SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
under the Securities Exchange Act of 1934
(Amendment No. __)
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OPTIMUMBANK HOLDINGS, INC.
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(Name of Issuer)
Common Stock, Par Value $.001 per share
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(Title of Class of Securities)
68401P106
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(CUSIP Number of Class
of Securities)
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Elliot Press, Esq.
Katten Muchin Rosenman LLP
575 Madison Avenue
New York, New York 11753
(212) 940-8800
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
August 20, 2003
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box |_|.
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7 for other parties
to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover shall not be deemed to
be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934
("Act") or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the Notes).
Page 1 of 7
CUSIP No. 68401P106 13D
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1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
H. David Krinsky
I.R.S. I.D. No.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_|
(b) |X|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
WC; BK; SC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) |_|
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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7 SOLE VOTING POWER
275,492
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NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY - 0 -
OWNED BY -----------------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 275,492
WITH -----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
- 0 -
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
275,492
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_|
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.70%
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 2 of 7
Item 1. Security and Issuer
This statement on Schedule 13D relates to common shares ("Shares") of
OptimumBank Holdings, Inc., a Florida corporation (the "Issuer"). The principal
executive offices of the Issuer are located at 2477 East Commercial Boulevard,
Fort Lauderdale, Florida 33308.
Item 2. Identity and Background.
(a) This statement is being filed by H. David Krinsky.
(b) The principal business address of Mr. Krinsky is c/o Maxim Properties
Inc., 21 East 40th Street, 12th Floor, New York, New York 10016.
(c) The principal business of Mr. Krinsky is that of President of Maxim
Properties, Inc., a commercial real estate development and property management
company located in New York City.
(d) and (e) During the last five years, Mr. Krinsky has not been (i)
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) or (ii) a party to a civil proceeding or a judicial or
administrative body of competent jurisdiction as a result of such proceeding was
or is subject to a judgment, decree or final order enjoining future violations
of, or prohibiting or mandating activities subject to, federal or state
securities laws or finding any violation with respect to such laws.
(f) Mr. Krinsky is a United States citizen.
Item 3. Source and Amount of Funds of Other Consideration.
The aggregate amount of funds used by Mr. Krinsky to purchase the Shares
reported herein was $1,355,756. The source of such funds was:
(i) personal funds of Mr. Krinsky;
(ii) cash compensation payable to Mr. Krinsky under the Issuer's
Non-Employee Directors' Fee Compensation and Stock Purchase Plan ($5,421.39);
(iii) a loan in the amount of $250,000 obtained from Independent Bankers'
Bank of Florida ("IBB") in December 2002. The purpose of the loan was to
purchase 50,000 shares of the Issuer's stock. As of March 27, 2006, there was
$151,048 in principal outstanding on the loan. The loan bears interest at prime.
Interest and principal payments are payable monthly based on an eight-year
amortization schedule.
(iv) a $99,650 loan obtained from IBB on February 5, 2005. As of May 1,
2006 there was $87,338 in principal outstanding on the loan. The loan bears
interest at prime minus 1/2%. Monthly payments are due under the loan in a
sufficient amount to amortize the principal balance over 96 months plus interest
based on an eight-year amortization schedule.
The loans described in (iii) and (iv) are cross-collateralized and are
secured by the pledge of 81,000 Shares.
Page 3 of 7
Item 4. Purpose of Transaction.
Mr. Krinsky acquired the securities reported herein for investment
purposes.
Depending upon market conditions, regulatory considerations and other
factors that Mr. Krinsky may deem relevant, Mr. Krinsky may purchase additional
securities of the Issuer in the open market or in private transactions. To the
extent such purchases would increase Mr. Krinsky's ownership to in excess of 10%
of the outstanding Shares, Mr. Krinsky intends to file all applicable federal
and state banking authority notices and applications.
Also, consistent with his investment purpose, Mr. Krinsky intends to
closely monitor developments at the Issuer. As a member of the Board, Mr.
