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Press release

OptimumBank Holdings, Inc. Financial Performance for the Third Quarter of 2026

Fort Lauderdale, FL, November 12, 2026 — OptimumBank Holdings, Inc. (NYSE American: OPHC) (the “Company”) is a financial holding company and owns 100% of OptimumBank (the “Bank”), a Florida-chartered commercial bank, OptimumHUD Loans, LLC (d/b/a OptimumFunding, LLC), a wholly owned non-bank Bridge and HUD-lender and OptimumFinance, LLC, a non-bank, wholly owned financing subsidiary.

The Company is pleased to announce net income of $7.2 million, or $0.30 per basic and diluted share, for the third quarter of 2026. As a result of the Company’s April 29, 2026 exchange of all outstanding preferred stock for common stock, the Company had no preferred stock outstanding during the third quarter of 2026. Accordingly, basic and diluted earnings per share were the same for the quarter. Because diluted earnings per share for prior periods reflected the potential common shares underlying the Company’s then-outstanding preferred stock, management believes comparison of the current quarter’s $0.30 basic and diluted earnings per share to diluted earnings per share in prior periods provides a more meaningful view of per-share earnings performance across periods.

Net income for the third quarter of 2026 increased to $7.2 million from $6.7 million in the second quarter of 2026 and $4.3 million in the third quarter of 2025. Diluted earnings per share increased to $0.30 from $0.28 in the second quarter of 2026 and $0.18 in the third quarter of 2025, representing increases of approximately 7% and 67%, respectively.

For the nine months ended September 30, 2026, net income was $18.5 million, or $1.05 per basic share and $0.78 per diluted share, compared to net income of $11.8 million, or $1.00 per basic share and $0.50 per diluted share, for the nine months ended September 30, 2025. The $6.7 million increase in net income for the nine months ended September 30, 2026, compared to the same period in 2025, was primarily driven by a $14.0 million increase in net interest income and a $2.1 million increase in noninterest income, partially offset by a $7.0 million increase in noninterest expense and the corresponding increase in income tax expense.

The Company will host a webcast call to discuss the results of the third quarter of 2026 on November 13, 2026, at 10:00am ET. Those interested in viewing the Company’s presentation are encouraged to register for the live Webcast, at the following link: https://events.q4inc.com/attendee/603182555/guest. Company management will also be available to respond to questions at the conclusion of the presentation.

The Company continued with strong growth throughout the third quarter of 2026. The gross loan portfolio increased by $150.2 million, or 12.3%, from June 30, 2026 to $1.37 billion at September 30, 2026. Total deposits increased by $128.8 million from June 30, 2026, totaling $1.34 billion at September 30, 2026, or 10.6% from the prior quarter. This also represents growth of $383.3 million in total deposits since September 30, 2025, or an increase of 40.0%.

Highlights for the Third Quarter of 2026

  • Net income of $7.2 million, or $0.30 per basic share, and $0.30 per diluted share (“diluted EPS”) for the quarter-ended September 30, 2026.
  • Return on Average Assets (“ROAA”) was 1.95% for the third quarter of 2026, compared to 2.04% in the second quarter of 2026 (both annualized).
  • Return on Average Equity (“ROAE”) was 19.99% for the third quarter of 2026, compared to 20.34% in the second quarter of 2026 (both annualized).

  • The Company’s efficiency ratio was 45.86% for the third quarter of 2026, compared to 48.78% in the second quarter of 2026.
  • Net interest margin was 4.63%, reflecting a six basis point increase from 4.57% in the second quarter of 2026.
  • Total assets grew by $175.2 million to $1.58 billion from June 30, 2026.
  • Total deposits increased by $128.8 million to $1.34 billion from June 30, 2026. Noninterest bearing demand deposits increased by $62.3 million or 19.5% to $381.7 million from June 30, 2026.
  • Gross loans increased by $150.2 million during the quarter to $1.37 billion, compared to $1.22 billion at June 30, 2026.
  • Total stockholders’ equity increased by $15.0 million to $149.4 million as of September 30, 2026, up from $134.4 million as of June 30, 2026, reflecting continued earnings retention and equity raised through the Company’s at-the-market (“ATM”) program and other private placements.

During the third quarter, the Company continued to execute on its strategic growth initiatives while strengthening its capital position to support future growth. The Company completed a $35.0 million subordinated debt offering during the quarter, followed by a $31.0 million capital contribution to the Bank. The additional capital provides the Bank with increased capacity to support continued balance sheet growth while maintaining strong regulatory capital levels. The Company also continued to expand its lending platform, with growth across all loan portfolio segments, while OptimumFinance, LLC continued to grow its loan portfolio. At the same time, the Company experienced increased visibility within the investment community, accompanied by significantly greater trading activity and liquidity in the Company’s common stock.

“In my first full quarter as Chief Executive Officer, I am very pleased with both our results and the continued progress we are seeing across the Company,” said Chairman of the Board and Chief Executive Officer Moishe Gubin. “We generated record quarterly earnings, continued to produce strong loan and deposit growth, expanded our net interest margin, maintained strong credit quality, and strengthened our capital position. At the same time, we have identified additional opportunities to improve operating efficiency and limit expenses, the benefits of which we expect to begin seeing over the next several quarters. We believe we can realize these efficiencies while continuing to execute across the rest of the business and maintaining the growth momentum we have established. I feel very good about where OptimumBank stands today and the opportunities ahead of us as we continue to build long-term value for our shareholders.”

