Market Overview - U.S. stocks showed mixed performance with the Nasdaq Composite gaining over 100 points, while the Dow decreased by 0.20% to 46,001.48 and the S&P 500 rose by 0.35% to 6,640.59 [1] - Communication services sector increased by 1.4%, while energy stocks fell by 1.6% [1] Company Performance - Target Corporation reported third-quarter adjusted earnings per share of $1.78, exceeding the analyst consensus estimate of $1.72, but quarterly sales of $25.27 billion fell short of expectations, down 1.5% year over year [2] - Target's merchandise sales decreased by 1.9%, leading to a revision of its 2025 adjusted EPS outlook to $7.00–$8.00, down from $7.00–$9.00, and below the consensus estimate of $7.36 [2] - The company also cut its 2025 GAAP EPS forecast to $7.70–$8.70 from $8.00–$10.00, compared to the $8.12 consensus estimate [2] Stock Movements - WeShop Holdings Limited shares surged 148% to $82.00 following its Nasdaq debut [7] - Freight Technologies, Inc. shares increased by 77% to $1.1712 after announcing the launch of its AI-powered freight rate prediction platform [7] - Semrush Holdings, Inc. shares rose 74% to $11.79 after Adobe announced plans to acquire the company [7] - Inspire Veterinary Partners, Inc. shares dropped 53% to $0.1273, while Carver Bancorp, Inc. shares fell 48% to $1.5499 after announcing plans to deregister its common stock [7] - Tempest Therapeutics, Inc. shares decreased by 50% to $4.63 following the announcement of an acquisition agreement [7] Commodity Market - Oil prices fell by 2.3% to $59.35, while gold prices increased by 0.6% to $4,091.20 [5] - Silver rose by 1.5% to $51.295, and copper increased by 0.5% to $4.9975 [5] International Markets - European shares were mostly higher, with the eurozone's STOXX 600 rising by 0.2% and Spain's IBEX 35 Index increasing by 0.7% [6] - Asian markets closed mixed, with Japan's Nikkei 225 down 0.34% and China's Shanghai Composite up 0.18% [8]

Accessibility StatementSkip Navigation NEW YORK, Nov. 18, 2025 /PRNewswire/ -- Carver Bancorp, Inc. (the "Company") (Nasdaq: CARV), the holding company for Carver Federal Savings Bank, today announced its voluntary decision to deregister its common stock with the Securities and Exchange Commission (the "SEC") and delist its common stock from The Nasdaq Stock Market LLC ("Nasdaq") to the OTCQX Market. The Company has notified Nasdaq of its intent to voluntarily delist and withdraw the registration of its com ...

Financial Performance - The company reported a net loss of $2.4 million for the three months ended September 30, 2025, compared to a net loss of $2.1 million for the same period in the prior year[160]. - Net interest income decreased by $0.9 million, or 15.0%, to $5.1 million for the three months ended September 30, 2025[166]. - The efficiency ratio increased to 138.33% for the three months ended September 30, 2025, compared to 125.11% for the same period in the prior year[161]. - Non-interest income increased by $0.6 million, or 100.0%, to $1.2 million for the three months ended September 30, 2025, compared to the prior year quarter[181]. - Non-interest expense rose by $0.6 million, or 7.3%, to $8.8 million for the three months ended September 30, 2025, compared to the prior year quarter[182]. Asset and Liability Management - Carver Federal Savings Bank had approximately $697.9 million in assets as of September 30, 2025[116]. - Total assets decreased by $32.1 million, or 4.4%, to $697.9 million at September 30, 2025, from $730.0 million at March 31, 2025[149]. - Total liabilities decreased by $29.4 million, or 4.2%, to $671.0 million at September 30, 2025, primarily due to a decrease in total deposits[153]. - Total equity decreased by $2.7 million, or 9.1%, to $26.9 million at September 30, 2025, due to a net loss of $3.6 million[156]. Loan Portfolio and Credit Quality - The Bank's net loan portfolio decreased by $20.5 million during the same period[149]. - Gross portfolio loans decreased by $20.8 million, or 3.4%, to $592.9 million as of September 30, 2025, compared to $613.7 million at March 31, 2025[152]. - Nonaccrual loans totaled $26.7 million, or 3.82% of total assets, at September 30, 2025, compared to $24.6 million, or 3.37% of total assets at March 31, 2025[175]. - The allowance for credit losses (ACL) was $6.1 million at September 30, 2025, representing a ratio of ACL to total loans of 1.03%[175]. - The allowance for credit losses on off-balance sheet credit exposures was $14 thousand as of September 30, 2025[159]. - The allowance to total loans ratio was 1.03% as of September 30, 2025, consistent with the previous quarter[178]. - The total non-performing loans to total loans ratio was 4.50%, up from 4.04% at March 31, 2025[178]. Capital and Regulatory Compliance - The Tier 1 leverage ratio was 8.70% at September 30, 2025, below the 9% Individual Minimum Capital Requirement (IMCR)[140]. - The total risk-based capital ratio was 11.44% at September 30, 2025, below the 12% IMCR requirement[140]. - The Company has a representation and warranty repurchase reserve of $80,000 as of September 30, 2025[147]. Market Conditions and Competition - The Company faces significant competition for deposits and mortgage lending in its market areas, with many competitors having greater financial resources[119]. - The Bank's primary lending market includes Kings, New York, Bronx, and Queens Counties, as well as lower Westchester County[119]. Stock and Shareholder Actions - As of September 30, 2025, the Company repurchased 11,744 shares of its common stock at an average price of $235.80 per share[129]. - The Company has a stock repurchase program in place, initially announced on August 6, 2002, to repurchase up to 15,442 shares[129]. Interest Income and Expense - Interest income decreased by $1.2 million for the three and six months ended September 30, 2025, compared to the prior year periods, with a $0.9 million decrease in loan interest income due to a 4.2% decrease in average loan balances[170]. - Interest expense decreased by $0.4 million, or 10.5%, to $3.4 million for the three months ended September 30, 2025, compared to $3.8 million for the prior year quarter[171]. - The average interest rate spread for the six months ended September 30, 2025, was 2.65%, compared to 2.63% for the prior year period[169]. Deposits and Funding Sources - Total deposits decreased by $36.2 million, contributing to the decline in cash and cash equivalents[150]. - Deposits decreased by $36.2 million, or 5.5%, to $625.6 million at September 30, 2025, with a significant drop in certificates of deposit[154]. - The Bank's primary sources of funds are deposits, borrowed funds, and principal and interest payments on loans and securities[130]. - Advances from the FHLB-NY and other borrowed money increased by $7.3 million, or 36.1%, to $27.5 million at September 30, 2025[155].

