STOCK TITAN

[Form 4] Affirm Holdings, Inc. Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Very Negative)
Form Type
4
Rhea-AI Filing Summary

Affirm Holdings insider Robert O'Hare executed multiple option-related transactions and a sale on 08/22/2025. The filing shows the reporting person acquired stock options or rights covering 20,829; 6,528; 19,857; 8,958; 16,983; and 4,645 shares with exercise prices of $49, $41.80, $17.19, $22.30, $23.35, and $57.59 respectively, with varying vesting schedules. The reporting person sold 77,800 shares on the same date at a weighted average price of $80.09 per share, and the Form 4 reports 0 shares beneficially owned following the sale. The purchases were effected pursuant to a Rule 10b5-1 trading plan adopted December 6, 2024.

Positive
  • Transactions effected under a Rule 10b5-1 trading plan, indicating pre-established trading instructions adopted December 6, 2024
  • Detailed vesting schedules disclosed for each stock option, providing transparency on future equity alignment
Negative
  • Reporting person sold 77,800 Class A shares on 08/22/2025 at a weighted average price of $80.09, resulting in 0 shares beneficially owned
  • Significant insider liquidity event that completely divested direct holdings in the issuer

Insights

TL;DR: Insider exercised/received multiple option tranches and completed a sizeable sale leaving zero shares held.

The Form 4 documents contemporaneous option acquisitions and a disposal totaling 77,800 Class A shares sold at a weighted average price of $80.09 per share, leaving the reporting person with zero Class A shares directly beneficially owned. Several stock options were reported acquired with strikes ranging from $17.19 to $57.59 and differing vesting schedules; the filing lists the number of underlying shares attributable to each option and the post-transaction counts. Transactions were executed under a Rule 10b5-1 plan adopted December 6, 2024, which indicates pre-established trading instructions rather than ad hoc sales. For investors, the filing clarifies insider liquidity activity and outstanding option positions but provides no company financial performance data.

TL;DR: Significant insider sale fully divested direct holdings; actions were conducted under a documented 10b5-1 plan.

The report confirms the reporting person executed multiple option-related acquisitions and a single substantial sale on 08/22/2025. The sale reduced direct beneficial ownership to zero and the 10b5-1 plan adoption date is disclosed. The filing includes detailed vesting terms for each option grant, highlighting continued option-based alignment with the company despite the absence of direct share ownership post-sale. This is a material disclosure for governance transparency; it documents compliance with structured trading procedures and provides full vesting schedules for the recorded option grants.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
O'Hare Robert

(Last) (First) (Middle)
650 CALIFORNIA STREET

(Street)
SAN FRANCISCO CA 94108

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Affirm Holdings, Inc. [ AFRM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/22/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 08/22/2025 M 20,829(1) A $49 20,829 D
Class A Common Stock 08/22/2025 M 6,528(1) A $41.8 27,357 D
Class A Common Stock 08/22/2025 M 19,857(1) A $17.19 47,214 D
Class A Common Stock 08/22/2025 M 8,958(1) A $22.3 56,172 D
Class A Common Stock 08/22/2025 M 16,983(1) A $23.35 73,155 D
Class A Common Stock 08/22/2025 M 4,645(1) A $57.59 77,800 D
Class A Common Stock 08/22/2025 S 77,800(1) D $80.09(2) 0 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $49 08/22/2025 M 20,829(1) (3) 01/13/2031 Class A Common Stock 20,829 $0 0 D
Stock Option (Right to Buy) $41.8 08/22/2025 M 6,528(1) (4) 03/02/2032 Class A Common Stock 6,528 $0 6,529 D
Stock Option (Right to Buy) $17.19 08/22/2025 M 19,857(1) (5) 07/01/2032 Class A Common Stock 19,857 $0 31,207 D
Stock Option (Right to Buy) $22.3 08/22/2025 M 8,958(1) (6) 09/16/2032 Class A Common Stock 8,958 $0 16,637 D
Stock Option (Right to Buy) $23.35 08/22/2025 M 16,983(1) (7) 09/13/2033 Class A Common Stock 16,983 $0 60,657 D
Stock Option (Right to Buy) $57.59 08/22/2025 M 4,645(1) (8) (8) Class A Common Stock 4,645 $0 24,426 D
Explanation of Responses:
1. The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 6, 2024.
2. Represents the weighted average sale price of the shares sold from $80.00 to $80.39 per share. The Reporting Person will provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
3. Stock option vests with respect to 5% of the shares of Class A Common Stock underlying the stock option on the six-month anniversary of January 1, 2021, the vesting commencement date, and the remainder of the grant will vest in quarterly installments over a period of four years, in annual aggregate amounts equal to 15%, 20%, 30% and 30%, respectively, subject to the Reporting Person's continued employment with the Issuer as of each vesting date. The Reporting Person can elect to exercise the stock option at any time, provided that the shares acquired upon exercise remain subject to the applicable vesting schedule.
4. The stock options vest in 48 equal monthly installments beginning April 1, 2022, subject to the Reporting Person's continuous service with the Issuer as of each vesting date.
5. The stock options vest in 48 equal monthly installments beginning August 1, 2022, subject to the Reporting Person's continuous service with the Issuer as of each vesting date.
6. The stock options vest in 48 equal monthly installments beginning October 1, 2022, subject to the Reporting Person's continuous service with the Issuer as of each vesting date.
7. The stock options vest as to 25% of the underlying shares on September 1, 2024 and the remainder vest in 36 equal monthly installments over the subsequent three years subject to the Reporting Person's continuous service with the Issuer as of each vesting date.
8. The stock options vest in 48 equal monthly installments beginning December 1, 2024, subject to the Reporting Person's continuous service with the Issuer as of each vesting date.
Remarks:
/s/ Josh Samples, Attorney-in-Fact 08/22/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Robert O'Hare report on Form 4 for AFRM?

The Form 4 reports acquisitions of stock options covering 20,829; 6,528; 19,857; 8,958; 16,983; and 4,645 underlying shares and a sale of 77,800 Class A shares on 08/22/2025.

Did the filing state the price at which AFRM shares were sold?

Yes. The filing states the weighted average sale price for the 77,800 shares was $80.09 per share, with a range from $80.00 to $80.39 per share.

Were the transactions part of a 10b5-1 plan?

Yes. The transactions were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 6, 2024.

What is the reporting person’s beneficial ownership after the transactions?

The Form 4 reports 0 Class A shares beneficially owned following the reported sale on 08/22/2025.

Are there vesting details for the option grants?

Yes. The filing includes specific vesting schedules for each option grant, including monthly or annual vesting and commencement dates for each tranche as disclosed in the explanations.
Affirm Holdings, Inc.

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