Net interest income for the quarter-ended September 30, 2026, increased to $16.8 million, up by $2.1 million from the second quarter of 2026 and $5.7 million from the third quarter of 2025, supported by higher yields on loans and securities. The cost of interest-bearing liabilities was 3.49%, up one basis point from 3.48% in the third quarter of 2025, while interest-earning asset yields rose 47 basis points to 6.93%. As a result, the Company’s net interest margin rose 26 basis points from the third quarter of 2025 to 4.63% for the quarter-ended September 30, 2026, a reflection of disciplined loan and deposit pricing strategy, prudent liquidity management, and balance sheet optimization amid a dynamic rate environment.

Noninterest income for the quarter-ended September 30, 2026, increased by $0.4 million from the prior quarter to $2.8 million, primarily driven by an increase in loan fees and an increase in fees related to banking services, partially offset by a decline in the gains on the sale of government guaranteed SBA loans. Noninterest expenses increased to $9.0 million, or $0.6 million from the second quarter, primarily relating to increases in employee compensation expenses, data processing costs, and regulatory assessment expense. The Company’s efficiency ratio (non-GAAP measure) was 45.86% for the third quarter of 2026, consistent with prudent cost management amid balance sheet expansion and associated revenue expansion.

Credit loss expense for the quarter-ended September 30, 2026 was $1.1 million, primarily due to the growth in the loan portfolio. Gross charge-offs remained modest at $40,000 while recoveries totaled $29,000, resulting in net charge-offs of only $11,000 during the third quarter of 2026. The allowance for credit losses stood at $12.1 million as of September 30, 2026, or 0.89% of total loans.

Loan portfolio growth remained strong in the third quarter of 2026 with growth across all loan segments. Gross loans increased by $150.2 million from the prior quarter. Commercial real estate continued to expand, growing by $91.4 million and residential real estate increased $28.8 million in the third quarter. Additionally, there were increases in land and construction of $11.5 million, commercial of $7.8 million, consumer of $6.5 million and in the multifamily portfolio segment of $4.3 million.

The continued growth experienced in the loan portfolio is due to the implementation of our relationship-based banking model and the success of our lenders in competing for new business, as well as the continued expansion of OptimumFinance, LLC during the third quarter of 2026. OptimumFinance, LLC grew its loan portfolio in the third quarter of 2026 to $26.7 million from $14.2 million in the second quarter. During the quarter, OptimumFinance, LLC issued additional notes payable to fund the corresponding asset growth.

On the funding side, total deposits increased by $128.8 million to $1.34 billion from the second quarter of 2026, with strong sequential growth across all deposit categories. The Company had $10.0 million in Federal Home Loan Bank (“FHLB”) advances outstanding at September 30, 2026, a decrease of $15.0 million from June 30, 2026.

On August 19, 2026, the Company issued $35.0 million in aggregate principal amount of 7.50% Fixed-to-Floating Rate Subordinated Notes due 2036 at 100% of their face amount. The subordinated notes bear interest at a fixed rate of 7.50% through September 1, 2031, after which the interest rate will reset quarterly to the then-current three-month term secured overnight financing rate (SOFR) plus 340 basis points. The notes mature on September 1, 2036, and, subject to certain conditions, may be redeemed by the Company beginning September 1, 2031.

The Bank’s capital levels remain strong, with a Tier 1 Leverage Ratio of 12.23%, well above regulatory minimums. The increase of 169 basis points from the prior quarter primarily reflects a $31.0 million capital infusion to the Bank following the issuance of the subordinated debt to support future expectations for continued strong asset growth, partially offset by strong earning asset growth during the third quarter. The Company remains well positioned to support continued growth and earnings momentum.

The Company’s outlook remains constructive. The third quarter of 2026 reflected continued progress, including strong loan and deposit growth, increased net interest income, improved operating efficiency, and continued earnings momentum. The Company also strengthened its capital position through the issuance of $35.0 million of subordinated debt, providing additional capacity to support future growth. OptimumBank continues to benefit from growing recognition within the banking and investment communities, including Buy ratings from all three independent equity research firms currently covering the Company. This increased visibility has been accompanied by significantly greater trading activity and liquidity in the Company’s common stock. Average daily trading volume increased approximately 235%, from 35,600 shares during the second quarter to 119,300 shares during the third quarter, while the Company’s share price increased approximately 49%, from $5.84 on June 30 to $8.72 on September 30. The Company remains focused on technology, talent, and targeted growth initiatives to support continued growth and long-term shareholder value.

The following table presents the Company’s quarterly trends of the consolidated financial highlights (unaudited) for the periods presented (see below for a summary of non-GAAP reconciliation):

Quarterly Trends 3Q26 change vs
3Q26 2Q26 1Q26 4Q25 3Q25 2Q26 3Q25
Selected Balance Sheet Data
Total assets $1,576,100 $1,400,937 $1,268,735 $1,111,678 $1,083,043 $175,163 $493,057
Total gross loans 1,367,318 1,217,084 1,090,894 958,793 813,722 150,234 553,596
Total deposits 1,342,826 1,214,045 1,092,883 931,750 959,487 128,781 383,339
Earnings Highlights
Net Income $7,172 $6,655 $4,663 $4,853 $4,323 $517 $2,849
Diluted earnings per share (EPS) $0.30 $0.28 $0.20 $0.21 $0.18 $0.02 $0.12
Net interest income $16,781 $14,697 $13,190 $11,871 $11,048 $2,084 $5,733
Performance Ratios
Net interest margin 4.63% 4.57% 4.49% 4.39% 4.37% 0.06% 0.26%
Net interest spread 3.43% 3.45% 3.36% 3.11% 2.98% -0.02% 0.45%
Cost of interest-bearing liabilities 3.49% 3.30% 3.26% 3.34% 3.48% 0.19% 0.02%
Efficiency ratio 45.86% 48.78% 53.47% 49.59% 50.68% (2.92)% (4.82)%
Loan-to-deposit ratio 100.74% 99.20% 98.69% 101.67% 83.67% 1.54% 17.07%
Return on (annualized)
Average assets (ROAA) 1.95% 2.04% 1.56% 1.77% 1.68% (0.09)% 0.27%
Average equity (ROAE) 19.99% 20.34% 15.12% 16.23% 15.17% (0.35)% 4.82%
Average tangible assets (ROTA) 1.95% 2.04% 1.56% 1.77% 1.68% (0.09)% 0.27%
Pre-tax pre-provision net revenue (PPNR) $10,621 $8,801 $6,968 $6,855 $6,426 $1,820 $4,195
Other Operating Measures
Common Shares outstanding - Voting 13,526,976 12,340,785 12,166,858 11,533,943 11,883,943 1,186,191 1,643,033
Common Shares outstanding - Nonvoting 11,458,351 11,458,351 - - - - 11,458,351
Fully diluted shares outstanding 24,985,327 23,799,136 23,625,209 23,523,473 23,523,473 1,186,191 1,461,854
Fully diluted tangible book value per share $5.98 $5.65 $5.37 $5.18 $4.97 $0.33 $1.01
Tangible common equity to tangible assets 9.48% 9.59% 10.00% 10.97% 10.79% (0.11)% (1.31)%
Tier 1 Leverage Ratio 12.23% 10.54% 10.74% 11.39% 11.71% 1.69% 0.53%

