OptimumBank Holdings, Inc.

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 customer base 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, along with and exploring additional niche lines of business through OptimumFunding, LLC and OptimumFinance, LLC, 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, 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.

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, 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

Our strategic plan emphasizes and builds upon initiatives focused on strengthening credit oversight and credit administrative processes and procedures. Moreover, management continues to identify loan growth opportunities that are designed to improve overall profitability without sacrificing credit quality and underwriting standards. This growth oriented strategic direction is expected to be facilitated by maintaining credit administration objectives including a risk-based and comprehensive credit culture and a credit administrative infrastructure that reinforces appropriate risk management practices.

Current wording

Our strategic plan emphasizes and builds upon initiatives focused on strengthening credit oversight and credit administrative processes and procedures. Moreover, management continues to identify loan growth opportunities through our subsidiaries that are designed to improve overall profitability without sacrificing credit quality and underwriting standards. This growth oriented strategic direction is expected to be facilitated by maintaining credit administration objectives including a risk-based and comprehensive credit culture and a credit administrative infrastructure that reinforces appropriate risk management practices.

Previous 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.

Current wording

The Company’s total assets increased by approximately $157.1 million to $1.3 billion at March 31, 2026, from $1.1 billion at December 31, 2025, primarily due to increases in loans. Net loans increased by $131.2 million to $1.1 billion at March 31, 2026, from $947.3 million at December 31, 2025. Deposits grew by approximately $161.1 million to $1.1 billion at March 31, 2026, from $931.8 million at December 31, 2025. Total stockholders’ equity increased by approximately $5 million to $126.8 million at March 31, 2026, from $ 121.9 million at December 31, 2025, primarily due to net income and stock-based compensation.

Previous wording

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

Current wording

(1) Annualized for the three months ended March 31, 2026.

Previous 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.

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. The Company’s liquidity position is also maintained by selling equity and cash flow generation from our subsidiaries. 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 securities, collateralized mortgage obligations, and mortgage-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 $52.1 million at March 31, 2026.

Previous 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.

Current wording

Deposits increased by approximately $161.1 million during the three-month period ended March 31, 2026. 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 $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.

Current wording

In addition to obtaining funds from depositors, the Company had borrowing capacity of $293.4 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 March 31, 2026, first mortgage loans with a carrying value of $579.9 million were pledged to FHLB. At March 31, 2026, the Company also had available lines of credit amounting to $76.5 million with five correspondent banks, disbursements on the lines of credit are subject to the approval of the correspondent banks. As of March 31, 2026, debt securities with a fair value of $52.1 million were pledged as collateral to the Federal Reserve Bank. 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

(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.

Current wording

(1) On October 1, 2025, the Company amended the terms of the Series B preferred shares, as detailed in Note 11 to the condensed 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.

Previous 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.

Current wording

Net Income. Net income for the three months ended March 31, 2026, were $4.7 million or $0.39 per basic share and $0.20 per diluted share compared to net income of $3.9 million or $0.33 per basic share and $0.17 per diluted share for the three months ended March 31, 2025. The increase in net income during the three months ended March 31, 2026, compared to three months ended March 31, 2025, is primarily attributed to an increase in net interest income and noninterest income.

Previous 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.

Current wording

Interest income. Interest income increased by $4.4 million to $19.5 million for the three months ended March 31, 2026, compared to the three months ended March 31, 2025, the increase was primarily attributed to the increase in average balances of interest earning assets.

Previous 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.

Current wording

Credit loss expense. The Company recorded a credit loss expense of $0.8 million for the three months ended March 31, 2026, compared to a credit loss reversal of ($0.2) million for the three months ended March 31, 2025. 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 $11.1 million or 1.01% of loans outstanding at March 31, 2026, compared to $10.3 million or 1.07% of loans outstanding at December 31, 2025. During the three-months ended March 31, 2026, the net charge-off amounting to $3,000 resulted from consumer lending.

Previous 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.

Current wording

Noninterest income. Total noninterest income was $1.8 million for the three months ended March 31, 2026, compared to $1.2 for the three months ended March 31, 2025. The increase reflects an increase in service charges and fees related to banking services.

Previous 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.

Current wording

Noninterest expenses. Total noninterest expenses increased to $8.0 million for the three months ended March 31, 2026, compared to $5.6 million for the three months ended March 31, 2025, primarily due prior quarter adjustments to year-end incentive compensation combined with seasonal increases in payroll taxes and other employee benefits and continued investments in personnel.