Core Viewpoint - Carver Bancorp, Inc. is initiating a comprehensive board modernization initiative to transform into a modern urban community bank, enhancing its mission to financially empower everyday New Yorkers [1][5]. Modernization Measures - The board has adopted immediate modernization measures to improve governance practices and ensure effective competition in the marketplace [2][5]. - A significant aspect of the initiative includes a 75% turnover rate among directors over the next three years, subject to regulatory approvals [6]. - Enhanced skills-based recruitment will be implemented, with a comprehensive director skills matrix reviewed annually [6]. Leadership and Governance Enhancements - Jason Sisack, with over 25 years of regulatory expertise, has been appointed as Senior Enterprise Risk Management Advisor to the CEO, providing guidance on governance and risk management [4][5]. - The modernization plan includes a 50% reduction in cash compensation for directors, with an equity retainer introduced to align interests with long-term value creation [6]. Performance Management and Director Independence - Annual individual assessments and full board evaluations will be conducted, with enhanced re-evaluation of directors at each term end [6]. - All directors are required to be independent, except for the CEO if elected to the board, and an independent non-executive chair will be established [6]. Company Background - Carver Bancorp, Inc. is the holding company for Carver Federal Savings Bank, a community bank focused on serving the financial needs of everyday New Yorkers and supporting local economic empowerment [7][8]. - Founded in 1948, Carver has a legacy of addressing barriers to financial access and is recognized as both a Community Development Financial Institution (CDFI) and a Minority Depository Institution (MDI) [8].

Core Insights - Carver Bancorp, Inc. has appointed Jason Sisack as Senior Enterprise Risk Management Advisor, enhancing its leadership team during a critical transformation phase [2][3][7] - Sisack brings over 25 years of regulatory experience from the Office of the Comptroller of the Currency (OCC), which will support Carver's strategic initiatives in risk management and profitability [2][3][4] Company Overview - Carver Bancorp, Inc. is the holding company for Carver Federal Savings Bank, a community bank focused on serving the financial needs of everyday New Yorkers and supporting local neighborhoods [5][6] - The bank is recognized as a Community Development Financial Institution (CDFI) and a Minority Depository Institution (MDI), emphasizing its commitment to financial inclusion and economic empowerment [6] Leadership and Strategy - Jason Sisack's role will involve applying his expertise in supervision and regulation to advance Carver's risk management and balance sheet strategies [2][3] - The appointment is seen as essential for building operational capabilities and accelerating growth, particularly in the context of challenges faced by community banks [3][7] Background of Jason Sisack - Prior to joining Carver, Sisack served as Assistant Deputy Comptroller at the OCC, where he led examiner teams and influenced national bank supervision policy [3][4] - He holds a B.A. in Economics from Rutgers University and a Premium Fintech certification from Harvard Business School, indicating a strong educational background relevant to his new role [4]

Core Viewpoint - US regional bank stocks rebounded collectively during intraday trading after a significant drop due to credit issues the previous day [1] Group 1: Stock Performance - Carver Bancorp saw an increase of 5.11% [2] - Pacific Mercantile Bank rose by 4.13% [2] - Alliance West Bank increased by 4.25% [2] - Zion Bank experienced a rise of 3.28% [2] - Riverview Bancorp gained 3.29% [2] - HarborOne Bancorp increased by 3.19% [2] - Truist Financial saw a rise of 3.04% [2] - Zions Bancorporation increased by 3.02% [2] - BayCom rose by 2.97% [2] - Eastern Bankshares increased by 2.96% [2] - BCB Bank saw a rise of 2.94% [2] - Northpointe Bancshares increased by 2.75% [2] - Union Bankshares rose by 2.58% [2] - West Community Bank increased by 2.55% [2]

Core Viewpoint - Zacks Investment Research has initiated coverage of Carver Bancorp, Inc. (CARV) with a "Neutral" recommendation, reflecting a mixed outlook for the company despite its progress in community banking activities [1] Company Overview - Carver Bancorp is the holding company for Carver Federal Savings Bank, operating primarily in low- to moderate-income neighborhoods in New York City through seven branches [2] - The principal business of CARV includes community banking activities, focusing on commercial and multifamily mortgages, small business loans, and consumer loans [2][3] Financial Performance - Carver Bancorp's earnings stability is supported by higher loan yields, disciplined pricing, and effective balance sheet management [3] - The company has maintained net interest margin stability despite rising funding costs in the banking sector [3] Growth Drivers - Key factors driving future growth include a strategic focus on small business lending, affordable housing, and community development [4] - Management's cost-control initiatives and efficiency improvements are yielding results, enhancing productivity and resource allocation [4] - CARV's credit quality remains strong due to conservative underwriting practices and diversified exposures [4] Risks and Challenges - The company faces short-term liquidity and profitability pressures, including deposit outflows and deferred interest payments on trust-preferred securities [5] - High non-interest expenses and an elevated efficiency ratio of 117.4% limit near-term earnings potential [5] - CARV is under an agreement with the Office of the Comptroller of the Currency, restricting certain actions until it meets specific capital ratio requirements [5] Market Performance - Carver Bancorp's stock has outperformed its industry peers and the broader market over the past year, indicating cautious optimism among investors [6] - The current valuation reflects a pricing in of potential recovery and capital improvement while acknowledging ongoing regulatory and profitability risks [6] Additional Information - The full Zacks research report provides a comprehensive analysis of Carver Bancorp's financial health, strategic initiatives, and market positioning [7]

