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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OF THE
SECURITIES EXCHANGE ACT OF 1934
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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)
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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
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99 Press Release, dated October 17, 1996,
announcing completion of formation of
holding company
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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.
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Thomas L. Clark, Jr.
President and Chief Executive Officer
Date: October 18, 1996
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EXHIBIT INDEX
EXHIBIT DESCRIPTION PAGE
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99 Press Release, dated October 17, 1996, announcing
completion of formation of holding company.......
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).
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