What the changes say
- Broadway Financial Corp restructured its CDFI risk disclosures while grappling with Nasdaq delisting determinations and financial statement restatements.
What changed since the prior 10-K
New
- NewRisks Relating to Our Business
If we were to lose CDFI certification at the Bank level or fail to obtain CDFI certification at the holding company level, our ability to obtain certain grants and awards received in the past may be adversely affected
Failing to obtain or maintain CDFI certification at the bank or holding company level could jeopardize access to grants and awards exceeding $6.3 million.
Dropped
- DroppedRisks Relating to Our Business
Our common stock is not insured and stockholders could lose the value of their entire investment
- DroppedRisks Relating to Our Business
If we were to lose our status as a CDFI, our ability to obtain grants and awards as a CDFI similar to those received in the past may be lost
Reworded
- 57% rewrittenRisks Relating to Our Business
Ineffective internal control over financial reporting could affect our ability to record, process, and report financial information accurately, impair our ability to prepare financial statements, negatively affect investor confidence, and cause reputational harm
Updated to disclose an October 15, 2025 Form 8-K regarding consolidated financial statement issues for the fiscal years ended December 31, 2024 and 2023.
- 24% rewrittenRisks Relating to Our Business
Our failure to meet the continued listing requirements of Nasdaq could result in a delisting of our common stock, which would negatively impact the market price and liquidity of our common stock and our ability to access the capital markets
Updated timeline to reflect receiving a Nasdaq Staff Delisting Determination on August 21, 2025, and regaining compliance on February 17, 2026.
All 21 risk factors
Headings as the filing states them, in filing order.
Risks Relating to Our Business
- 01The macroeconomic environment could pose significant challenges for the Company and could adversely affect our financial condition and results of operations
- 02Our future success will depend on our ability to compete effectively in the highly competitive financial services industry in the greater Washington, D.C. and Los Angeles metropolitan areas
- 03A downturn in the real estate market could seriously impair our loan portfolio and operating results
- 04Our allowance for credit losses may not be adequate to cover actual loan losses
- 05Changes in interest rates affect profitability
- 06Changes in governmental regulation may impair operations or restrict growth
- 07Negative public opinion regarding us or the failure to maintain our reputation in the communities we serve could adversely affect our business and prevent us from growing our business
- 08We may not be successful in retaining key employees
- 09Ineffective internal control over financial reporting could affect our ability to record, process, and report financial information accurately, impair our ability to prepare financial statements, negatively affect investor confidence, and cause reputational harm57% rewritten
- 10Our failure to meet the continued listing requirements of Nasdaq could result in a delisting of our common stock, which would negatively impact the market price and liquidity of our common stock and our ability to access the capital markets24% rewritten
- 11The market price of our common stock is volatile. Stockholders may not be able to resell shares of our common stock at times or at prices they find attractive
- 12We have not paid cash dividends on our common stock since 2010 and we may not pay any cash dividends on our common stock for the foreseeable future
- 13Stock sales by us or other dilution of our equity may adversely affect the market price of our common stock
- 14Anti-takeover provisions of our certificate of incorporation and bylaws, federal and state law and our stockholder rights plan may limit the ability of another party to acquire the Company, which could depress our stock price
- 15If we were to lose CDFI certification at the Bank level or fail to obtain CDFI certification at the holding company level, our ability to obtain certain grants and awards received in the past may be adversely affectedNew
- 16Systems failures, interruptions and cybersecurity breaches in our information technology and telecommunications systems and of third-party service providers could have a material adverse effect on us
- 17The financial services industry is undergoing rapid technological change, and we may not have the resources to effectively implement new technology or may experience operational challenges when implementing new technology
- 18The markets in which we operate are susceptible to natural disasters, including earthquakes, fires, drought, flooding, extreme heat, and other severe weather or catastrophic events, any of which could result in a disruption of our operations and increases in loan losses
Risks Relating to the Company Being a Public Benefit Corporation
- 19We cannot provide any assurance that we will achieve our public benefit purposes
- 20As a Delaware public benefit corporation, our focus on specific public benefit purposes and producing a positive effect for society can negatively impact our financial performance
- 21As a Delaware public benefit corporation, we may be subject to increased derivative litigation concerning our duty to balance stockholder and public benefit interests, the occurrence of which may have an adverse impact on its financial condition and results of operations
Other Broadway Financial 10-Ks
- FY2024 10-K risk factors22 risks
Broadway Financial Corp is dominated by geographic concentration in Washington D.C. and Southern California real estate risks. The bank faces intense financial competition and relies heavily on its CDFI status for grants. Public benefit corporation obligations create unique fiduciary and litigation risks not typical of traditional banks.
Filed Mar 31, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.