Group 1 - Carver Bancorp, Inc. (NASDAQ:CARV) is recognized as one of the 10 Best Bank Penny Stocks to buy currently [1] - Dream Chasers Capital Group (DCCG), the largest shareholder with a 9.7% stake, has expressed interest in acquiring a controlling interest in Carver Bancorp [2] - DCCG is seeking partners to explore a potential takeover, citing the bank's board has not met regulatory and performance expectations, which has negatively impacted shareholder value [3] Group 2 - Carver Bancorp provides consumer and commercial banking services primarily in New York, serving individuals, businesses, nonprofits, and governmental agencies [4]

[PART I. FINANCIAL INFORMATION (UNAUDITED)](index=4&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION%20(UNAUDITED)) [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) The unaudited statements show total assets of $713.6 million and a quarterly net loss of $1.2 million [Consolidated Statements of Financial Condition](index=4&type=section&id=Consolidated%20Statements%20of%20Financial%20Condition) Total assets decreased to $713.6 million, driven by lower deposits and loans, with equity falling to $28.5 million Consolidated Balance Sheet Highlights (in thousands) | Account | June 30, 2025 | March 31, 2025 | | :--- | :--- | :--- | | **Total Assets** | **$713,624** | **$729,991** | | Total cash and cash equivalents | $43,835 | $50,315 | | Total loans receivable, net | $598,937 | $607,347 | | **Total Liabilities** | **$685,086** | **$700,413** | | Total deposits | $645,531 | $661,837 | | **Total Equity** | **$28,538** | **$29,578** | [Consolidated Statements of Operations](index=6&type=section&id=Consolidated%20Statements%20of%20Operations) The quarterly net loss improved to $1.2 million from $2.2 million year-over-year due to a credit loss recovery Quarterly Operating Results (in thousands, except per share data) | Metric | Q1 2025 (3 mos ended Jun 30) | Q1 2024 (3 mos ended Jun 30) | | :--- | :--- | :--- | | Net Interest Income | $5,641 | $5,504 | | (Recovery of) provision for credit losses | $(26) | $260 | | Total Non-interest Income | $1,268 | $705 | | Total Non-interest Expense | $8,112 | $8,161 | | **Net Loss** | **$(1,177)** | **$(2,212)** | | **Loss per common share (Basic & Diluted)** | **$(0.22)** | **$(0.43)** | [Consolidated Statements of Comprehensive Loss](index=7&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income%20(Loss)) Total comprehensive loss narrowed to $1.1 million from $2.5 million in the prior-year quarter Comprehensive Loss Summary (in thousands) | Component | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | | :--- | :--- | :--- | | Net loss | $(1,177) | $(2,212) | | Other comprehensive income (loss) | $124 | $(263) | | **Total comprehensive loss, net of tax** | **$(1,053)** | **$(2,475)** | [Consolidated Statement of Changes in Equity](index=8&type=section&id=Consolidated%20Statement%20of%20Changes%20in%20Equity) Total equity declined by $1.04 million to $28.5 million, primarily due to the quarterly net loss - Equity declined by **$1.04 million** during the quarter, moving from **$29.58 million to $28.54 million**[17](index=17&type=chunk) [Consolidated Statements of Cash Flows](index=9&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Cash and cash equivalents decreased by $6.5 million, mainly from a net decrease in deposits Cash Flow Summary (in thousands) | Activity | Three Months Ended June 30, 2025 | | :--- | :--- | | Net cash used in operating activities | $(230) | | Net cash provided by investing activities | $8,958 | | Net cash used in financing activities | $(15,208) | | **Net decrease in cash and cash equivalents** | **$(6,480)** | [Notes to Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) Key disclosures cover the OCC Formal Agreement, capital requirements, and details on loan and investment portfolios - On May 14, 2025, the Bank entered into a **Formal Agreement with the OCC**, requiring approval for key changes and mandating a **Tier 1 leverage ratio of 9%** and a **total risk-based capital ratio of 12%**[26](index=26&type=chunk) - The company **deferred the interest payment** due June 17, 2025, on its subordinated debt, with deferred interest totaling **$300 thousand** at quarter-end[24](index=24&type=chunk) - Total loans receivable decreased to **$605.3 million**, with an allowance for credit losses (ACL) of **$6.3 million**, or **1.04% of total loans**[56](index=56&type=chunk)[162](index=162&type=chunk) - Nonaccrual loans totaled **$24.5 million** as of June 30, 2025, a slight decrease from the prior quarter[61](index=61&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=34&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the improved quarterly net loss, decreased assets, and challenges from regulatory capital requirements [Overview](index=38&type=section&id=Overview) Carver Federal is a leading African-American operated bank with $713.6 million in assets serving New York City - Carver Federal is among the largest African-American operated banks in the United States, with assets of approximately **$713.6 million** as of June 30, 2025[108](index=108&type=chunk) - The bank received its seventh consecutive **"Outstanding" rating** from the OCC in its most recent Community Reinvestment Act (CRA) examination[108](index=108&type=chunk) [Critical Accounting Estimates](index=39&type=section&id=Critical%20Accounting%20Estimates) The Allowance for Credit Losses (ACL) is the most critical estimate, involving significant management judgment - The **Allowance for Credit Losses (ACL)** is considered the most critical accounting estimate, involving