Cites Strategic Delisting Following Failed Negotiations and 10% Stake Concerns

Dream Chasers have come into credible information Board planning dilutive stock issuance

NEW YORK--(BUSINESS WIRE)--Dream Chasers Capital Group (DCCG), the leading shareholder of Carver Bancorp, Inc. (OTCQB: CARV), is today responding to the Board’s recent blocking of the nomination of Moishe Gubin, Chairman of NYSE-listed OptimumBank Holdings, Inc. (NASDAQ: OPHC), and Greg Lewis, CEO of Dream Chasers. Shareholders should not be surprised. Shareholders are once again witnessing the Board’s utilization of corporate machinery—backed by high-priced counsel—to disenfranchise owners through actions like the delisting of shares to the less liquid OTC markets and now blocking Mr. Gubin—a proven winner who could help recoup your investment. Remarkably, this occurs at the expense of you, the owners of the bank.

Moishe Gubin: A Masterclass in Banking Turnaround

Gubin’s record at OptimumBank Holdings is a blueprint for success:

• Regulatory Turnaround: Successfully cleared a decade-long consent order by boosting capital to "well-capitalized" levels.
• From Loss to Leader: Transformed a struggling bank into a powerhouse delivering record net income of $16.65M for 2025—a 600% core earnings growth since 2021.
• Scale & Efficiency: Grew assets from $100M to over $1.11B while maintaining a 49.59% efficiency ratio, crushing the industry average of 67.3%.

A Timeline of Events—Setting the Record Straight

• Oct. 13, 2025: DCCG nominated Moishe Gubin and Jeff Bailey.
• Initial Offer: Carver asked DCCG to endorse two incumbent nominees.
• Second Offer: Carver offered "board observation seats," an offer considered insufficient given Mr. Gubin's success.
• Breakdown: Realizing Carver was not serious, DCCG ended negotiations.
• Nov. 18, 2025: 24 hours later, Carver announced delisting; the stock price dropped 50%.
• Feb. 20, 2026: DCCG submitted its nomination of Moishe Gubin and Greg Lewis.
• March 5, 2026: Three days before the SEC deadline, the Board informed DCCG of "numerous deficiencies" and its plans to block the independent nominees.

Concerns Regarding “Defensive” Governance and Dilution

DCCG is monitoring the emergence of Barry Mann as a 10% filer via a Schedule 13D. The timing is being reviewed to ensure it is not a maneuver to dilute the 70% retail shareholder mandate previously established in opposition to current policies.

A Mandate for Change: 70% Strong Retail Support

Dream Chasers appreciates the 70% support of retail shareholders and intends to continue to fight for them. As the May 21, 2026, Annual Meeting approaches, DCCG urges all shareholders to be vigilant of any anti-takeover, dilutive, or other moves which do not accurately reflect current or future intrinsic value. DCCG remains committed to the removal of this Board and the restoration of Carver’s value. Any issuance of new stock should be subject to competitive bidding. All shareholders should remain vigilant to any attempt to tip the scale or further disenfranchise shareholders as the annual meeting approaches. Dream Chasers appreciate all shareholders' future support.

Important Disclosure

Except as otherwise set forth herein, the views expressed reflect Dream Chasers’ opinions. The information herein is being provided merely as information and should not be construed as an offer to sell or a solicitation of an offer to buy any security. Dream Chasers reserves the right to change any of its opinions expressed.

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Email: info@dreamchaserscapitalgroup.com
Website: www.dreamchaserscapitalgroup.com

Source: Dream Chasers Capital Group LLC