Financial Results

Statement of Income

Net income was $7.2 million for the third quarter of 2026, compared to net income of $6.7 million for the second quarter of 2026, and $4.3 million for the third quarter of 2025. The increase from the second quarter of 2026 was primarily due to an increase in interest income to $25.1 million, compared to $21.7 million in the second quarter, primarily driven by an increase in interest income on loans, partially offset by an increase of $1.3 million in deposit and borrowings interest expense and interest expense associated with the new subordinated debt issuance. Additionally, there was a $0.4 million increase in noninterest income, partially offset by a $0.6 million increase in noninterest expense.

Total interest income was $25.1 million for the third quarter of 2026, compared to $21.7 million in the second quarter of 2026 and $16.3 million in the third quarter of 2025. The sequential growth was driven by a $3.1 million increase in interest income from loans. Compared to the third quarter of 2025, the increase was primarily due to a $457.0 million increase in average loan balances and improvements in loan yields.

The following table depicts the components of interest income (unaudited) for the quarterly periods presented:

Quarterly Trends 3Q26 change vs
3Q26 2Q26 1Q26 4Q25 3Q25 2Q26 3Q25
Interest income
Loans $23,451 $20,386 $18,114 $15,437 $14,082 $3,065 $9,369
Debt securities 201 204 191 164 153 (3) 48
Other 1,460 1,134 1,148 1,837 2,086 326 (626)
Total interest income $25,112 $21,724 $19,453 $17,438 $16,321 $3,388 $8,791

Interest expense totaled $8.3 million for the third quarter of 2026, compared to $7.0 million for the second quarter of 2026 and $5.3 million for the third quarter of 2025. Compared to the second quarter of 2026, the increase in interest expense was primarily attributable to a $91.9 million increase in average interest-bearing liability balances, and a 19 basis point increase in the cost of interest-bearing liabilities from 3.30% to 3.49%. Compared to the third quarter of 2025, there was a $338.9 million increase in average interest-bearing liability balances, with a one basis point increase in the cost of interest-bearing liabilities, from 3.48% to 3.49%.

Net interest income was $16.8 million in the third quarter of 2026, up from $14.7 million in the second quarter of 2026 and $11.0 million in the third quarter of 2025. The quarter-over-quarter increase was primarily driven by growth in the average interest-earning assets of $147.8 million, partially offset by the increase in average interest-bearing liability balances and the higher cost of interest-bearing liabilities. On a year-over-year basis, the growth in net interest income was primarily attributable to a $457.0 million increase in average loan balances.

Net interest margin expanded to 4.63% for the third quarter of 2026, compared to 4.57% for the second quarter of 2026 and 4.37% for the third quarter of 2025. Compared to the second quarter of 2026, net interest margin increased by six basis points, primarily driven by a 17 basis point increase in the yield on interest-bearing assets partially offset by an increase in yields for the cost to fund interest earning assets. Compared to the third quarter of 2025, net interest margin increased by 26 basis points, primarily attributable to a 47 basis point increase in interest earning asset yields, partially offset by an increase in funding costs.

The cost of interest-bearing liabilities was 3.49% in the third quarter of 2026, compared to 3.30% in the second quarter of 2026 and 3.48% in the third quarter of 2025. The increase from the second quarter of 2026 was primarily due to additional notes payable issued by the OptimumFinance, LLC subsidiary during the quarter with an average balance increasing from $10.8 million during the second quarter to $22.9 million for the third quarter. The notes bear interest at 10.00%. The cost of interest bearing liabilities also reflects the subordinated debt issuance on August 19, 2026, with an average balance of $16.1 million during the quarter and average yield of 7.82% (inclusive of the amortization of issuance costs), and modestly higher yields on savings, NOW, and money market deposits. Excluding the OptimumFinance, LLC notes payable and impact from the issuance of subordinated debt during the quarter, the cost of interest-bearing liabilities was 3.25%, or four basis points higher than the second quarter of 2026. Compared to the same quarter last year, the cost of interest-bearing liabilities increased by one basis point. This increase was due to the addition of the notes payable and the subordinated debt and an increase in FHLB borrowings, partially offset by decreases in yields across the deposit portfolio with disciplined pricing following rate reductions that occurred in the prior year.

