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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 05, 2025

 

 

CF BANKSHARES INC

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

0-25045

34-1877137

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

C/O CFBANK

4960 EAST DUBLIN GRANVILLE RD

SUITE 400

 

COLUMBUS, Ohio

 

43081

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (614) 334-7979

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

(Voting) Common Stock, $.01 par value

 

CFBK

 

The Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 


Item 7.01 Regulation FD Disclosure.

On or about May 5, 2025, CF Bankshares Inc. (the “Company”) mailed to stockholders its Proxy Statement for the Company’s Annual Meeting of Stockholders to be held on June 4, 2025, along with the Company’s 2024 Annual Report to Shareholders (the “2024 Annual Report”). The Company’s 2024 Annual Report included a letter to stockholders addressing the Company’s 2024 results and 2025 outlook. A copy of the letter to stockholders is furnished as Exhibit 99 to this Form 8-K, and is incorporated herein by reference.

The information in this Current Report on Form 8-K is being furnished under Item 7.01 and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act"), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(a)

Not applicable

(b)

Not applicable

(c)

Not applicable

(d)

Exhibits

 

 

 

99 Letter to Stockholders

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

CF Bankshares, Inc.

 

 

 

 

Date:

May 5, 2025

By:

/s/ Kevin J. Beerman

 

 

 

Kevin J. Beerman
Executive Vice President and Chief Financial Officer

 


EX-99 2 cfbk-ex99.htm EX-99 EX-99

Exhibit 99

Dear Fellow Shareholders,

 

Throughout 2024, we faced challenges arising from the elevated interest rate environment and credit losses on two loan participations originated in previous years. While these issues impacted our overall 2024 results, they did not overshadow the significant achievements and skilled navigation of interest rate volatility demonstrated by our experienced CFBank Team. We believe that through the expertly executed business adjustments by our CFBank Team, we are well-positioned for improved operating results moving forward. Consistent with this belief, our fourth Quarter 2024 results began to reflect improved margins and operational stability.

 

Our core strengths and fundamentals remained robust throughout 2024, enabling us to achieve targeted quality growth across key business areas, including loans, deposits, and fee income. Initiatives focused on expanding our Commercial Banking franchise, growing non-interest bearing and other low-cost deposits, and enhancing fee income through products and services such as Cash Management and Credit Cards are translating into improved revenue and earnings growth. Net growth rates were tempered by substantial loan payoffs, as well as a focused strategy to incentivize the refinancing of low-rate Residential Mortgage Loans to saleable loans. Additionally, our efforts to reduce lower-rate Portfolio Residential Mortgage Loans culminated in sales to two buyers during the first quarter of 2025. Proceeds from these sales will be redeployed into higher-yielding Commercial and Business loan relationships as we continue to execute our strategy of shrinking the Residential portfolio while expanding the Commercial Relationship Banking business.

 

Looking Ahead to 2025

 

We are gaining business momentum as we enter 2025, operating with greater stability in loan pricing, deposit costs, and funding. Our cost of funds and incremental deposit expenses are declining more rapidly than those of many competitors, positioning us to capitalize on emerging business opportunities.

 

Furthermore, we are expanding and strengthening our banking teams by recruiting experienced top talent from regional banks. The addition of experienced Bankers enhances our capacity and deepens our presence in all five (5) regional markets, providing a solid foundation for sustained business development. Our pipelines continue to be very strong, driven by our success in attracting high-quality Commercial Banking relationships aligned with our strategic business mix.

 

We have also seen interest from other banks in acquiring portfolios of Residential Mortgage Loans. These efforts support an optimized business mix while improving capital efficiency and operating leverage, enabling us to focus on building comprehensive Commercial Banking relationships as opposed to primarily loan-only Residential Mortgages.

 

Community Reinvestment Act (“CRA”) activities are progressing well as we expand loan volumes and investments across all our regional market locations, including Greater Columbus, Cleveland, Cincinnati, Indianapolis, and Akron. Our upcoming CRA exam is scheduled for 2026.

 

Additionally, our Board of Directors has adopted a stock buyback program, allowing for opportunistic repurchases of up to 325,000 shares, or approximately 5% of total shares outstanding, on or before January 31, 2026.

 

We believe that our core businesses and opportunities remain healthy. We foresee continued strengthening of our Business. Near term risks include interest rates which remain somewhat elevated, also tariff uncertainty, along with underlying economic conditions, which in turn may ultimately impact upon Credit losses.

 

Optimistic Outlook

 

We are more optimistic than ever about our business prospects in 2025. With stabilized interest rates, strengthened teams, and robust pipelines, CFBank is poised to deliver improved results while further enhancing the value of our banking franchise.

 

On behalf of our Board of Directors and CFBank Team members, we sincerely thank you, our Shareholders, for your confidence and continued support.

 

Indeed, our best days lie ahead!

img66719815_0.jpg img66719815_1.jpg

Timothy T. O’Dell Robert E. Hoeweler

President and CEO Chairman of the Board

CF Bankshares Inc. CF Bankshares Inc.