OptimumBank (OPHC) Proxy filing summary

Voting matters and shareholder proposals

• Six directors are up for election at the annual meeting scheduled for April 28, 2026, with nominees including Moishe Gubin, Joel Klein, Avi Zwelling, Thomas Procelli, Michael Blisko, and Steven Newman.

• Proposal to approve an amendment to the Articles of Incorporation to authorize a class of nonvoting common stock is on the ballot.

• Shareholders are asked to ratify the appointment of Hacker, Johnson & Smith, P.A. as independent auditor for fiscal year 2026.

• Proposal to adjourn the annual meeting if there are insufficient votes to approve any of the proposals is included.

Board of directors and corporate governance

• Proxy is solicited on behalf of the board of directors, with Moishe Gubin and Joel Klein appointed as proxies with full power of substitution.

• Voting instructions allow shareholders to withhold authority for individual nominees by striking their names.

Shareholder rights and capital structure

• Amendment to authorize a class of nonvoting common stock is proposed, potentially impacting shareholder voting rights and capital structure.