8-K 1 d306066.txt CARVER BANCORP INC ================================================================================ 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): February 2, 2005 ----------------------------- CARVER BANCORP, INC. (Exact name of registrant as specified in its charter) -----------------------------
DELAWARE 0-21487 13-3904147 (STATE OR OTHER JURISDICTION OF (COMMISSION FILE NUMBER) (IRS EMPLOYER IDENTIFICATION INCORPORATION ) NO.)
75 WEST 125TH STREET, NEW YORK, NY 10027-4512 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) Registrant's telephone number, including area code: (212) 876-4747 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 Instructions 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)) ================================================================================ ITEMS 1.01 THROUGH 5.02(A) AND 5.02(C) THROUGH 8. NOT APPLICABLE. ITEM 5.02(B) DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS. Effective February 2, 2005, Frederick O. Terrell resigned from the registrant's Board of Directors and that of its bank subsidiary in order to focus additional time and attention on his venture capital firm, Provender Capital Group, LLC. Mr. Terrell had been a member of each Board of Directors since 2000 and was elected Chairman that same year. He had been a member of each Board's Executive Committee. Mr. Terrell's retirement was not the result of any disagreement between Carver and Mr. Terrell on any matter relating to Carver's operations, policies or practices. Deborah C. Wright, President and Chief Executive Officer, was elected Chairman of the Board of Directors of Carver and its bank subsidiary. On February 4, 2005, the registrant issued a press release announcing Mr. Terrell's resignation and the election of Ms. Wright as Chairman. The full text of the press release is included in this Current Report on Form 8-K as Exhibit 99.1. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (a) - (b) Not applicable. (c) Exhibits The following Exhibits are filed as part of this report. Exhibit 99.1 Press release dated February 4, 2005, which, among other things, reports the resignation of Frederick O. Terrell from the Board of Directors of the registrant, effective February 2, 2005. 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. CARVER BANCORP, INC. By: /s/ Deborah C. Wright --------------------- Deborah C. Wright President & CEO Dated: February 4, 2005 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION -------------- ----------- 99.1 Press release dated February 4, 2005, which, among other things, reports the resignation of Frederick O. Terrell from the Board of Directors of the registrant, effective February 2, 2005.