Carver Bancorp, Inc., the holding company for Carver Federal Savings Bank, has issued a statement addressing its ongoing engagement with Dream Chasers Capital Group LLC regarding director nominations ahead of the company’s upcoming annual shareholder meeting. The bank explained that the investment group initially attempted to nominate two candidates for election to the company’s board of directors in October last year. After reviewing the submission with outside legal counsel, the board determined that the nomination notice did not comply with the advance notice provisions outlined in the company’s Second Amended and Restated Bylaws. According to the company, these rules apply equally to all shareholders and require specific information and procedures to be followed when proposing board nominees.
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Following the initial submission, the company sent a formal letter to Dream Chasers outlining the deficiencies in detail and identifying the exact bylaw provisions that had not been satisfied. Despite having more than 120 days to address these issues, Dream Chasers made a second attempt to nominate two director candidates on February 20, 2026. Carver Bancorp stated that the second notice was submitted only hours before the nomination deadline. The company also noted that it had publicly announced the nomination deadline and the date of the upcoming annual meeting through a press release issued 30 days earlier, providing shareholders with adequate notice and time to prepare their submissions.
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After reviewing the second nomination notice, the board again concluded, in consultation with external legal advisers, that the submission failed to meet the company’s bylaw requirements. Carver Bancorp informed Dream Chasers of this determination and provided another detailed explanation of the issues with the filing. Because the nomination deadline had already passed, the company stated that Dream Chasers would not be permitted to submit new nominations for consideration at the upcoming annual meeting scheduled for May 21, 2026.
Despite the disagreement over the nomination process, Carver Bancorp said it had offered to engage in discussions with Dream Chasers to explore a mutually agreeable solution regarding potential changes to the board’s composition. According to the company, Dream Chasers indicated that it was not interested in pursuing such discussions at this time. Even so, Carver Bancorp stated that it remains open to constructive dialogue should the investment group wish to revisit the matter in the future.
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The company concluded by reiterating its commitment to acting in the best interests of the bank and all its shareholders as it prepares for the upcoming annual meeting.
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