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OptimumBank Holdings, Inc.

For the period ended Sep 30, 2025. Filed Nov 10, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 10, 2025

OPHC$8.83+1.7%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-08.

0001641172-25-022770

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-10.

0001493152-25-021417

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 41 previous paragraphs and 42 current paragraphs.

18 unchanged; 22 reworded; 2 added; 1 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 7 previous and 8 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (2)

Current report

(1) Annualized for the nine months ended September 30, 2025.

Current report

(1) On October 1, 2025, the Company amended the terms of the Series B preferred shares, as detailed in Note 10 to the consolidated financial statements. This amendment affected the calculation of diluted earnings per share, and accordingly, all periods diluted EPS figures have been restated to reflect the new dilution structure. This ensures a consistent basis of comparison.
Removed paragraphs (1)
Reworded paragraphs (22)

Previous wording

Our key strategic initiatives are designed to generate continued growth in earning assets, core transaction deposits, treasury management fee income, while operating with an efficient cost structure. Continued emphasis on expansion of our South Florida footprint and exploring additional niche lines of business are also part of our strategic plan.

Current wording

Our key strategic initiatives are designed to generate continued growth in earning assets, core transaction deposits, treasury management fee income, while operating with an efficient cost structure. Continued emphasis on expansion of our South Florida customer base and exploring additional niche lines of business are also part of our strategic plan.

Previous wording

We are focused on full-service banking relationships, continuing to identify deposit growth opportunities among our existing customer base and prospects throughout South Florida, Florida, and the United States. Improving our core funding capabilities is foundational to the ability to support our opportunity to capitalize on the strong business and real estate market in South Florida and with our niche skilled nursing facility and merchant cash advance markets. We will accomplish this through the addition of experienced and skilled bankers to our business development and retail banking teams, and we are modernizing and improving our products and digital services to better support our personalized business model. This includes upgrading our core banking system in 2025. We believe adding this talent and upgrading our core banking system will allow us to better service local area small businesses that will add granularity and diversification to our customer base and balance sheet, while improving the utilization of our local area branches.

Current wording

We are focused on full-service banking relationships, continuing to identify deposit growth opportunities among our existing customer base and prospects throughout South Florida, Florida, and the United States. Improving our core funding capabilities is foundational to the ability to support our opportunity to capitalize on the strong business and real estate market in South Florida and with our niche skilled nursing facility and merchant cash advance markets. We will accomplish this through the addition of experienced and skilled bankers to our business development and retail banking teams, and we are modernizing and improving our products and digital services to better support our personalized business model. This includes upgrading our core banking system in 2025, including our online banking and mobile banking applications. We believe adding this talent and upgrading our core banking system and client facing applications will allow us to better service local area small businesses that will add granularity and diversification to our customer base and balance sheet, while improving the utilization of our local area branches.

Previous wording

Modernizing our technology and improving our products and services also allows us to better support our personalized business model to our niche business owner-operator client base with less friction, a human touch, and we believe better convenience than the large banks. In coordination with our Treasury Cash Management capabilities this has allowed us to enter niche businesses including banking services to Skilled Nursing Facilities in the areas of CRE, Asset-Based Lending (ABL) while capturing the business operating accounts. In addition, we have built capabilities in Small Business Administration (SBA) lending, entering the space in late 2023 and being designated as a Preferred Lender under the SBA’s Preferred Lenders Program (PLP) in the first quarter of 2025. Under the program the Bank offers SBA-guaranteed 7A loans generally secured by accounts receivable, inventory, equipment, or real estate. Management has implemented initiatives that have enabled us to grow our loan portfolio primarily with South Florida and Florida generated relationships in the commercial real estate, owner-occupied commercial real estate, multifamily, and commercial and industrial sectors.