significant management judgment and susceptibility to economic changes[115](index=115&type=chunk)[116](index=116&type=chunk) [Liquidity and Capital Resources](index=40&type=section&id=Liquidity%20and%20Capital%20Resources) The bank's liquidity is adequate, but capital ratios failed to meet the OCC's minimum requirements - At June 30, 2025, the Bank's capital levels **did not meet its Individual Minimum Capital Ratio (IMCR) requirements**, with a Tier 1 leverage ratio of **8.82%** and a total risk-based capital ratio of **11.58%**[131](index=131&type=chunk)[132](index=132&type=chunk) - The company has an undrawn **$25.0 million** revolving loan facility to support green energy financing initiatives[126](index=126&type=chunk) - Total cash and cash equivalents decreased by **$6.5 million** during the quarter, primarily due to a **$16.3 million** net decrease in deposits[130](index=130&type=chunk) [Comparison of Financial Condition](index=45&type=section&id=Comparison%20of%20Financial%20Condition) Total assets decreased by $16.4 million (2.2%) due to declines in cash, loans, and deposits - Total assets decreased by **$16.4 million (2.2%)** to **$713.6 million** at June 30, 2025[141](index=141&type=chunk) - Gross portfolio loans decreased by **$8.4 million (1.4%)** as payoffs of $22.7 million exceeded new originations[143](index=143&type=chunk) - Deposits decreased by **$16.3 million (2.5%)**, primarily from reductions in certificates of deposit and business accounts[145](index=145&type=chunk) [Comparison of Operating Results](index=46&type=section&id=Comparison%20of%20Operating%20Results) The quarterly net loss improved to $1.2 million from $2.2 million year-over-year, driven by higher non-interest income Selected Operating Ratios | Ratio | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | | :--- | :--- | :--- | | Return on average assets | (0.66)% | (1.18)% | | Return on average stockholders' equity | (15.80)% | (21.49)% | | Net interest margin | 3.22% | 3.01% | | Efficiency ratio | 117.41% | 131.44% | - Net interest income increased by **$0.1 million (1.8%)** to $5.6 million, primarily due to a decrease in interest expense[156](index=156&type=chunk) - The company recorded a **$26 thousand recovery of credit loss**, compared to a **$260 thousand provision** in the prior year quarter[162](index=162&type=chunk) - Non-interest income increased by **$0.6 million (85.7%)** to $1.3 million, driven by higher depository and loan fees[170](index=170&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=51&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section is not applicable as the company is a smaller reporting company - Disclosure about market risk is not required as the Company is a **smaller reporting company**[172](index=172&type=chunk) [Controls and Procedures](index=51&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of the quarter-end - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were **effective** as of June 30, 2025[174](index=174&type=chunk) - **No material changes** were made to the Company's internal control over financial reporting during the fiscal quarter[175](index=175&type=chunk) [PART II. OTHER INFORMATION](index=52&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Legal Proceedings](index=52&type=section&id=Item%201.%20Legal%20Proceedings) The company is not involved in any material legal proceedings outside the ordinary course of business - The Company is not involved in any pending legal proceedings that management believes would be **material** to its financial condition or operations[177](index=177&type=chunk) [Risk Factors](index=52&type=section&id=Item%201A.%20Risk%20Factors) No material changes to risk factors were reported since the last annual report - **No material changes** to risk factors have occurred since the Annual Report on Form 10-K for the year ended March 31, 2025[178](index=178&type=chunk) [Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities](index=52&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%2C%20Use%20of%20Proceeds%2C%20and%20Issuer%20Purchases%20of%20Equity%20Securities) No unregistered sales, use of proceeds, or issuer purchases of equity securities occurred during the period - No such activities were reported for the period[179](index=179&type=chunk) [Defaults Upon Senior Securities](index=52&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) No defaults upon senior securities were reported during the period - No defaults were reported for the period[180](index=180&type=chunk) [Mine Safety Disclosures](index=52&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This section is not applicable to the company's operations - Not applicable[181](index=181&type=chunk) [Other Information](index=52&type=section&id=Item%205.%20Other%20Information) No directors or officers adopted or terminated Rule 10b5-1 trading plans during the quarter - No directors or executive officers adopted or terminated any **Rule 10b5-1 trading plans** during the quarter[182](index=182&type=chunk) [Exhibits](index=52&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the quarterly report, including certifications and XBRL data

