Current Report Filing (8-k)
29 Août 2022 - 11:29PM
Edgar (US Regulatory)
0001288855
false
0001288855
2022-08-23
2022-08-23
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): August 23, 2022 (August 29, 2022)
OPTIMUMBANK
HOLDINGS, INC.
(Exact
name of registrant as specified in charter)
| Florida |
|
000-50755 |
|
55-0865043 |
(State
or Other Jurisdiction
of
Incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
2929
East Commercial Boulevard, Fort Lauderdale, FL 33308
(Address
of Principal Executive Offices) (Zip Code)
954-776-2332
(Registrant’s
telephone number, including area code)
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, $.01 Par Value |
|
OPHC |
|
NASDAQ
Capital Market |
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. Yes ☐ No ☒
| Item
5.02 |
Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers |
On
August 23, 2022, the Board of Directors of OptimumBank Holdings, Inc. (the “Company”) elected Steven Newman as a director
to fill the vacancy resulting from the earlier resignation of director Heng Fai Ambrose Chan. Mr. Newman was also appointed as a director
of the Company’s subsidiary, OptimumBank.
The
initial term as director for Mr. Newman will expire at the Company’s 2023 annual meeting of shareholders. Mr. Newman is independent
under the NASDAQ Marketplace Rules and the Company’s criteria for determining director independence.
Mr.
Newman is the Chief Executive Officer of Newman Group, LLC, a licensed real estate firm based in Ft. Lauderdale. He has been an active
member of the South Florida business community since 1998. Mr. Newman is an experienced real estate investor. Mr. Newman is the Co-founder
and Chairman of the Board of Freight Factoring Specialists, LLC, a middle market, full-service factoring company serving the transportation
industry. Mr. Newman received his B.A. in Sociology from Queens College at the City University of New York in 1988. Mr. Newman has been
an active community volunteer and board member at multiple charitable organizations and lives in Hollywood, Florida.
There
are no arrangements or understandings between Mr. Newman and any other person pursuant to which Mr. Newman was elected to serve as a
director, nor are there related party transactions requiring disclosure pursuant to Item 404(a) of Regulation S-K under the Securities
Exchange Act of 1934, as amended.
| Item
3.02 |
Unregistered
Sales of Equity Securities. |
On
August 23, 2022, the Company sold 17,000 shares of the Company’s common stock to Mr. Newman for a cash price of $4.50 per share,
or a total of $76,500. The shares were issued in reliance of the exemption from registration under Section 4(a)(2) of the Securities
Act of 1933.
SIGNATURE
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.
| August
29, 2022 |
By: |
/s/
Moishe Gubin |
| |
|
Moishe
Gubin
|
| |
|
Chairman |
OptimumBank (NASDAQ:OPHC)
Graphique Historique de l'Action
De Mai 2024 à Juin 2024
OptimumBank (NASDAQ:OPHC)
Graphique Historique de l'Action
De Juin 2023 à Juin 2024