Current wording

Modernizing our technology and improving our products and services allows us to better support our personalized business model to our niche business owner-operator client base with less friction, a human touch, and we believe better convenience than the large banks. In coordination with our Treasury Cash Management capabilities this has allowed us to enter niche businesses including banking services to Skilled Nursing Facilities in the areas of CRE and Asset-Based Lending (ABL) while capturing the business operating accounts. In addition, we have built capabilities in Small Business Administration (SBA) lending, entering the space in late 2023 and being designated as a Preferred Lender under the SBA’s Preferred Lenders Program (PLP) in the first quarter of 2025. Under the program the Bank offers SBA-guaranteed 7A loans generally secured by accounts receivable, inventory, equipment, or real estate. Management has implemented initiatives that have enabled us to grow our loan portfolio primarily with South Florida and Florida generated relationships in the commercial real estate, owner-occupied commercial real estate, multifamily, and commercial and industrial sectors.

Previous wording

In treasury management services, our primary focus will remain on merchant cash advance providers and the related electronic funds transfer line of business. For this revenue source to increase further in a meaningful way, automation will be necessary in order to further improve efficiency. We are currently investing in the necessary technology and expect efficiencies to occur throughout 2025 and beyond.

Current wording

In treasury management services, our primary focus will remain on merchant cash advance providers and the related electronic funds transfer line of business. For this revenue source to increase further in a meaningful way, automation will be necessary to further improve efficiency. We are currently investing in the necessary technology and expect efficiencies to occur throughout 2025 and beyond.

Previous wording

Refer to Note 9 in the condensed consolidated financial statements, which presents the Bank’s actual and required minimum capital ratios.

Current wording

Refer to Note 9 in the condensed consolidated financial statements, which presents the Bank’s actual and required minimum capital ratios under Prompt Corrective Action Regulations (CBLR Framework).

Previous wording

The Company’s total assets increased by approximately $66.2 million to $999.1 million at June 30, 2025, from $932.9 million at December 31, 2024, primarily due to increases in cash and cash equivalents. Net loans decreased by $20.4 million to $774.5 million at June 30, 2025, from $794.9 million at December 31, 2024. Deposits grew by approximately $106.7 million to $878.9 million at June 30, 2025, from $772.2 million at December 31, 2024. Total stockholders’ equity increased by approximately $8.2 million to $111.3 million at June 30, 2025, from $103.2 million at December 31, 2024, primarily due to net earnings, proceeds from common stock sales, and unrealized gains on debt securities available for sale.

Current wording

The Company’s total assets increased by approximately $150.1 million to $1.08 billion at September 30, 2025, from $932.9 million at December 31, 2024, primarily due to increases in cash and cash equivalents. Net loans increased by $7.8 million to $802.8 million at September 30, 2025, from $795.0 million at December 31, 2024. Deposits grew by approximately $187.3 million to $959.5 million at September 30, 2025, from $772.2 million at December 31, 2024. Total stockholders’ equity increased by approximately $13.7 million to $116.9 million at September 30, 2025, from $103.2 million at December 31, 2024, primarily due to net earnings, proceeds from common stock sales, and unrealized gains on debt securities available for sale.

Previous wording

Our liquidity is derived primarily from our deposit base, scheduled amortization and prepayments of loans and investment securities, funds provided by operations, and capital. Additionally, as a commercial bank, we are expected to maintain an adequate liquidity position. The Company’s liquidity position may consist of cash on hand, cash on demand deposit with correspondent banks, federal funds sold, and unpledged marketable securities such as United States government treasury and agency securities, municipal securities, U.S. agency mortgage-backed securities, and asset-backed securities. Some of our securities are pledged to the Federal Reserve Bank to secure borrowing capacity. The market value of securities pledged to the Federal Reserve Bank was $1.7 million at June 30, 2025.

Current wording

Our liquidity is derived primarily from our deposit base, scheduled amortization and prepayments of loans and debt securities, funds provided by operations, and capital. Additionally, as a commercial bank, we are expected to maintain an adequate liquidity position. The Company’s liquidity position may consist of cash on hand, cash on demand deposit with correspondent banks, federal funds sold, and unpledged marketable securities such as United States government treasury and agency securities, municipal securities, U.S. agency mortgage-backed securities, and asset-backed securities. Some of our securities are pledged to the Federal Reserve Bank to secure borrowing capacity. The market value of securities pledged to the Federal Reserve Bank was $1.7 million at September 30, 2025.

