Form 8-K - Current report

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): November 29, 2023

CARVER BANCORP, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware

001-13007

13-3904174

(State or Other Jurisdiction

of Incorporation)

(Commission File No.)

(I.R.S. Employer

Identification No.)

75 West 125th Street, New York, NY	10027-4512
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (212) 360-8820

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 (see General Instruction A.2. below):

¨	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

Common stock, par value $0.01 per share

CARV

The NASDAQ Stock Market LLC

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 7.01. Regulation FD Disclosure.

On November 29, 2023, Carver Bancorp, Inc. (the “Company”) issued a letter to its shareholders. A copy of the letter is attached as Exhibit 99.1 hereto and incorporated by reference.

The information contained in this Item 7.01 and Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, and shall not be incorporated by reference into any filings made by the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description

99.1		Letter to Shareholders, dated November 29, 2023

104		Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)

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.

	CARVER BANCORP, INC.


DATE: November 29, 2023	By:	/s/ Isaac Torres
		Isaac Torres
		Senior Vice President, General Counsel and Corporate Secretary

Exhibit 99.1

November 29, 2023

Dear Carver Shareholders:

Carver Federal Savings Bank’s (“Carver” or the “Bank”) performance for the six-month period ended September 30, 2023 highlights the continued impact of our long-term investments in people, processes, and technology. Carver’s improving scale, efficiency, and resilience define our pathway to sustainable profitability. Fueled by organic loan growth and greater liquidity, Carver’s asset base increased by 2.9% for the six-month period ended September 30, 2023; for context, overall banking industry assets declined by 0.5% for the six-month period ended June 30, 2023¹. Moreover, Carver’s deposit base increased by 5.6% through the September quarter, driven by healthy growth in retail and institutional depositor relationships.

Carver’s fiscal year began in the wake of the failures of two regional US banks and a global banking giant, followed by a series of monetary tightening actions, growing uncertainty over US government funding and an increase in the federal funds target range of 5.25% to 5.50%. Although the net impact on the banking sector has been pervasive and highlighted by the highest funding cost environment in 22 years, the Carver team has worked hard to protect its Net Interest Margin, which at 3.06% as of the September quarter, remains firmly within our peer group range. September quarter net charge-offs of 0.0% further illustrate the effectiveness of portfolio and risk management disciplines essential to navigating the rate environment.

Carver continues to grow, closing over $48 million of new loans through the September quarter, including (i) consumer loans, (ii) business loans within underserved communities, and (iii) traditional commercial mortgages:

Brown Coaching and Consulting, LLC – working capital financing for this New Jersey-based social services consulting company.

Cornerstone Baptist Church – refinancing this leading Brooklyn-based Baptist church and a long-standing center for skills training and social services in the Bedford-Stuyvesant community since 1920.

Omega Care Solutions, LLC – working capital financing for this Bronx-based consulting and staffing services company that provides healthcare management services to hospitals, nursing facilities and schools.

Consumer Finance – Carver’s fintech partnership, which has helped to increase loan portfolio diversification, is flourishing as consumer loan closings increased by 43% in the September quarter.

With the holiday season upon us, Carver is thankful for the continued support of its shareholders, the patronage of its new and existing customers, its collaboration with strategic partners, and most importantly, the peerless dedication of our employees.

From the Carver family to yours, we wish you a happy and healthy holiday season!

Sincerely,

Craig C. MacKay

Interim President & CEO

Carver Bancorp, Inc.

ABOUT CARVER FEDERAL SAVINGS BANK

Carver was founded by a consortium of faith and business leaders in Harlem in 1948 to address the banking needs of the predominantly African American and Caribbean communities whose residents, businesses, and institutions had limited access to mainstream financial services and business capital. Carver remains headquartered in Harlem today, with a branch and 24/7 ATM network that serves the traditionally low-to-moderate-income neighborhoods of the five boroughs of New York City and surrounding areas. As the neighborhoods that we serve have evolved, so has Carver, which today proudly serves as a vehicle of wealth accumulation, finance, and commerce for communities with increasingly diverse income, ethnicity, and socio-economic profiles.

¹ BankRegData | November 7, 2023

Cover	Nov. 29, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Nov. 29, 2023
Entity File Number	001-13007
Entity Registrant Name	CARVER BANCORP, INC.
Entity Central Index Key	0001016178
Entity Tax Identification Number	13-3904174
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	75 West 125th Street
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10027-4512
City Area Code	212
Local Phone Number	360-8820
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, par value $0.01 per share
Trading Symbol	CARV
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false