OptimumBank (OPHC) Proxy Filing summary

Executive summary

• Achieved record-breaking financial results in 2024, with pre-tax, pre-provision earnings up 59% to $19.85 million and net income of $13.12 million, driven by disciplined management and strategic initiatives.

• Net interest margin rose to 3.83%, and total assets grew 18% to $933 million; deposits increased 21% to $772 million, and loans grew 18% to $804 million.

• Opened a new branch in North Miami Beach and invested in technology upgrades, including online account opening and enhanced ACH processing, to improve customer experience and operational efficiency.

• Expanded lending in the skilled nursing facility sector, with $44 million in commitments, and continued to serve the merchant cash advance industry, leveraging technology for growth.

• Attracted significant institutional investors and increased equity from $70 million to $103 million through stock issuance and net income.

Voting matters and shareholder proposals

• Shareholders will vote to elect six directors, approve an amendment to increase shares under the 2018 Equity Incentive Plan from 1,050,000 to 1,550,000, and ratify the selection of Hacker, Johnson & Smith, P.A. as independent auditor for 2025.

• Board recommends voting FOR all proposals; no other matters are expected to be brought before the meeting.

Board of directors and corporate governance

• Board consists of six members, all nominated for re-election; all are considered independent under NYSE American standards.

• Board met 11 times in 2024; standing committees include Audit, Compensation, and Nominating, each with independent directors.

• Shareholders can communicate with the Board via a formal process; directors are expected to attend annual meetings.