Part I [Item 1. Business](index=8&type=section&id=Item%201.%20Business) Carver Bancorp, Inc. operates Carver Federal Savings Bank, a community-focused institution with $730.0 million in assets, specializing in real estate and business loans, now under an OCC formal agreement for performance improvement [Overview](index=8&type=section&id=Overview) Carver Federal Savings Bank, with $730.0 million in assets and 109 employees, serves NYC's low-to-moderate-income communities and is implementing a new OCC-mandated strategic plan - Carver Federal Savings Bank is one of the largest African-American operated banks in the U.S., with **$730.0 million in assets** and **109 employees** as of March 31, 2025[18](index=18&type=chunk) - The bank received its sixth consecutive "Outstanding" rating from the OCC for its Community Reinvestment Act (CRA) examination in March 2022, with **90% of its loans** made within its assessment area[18](index=18&type=chunk) - On May 14, 2025, the Bank entered into a formal agreement with the OCC, requiring it to establish a Compliance Committee, prepare a new three-year strategic plan focusing on earnings performance, and develop an earnings improvement program[31](index=31&type=chunk)[38](index=38&type=chunk) - The company's human capital resources as of March 31, 2025, consisted of **109 employees**, of which approximately **47% were female** and **86% were minorities**[34](index=34&type=chunk) [Lending Activities](index=12&type=section&id=Lending%20Activities) The Bank's loan portfolio, primarily commercial real estate, multifamily, and business loans, decreased 1.5% to $613.7 million, with originations significantly slowing in fiscal 2025 Loan Portfolio Composition (at March 31) | Loan Type | 2025 Amount ($M) | 2025 % of Total | 2024 Amount ($M) | 2024 % of Total | | :--- | :--- | :--- | :--- | :--- | | One-to-four family | $74.4 | 12.1% | $82.8 | 13.3% | | Multifamily | $165.8 | 27.0% | $177.2 | 28.4% | | Commercial real estate | $178.3 | 29.1% | $175.4 | 28.2% | | Business | $165.0 | 26.9% | $169.6 | 27.2% | | Construction | $4.6 | 0.7% | $2.2 | 0.4% | | Consumer | $25.7 | 4.2% | $15.7 | 2.5% | | **Total Gross Loans** | **$613.7** | **100.0%** | **$622.9** | **100.0%** | - Total loans receivable decreased by **$9.2 million**, or **1.5%**, from $622.9 million at March 31, 2024, to **$613.7 million** at March 31, 2025[43](index=43&type=chunk) - Loan originations and purchases significantly decreased to **$54.4 million** in fiscal 2025 from $93.2 million in fiscal 2024 and $126.2 million in fiscal 2023[72](index=72&type=chunk) [Asset Quality](index=20&type=section&id=Asset%20Quality) Asset quality deteriorated in fiscal 2025, with non-performing assets more than doubling to $24.6 million and ACL coverage of nonaccrual loans significantly decreasing Non-Performing Assets (at March 31) | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Total nonaccrual loans ($M) | $24.6 | $11.8 | | Total non-performing assets ($M) | $24.6 | $11.8 | | Nonaccrual loans to total loans | 4.01% | 1.89% | | Non-performing assets to total assets | 3.38% | 1.56% | - Total non-performing assets increased by **$12.8 million** to **$24.6 million** at March 31, 2025, primarily due to a **$12.8 million** increase in nonaccrual loans[80](index=80&type=chunk) Allowance for Credit Losses (ACL) Analysis | Metric | FY 2025 | FY 2024 | | :--- | :--- | :--- | | Beginning Balance ($M) | $5.9 | $5.2 | | Provision for losses ($M) | $1.2 | $0.1 | | Net charge-offs ($M) | ($0.7) | ($0.1) | | Ending Balance ($M) | $6.3 | $5.9 | | ACL to total loans | 1.03% | 0.94% | | ACL to nonaccrual loans | 25.77% | 49.86% | [Investment Activities](index=25&type=section&id=Investment%20Activities) The Bank's $46.3 million investment portfolio, primarily AFS, holds **$12.0 million** in unrealized losses due to interest rates, not credit issues - At March 31, 2025, the investment portfolio consisted of **$44.5 million** in available-for-sale securities and **$1.8 million** in held-to-maturity securities[91](index=91&type=chunk) - The available-for-sale portfolio carried an unrealized loss of **$12.0 million** ($11,958 thousand gross), which management attributes to the interest rate environment rather than credit issues[95](index=95&type=chunk)[366](index=366&type=chunk) - Mortgage-backed securities, primarily from government-sponsored enterprises, constituted **3.4% of total assets** at March 31, 2025[92](index=92&type=chunk) [Sources of Funds](index=27&type=section&id=Sources%20of%20Funds) Deposits are the primary funding source, supplemented by FHLB-NY borrowings and trust preferred securities, with **$55.0 million** in brokered deposits and **$90.0 million** in CDARS reciprocal deposits - As of March 31, 2025, the Bank held **$55.0 million** in brokered deposits and **$90.0 million** in reciprocal deposits through the CDARS network[99](index=99&type=chunk)[100](index=100&type=chunk) - The Company has **$13.4 million** in junior subordinated debt securities related to its trust preferred securities, deferring the June 17, 2025, interest payment to manage liquidity[102](index=102&type=chunk) - The Bank is authorized to use advances from the FHLB-NY, secured by its FHLB-NY stock and a pledge of its mortgage loan and securities portfolios[101](index=101&type=chunk) [Regulation and Supervision](index=29&type=section&id=Regulation%20and%20Supervision) The Bank is under a May 2025 OCC Formal Agreement, requiring a new strategic plan and compliance committee, and did not meet its higher IMCRs of **9% Tier 1 leverage** and **12% total risk-based capital** - On May 14, 2025, the Bank entered into a Formal Agreement with the OCC requiring a new three-year strategic plan focused on earnings, capital, and liquidity, and the establishment of a board Compliance Committee[104](index=104&type=chunk)[108](index=108&type=chunk) - The Bank is subject to an Individual Minimum Capital Ratio (IMCR) requiring a **9% Tier 1 leverage ratio** and a **12% total risk-based capital ratio**, which it did not meet as of March 31, 2025, with ratios of **8.70%** and **11.56%**, respectively[119](index=119&type=chunk)[173](index=173&type=chunk) - The Company and Bank are subject to restrictions requiring prior written approval from the Federal Reserve Bank for dividends, increases in debt, and stock redemptions[105](index=105&type=chunk) - The Bank maintained its Qualified Thrift Lender (QTL) status, with approximately **97% of its portfolio assets** in qualified thrift investments as of March 31, 2025[128](index=128&type=chunk) [Federal and State Taxation](index=37&type=section&id=Federal%20and%20State%20Taxation) The Company files consolidated federal and combined New York State/City tax returns, with net deferred tax assets fully offset by a valuation allowance due to past losses - The Company files a consolidated federal income tax return and combined returns for New York State and New York City taxes[160](index=160&type=chunk)[163](index=163&type=chunk)[164](index=164&type=chunk) - The 2017 Tax Cuts and Jobs Act led to a remeasurement of the Company's net deferred tax assets, resulting in a **$3.1 million reduction**, fully offset by a corresponding decrease in the valuation allowance[163](index=163&type=chunk) [Item 1A. Risk Factors](index=37&type=section&id=Item%201A.