Previous wording

The Company increased deposits by approximately $106.7 million during the six-month period ended June 30, 2025. The increase in deposits provided funding for new loan originations and repayment of Federal Home Loan Bank advances.

Current wording

Deposits increased by approximately $187.3 million during the nine-month period ended September 30, 2025. The increase in deposits provided funding for new loan originations and repayment of Federal Home Loan Bank advances.

Previous wording

In addition to obtaining funds from depositors, the Company had borrowing capacity of $244.3 million in established borrowing capacity with the FHLB. The Company’s borrowing facility is subject to collateral and stock ownership requirements, as well as prior FHLB consent to each advance. As of June 30, 2025, first mortgage loans with a carrying value of $458 million were pledged to FHLB. At June 30, 2025, the Company also had available lines of credit amounting to $49.5 million with five correspondent banks, disbursements on the lines of credit are subject to the approval of the correspondent banks. The Company monitor its liquidity position on daily basis and believes its current funding sources, including deposits, borrowing capacity, unencumbered liquid assets, and access to the federal funds market, are adequate to meet its ongoing operating needs.

Current wording

In addition to obtaining funds from depositors, the Company had borrowing capacity of $249.7 million in established borrowing capacity with the FHLB. The Company’s borrowing facility is subject to collateral and stock ownership requirements, as well as prior FHLB consent to each advance. As of September 30, 2025, first mortgage loans with a carrying value of $434.9 million were pledged to FHLB. At September 30, 2025, the Company also had available lines of credit amounting to $73.5 million with five correspondent banks, disbursements on the lines of credit are subject to the approval of the correspondent banks. The Company monitor its liquidity position on daily basis and believes its current funding sources, including deposits, borrowing capacity, unencumbered liquid assets, and access to the federal funds market, are adequate to meet its ongoing operating needs.

Previous wording

Net earnings. Net earnings for the three months ended June 30, 2025, were $3.6 million or $.31 per basic share and $.29 per diluted share compared to net earnings of $3.5 million or $.36 per basic share and $.34 per diluted share for the three months ended June 30, 2024. The increase in net earnings during the three months ended June 30, 2025 compared to three months ended June 30, 2024 is primarily attributed to an increase in net interest income and noninterest income.

Current wording

Net earnings. Net earnings for the three months ended September 30, 2025, were $4.3 million or $.37 per basic share and $.18 per diluted share compared to net earnings of $3.3 million or $.34 per basic share and $.15 per diluted share for the three months ended September 30, 2024. The increase in net earnings during the three months ended September 30, 2025 compared to three months ended September 30, 2024 is primarily attributed to an increase in net interest income and noninterest income.

Previous wording

Interest income. Interest income increased by $400,000 to $15.6 million for the three months ended June 30, 2025 compared to the three months ended June 30, 2024 due primarily to increases in average balances of interest earning assets.

Current wording

Interest income. Interest income increased to $16.3 million for the three months ended September 30, 2025 compared to $15.3 million for the three months ended September 30, 2024, the increase was primarily attributed to the increase in average balances of interest earning assets.

Previous wording

***Interest expense.***Interest expense decreased by $1.1 million to $5.3 million for the three months ended June 30, 2025, compared to the three months ended June 30, 2024, primarily due to reduction in deposit rates and repayment of borrowings, which lowered overall funding cost.

Current wording

***Interest expense.***Interest expense decreased by $1.1 million to $5.3 million for the three months ended September 30, 2025, compared to $6.4 million for the three months ended September 30, 2024, primarily due to reduction in deposit rates and repayment of borrowings, which lowered overall interest expense.

