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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) January 28, 2025

 

OPTIMUMBANK HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

Florida   001-42447   55-0865043

(State or other jurisdiction

of incorporation)

 

(Commission

file number)

 

(IRS employer

identification no.)

         
2929 East Commercial Boulevard       33308
Ft. Lauderdale, Florida       (Zip Code)
(Address of principal executive offices)        

 

(954) 776-2332

(Registrant’s telephone number, including area code)

 

Not Applicable

(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 (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 registered   Trading Symbol(s)   Name of exchange on which registered
Common Stock   OPHC   NYSE American

 

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 1933 (§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.

 

Effective January 28, 2025, Martin Z. Schmidt resigned from the Boards of Directors of OptimumBank Holdings, Inc. and OptimumBank. Mr. Schmidt has confirmed that his resignation is not due to any disagreement with either entity.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits    
         
Exhibit Number  

 

Exhibit Name

  Filed Herewith
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)   *

 

The information in this report (including the exhibits) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

 

 

 

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.

 

OPTIMUMBANK HOLDINGS, INC.  
     
Date: January 28, 2025  
     
By: /s/ Moishe Gubin  
  Moishe Gubin  
  Chairman of the Board of Directors  

 

 

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Jan. 28, 2025
Cover [Abstract]  
Document Type 8-K
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Document Period End Date Jan. 28, 2025
Entity File Number 001-42447
Entity Registrant Name OPTIMUMBANK HOLDINGS, INC.
Entity Central Index Key 0001288855
Entity Tax Identification Number 55-0865043
Entity Incorporation, State or Country Code FL
Entity Address, Address Line One 2929 East Commercial Boulevard
Entity Address, City or Town Ft. Lauderdale
Entity Address, State or Province FL
Entity Address, Postal Zip Code 33308
City Area Code (954)
Local Phone Number 776-2332
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Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock
Trading Symbol OPHC
Security Exchange Name NYSEAMER
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