Credit loss expense was $1.1 million during the third quarter of 2026, compared to a $37,000 reversal in the second quarter of 2026, and $0.8 million of expense for the third quarter of 2025. Credit loss expense in the third quarter of 2026 was primarily attributable to loan growth. The prior quarter’s reversal was primarily attributable to improvements in the credit quality of the loan portfolio and the evaluation of factors used to determine the credit loss. Gross charge-offs remained modest at $40,000 while recoveries totaled $29,000, resulting in net charge-offs of $11,000 during the third quarter of 2026. The Company’s allowance for credit losses stood at $12.1 million, or 0.89% of total loans, as of September 30, 2026 compared to 0.91% at June 30, 2026 and 1.23% at September 30, 2025.

Noninterest income totaled $2.8 million for the third quarter of 2026, up from $2.5 million in the prior quarter and $2.0 million in the third quarter of 2025. During the quarter, the Company collected $0.9 million in late fees from the payoff of a previously reported nonaccrual loan, partially offset by lower gains on the sale of government guaranteed SBA loans compared to the prior quarter. Compared to the same quarter last year, the $0.8 million increase in noninterest income was primarily related to the additional late fees during the quarter and increases in wire transfers, ACH fees on deposit payment transactions, partially offset by lower gains on the sale of government guaranteed SBA loans and lower loan prepayment fees.

Noninterest expenses totaled $9.0 million for the third quarter of 2026, compared to $8.4 million in the second quarter of 2026 and $6.6 million in the third quarter of 2025. Compared to the second quarter of 2026, the increase of $0.6 million primarily relates to a $0.3 million increase in employee compensation expenses, $0.2 million in higher data processing costs, and $0.1 million in higher regulatory assessment expense. Compared to the third quarter of 2025, the increase of $2.4 million includes increases of $1.6 million, $0.4 million, $0.2 million, and $0.2 million in employee compensation expenses, data processing, regulatory assessment expenses, and other expenses, respectively.

The following table depicts the components of noninterest expenses (unaudited) for the quarterly periods presented:

Quarterly Trends 3Q26 change vs
(Dollars in thousands) 3Q26 2Q26 1Q26 4Q25 3Q25 2Q26 3Q25
Noninterest expenses
Salaries and employee benefits $5,592 $5,279 $4,988 $3,672 $4,004 $313 $1,588
Professional fees 295 363 295 333 276 (68) 19
Occupancy and equipment 355 354 338 328 327 1 28
Data processing 1,160 986 914 794 788 174 372
Regulatory assessment 318 196 179 161 126 122 192
Losses on sale and write-downs of other real estate owned - - 5 54 - - -
Other 1,276 1,204 1,287 1,401 1,083 72 193
Total noninterest expenses $8,996 $8,382 $8,006 $6,743 $6,604 $614 $2,392

Income tax expense was $2.4 million for the third quarter of 2026 compared to $2.2 million in the second quarter of 2026 and $1.3 million in the third quarter of 2025. The effective tax rate for the quarter was 24.9%, compared to 24.7% in the prior quarter and 23.7% from the prior year comparative quarter.

Balance Sheet

Total assets were $1.58 billion as of September 30, 2026, increasing from $1.40 billion at June 30, 2026, and up from $1.08 billion at September 30, 2025. The quarter-over-quarter growth of $175.2 million was primarily attributable to a $148.4 million increase in net loans and a $27.9 million increase in cash and cash equivalents.

Cash and cash equivalents at September 30, 2026, were $174.1 million, which increased from $146.2 million at June 30, 2026, and decreased from $235.1 million at September 30, 2025.

Investment securities (debt securities available for sale and held-to-maturity) at September 30, 2026, were $25.7 million, compared to $26.9 million at June 30, 2026, and $23.2 million at September 30, 2025. There were no investment security purchases during the third quarter of 2026. No sales of investment securities were reported during these periods.

Total gross loans at September 30, 2026, were $1.37 billion, an increase from $1.22 billion at June 30, 2026, and up from $813.7 million at September 30, 2025. Gross loans increased during the quarter reflecting growth across all portfolio segments, with notably stronger growth in commercial real estate and residential loans. Compared to September 30, 2025, the gross loan portfolio increased by $553.6 million, reflecting growth primarily in commercial real estate.

The allowance for credit losses (“ACL”) was $12.1 million at September 30, 2026, representing 0.89% of total loans, compared to 0.91% at June 30, 2026. The ACL balance saw an increase from $11.0 million and $10 million at June 30, 2026 and September 30, 2025, respectively. The quarter-over-quarter increase of $1.1 million was primarily driven by loan growth during the quarter partially offset by a decline of $0.7 million for the specific reserves due primarily to the resolution and payoff of a previously reported nonaccrual loan. The ACL ratio reflects continued credit discipline and a well-diversified loan portfolio.

The following table presents the components of the ACL (unaudited) as of the dates indicated:

September 30, 2026 change vs
September 30, June 30, March 31, December 31, September 30, June 30, September 30,
2026 2026 2026 2025 2025 2026 2025
Beginning balance $11,020 $11,061 $10,273 $10,018 $9,338 $(41) $1,682
Credit loss expense (reversal) - funded 1,111 (30) 791 389 639 1,141 472
Charge-offs (40) (50) (44) (201) (129) 30 109
Recoveries 29 39 41 67 170 (30) (161)
Ending balance $12,120 $11,020 $11,061 $10,273 $10,018 $1,100 $2,102

Nonperforming assets (“NPA”) reflected strong asset quality at September 30, 2026. Nonaccrual loans decreased to $1.8 million from $2.2 million at June 30, 2026, and $3.0 million at September 30, 2025. The $0.3 million decrease from June 30, 2026 was due to a payoff of a previously reported $1.0 million nonaccrual loan partially offset by the addition of $0.7 million of other nonaccrual loans during the quarter. The $1.2 million decrease from September 30, 2025, primarily reflects payoffs of previously recorded commercial nonaccrual loans. The Company did not report any other real estate owned (“OREO”) properties at September 30, 2026 or June 30, 2026. Compared to September 30, 2025, OREO declined $0.6 million with the resolution of a previously reported asset during the first quarter of 2026. At September 30, 2026, there were no loans accruing interest that were 90 days or more past due. Additionally, the Company did not report any modified loans to borrowers experiencing financial difficulty during the third quarter of 2026.

