shares of the company’s Series B Convertible Preferred Stock for 531,178 newly issued shares of common stock. The exchange was conducted as an unregistered transaction under the Securities Act of 1933, relying on an exemption including Section 3(a)(9). The company’s common stock trades on the NYSE American under the symbol OPHC.
OptimumBank Holdings, Inc. filed a current report to note that it released a presentation describing aspects of its unaudited results of operations and financial condition for, and at the end of, the year ended December 31, 2025. The presentation, dated January 20, 2026, is furnished as an exhibit under items covering results of operations and Regulation FD disclosure.
The company states that this information, including the exhibits, is being furnished rather than filed, which means it is not subject to certain Exchange Act liabilities and will only be incorporated into other filings if specifically referenced.
OptimumBank Holdings, Inc. furnished a Form 8‑K announcing it issued a press release with unaudited results of operations and financial condition for the nine‑month period ended September 30, 2025.
The press release is included as Exhibit 99.1. The company states the information is furnished and not filed under the Exchange Act, and is not subject to Section 18 liability nor incorporated by reference unless specifically referenced.
OptimumBank Holdings, Inc. (OPHC) furnished an investor presentation outlining aspects of its unaudited results of operations and financial condition for the nine-month period ended September 30, 2025. The presentation is included as Exhibit 99.1.
The company states this information is being furnished, not filed, and is therefore not subject to liability under Section 18 of the Exchange Act, nor incorporated by reference into other filings unless specifically referenced. OPHC’s common stock trades on the NYSE American.
OptimumBank Holdings, Inc. reported that, effective October 1, 2025, it adopted articles of amendment to its articles of incorporation to amend and restate the terms of its Series B preferred stock. The change makes the terms of the Series B preferred stock conform, in all material respects, to the company’s Series C preferred stock. The Series B preferred stock will now be included in diluted common shares and in related financial disclosures such as diluted earnings per share, which will affect how future per-share figures are presented. The amended and restated certificate of designation for the Series B preferred stock is included as an exhibit.
OptimumBank Holdings, Inc. filed a current report to note that it issued a press release on August 12, 2025 to clarify a comment made during its second quarter 2025 earnings webcast held on August 7, 2025. The filing states that both the press release and a transcript of the webcast are provided as Exhibit 99.1. The company also explains that this information is being furnished rather than filed, which limits how it is treated for certain securities law liability and incorporation-by-reference purposes.