Krinsky intends to be in close contact with management concerning the operations
of the Issuer, and, from time to time, may make recommendations to management
and the Board as he deems appropriate. As a member of the Issuer's Board, Mr.
Krinsky will be involved in Board deliberations and decisions on various issues
affecting the Issuer, which could include, from time to time, matters set forth
in subsections (b) through (j) of Item 4 of Schedule 13D.
Item 5. Interest of Securities of the Issuer.
(a) As of June 7, 2006, Mr. Krinsky beneficially owns an aggregate of
275,492 Shares, representing approximately 9.70% of the outstanding Shares,
comprised of (i) 229,492 Shares held by Mr. Krinsky directly, (ii) 10,500 Shares
held through Nickel Properties Corp., an entity that is wholly-owned by Mr.
Krinsky, (iii) 10,500 Shares held by immediate family members of Mr. Krinsky and
(iv) 25,000 Shares underlying currently exercisable stock options issued to Mr.
Krinsky in his capacity as a member of the Issuer's Board of Directors.
(b) Mr. Krinsky has the sole power to vote and dispose of the Shares
reported herein.
(c) Please see Appendix A for a list of all transactions in Shares
effected by Mr. Krinsky since May 1, 2003, the approximate date that the Issuer
became subject to the reporting requirements under the Securities Exchange Act
of 1934. In addition, on April 27, 2006, the Issuer declared a 5% stock dividend
to be distributed on June 11, 2006 to shareholders of record as of May 11, 2006.
Mr. Krinsky's beneficial ownership of Shares increased by 11,928 as a result of
the stock dividend.
(d) 10,000 Shares reported herein are held by immediate family members of
Mr. Krinsky and such individuals have the right to receive the dividends from
and the proceeds from dispositions of such Shares.
(e) Not applicable
Page 4 of 7
Item 6. Contracts, Arrangement, Understandings or Relationships With
Respect to Securities of the Issuer.
As a member of the Issuer's Board of Directors, Mr. Krinsky holds
currently exercisable options to purchase 25,000 Shares as follows:
Number of Options Exercise Price Expiration Date
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5,000 $10.00 6/29/2014
5,000 $ 6.75 10/30/2012
10,000 $ 5.00 2/26/2011
5,000 $10.00 12/28/2015
Under the terms of the Issuer's Non-Employee Directors' Fee Compensation
and Stock Purchase Plan, Mr. Krinsky automatically purchases Shares with the
cash fees payable to Mr. Krinsky for board attendance at a price equal to the
greater of (a) $5.00 per share and (b) the fair market value of Shares.
Item 7. Materials to be Filed as Exhibits.
Not applicable.
Page 5 of 7
Signatures
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct as of this 13th of June, 2006.
/s/ H. David Krinsky
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H. David Krinsky
Page 6 of 7
Appendix A
Date Price Number of Shares Manner of Purchase
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2/6/2004 $ 6.75 44 2003 BOD Attendance Shares
2/6/2004 $ 9.60 31 2003 BOD Attendance Shares
2/6/2004 $ 8.99 22 2003 BOD Attendance Shares
2/6/2004 $ 8.11 26 2003 BOD Attendance Shares
2/1/2005 $ 9.15 65 2004 BOD Attendance Shares
2/1/2005 $10.00 60 2004 BOD Attendance Shares
2/1/2005 $10.75 37 2004 BOD Attendance Shares
2/1/2005 $13.15 47 2004 BOD Attendance Shares
2/1/2005 $11.25 2,000 Private purchase
2/18/2005 $11.25 500 Private purchase
4/28/2005 $10.15 3,000 Open market
2/3/2006 $10.40 57 2005 BOD Attendance Shares
2/3/2006 $11.00 55 2005 BOD Attendance Shares
2/3/2006 $ 9.90 40 2005 BOD Attendance Shares
2/3/2006 $10.23 60 2005 BOD Attendance Shares
Page 7 of 7