Total deposits at September 30, 2026, were $1.34 billion, an increase from $1.21 billion at June 30, 2026, and an increase from $959.5 million at September 30, 2025. The increase from June 30, 2026, was attributable to increases in all deposit categories, including a $62.3 million, or 19.5% sequential increase in noninterest-bearing demand deposits and a $34.2 million, or 8.9% sequential increase in savings, NOW, and money market deposits. The increase from September 30, 2025, was also attributable to increases in all deposit categories, most notably a 61.6% increase in time deposits and a 21.6% increase in noninterest-bearing demand deposits. The Company continues to maintain a diverse and stable funding base.

Accumulated other comprehensive loss (“AOCL”) was $5.5 million at September 30, 2026, compared to $4.8 million at June 30, 2026, and $4.8 million at September 30, 2025. AOCL increased by $0.6 million quarter-over-quarter and $0.7 million year-over-year, primarily due to the increase in mid-to-long-term interest rates impacting the fair value of available-for-sale securities. All AOCL amounts represent unrealized gains and losses, net of applicable income taxes, and have no impact on reported earnings or regulatory capital.

Shareholders’ equity was $149.4 million as of September 30, 2026, compared to $134.4 million as of June 30, 2026, and $116.9 million as of September 30, 2025. The increase during the third quarter was principally attributable to net income of $7.2 million, $5.1 million in additional equity through private stock sales issued by the Company, $3.4 million in additional equity through the Company’s ATM program, partially offset by the $0.6 million increase in AOCL.

Earnings Per Share (“EPS”) for the quarter-ended September 30, 2026, was $0.30 per basic and diluted share, compared to $0.40 per basic share and $0.28 per diluted share for the quarter-ended June 30, 2026, and $0.37 per basic share and $0.18 per diluted share for the quarter-ended September 30, 2025. The increase in diluted earnings per share compared to the prior periods was primarily driven by growth in net income, which increased from $4.3 million for the quarter-ended September 30, 2025, to $7.2 million for the quarter-ended September 30, 2026.

Diluted earnings per share for prior periods have been retrospectively adjusted to reflect the amended conversion rights of the Series B Convertible Preferred Stock, which became effective during the third quarter of 2025, to ensure comparability.

Additionally, during the second quarter of 2026, the Company amended its Articles of Incorporation to authorize a new class of Nonvoting Common Stock and exchanged all outstanding Series B and Series C Convertible Preferred Stock for an aggregate of 11,458,351 shares of Nonvoting Common Stock. The creation of the Nonvoting Common Stock allowed the Company to simplify its capital structure by eliminating the outstanding convertible preferred stock while preserving the existing voting structure of the Company. Because the Series B and Series C Convertible Preferred Stock had already been reflected in the Company’s diluted weighted-average share count under the if-converted method, the exchange did not materially affect diluted earnings per share or further dilute existing shareholders’ ownership interests. The primary impact was on the weighted-average common shares used in the calculation of basic earnings per share, as the exchange occurred during the second quarter and basic EPS for the prior quarter reflects the timing of the conversion.

Accordingly, this release presents both basic and diluted earnings per share to facilitate comparability with prior periods and to reflect the transition in the Company’s capital structure. Absent future dilutive securities or other changes in the Company’s capital structure, the Company expects basic and diluted earnings per share to be equivalent, as reflected in the current quarter’s results.

Although GAAP accounting generally presents book value based on common shares outstanding, the Company believes a more comprehensive measure of shareholder value is on a fully diluted basis.

Tangible book value per diluted share was $5.98 at September 30, 2026, up $0.33 per share, or 23.2% annualized from $5.65 at June 30, 2026 on a fully diluted basis, and up $1.01, or 20.3% from $4.97 at September 30, 2025. This is based on total common shares outstanding of 24,985,327 at September 30, 2026 (up from 23,799,136 shares on a fully diluted basis at June 30, 2026, and up from 23,523,473 shares on a fully diluted basis at September 30, 2025). Common shares totaling 452,725 were issued in the quarter-ended September 30, 2026, through the Company’s ATM offering and an additional 733,466 were issued via private stock sales during the quarter. The increase in tangible book value per diluted share reflects strong quarterly earnings performance and overall capital strength.

FORWARD-LOOKING STATEMENTS

Certain statements made in this press release which are not statements of historical fact are forward-looking statements within the meaning of, and subject to the protection of, the federal securities laws. Forward looking statements include, among others, statements with respect to our beliefs, plans, objectives, goals, targets, expectations, anticipations, assumptions, estimates, intentions and future performance and involve known and unknown risks, many of which are beyond our control and which may cause our actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by the forward-looking statements made in this press release. You can identify forward-looking statements through our use of words such as “believes,” “anticipates,” “expects,” “may,” “will,” “assumes,” “predicts,” “could,” “should,” “would,” “intends,” “targets,” “estimates,” “projects,” “plans,” “potential” and other similar words and expressions. Forward-looking statements are based on our current beliefs and expectations and are subject to significant risks and uncertainties. Accordingly, we caution you not to place undue reliance on such statements. We undertake no obligation to update or revise any of our forward-looking statements for events or circumstances that arise after the statement is made, except as otherwise may be required by law. Factors that could cause actual results to differ materially include, among others: changes in interest rates and economic conditions, particularly in Florida; the concentration of our loan portfolio in commercial real estate; credit quality and the adequacy of our allowance for credit losses; our ability to manage growth; deposit concentrations and liquidity; our ability to service our subordinated notes and the borrowings of our non-bank subsidiaries; competition; changes in laws and regulations; and the other factors described in our filings with the Securities and Exchange Commission.