%20Risk%20Factors) The Company faces significant risks from concentrated commercial real estate loans, regulatory non-compliance with OCC IMCRs, New York City economic dependency, interest rate sensitivity, and operational threats - **Lending Risk:** A significant portion of the loan portfolio consists of commercial real estate loans (**$178.3 million**, or **29.1%**), which have a higher risk of default[167](index=167&type=chunk) - **Regulatory Risk:** Failure to comply with the May 2025 Formal Agreement with the OCC could lead to further enforcement actions, and the Bank did not meet its higher IMCR requirements as of March 31, 2025[170](index=170&type=chunk)[173](index=173&type=chunk) - **Economic Risk:** The company's results are highly dependent on the economic conditions of the New York metropolitan area due to its geographic concentration of loans[179](index=179&type=chunk) - **Interest Rate Risk:** The company is liability-sensitive, meaning its liabilities re-price faster than its assets, negatively impacting net interest margin in a rising rate environment[181](index=181&type=chunk) - **Operational Risk:** The company faces risks from potential failures in internal controls, liquidity shortfalls, and cybersecurity threats that could disrupt operations and cause financial loss[187](index=187&type=chunk)[189](index=189&type=chunk)[193](index=193&type=chunk) [Item 1B. Unresolved Staff Comments](index=47&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) No unresolved staff comments are reported - Not Applicable[207](index=207&type=chunk) [Item 1C. Cybersecurity](index=47&type=section&id=Item%201C.%20Cybersecurity) The Company maintains a comprehensive cybersecurity program, overseen by the Board, which has not yet experienced a material incident, though risks remain - The company has an integrated cybersecurity program to protect sensitive information, but acknowledges that no incident to date has had a material impact on its financial condition or operations[208](index=208&type=chunk) - Risk management oversight is provided by the Board of Directors and the Information Security Planning Committee (ISPC), which receives monthly reports and reviews major technology policies and business continuity plans at least annually[209](index=209&type=chunk) [Item 2. Properties](index=47&type=section&id=Item%202.%20Properties) The Bank operates through one administrative office and seven leased branches in New York City, with leases expiring between December 2025 and December 2028 Branch and Office Locations | Type | Address | City/State | Lease Expiration | | :--- | :--- | :--- | :--- | | Main Branch | 75 West 125th Street | New York, NY | Feb 2028 | | Crown Heights Branch | 1009-1015 Nostrand Avenue | Brooklyn, NY | Dec 2025 | | St. Albans Branch | 115-02 Merrick Boulevard | Jamaica, NY | Feb 2026 | | Malcolm X Blvd. Branch | 142 Malcolm X Boulevard | New York, NY | Apr 2026 | | Atlantic Terminal Branch | 4 Hanson Place | Brooklyn, NY | Apr 2029 | | Flatbush Branch | 833 Flatbush Avenue | Brooklyn, NY | Aug 2027 | | Restoration Plaza | 1392 Fulton Street | Brooklyn, NY | Oct 2025 | | Administrative Office | 1825 Park Avenue | New York, NY | Dec 2028 | [Item 3. Legal Proceedings](index=48&type=section&id=Item%203.%20Legal%20Proceedings) The Company is involved in routine legal proceedings, none of which are expected to materially impact its financial condition or operations - The Company is not involved in any pending legal proceedings, other than routine matters in the ordinary course of business, that are expected to have a material impact[213](index=213&type=chunk) [Item 4. Mine Safety Disclosures](index=48&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the Company - Not Applicable[214](index=214&type=chunk) Part II [Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=48&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) CARV common stock trades on NASDAQ, with **5,283,564 shares outstanding**; no cash dividends are currently paid, and a private placement of **116,766 shares** occurred in November 2024 - The Company's common stock (CARV) is traded on the NASDAQ Capital Market, with **5,283,564 shares outstanding** as of March 31, 2025[216](index=216&type=chunk) - The Company does not currently pay a quarterly cash dividend, and payments are restricted by OCC and FRB regulations[217](index=217&type=chunk)[218](index=218&type=chunk) - In November 2024, the Company sold **116,766 shares** of common stock to certain directors in a private placement, raising gross proceeds of **$0.2 million**[223](index=223&type=chunk) [Item 6. [Reserved]](index=49&type=section&id=Item%206.%20%5BReserved%5D) This item is reserved [Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=49&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) The Company reported a **$13.7 million net loss** in fiscal 2025, driven by decreased net interest income, lower non-interest income, and increased expenses, with total assets declining to **$730.0 million** and equity falling **30.0%** [Executive Summary](index=49&type=section&id=Executive%20Summary) Carver reported a **$13.7 million net loss** in fiscal 2025, exacerbated by high interest rates and a challenging New York City economy, leading to a new OCC-mandated strategic plan - Net loss for fiscal 2025 was **$13.7 million**, a significant increase from the **$3.0 million loss** in fiscal 2024[225](index=225&type=chunk) - The business climate remains challenging due to high interest rates and slower economic growth in New York City, which has an unemployment rate of **5.1%**, exceeding