EMPLOYEE BENEFIT AND STOCK COMPENSATION PLANS

Savings Incentive Plan. Carver has a savings incentive plan, pursuant to Section 401(k) of the Code, for all eligible employees of the Bank. The Bank matches contributions to the 401(k) Plan equal to 100% of pre-tax contributions made by each employee up to a maximum of 3% of their pay, subject to IRS limitations. All such matching contributions are fully vested and non-forfeitable at all times regardless of the years of service with the Bank.

Under the profit-sharing feature, if the Bank achieves a minimum of 70% of its net income goal as mentioned previously, the Compensation Committee may authorize an annual non-elective contribution to the 401(k) Plan on behalf of each eligible employee up to 2% of the employee's annual pay, subject to IRS limitations. This non-elective contribution may be made regardless of whether the employee makes a contribution to the 401(k) Plan. Non-elective Bank contributions, if awarded, vest 20% each year for the first five years of employment and are fully vested thereafter.

To be eligible for the matching contribution, the employee must be 21 years of age and have completed at least three months of service. To be eligible for the non-elective Carver contribution, the employee must also be employed as of the last day of the plan year.

Compensation expense recognized for the savings incentive plan was $257 thousand and $261 thousand, respectively, for fiscal 2019 and 2018.

Stock Option Plans. In September 2006, Carver stockholders approved the 2006 Stock Incentive Plan (the "2006 Incentive Plan") which provides for the grant of stock options, stock appreciation rights and restricted stock to employees and directors who are selected to receive awards by the Committee. The 2006 Incentive Plan authorizes Carver to grant awards with respect to 20,000 shares, but no more than 10,000 shares of restricted stock may be granted. Options are granted at a price not less than fair market value of Carver common stock at the time of the grant for a period not to exceed 10 years. Shares generally vest in 20% increments over 5 years, however, the Committee may specify a different vesting schedule. At March 31, 2019, there were 3,733 options outstanding under the 2006 Incentive Plan and 3,133 were exercisable. All options are exercisable immediately upon a participant's disability, death or a change in control, as defined in the 2006 Incentive Plan, if the person is employed on that date. If the person is terminated (voluntary or involuntarily) from the Bank, all unvested shares are forfeited. Pursuant to the plan, the Bank recognized $4 thousand and $5 thousand as expense for fiscal years 2019 and 2018, respectively.

In September 2014, Carver stockholders approved the Carver Bancorp, Inc. 2014 Equity Incentive Plan (the "2014 Incentive Plan") which provides for the grant of stock options, stock appreciation rights and restricted stock to executive officers and directors who are selected to receive awards by the Committee. The 2014 Incentive Plan authorizes Carver to grant awards with respect to 250,000 shares. All of the shares may be issued pursuant to stock options (all of which may be incentive stock options) or all of which may be issued pursuant to restricted stock awards or restricted stock units. Unless the Committee determines otherwise, the award agreements will specify that no award will vest more rapidly than 25% per year over a four-year period, with the first installment vesting one year after the date of grant, subject to acceleration upon the occurrence of specific events. During fiscal 2018, there were 1,000 options and 1,000 restricted stock awards issued. At March 31, 2019, there were 1,000 options outstanding under the 2014 Incentive Plan and 250 were exercisable. All options are exercisable immediately upon a participant's disability, death or change in control, as defined in the 2014 Incentive Plan, if the person is employed on that date. If the person is terminated (voluntary or involuntarily) from the Bank, all unvested shares are forfeited. Pursuant to the plan, the Bank recognized less than $1 thousand as expense for fiscal year 2019.

Information regarding nonvested shares of restricted stock awards outstanding for the years ended March 31 is as follows:



	2019				2018
	Shares		Weighted Average Grant Price		Shares		Weighted Average Grant Price
Outstanding, beginning of year	3,400		$	4.52	3,200		$	5.56
Granted	—		—		1,000		3.48
Vested	(1,050	)	5.06		(800	)	5.56
Forfeited	400		5.56		—		—
Outstanding, end of year	1,950		$	4.76	3,400		$	4.52

Unrecognized compensation expense on unvested restricted shares as of March 31, 2019 totaled $7 thousand. This amount will be recognized over the remaining vesting period of 1.80 years (weighted average).

Information regarding stock options as of and for the years ended March 31 is as follows:



	2019			2018
	Options	Weighted Average Exercise Price		Options	Weighted Average Exercise Price
Outstanding, beginning of year	5,133	$	8.53	4,133	$	8.53
Granted	—	—		1,000	3.48
Exercised	—	—		—	—
Expired/Forfeited	400	5.56		—	—
Outstanding, end of year	4,733	$	7.71	5,133	$	8.53
Exercisable, at year end	3,383			1,733

Information regarding stock options as of March 31, 2019 is as follows :



				Options Outstanding				Options Exercisable
Range of Exercise Prices				Shares	Weighted Average Remaining Life	Weighted Average Exercise Price		Shares	Weighted Average Exercise Price
$	3.00	$	5.00	1,000	8.71	$	3.48	250	$	3.48
$	5.00	$	5.99	3,600	6.23	$	5.56	3,000	$	5.56
90.00		$	104.85	133	1.36	97.50		133	97.50
Total				4,733				3,383

As of March 31, 2019, unrecognized compensation expense on unvested stock options totaled $7 thousand. This amount will be recognized over the remaining vesting period of 1.80 years (weighted average).

There were no stock options awarded to employees or directors during the year ended March 31, 2019.

At March 31, 2019, all outstanding options had no intrinsic value.

The fair value of the option grants was estimated on the date of the grant using the Black-Scholes option pricing model applying the following weighted average assumptions for the years ended March 31:



	2019	2018
Risk-free interest rate	N/A	2.74	%
Volatility	N/A	10	%
Expected life of option grants (years)	N/A	7.5

The Company recorded compensation expense of $4 thousand in fiscal 2019 and $5 thousand in fiscal 2018.