Investor Relations & Corporate Relations

Contact: Seth Denison

Telephone: (305) 401-4140

Email: SDenison@OptimumBank.com

OptimumBank Holdings, Inc.

Consolidated Balance Sheets (Unaudited)

(Dollars in thousands)

September 30, 2026 change vs
September 30, June 30, March 31, December 31, September 30, June 30, September 30,
2026 2026 2026 2025 2025 2026 2025
Assets
Cash and due from banks $14,056 $14,637 $15,074 $9,349 $9,271 $(581) $4,785
Interest-bearing deposits with banks 160,040 131,601 124,942 105,210 225,815 28,439 (65,775)
Total cash and cash equivalents 174,096 146,238 140,016 114,559 235,086 27,858 (60,990)
Debt securities available for sale 25,473 26,646 27,044 25,184 22,926 (1,173) 2,547
Debt securities held-to-maturity 203 208 212 214 246 (5) (43)
Loans, net of allowance for credit losses 1,352,805 1,204,381 1,078,533 947,294 802,812 148,424 549,993
Federal Home Loan Bank stock 1,253 1,966 2,678 3,028 658 (713) 595
Premises and equipment, net 3,045 3,132 2,797 2,490 2,308 (87) 737
Other real estate owned - - - 551 605 - (605)
Right-of-use lease assets 2,298 2,405 2,511 2,617 2,725 (107) (427)
Accrued interest receivable 5,111 4,862 3,994 3,621 3,171 249 1,940
Deferred tax asset 3,379 3,143 3,116 3,108 3,238 236 141
Other assets 8,437 7,956 7,834 9,012 9,268 481 (831)
Total assets $1,576,100 $1,400,937 $1,268,735 $1,111,678 $1,083,043 $175,163 $493,057
Liabilities and Stockholders’ Equity
Liabilities
Noninterest-bearing demand deposits $381,667 $319,375 $304,887 $266,520 $313,973 $62,292 $67,694
Savings, NOW and money-market deposits 417,512 383,297 345,494 306,921 309,087 34,215 108,425
Time deposits 543,647 511,373 442,502 358,309 336,427 32,274 207,220
Total deposits 1,342,826 1,214,045 1,092,883 931,750 959,487 128,781 383,339
Federal Home Loan Bank advances 10,000 25,000 40,000 50,000 - (15,000) 10,000
Operating lease liabilities 2,447 2,547 2,647 2,745 2,846 (100) (399)
Subordinated Debt 34,374 - - - - 34,374 34,374
Other Borrowings 26,554 14,000 - - - 12,554 26,554
Other liabilities 10,510 10,965 6,357 5,286 3,822 (455) 6,688
Total liabilities 1,426,711 1,266,557 1,141,887 989,781 966,155 160,154 460,556
Stockholders’ equity
Preferred stock - -
Series B Convertible Preferred - - - - - - -
Series C Convertible Preferred - - - - - - -
Preferred stock, value - - - - - - -
Common stock 135 124 122 115 119 11 16
Nonvoting Common stock 115 115 - - - - 115
Additional paid-in capital 122,304 113,832 112,993 112,578 112,574 8,472 9,730
Retained earnings (accumulated deficit) 32,291 25,119 18,464 13,801 8,948 7,172 23,343
Accumulated other comprehensive loss (5,456) (4,810) (4,731) (4,597) (4,753) (646) (703)
Total stockholders’ equity 149,389 134,380 126,848 121,897 116,888 15,009 32,501
Total liabilities and stockholders’ equity $1,576,100 $1,400,937 $1,268,735 $1,111,678 $1,083,043 $175,163 $493,057

OptimumBank Holdings, Inc.

Consolidated Statements of Earnings - Quarterly (Unaudited)

(Dollars in thousands, except per share amounts)

Quarterly Trends 3Q26 change vs
3Q26 2Q26 1Q26 4Q25 3Q25 2Q26 3Q25
Interest income
Loans $23,451 $20,386 $18,114 $15,437 $14,082 $3,065 $9,369
Debt securities 201 204 191 164 153 (3) 48
Other 1,460 1,134 1,148 1,837 2,086 326 (626)
Total interest income 25,112 21,724 19,453 17,438 16,321 3,388 8,791
Interest expense
Deposits 7,334 6,633 6,176 5,561 5,273 701 2,061
Borrowings 680 394 87 6 - 286 680
Interest on subordinated debt 317 - - - - 317 317
Total interest expense 8,331 7,027 6,263 5,567 5,273 1,304 3,058
Net interest income 16,781 14,697 13,190 11,871 11,048 2,084 5,733
Credit loss expense (reversal) 1,066 (37) 770 398 763 1,103 303
Net interest income after credit loss expense (reversal) 15,715 14,734 12,420 11,473 10,285 981 5,430
Noninterest income
Service charges and fees 1,607 1,551 1,313 1,268 1,252 56 355
Other 1,229 935 471 459 730 294 499
Total noninterest income 2,836 2,486 1,784 1,727 1,982 350 854
Noninterest expenses
Salaries and employee benefits 5,592 5,279 4,988 3,672 4,004 313 1,588
Professional fees 295 363 295 333 276 (68) 19
Occupancy and equipment 355 354 338 328 327 1 28
Data processing 1,160 986 914 794 788 174 372
Regulatory assessment 318 196 179 161 126 122 192
Losses on sale and write-downs of other real estate owned - - 5 54 - - -
Other 1,276 1,204 1,287 1,401 1,083 72 193
Total noninterest expenses 8,996 8,382 8,006 6,743 6,604 614 2,392
Income before income taxes 9,555 8,838 6,198 6,457 5,663 717 3,892
Income taxes 2,383 2,183 1,535 1,604 1,340 200 1,043
Net Income $7,172 $6,655 $4,663 $4,853 $4,323 $517 $2,849
Earnings per share - Basic $0.30 $0.40

$

0.39

$

0.42

$

0.37 $(0.11) $(0.07)
Earnings per share - Diluted

$

0.30 $0.28

$

0.20

$

0.21

$

0.18 $0.02 $0.12

OptimumBank Holdings, Inc.

