-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GR+7ylroLx40p82JYCuvWzBggXwN6sbqyXzc8HOziSIP4NI2eSYN7tO4ZwSoqKop Eb+8hz9sNIlMiN8ngIBRnw== 0000882377-96-000180.txt : 19961021 0000882377-96-000180.hdr.sgml : 19961021 ACCESSION NUMBER: 0000882377-96-000180 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961017 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19961018 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: CARVER BANCORP INC CENTRAL INDEX KEY: 0001016178 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 133904174 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21487 FILM NUMBER: 96645073 BUSINESS ADDRESS: STREET 1: 75 W 125TH ST CITY: NEW YORK STATE: NY ZIP: 10027-4512 BUSINESS PHONE: 2128764747 MAIL ADDRESS: STREET 1: 75 W 125TH ST CITY: NEW YORK STATE: NY ZIP: 10027-4512 8-K 1 CARVER BANCORP, INC. ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------------ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OF THE SECURITIES EXCHANGE ACT OF 1934 ------------------------------ Date of Report (Date of earliest event reported): October 17, 1996 CARVER BANCORP, INC. (Exact name of registrant as specified in its charter) DELAWARE 0-21487 13-3904174 (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 75 WEST 125TH STREET NEW YORK, NEW YORK 10027-4512 (212) 876-4747 (Address of principal executive offices, including zip code) Registrant's telephone number, including area code: (212) 876-4747 NOT APPLICABLE (Former name or former address, if changed since last report) ================================================================================ ITEMS 1-4, 6. NOT APPLICABLE. ITEM 5. OTHER EVENTS. On October 17, 1996, Carver Federal Savings Bank (the "Bank"), a stock form federal savings bank, completed its reorganization into a holding company structure (the "Reorganization"). All of the issued and outstanding shares of the Bank's common stock were automatically converted into an equal number of shares of common stock of Carver Bancorp, Inc., a Delaware corporation (the "Registrant") and the Bank became the wholly owned subsidiary of the Registrant. The Bank's stockholders approved the Reorganization at the Bank's 1996 annual meeting of stockholders held on July 29, 1996 and regulatory approval for the Reorganization was received from the Office of Thrift Supervision on October 3, 1996. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. EXHIBIT NO. DESCRIPTION ----------- ----------- 99 Press Release, dated October 17, 1996, announcing completion of formation of holding company -2- 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. By: /s/ Thomas L. Clark, Jr. ------------------------------------- Thomas L. Clark, Jr. President and Chief Executive Officer Date: October 18, 1996 -3- EXHIBIT INDEX EXHIBIT DESCRIPTION PAGE ------- ----------- ---- 99 Press Release, dated October 17, 1996, announcing completion of formation of holding company....... EX-99 2 PRESS RELEASE G.S. Schwartz & Co., Inc. Public Relations 470 Park Avenue South, New York, NY 10016 (212) 725-4500 FOR IMMEDIATE RELEASE Contact: Thomas L. Clark, Jr. Carl Hymans President & CEO Polly Riemenschneider Carver Federal Savings Bank G.S. Schwartz & Co. 212-876-4747 212-725-4500 CARVER FEDERAL SAVINGS BANK ANNOUNCES COMPLETION OF FORMATION OF HOLDING COMPANY NEW YORK, New York, October 17, 1996 -- Carver Federal Savings Bank (Nasdaq:CARV) today announced that the Bank completed its reorganization with the formation of a holding company, Carver Bancorp, Inc., a Delaware corporation, of which Carver Federal Savings Bank has become a wholly owned subsidiary. Carver received shareholder approval for the formation of a holding company at its annual meeting in July 1996 and received regulatory approval on October 3, 1996. Effective today, all issued and outstanding shares of Carver have been converted into an equal number of shares of Carver Bancorp, Inc. Shareholders are not required to exchange their Carver share certificates for share certificates of Carver Bancorp, Inc. but, if they wish to do so, shareholders should contact Carver's transfer agent, American Stock & Transfer Company at (718) 234-2700. "The Board of Directors believes that the holding company structure will benefit our shareholders by providing additional flexibility to engage in a variety of corporate transactions, including possible acquisitions and stock repurchase programs," said David R. Jones, Esq., Chairman of the Board of Carver. "The holding company structure will benefit our customers by providing the opportunity to expand the Bank's high quality banking services through the offering of new flexible products," added Thomas L. Clark, Jr., President and Chief Executive Officer of Carver. Carver Federal Savings Bank operates full service branches in the New York City Boroughs of Brooklyn, Queens and Manhattan and in Nassau County. As of June 30, 1996, Carver had assets of $362 million. Carver Federal Savings Bank's deposits are insured by the Savings Association Insurance Fund (SAIF) which is administered by the Federal Deposit Insurance Corporation (FDIC). # # # -----END PRIVACY-ENHANCED MESSAGE-----