Previous wording

Credit loss expense. The Company recorded a credit loss expense of $1.0 million for the three months ended June 30, 2025, compared to a credit loss expense of $195,000 for the three months ended June 30, 2024. The expected credit loss expense is charged to earnings as losses are expected to have occurred in order to bring the total allowance for credit losses to a level deemed appropriate by management to absorb losses expected. Management’s periodic evaluation of the adequacy of the allowance for credit losses is based upon historical experience, the volume and type of lending conducted by the Company, adverse situations that may affect the borrower’s ability to repay, estimated value of the underlying collateral, general economic conditions, particularly as they relate to our market areas, and other factors related to the estimated collectability of our loan portfolio. The allowance for credit losses totaled $9.3 million or 1.19% of loans outstanding at June 30, 2025, compared to $8.7 million or 1.08% of loans outstanding at December 31, 2024. During the three-months ended June 30, 2025, the net recovery amounting to $25,000 resulted from consumer lending. The increase of $845,000 in credit loss expense was due to estimated collectability on loans individually analyzed.

Current wording

Credit loss expense. The Company recorded a credit loss expense of $0.76 million for the three months ended September 30, 2025, compared to a credit loss expense of $0.36 million for the three months ended September 30, 2024. The expected credit loss expense is charged to earnings as losses are expected to have occurred in order to bring the total allowance for credit losses to a level deemed appropriate by management to absorb losses expected. Management’s periodic evaluation of the adequacy of the allowance for credit losses is based upon historical experience, the volume and type of lending conducted by the Company, adverse situations that may affect the borrower’s ability to repay, estimated value of the underlying collateral, general economic conditions, particularly as they relate to our market areas, and other factors related to the estimated collectability of our loan portfolio. The allowance for credit losses totaled $10.0 million or 1.23% of loans outstanding at September 30, 2025, compared to $8.7 million or 1.08% of loans outstanding at December 31, 2024. During the three-months ended September 30, 2025, the net recovery amounting to $41,000 resulted from consumer lending.

Previous wording

Noninterest income. Total noninterest income was $1.8 million for the three months ended June 30, 2025, compared to $1.2 for the three months ended June 30, 2024. The increase reflects consistent performance in wire transfer and ACH fees during second quarter of 2025.

Current wording

Noninterest income. Total noninterest income was $2.0 million for the three months ended September 30, 2025, compared to $1.1 for the three months ended September 30, 2024. The increase reflects an increase in wire transfer and ACH fees during the third quarter of 2025.

Previous wording

Noninterest expenses. Total noninterest expenses increased to $11.8 million for the six months ended June 30, 2025, compared to $9.8 million for the six months ended June 30, 2024, primarily due to employee compensation and benefits, and other expenses.

Current wording

Noninterest expenses. Total noninterest expenses increased to $6.6 million for the three months ended September 30, 2025, compared to $5.3 million for the three months ended September 30, 2024, primarily due to employee compensation and benefits, data processing, and other expenses.

Previous wording

Comparison of the six-month periods ended June 30, 2025, and 2024

Current wording

Comparison of the nine-month periods ended September 30, 2025, and 2024

Previous wording

Net earnings. Net earnings for the six months ended June 30, 2025, were $7.5 million or $.64 per basic share and $.61 per diluted share compared to net earnings of $5.9 million or $.68 per basic share and $.66 per diluted share for the six months ended June 30, 2024. The increase in net earnings during the six months ended June 30, 2025 compared to six months ended June 30, 2024 is primarily attributed to an increase in net interest income and non-interest income.

Current wording

Net earnings. Net earnings for the nine months ended September 30, 2025, were $11.8 million or $1.00 per basic share and $.50 per diluted share compared to net earnings of $9.2 million or $1.02 per basic share and $.45 per diluted share for the nine months ended September 30, 2024. The increase in net earnings during the nine months ended September 30, 2025 compared to nine months ended September 30, 2024 is primarily attributed to an increase in net interest income and noninterest income.