Consolidated Statements of Earnings – Nine Months Ended (Unaudited)

(Dollars in thousands, except per share amounts)

Nine Months Ended
September 30,
2026 2025 Change
Interest income
Loans $61,953 $41,709 $20,244
Debt securities 597 471 126
Other 3,742 4,736 (994)
Total interest income 66,292 46,916 19,376
Interest expense
Deposits 20,143 15,873 4,270
Borrowings 1,161 327 834
Interest on subordinated debt 317 - 317
Total interest expense 21,621 16,200 5,421
Net interest income 44,671 30,716 13,955
Credit loss expense 1,799 1,638 161
Net interest income after credit loss expense 42,872 29,078 13,794
Noninterest income
Service charges and fees 4,470 3,389 1,081
Other 2,636 1,658 978
Total noninterest income 7,106 5,047 2,059
Noninterest expenses
Salaries and employee benefits 15,860 11,123 4,737
Professional fees 953 798 155
Occupancy and equipment 1,048 903 145
Data processing 3,060 1,946 1,114
Regulatory assessment 693 526 167
Other 3,773 3,115 658
Total noninterest expenses 25,387 18,411 6,976
Income before income taxes 24,591 15,714 8,877
Income taxes 6,101 3,919 2,182
Net Income $18,490 $11,795 $6,695
Earnings per share - Basic $1.05 $1.00 $0.05
Earnings per share - Diluted $0.78 $0.50 $0.28

OptimumBank Holdings, Inc.

Consolidated Average Balances, Interest Income and Expenses, Yields and Rates (QTD) (Unaudited)

(Dollars in thousands, except average yields/rates)

Three Months Ended September 30,
3Q26 2Q26 3Q25
Interest Average Interest Average Interest Average
Average and Yield/ Average and Yield/ Average and Yield/
Balance Dividends Rate(1) Balance Dividends Rate(5) Balance Dividends Rate(5)
Interest-earning assets
Loans $1,257,377 $23,451 7.40% $1,141,791 $20,386 7.16% $800,336 $14,082 7.04%
Securities 26,397 201 3.02% 27,042 204 3.03% 22,695 153 2.70%
Other (2) 154,139 1,460 3.76% 121,282 1,134 3.75% 188,109 2,086 4.44%
Total interest-earning assets/interest income 1,437,913 25,112 6.93% 1,290,115 21,724 6.75% 1,011,140 16,321 6.46%
Cash and due from banks 15,072 14,702 9,557
Premises and equipment 3,114 2,825 2,414
Other 4,776 4,025 5,209
Total assets $1,460,875 $1,311,667 $1,028,320
Interest-bearing liabilities
Savings, NOW and money-market deposits $403,727 $2,470 2.43% $367,750 $2,168 2.36% $286,156 $1,800 2.52%
Time deposits 493,478 4,864 3.91% 462,792 4,465 3.87% 320,800 3,473 4.33%
Subordinated debt 16,080 317 7.82% - - - - - -
Borrowings (3) 9,674 97 3.98% 12,685 118 3.73% - - -
Notes Payable 22,904 583 10.10% 10,770 276 10.28% - - -
Total interest-bearing liabilities/interest expense 945,863 8,331 3.49% 853,997 7,027 3.30% 606,956 5,273 3.48%
Noninterest-bearing demand deposits 359,783 314,858 298,670
Other liabilities 12,867 11,584 8,687
Stockholders’ equity 142,362 131,228 114,007
Total liabilities and stockholders’ equity $1,460,875 $1,311,667 $1,028,320
Net interest income $16,781 $14,697 $11,048
Interest-rate spread (4) 3.43% 3.45% 2.98%
Net interest margin (5) 4.63% 4.57% 4.37%
Ratio of average interest-earning assets to average interest-bearing liabilities 1.52 1.51 1.67
  1. Annualized.
  2. Includes interest-earning deposits with banks, Federal Funds Sold and Federal Home Loan Bank stock dividends.
  3. Includes Federal Home Loan Bank, and other borrowings.
  4. Interest rate spread represents the difference between average yield on interest-earning assets and the average cost of interest-bearing liabilities.
  5. Net interest margin is net interest income divided by average interest-earning assets.

OptimumBank Holdings, Inc.

Consolidated Average Balances, Interest Income and Expenses, Yields and Rates (YTD) (Unaudited)

(Dollars in thousands, except average yields/rates)

