CARVER BANCORP INC — Major Shareholding Notification 2000

Jan 31, 2000

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 5) Under the Securities Exchange Act of 1934 CARVER BANCORP, INC. - -------------------------------------------------------------------------------- (Name of Issuer) COMMON STOCK, PAR VALUE $0.01 PER SHARE - -------------------------------------------------------------------------------- (Title of Class of Securities) 146875109 - -------------------------------------------------------------------------------- (CUSIP Number) Robert W. Forman Shapiro Forman & Allen LLP 380 Madison Avenue New York, New York 10017 212-972-4900 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) - -------------------------------------------------------------------------------- (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 ||. Check the following box if a fee is being paid with the statement |__|. Page 1 of 9 pages CUSIP No. 146875109 Page 2 of 9 Pages ________________________________________________________________________________ 1 NAME OF REPORTING PERSON BBC CAPITAL MARKET, INC. I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS 04-3072694 ________________________________________________________________________________ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [] (b) [_] ___________ 3 SEC USE ONLY ___________ 4 SOURCE OF FUNDS WC ___________ 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [] ________________________________________________________________________________ 6 CITIZENSHIP OR PLACE OF ORGANIZATION MASSACHUSETTS ________________________________________________________________________________ 7 SOLE VOTING POWER NUMBER OF 170,700 SHARES _________________________________________________________________ 8 SHARED VOTING POWER BENEFICIALLY -0- OWNED BY _________________________________________________________________ EACH 9 SOLE DISPOSITIVE POWER REPORTING 170,700 PERSON _________________________________________________________________ 10 SHARED DISPOSITIVE POWER WITH -0- ________________________________________________________________________________ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 170,700 ________________________________________________________________________________ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [] ___________ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.38% ___________ 14 TYPE OF REPORTING PERSON CO ___________ CUSIP No. 146875109 Page 3 of 9 Pages ___________ 1 NAME OF REPORTING PERSON THE BOSTON BANK OF COMMERCE I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS 04-2764211 ______________ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [] (b) [] ___________ 3 SEC USE ONLY ___________ 4 SOURCE OF FUNDS WC ______________ 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [] ___________ 6 CITIZENSHIP OR PLACE OF ORGANIZATION MASSACHUSETTS ___________ 7 SOLE VOTING POWER NUMBER OF 170,700 SHARES _________ 8 SHARED VOTING POWER BENEFICIALLY -0- OWNED BY _________ EACH 9 SOLE DISPOSITIVE POWER REPORTING 170,700 PERSON ___________ 10 SHARED DISPOSITIVE POWER WITH -0- ___________ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 170,700 ___________ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [] ___________ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.38% ___________ 14 TYPE OF REPORTING PERSON BK ___________ CUSIP No. 146875109 Page 4 of 9 Pages ___________ 1 NAME OF REPORTING PERSON KEVIN COHEE I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS ___________ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [] (b) [_] ___________ 3 SEC USE ONLY ________________________________________________________________________________ 4 SOURCE OF FUNDS OO ________________________________________________________________________________ 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [] ___________ 6 CITIZENSHIP OR PLACE OF ORGANIZATION USA ___________ 7 SOLE VOTING POWER NUMBER OF -0- SHARES _________ 8 SHARED VOTING POWER BENEFICIALLY 170,700 OWNED BY _________________________________________________________________ EACH 9 SOLE DISPOSITIVE POWER REPORTING -0- PERSON _________________________________________________________________ 10 SHARED DISPOSITIVE POWER WITH 170,700 ________________________________________________________________________________ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 170,700 ________________________________________________________________________________ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [] ___________ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.38% ___________ 14 TYPE OF REPORTING PERSON IN ___________ CUSIP No. 146875109 Page 5 of 9 Pages ___________ 1 NAME OF REPORTING PERSON TERI WILLIAMS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS 04-2764211 ______________ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [] (b) [] ___________ 3 SEC USE ONLY ___________ 4 SOURCE OF FUNDS OO ______________ 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [] ___________ 6 CITIZENSHIP OR PLACE OF ORGANIZATION USA ___________ 7 SOLE VOTING POWER NUMBER OF -0- SHARES _________ 8 SHARED VOTING POWER BENEFICIALLY 170,700 OWNED BY _________ EACH 9 SOLE DISPOSITIVE POWER REPORTING -0- PERSON ___________ 10 SHARED DISPOSITIVE POWER WITH 170,700 ___________ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 170,700 ___________ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [] ___________ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.38% ___________ 14 TYPE OF REPORTING PERSON IN ___________ CUSIP No. 146875109 Page 6 of 9 Pages STATEMENT FOR SCHEDULE 13D -------------------------- This Amendment No. 5 to Schedule 13D relates to the common stock, par value $.01 per share, of Carver Bancorp, Inc. ("Carver"). This Amendment No. 5 amends the initial statement on Schedule 13D filed by BBC Capital Market, Inc. ("BBC Capital") and The Boston Bank of Commerce ("BBOC") with the Securities and Exchange Commission on March 18, 1999 (the "Initial Statement"), as amended by Amendment Nos. 1, 2, 3 and 4 filed with the Securities and Exchange Commission on March 29, 1999, April 2, 1999, November 19, 1999 and January 19, 2000, respectively. Capitalized terms used but not defined below shall have the meanings ascribed to them in the Initial Statement. The Initial Statement, as previously amended, is further amended as follows: Item 2. Identity and Background. This Statement is being filed to add Kevin Cohee and Teri Williams as reporting persons. (a) - (c) Mr. Cohee is the Chairman, President and Chief Executive Officer of BBOC, a Massachusetts trust company, organized under Chapter 172 of the Massachusetts General Laws. He is also the President of BBC Capital and a director of BBOC. Mr. Cohee's business office is at the principal offices of BBOC, 133 Federal Street, Boston, MA 02110. Ms. Williams is Senior Vice President of Marketing and Human Resources of BBOC. She also serves as a director of BBOC and BBC Capital. Ms. Williams' business office is at the principal offices of BBOC, 133 Federal Street, Boston, MA 02110. (d) Neither Reporting Person has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) Neither Reporting Person has, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and 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. CUSIP No. 146875109 Page 7 of 9 Pages Item 5. Interest in Securities of the Issuer. By virtue of their ownership of 66% of BBOC's common stock and their positions with BBOC, Mr. Cohee and Ms. Williams may be deemed to beneficially own the 170,700 shares of Carver's common stock owned by BBC Capital. Mr. Cohee and Ms. Williams disclaim beneficial ownership of such shares. Neither Mr. Cohee nor Ms. Williams owns beneficially any other shares of Carver and neither has engaged in any transactions in Carver's securities in the past 60 days. Item 7. Material to be Filed as Exhibits. 99.3 Joint Filing Agreement CUSIP No. 146875109 Page 8 of 9 Pages SIGNATURES After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: January 28, 2000 BBC CAPITAL MARKET, INC. By: /s/Kevin Cohee --------------------------------- Kevin Cohee, President THE BOSTON BANK OF COMMERCE By: /s/Teri Williams --------------------------------- Teri Williams, Senior Vice President /s/Kevin Cohee --------------------------------- KEVIN COHEE /s/Teri Williams --------------------------------- TERI WILLIAMS