8-K/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

__________

FORM 8-K/A

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):  February 21, 2024

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.    ☐

Explanatory Note

This Form 8-K/A is being filed as an amendment (“Amendment No. 1”) to the current report on Form 8-K filed by Carver Bancorp, Inc. (the “Company”) with the Securities and Exchange Commission on February 21, 2024. The purpose of this Amendment No. 1 is to revise the letter to shareholders, dated February 21, 2024, to correct a typographical error. The revised letter is attached as Exhibit 99.1 hereto. No other information has been revised.

Item 7.01. Regulation FD Disclosure.

On February 21, 2024, 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 February 21, 2024
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: February 22, 2024	By:	/s/ Isaac Torres
		Isaac Torres
		Senior Vice President, General Counsel and Corporate Secretary

EX-99.1

Exhibit 99.1

February 21, 2024

Dear Carver Shareholders:

  Carver Bancorp (“Carver”) demonstrated resilience and continued progress in the fiscal quarter ended December 31, 2023, as our breakeven net income outpaced the prior year quarter by $1.1 million.  Integral to its mission and ongoing service to disadvantaged communities, Carver actively participates in the U.S. Treasury’s Economic Recovery Program (“ERP”) and recognized $1.4 million of ERP grant income in the December 2023 quarter, based on its qualified impact lending activities.
Growth in interest income for the nine-month year-to-date fiscal period of $4.0 million or 19.6% reflects a concurrent increase in new loan commitments andaverage new loan yields.  Notwithstanding the deleterious effects of the 2023 Federal Reserve rate hikes on our funding costs, with year-to-date interest expense up $4.7 million or 144.0% over the prior year period, Carver still maintained a Net Interest Margin of 3.0%.

The implementation of Carver’s broader strategic plan and business development efforts, which have expanded our product offerings and execution capabilities, continue to bear tangible fruit.  As a result of deepening ties with existing Bank clients and the cultivation of new customer relationships, Carver’s asset base grew by 4.4% to $775.3 million in the quarter.  This represents strong performance against a backdrop of relatively flat bank industry asset growth.  Highlights of Carver’s December 2023 lending activities include:

•  $8.9 million commercial mortgage participation, refinancing a New Jersey-based charter school

•  $3.2 million refinancing of a six-unit multi-family apartment building in Queens, New York

•  $4.0 million of new consumer and specialty finance lending

•  $2.0 million of leveraged (cash flow) loan participations

Carver has significantly advanced its relationships with mission-aligned partners.  Since early 2023 we have welcomed over $30 million of institutional deposits from new partners, including Key Bank, Micron Technology, and TIAA.  Our participation in the J.P. Morgan Asset Management Empowering Change^TM program, an initiative that supports Minority Depository Institutions (https://vimeo.com/884838265/092138d24d?share=copy), bolstered Carver’s non-interest income and lending capacity.

Carver is a growing lender to the sustainability and non-profit segments and continues to explore strategic partnerships to extend its impact lending capacity.  As our current fiscal year draws to a close in the March 2024 quarter, we hope to achieve continued organic growth and diversification, while maintaining Carver’s safety, soundness, and well-capitalized status.

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.

XML

Document and Entity Information	Feb. 21, 2024
Cover [Abstract]
Document Type	8-K/A
Amendment Flag	false
Document Period End Date	Feb. 21, 2024
Entity File Number	001-13007
Entity Registrant Name	CARVER BANCORP, INC.
Entity Central Index Key	0001016178
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	13-3904174
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
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
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false