Affirm Holdings, Inc. SEC Filings

Affirm Holdings, Inc. filed an 8-K to announce that on February 5, 2026 it issued a Shareholder Letter covering financial results for its second fiscal quarter ended December 31, 2025. The letter, attached as Exhibit 99.1, includes GAAP and non-GAAP measures with reconciliations.

The company notes that the information in Item 2.02 and Exhibit 99.1 is being furnished rather than filed, which affects how it is treated under securities laws. The 8-K is signed by Chief Financial Officer Rob O'Hare on behalf of Affirm Holdings, Inc.

Affirm Holdings, Inc. Chief Legal Officer Katherine Adkins reported routine equity compensation activity. On February 1, 2026, 1,401 Restricted Stock Units settled into 1,401 shares of Class A Common Stock at an exercise price of $0.

To cover taxes on this vesting, 648 shares of Class A Common Stock were withheld at a price of $60.3 per share. After these transactions, Adkins directly holds 131,977 shares of Class A Common Stock and 9,811 RSUs, which vest in 48 equal monthly installments beginning October 1, 2022, with no expiration date.

Affirm Holdings, Inc.’s Chief Operating Officer Michael Linford reported routine equity compensation activity. On February 1, 2026, 2,335 restricted stock units converted into the same number of shares of Class A Common Stock at an exercise price of $0.

To cover taxes on this vesting, 628 shares of Class A Common Stock were withheld at $60.30 per share. After these transactions, Linford directly held 80,269 shares of Class A Common Stock and 16,351 restricted stock units, which continue to vest in equal monthly installments beginning October 1, 2022.

Affirm Holdings, Inc. insider Libor Michalek reported equity compensation activity and tax withholding. On February 1, 2026, 2,335 Restricted Stock Units converted into the same number of shares of Class A Common Stock at an exercise price of $0, increasing his directly held shares.

To cover taxes on this vesting, 838 shares of Class A Common Stock were withheld at a price of $60.3 per share, leaving him with 206,997 directly owned shares. In addition, 868,114 shares of Class A Common Stock are reported as indirectly owned through the Michalek 2007 Family Trust, for which he and his spouse serve as trustees.

Affirm Holdings Chief Operating Officer Michael Linford exercised stock options for 20,000 shares of Class A common stock on January 30, 2026 through a non-market "exercise and hold" transaction at $49 per share. After this transaction, he directly owns 78,562 Class A shares and 283,751 stock options. The options, originally granted with a vesting schedule starting January 1, 2021, continue to vest over several years, and any shares acquired on exercise remain subject to that vesting schedule.

BlackRock, Inc. has disclosed a passive ownership stake in Affirm Holdings Inc. Class A. As of 12/31/2025, BlackRock reported beneficial ownership of 14,766,952 shares of Class A stock, representing 5.1% of the class. It reported sole power to vote 13,567,856 shares and sole power to dispose of 14,766,952 shares, with no shared voting or dispositive power.

The filing states that the securities are held in the ordinary course of business and are not held for the purpose of changing or influencing control of Affirm. Various underlying clients or holders may have rights to dividends or sale proceeds, but no single person has more than five percent of the outstanding common shares.

Affirm Holdings, Inc. granted its Founder and Chief Executive Officer, Max Levchin, an annual equity award of 333,667 performance stock units (PSUs) under its Amended and Restated 2012 Stock Plan. These PSUs can convert into shares of Class A common stock based on company results over a three-year performance period that began on July 1, 2025.

Performance is measured on two metrics, each weighted at 50%: annual growth in revenue less transaction costs and adjusted operating income, with targets set for each fiscal year in the period. Depending on average performance, between 50% and 200% of the granted PSUs may be earned, with no shares earned before the end of the period, and vesting also requires Mr. Levchin’s continued service. This grant follows the expiration of his prior value creation award, whose five-year performance period ended on January 11, 2026.

Affirm Holdings CEO Max Levchin reported a pre-planned option exercise and share sale. On January 5, 2026, he exercised 666,666 performance-based stock options at an exercise price of $49 per share, receiving the same number of Class A common shares. That day he sold 553,554 Class A shares at a weighted average price of $80.52 and 113,112 shares at a weighted average price of $81.12, totaling 666,666 shares sold, leaving no directly held Class A shares after the reported transactions.

The filing notes these sales were made under a Rule 10b5-1 trading plan adopted on March 17, 2025. Levchin continues to hold 10,500,002 performance-based stock options directly. In addition, 735,294 Class A shares are held indirectly by the Levchin 2012 Irrevocable Trust; Levchin and his spouse may acquire these shares but do not have voting or investment power over them.

Affirm Holdings, Inc. Chief Financial Officer Robert O'Hare reported multiple stock option exercises and a share sale. On January 5, 2026, he exercised several stock options for Class A common stock at exercise prices of $17.19, $22.30, $23.35, $41.80, $44.06 and $57.59, receiving corresponding shares that increased his direct holdings.

That same day, he sold 36,401 shares of Class A common stock at a price of $80.00 per share, leaving him with 1,368 shares of Class A common stock held directly. The filing states that the reported sales were made under a Rule 10b5-1 trading plan adopted on June 12, 2025. Several option grants continue to vest in monthly installments, contingent on his ongoing service with Affirm.