Nine Months Ended September 30,
2026 2025
Interest Average Interest Average
Average and Yield/ Average and Yield/
Balance Dividends Rate(1) Balance Dividends Rate(1)
Interest-earning assets
Loans $1,146,917 61,953 7.22% $800,117 $41,709 6.95%
Securities 26,655 597 2.99% 22,785 471 2.76%
Other (2) 133,089 3,742 3.76% 143,171 4,736 4.41%
Total interest-earning assets/interest income 1,306,661 66,292 6.78% 966,073 46,916 6.48%
Cash and due from banks 13,436 12,078
Premises and equipment 2,874 2,297
Other 4,473 4,383
Total assets $1,327,444 $984,831
Interest-bearing liabilities
Savings, NOW and money-market deposits $368,765 6,533 2.37% $281,207 $5,293 2.51%
Time deposits 464,158 13,610 3.92% 321,011 10,580 4.39%
Subordinated debt 5,360 317 7.91% - - -
Borrowings (3) 10,481 305 3.89% 11,482 327 3.80%
Notes Payable 11,263 856 10.16% - - -
Total interest-bearing liabilities/interest expense 860,027 21,621 3.36% 613,700 16,200 3.52%
Noninterest-bearing demand deposits 323,757 253,000
Other liabilities 10,766 8,284
Stockholders’ equity 132,894 109,847
Total liabilities and stockholders’ equity $1,327,444 $984,831
Net interest income 44,671 $30,716
Interest-rate spread (4) 3.42% 2.96%
Net interest margin (5) 4.57% 4.24%
Ratio of average interest-earning assets to average interest-bearing liabilities 1.52 1.57
  1. Annualized.
  2. Includes interest-earning deposits with banks, Federal Funds Sold and Federal Home Loan Bank stock dividends.
  3. Includes Federal Home Loan Bank, and other borrowings.
  4. Interest rate spread represents the difference between average yield on interest-earning assets and the average cost of interest-bearing liabilities.  
  5. Net interest margin is net interest income divided by average interest-earning assets.

OptimumBank Holdings, Inc.

Segments of Loans Analysis (Unaudited)

(Dollars in thousands)

September 30, 2026 change vs
September 30, June 30, March 31, December 31, September 30, June 30, September 30,
2026 2026 2026 2025 2025 2026 2025
Residential real estate $107,058 $78,268 $73,130 $74,018 $66,723 $28,790 $40,335
Multi-family real estate 56,817 52,551 63,655 65,693 67,435 4,266 (10,618)
Commercial real estate 996,528 905,174 790,238 666,508 524,865 91,354 471,663
Land and construction 57,786 46,290 41,000 36,212 43,364 11,496 14,422
Commercial 59,184 51,389 46,127 48,196 45,604 7,795 13,580
Consumer 89,945 83,412 76,744 68,166 65,731 6,533 24,214
Total loans 1,367,318 1,217,084 1,090,894 958,793 813,722 150,234 553,596
Deduct:
Net deferred loan fees and costs (2,393) (1,683) (1,300) (1,227) (892) (710) (1,501)
Allowance for credit losses (12,120) (11,020) (11,061) (10,273) (10,018) (1,100) (2,102)
Loans, net $1,352,805 $1,204,381 $1,078,533 $947,293 $802,812 $148,424 $549,993

Explanation of Certain Unaudited Non-GAAP Financial Measures

This press release contains financial information determined by methods other than Generally Accepted Accounting Principles (“GAAP”). Management uses these non-GAAP financial measures in its analysis of the Company’s performance and believes these presentations provide useful supplemental information, and a clearer understanding of the Company’s performance. The Company believes the non-GAAP measures enhance investors’ understanding of the Company’s business and performance and if not provided would be requested by the investor community. These measures are also useful in understanding performance trends and facilitate comparisons with the performance of other financial institutions. The limitations associated with operating measures are the risk that persons might disagree as to the appropriateness of items comprising these measures and that different companies might define or calculate these measures differently. The Company provides reconciliations between GAAP and these non-GAAP measures. These disclosures should not be considered an alternative to GAAP.

Non-GAAP Reconciliations

Pre-tax, Pre-provision earnings

(Dollars in thousands) 3Q26 2Q26 1Q26 4Q25 3Q25
Net Income (GAAP) $7,172 $6,655 $4,663 $4,853 $4,323
Plus: Income Tax Expense 2,383 2,183 1,535 1,604 1,340
Plus: Credit Loss Expense (Reversal) 1,066 (37) 770 398 763
Pre-tax, Pre-provision earnings (Non-GAAP) $10,621 $8,801 $6,968 $6,855 $6,426

Tangible Book Value Per Common Share and Per Fully Diluted Share (Unaudited)

(Dollars in thousands, except per share amounts) 3Q26 2Q26 1Q26 4Q25 3Q25
Total Stockholders’ (GAAP) and Tangible Common Equity $149,389 $134,380 $126,848 $121,897 $116,888
Common Shares Outstanding - Voting 13,527 12,341 12,167 11,534 11,884
Common Shares Outstanding - Nonvoting 11,458 11,458 - - -
Total Common Shares 24,985 23,799 12,167 11,534 11,884
Effect of conversion of series B preferred shares if converted - - 10,582 11,114 11,114
Effect of conversion of series C preferred shares if converted - - 876 876 526
Total Diluted Shares 24,985 23,799 23,625 23,524 23,524
Tangible Book Value per Common Share $5.98 $5.65 $10.43 $10.57 $9.84
Tangible Book Value per Share - Diluted $5.98 $5.65 $5.37 $5.18 $4.97

Efficiency Ratio:

(Dollars in thousands) 3Q26 2Q26 1Q26 4Q25 3Q25
Noninterest Expense (GAAP) $8,996 $8,382 $8,006 $6,743 $6,604
Net Interest Income (GAAP) 16,781 14,697 13,190 11,871 11,048
Noninterest Income (GAAP) 2,836 2,486 1,784 1,727 1,982
Total Revenue (Non-GAAP) $19,617 $17,183 $14,974 $13,598 $13,030
Efficiency Ratio(1) 45.86% 48.78% 53.47% 49.59% 50.68%

(1) Efficiency ratio is defined as total non-interest expense divided by the sum of net interest income and total non-interest income.

Source: OptimumBank Holdings, Inc.. This release was filed with the U.S. Securities and Exchange Commission on Nov 12, 2026 and is reproduced here as issued. View the filing.

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