Previous wording

Interest income. Interest income increased by $1.9 million to $30.6 million for the six months ended June 30, 2025 compared to the six months ended June 30, 2024 due primarily to growth in the average balances of interest earning assets.

Current wording

Interest income. Interest income increased to $46.9 million for the nine months ended September 30, 2025 compared to $44.0 million for the nine months ended September 30, 2024. The increase is due primarily to the growth in the average balances of interest earning assets.

Previous wording

***Interest expense.***Interest expense decreased by $1.2 million to $10.9 million for the six months ended June 30, 2025, compared to the six months ended June 30, 2024, primarily due to a reduction in deposit rates and changes in the composition of deposits.

Current wording

***Interest expense.***Interest expense decreased by $2.3 million to $16.2 million for the nine months ended September 30, 2025, compared to $18.5 million for the nine months ended September 30, 2024, primarily due to a reduction in deposit rates and changes in the composition of deposits.

Previous wording

Credit loss expense. Credit loss expense decreased by $378,000 to $875,000 for the six months ended June 30, 2025, compared to the six months ended June 30, 2024, respectively. The expected credit loss expense is charged to earnings as losses are expected to have occurred in order to bring the total allowance for credit losses to a level deemed appropriate by management to absorb losses expected. Management’s periodic evaluation of the adequacy of the allowance for credit losses is based upon historical experience, the volume and type of lending conducted by the Company, adverse situations that may affect the borrower’s ability to repay, estimated value of the underlying collateral, general economic conditions, particularly as they relate to our market areas, and other factors related to the estimated collectability of our loan portfolio. The allowance for credit losses totaled $9.3 million or 1.19% of loans outstanding at June 30, 2025, compared to $8.7 million or 1.08% of loans outstanding at December 31, 2024. Credit loss expense decreased by $378,000 for the six months ended June 30, 2025, was primarily due to improvements in the quality of the loan portfolio and the reassessment of the factors noted above. During the six-months ended June 30, 2025, the net charge off amounting to $221,000 resulted from consumer lending.

Current wording

Credit loss expense. The Company recorded a credit loss expense of $1.64 million for the nine months ended September 30, 2025, compared to $1.61 million for the nine months ended September 30, 2024, respectively. The expected credit loss expense is charged to earnings as losses are expected to have occurred in order to bring the total allowance for credit losses to a level deemed appropriate by management to absorb losses expected. Management’s periodic evaluation of the adequacy of the allowance for credit losses is based upon historical experience, the volume and type of lending conducted by the Company, adverse situations that may affect the borrower’s ability to repay, estimated value of the underlying collateral, general economic conditions, particularly as they relate to our market areas, and other factors related to the estimated collectability of our loan portfolio. The allowance for credit losses totaled $10.0 million or 1.23% of loans outstanding at September 30, 2025, compared to $8.7 million or 1.08% of loans outstanding at December 31, 2024. During the nine-months ended September 30, 2025, the net charge off amounting to $181,000 resulted from consumer lending.

Previous wording

Noninterest income. Total noninterest income increased to $3.1 million for the six months ended June 30, 2025, compared to $2.4 million for the six months ended June 30, 2024, due to increased wire transfer and ACH fees during the six months ended June 30, 2025.

Current wording

Noninterest income. Total noninterest income increased to $5.0 million for the nine months ended September 30, 2025, compared to $3.6 million for the nine months ended September 30, 2024, due to increased wire transfer and ACH fees during the nine months ended September 30, 2025.

Previous wording

Noninterest expenses. Total noninterest expenses increased by $1.1 million to $6.2 million for the three months ended June 30, 2025, compared to $5.1 million for the three months ended June 30, 2024, primarily due to employee compensation and benefits, professional fees, and other expenses.

Current wording

Noninterest expenses. Total noninterest expenses increased to $18.4 million for the nine months ended September 30, 2025, compared to $15.1 million for the nine months ended September 30, 2024, primarily due to employee compensation and benefits, occupancy and equipment, and other expenses.