the national average[226](index=226&type=chunk) - A Formal Agreement was entered into with the OCC on May 14, 2025, mandating a new three-year strategic plan to improve and sustain the Bank's earnings[228](index=228&type=chunk)[231](index=231&type=chunk) [Comparison of Financial Condition](index=58&type=section&id=Comparison%20of%20Financial%20Condition) Total assets decreased **3.5%** to **$730.0 million**, gross loans fell **1.5%** to **$613.7 million**, and total equity declined **30.0%** to **$29.6 million** due to the net loss - Total assets decreased by **$26.8 million** (**3.5%**) to **$730.0 million** at March 31, 2025[259](index=259&type=chunk) - Gross loans decreased by **$9.2 million** (**1.5%**) to **$613.7 million**, as payoffs of **$63.3 million** outpaced **$54.5 million** in originations and purchases[262](index=262&type=chunk) - Total deposits increased by **$14.8 million** (**2.3%**) to **$661.8 million**, while advances from FHLB-NY and other borrowings decreased by **$26.3 million** (**56.6%**)[263](index=263&type=chunk)[264](index=264&type=chunk)[266](index=266&type=chunk) - Total equity decreased by **$12.7 million** (**30.0%**) to **$29.6 million**, mainly due to a net loss of **$13.7 million**[267](index=267&type=chunk) [Comparison of Operating Results](index=59&type=section&id=Comparison%20of%20Operating%20Results) The net loss widened to **$13.7 million** in fiscal 2025, driven by a **15.0% decrease** in net interest income, a **53.7% drop** in non-interest income, and an **8.1% increase** in non-interest expense - Net interest income decreased by **$3.4 million** (**15.0%**) to **$19.2 million**, as interest expense on deposits rose by **$3.9 million** due to higher rates and balances in certificates of deposit[269](index=269&type=chunk)[271](index=271&type=chunk) - The provision for credit loss was **$1.2 million**, compared to **$83 thousand** in the prior year, reflecting deteriorating credit quality as nonaccrual loans increased[272](index=272&type=chunk) - Non-interest income decreased by **$3.6 million** (**53.7%**) to **$3.1 million**, primarily because the prior year included **$2.4 million** in grant income from the CDFI Fund's Equitable Recovery Program[274](index=274&type=chunk) - Non-interest expense increased by **$2.6 million** (**8.1%**) to **$34.8 million**, due to higher costs for employee compensation, occupancy, equipment, and legal fees[275](index=275&type=chunk) [Liquidity and Capital Resources](index=60&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains liquidity with **$50.3 million** in cash, **$30.4 million** FHLB-NY borrowing capacity, and an undrawn **$25.0 million** green energy revolving loan facility - Cash and cash equivalents decreased by **$8.7 million** to **$50.3 million** in fiscal 2025[280](index=280&type=chunk)[283](index=283&type=chunk) - The Bank has an additional borrowing capacity of **$30.4 million** from the FHLB-NY and an undrawn **$25.0 million** revolving loan facility for green energy financing[278](index=278&type=chunk)[279](index=279&type=chunk) - A reserve of **$80 thousand** is maintained for potential mortgage representation and warranty liabilities from loans sold to FNMA between 2004 and 2009[285](index=285&type=chunk) - As of March 31, 2025, the Bank had **$4.4 million** in outstanding off-balance sheet commitments to extend credit[287](index=287&type=chunk) [Item 7A. Quantitative and Qualitative Disclosures About Market Risk](index=62&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk is interest rate volatility, with analysis detailed in Item 7 - The discussion of market risk is located within Item 7 of the report[292](index=292&type=chunk) [Item 8. Financial Statements and Supplementary Data](index=63&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section presents the audited consolidated financial statements for fiscal years 2025 and 2024, including an unqualified auditor's opinion and detailed notes [Report of Independent Registered Public Accounting Firm](index=63&type=section&id=Report%20of%20Independent%20Registered%20Public%20Accounting%20Firm) BDO USA, P.C. issued an unqualified opinion on the financial statements, identifying the Allowance for Credit Losses (ACL) as a critical audit matter due to significant management judgment - The auditor issued an unqualified opinion on the consolidated financial statements for the years ended March 31, 2025, and 2024[293](index=293&type=chunk) - The Allowance for Credit Losses (ACL) was identified as a Critical Audit Matter, highlighting the significant management judgment involved in determining the economic condition factor[297](index=297&type=chunk)[299](index=299&type=chunk) [Consolidated Statements of Financial Condition](index=66&type=section&id=Consolidated%20Statements%20of%20Financial%20Condition) Total assets decreased to **$730.0 million** and total equity declined to **$29.6 million** as of March 31, 2025, reflecting changes in financial position Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2025 | March 31, 2024 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $50,315 | $59,025 | | Total loans receivable, net | $607,347 | $617,007 | | Total investment securities | $46,272 | $50,038 | | **Total Assets** | **$729,991** | **$756,796** | | **Liabilities & Equity** | | | | Total deposits | $661,837 | $646,999 | | Borrowed money | $20,243 | $46,536 | | **Total Liabilities** | **$700,413** | **$714,487** | | **Total Equity** | **$29,578** | **$42,309** | [Consolidated Statements of Operations](index=67&type=section&id=Consolidated%20Statements%20of%20Operations) The company reported a net loss of **$13.7 million** in fiscal 2025, an increase from **$3.0 million** in 2024, due to reduced net interest income and higher expenses Consolidated Income Statement Highlights (in thousands) | Account | FY 2025 | FY 2024 | | :--- | :--- | :--- | | Net interest income | $19,151 | $22,561 | | Provision for credit losses | $1,191 | $83 | | Non-interest income | $3,086 | $6,723 | | Non-interest expense | $34,790 | $32,178 | | **Net Loss** | **($13,744)** | **($2,977)** | | **Basic Loss Per Share** | **($2.65)** | **($0.61)** | [Notes to Consolidated Financial Statements](index=71&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) These notes detail accounting policies, investment securities, loan portfolio, deposits, borrowings, equity, regulatory capital, and commitments, providing crucial financial context - **Note 2 (Accounting Policies):** The Allowance for Credit Losses (ACL) is a critical accounting estimate based on historical experience, current conditions, and reasonable forecasts, using a discounted cash flow (DCF) methodology for most loan pools[335](index=335&type=chunk) - **Note 4 (Loans):** Details the loan portfolio breakdown, showing a decrease in total loans to **$613.7 million**, and provides extensive tables on credit quality, nonaccrual loans, and past-due loans, highlighting a significant increase in non-performing and substandard loans in FY2025[372](index=372&type=chunk)[376](index=376&type=chunk)[386](index=386&type=chunk) - **Note 9 (Borrowings):** FHLB advances decreased to **$1.8 million** from **$28.0 million**, while subordinated debt securities remained at **$13.4 million**, with the company deferring the June 2025 interest payment[403](index=403&type=chunk)[405](index=405&type=chunk) - **Note 12 (Equity & Capital):** The Bank's capital levels exceeded the minimum regulatory requirements to be considered "well capitalized" but did not meet its higher Individual Minimum Capital Ratio (IMCR) requirements as of March 31, 2025[426](index=426&type=chunk)[428](index=428&type=chunk) - **Note 21 (Subsequent Events):** Reinforces the details of the May 14, 2025 Formal Agreement with the OCC, requiring a new three-year strategic plan to improve earnings[476](index=476&type=chunk) [Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=110&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) No changes in or disagreements with accountants on accounting and financial disclosure were reported - None[478](index=478&type=chunk) [Item 9A. Controls and Procedures](index=110&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that disclosure controls and internal control over financial reporting were effective as of March 31, 2025, with no material changes in Q4 fiscal 2025 - Management concluded that the company's disclosure controls and procedures were effective as of March 31, 2025[481](index=481&type=chunk) - Based on the COSO framework, management determined that internal control over financial reporting was effective as of March 31, 2025[483](index=483&type=chunk) - No material changes were made to the company's internal control over financial reporting during the fourth quarter of fiscal 2025[485](index=485&type=chunk) [Item 9B. Other Information](index=111&type=section&id=Item%209B.%20Other%20Information) No directors or executive officers adopted or terminated Rule 10b5-1 trading plans during the fourth quarter of fiscal 2025 - No directors or executive officers adopted or terminated Rule 10b5-1 trading plans in the fourth quarter of fiscal 2025[486](index=486&type=chunk) [Item 9C. Disclosure Regarding Foreign Jurisdictions That Prevent Inspections](index=111&type=section&id=Item%209C.%20Disclosure%20Regarding%20Foreign%20Jurisdictions%20That%20Prevent%20Inspections) This item is not applicable to the Company - Not Applicable[487](index=487&type=chunk) Part III [Item 10. Directors, Executive Officers of the Registrant and Corporate Governance](index=112&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20of%20the%20Registrant%20and%20Corporate%20Governance) Information on directors, executive officers, and corporate governance is incorporated by reference from the Company's 2024 Proxy Statement - Information is incorporated by reference from the company's Proxy Statement[488](index=488&type=chunk)[489](index=489&type=chunk) [Item 11. Executive Compensation](index=112&type=section&id=Item%2011.%20Executive%20Compensation) Executive and director compensation information is incorporated by reference from the Company's definitive proxy statement - Information is incorporated by reference from the company's Proxy Statement[490](index=490&type=chunk) [Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=112&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Security ownership details for beneficial owners and management are incorporated by reference from the Company's definitive proxy statement - Information is incorporated by reference from the company's Proxy Statement[491](index=491&type=chunk) [Item 13. Certain Relationships and Related Transactions and Director Independence](index=112&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%20and%20Director%20Independence) Information on related party transactions and director independence is incorporated by reference from the Company's definitive proxy statement - Information is incorporated by reference from the company's Proxy Statement[492](index=492&type=chunk) [Item 14. Principal Accountant Fees and Services](index=112&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) Information on principal accountant fees and services from BDO USA, P.C. is incorporated by reference from the Company's definitive proxy statement - Information is incorporated by reference from the company's Proxy Statement[493](index=493&type=chunk) Part IV [Item 15. Exhibits, Financial Statement Schedules](index=112&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section lists documents filed with the Form 10-K, including consolidated financial statements from Item 8, and refers to the Exhibit Index - This section lists the consolidated financial statements included in Item 8 and refers to the Exhibit Index for all other required filings[495](index=495&type=chunk)[497](index=497&type=chunk) [Item 16. Form 10-K Summary](index=114&type=section&id=Item%2016.%20Form%2010-K%20Summary) No summary is provided under this item - None[496](index=496&type=chunk)