Michael Blisko
About Michael Blisko
Michael Blisko, age 49, has served as an independent Director of OptimumBank Holdings, Inc. since May 2021. He is CEO of Infinity Healthcare Management, LLC (consulting to skilled nursing and other healthcare facilities), a director of Strawberry Fields REIT, Inc. (NYSE American: STRW), and a principal of United Rx, Xcel Med, and Bella Monte Recovery. He holds an MHA from Hofstra University and a BA in Talmudic Letters from Bais Yisroel (Jerusalem). As a significant OPHC shareholder (5.08% as of March 21, 2025), the proxy notes he brings a shareholder perspective and general management expertise to the Board .
Past Roles
- No prior roles beyond those disclosed in the biography were detailed in the latest or prior proxies .
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Infinity Healthcare Management, LLC | Chief Executive Officer | Current | Executive leadership in post-acute healthcare operations |
| Strawberry Fields REIT, Inc. (STRW) | Director | Current | Healthcare REIT board experience; note interlock with Moishe Gubin (STRW CEO and OPHC Chair) |
| United Rx; Xcel Med; Bella Monte Recovery | Principal | Current | Related healthcare operating exposure |
| American Healthcare Association (AHCA) | National Executive Committee (Post-Acute Care) | Current | Sector policy/advocacy experience |
| The Ambassador Group | Founder; Board Member | Current | Represents regional post-acute operators nationwide |
| Hofstra University Graduate School for Health and Applied Sciences | Dean’s Advisory Board | Current | Academic advisory role |
Board Governance
- Independence: The Board determined Blisko is independent under NYSE American standards (2025 proxy). The prior proxy also determined independence under NASDAQ standards (reflecting listing at that time) .
- Committees: Blisko is not listed as a member of the Audit (Procelli–Chair; Newman; Zwelling), Compensation (Gubin–Chair; Procelli; Zwelling), or Nominating Committees (Gubin–Chair; Procelli; Zwelling) .
- Attendance: In 2024, the Board met 11 times; independent directors met once in executive session. Each current director attended at least 75% of Board and committee meetings during 2024 . All directors attended the 2024 annual shareholder meeting .
- Board leadership: Moishe Gubin serves as Chairman of the Board .
Fixed Compensation
- Program structure (2024): Annual retainer $15,000 for directors ($30,000 for Chair); Board meeting fee $1,500 for directors ($2,250 for Chair); Audit Committee $300 members/$400 Chair; Loan Committee $500 members/$750 Chair; Compensation Committee $200 members/$350 Chair .
- Program structure (2023): Annual retainer $7,500 for directors ($15,000 for Chair); Board meeting fee $1,100 for directors ($1,650 for Chair); Audit Committee $300 members/$400 Chair; Compensation Committee $200 members/$350 Chair .
- Additional fees to Chair: Gubin receives additional $425,000 (2024) and $275,223 (2023) in stock for director services (not applicable to Blisko) .
| Director Compensation | 2023 | 2024 |
|---|---|---|
| Michael Blisko – Cash Compensation ($) | $21,000 | $28,800 |
| Program Elements | 2023 | 2024 |
|---|---|---|
| Director Annual Retainer | $7,500 | $15,000 |
| Chair Annual Retainer | $15,000 | $30,000 |
| Board Meeting Fee (Director/Chair) | $1,100 / $1,650 | $1,500 / $2,250 |
| Audit Committee (Member/Chair) | $300 / $400 | $300 / $400 |
| Compensation Committee (Member/Chair) | $200 / $350 | $200 / $350 |
| Loan Committee (Member/Chair) | — | $500 / $750 |
Performance Compensation
- Equity awards to Blisko: None disclosed in 2023 or 2024 director compensation tables (equity awards shown only for Chair’s additional services and executive grants) .
- Executive equity noted for context: 2024 restricted stock grant to CEO Terry (7,121 shares; $29,767 FV) — not director compensation .
Other Directorships & Interlocks
| Company | Ticker/Market | Role | Interlock/Notes |
|---|---|---|---|
| Strawberry Fields REIT, Inc. | STRW / NYSE American | Director | Interlock: STRW CEO is Moishe Gubin, who is also OPHC Chair |
Expertise & Qualifications
- Healthcare operating executive (CEO, Infinity Healthcare) with exposure to long-term care, pharmacy, and recovery services .
- Governance/industry roles: Director at a public REIT (STRW); AHCA national executive committee member; founder/board member of an operator consortium (Ambassador Group); Hofstra advisory board .
- Education: MHA (Hofstra University); BA in Talmudic Letters (Bais Yisroel, Jerusalem) .
Equity Ownership
| As-of Date | Shares Beneficially Owned | % of Class |
|---|---|---|
| April 9, 2024 | 396,388 | 4.11% |
| March 21, 2025 | 597,388 | 5.08% |
Notes:
- Beneficial ownership determined per SEC rules; table includes directors/executives .
Insider Trades
| Date | Security | Transaction | Shares | Price | Source |
|---|---|---|---|---|---|
| Jul 16, 2024 | OPHC | Sale (reported) | 1,000 | ~$4.48 | |
| Oct 23, 2024 | OPHC | Form 4 filed (details in filing) | — | — | SEC Form 4 filing |
Additional references: Insider holder page (last filing dates) .
Related-Party Transactions and Policies
- The 2024 proxy states that since January 1, 2023, except as described, there were no transactions ≥$120,000 in which the Company was a party and a director, nominee, executive officer, >5% shareholder, or immediate family member had a direct or indirect material interest; the section includes “Purchase of Shares by Affiliates.” No specific related-party transactions involving Blisko are disclosed in that section .
- Hedging policy: As of the 2025 proxy, the Company had not adopted a hedging policy (plans to adopt following the annual meeting); executive officers and directors are currently permitted to engage in hedging, short sales, and derivatives on Company stock — a governance risk signal .
Governance Assessment
- Strengths
- Independent director with material personal ownership (5.08% of shares as of Mar 21, 2025), aligning interests with shareholders .
- Regular attendance: Board met 11 times in 2024; all current directors met ≥75% attendance and attended the 2024 annual meeting .
- Relevant sector expertise (post-acute healthcare operations; public REIT directorship) that can inform credit/healthcare-related risk insights for a community bank .
- Watch items / RED FLAGS
- Hedging allowed for directors pending policy adoption — permissive stance on hedging/short sales is shareholder-unfriendly until tightened .
- Interlock: Director at STRW where OPHC Chair Moishe Gubin is CEO; while common in small-cap ecosystems, it can raise independence/perception issues if overlapping transactions or influence occur (no such transactions are disclosed) .
- Committee engagement: Not listed on Audit, Compensation, or Nominating Committees; limits direct influence over key oversight levers (risk, pay, nominations) .
- Pay and alignment
- Director pay is cash-only for Blisko, with no equity grants in 2023–2024; combined with his significant open-market/beneficial ownership stake, alignment appears to come from holdings rather than ongoing equity awards .
Citations:
- 2025 DEF 14A: biography, independence, board/committee structure, meeting/attendance, director compensation 2024, and ownership as of 3/21/2025 .
- 2024 DEF 14A: biography confirmation, independence, meeting/attendance 2023, director compensation 2023, and ownership as of 4/9/2024 .
- Insider trades: SEC Form 4 filing (10/23/2024) and reported 7/16/2024 sale .