STOCK TITAN

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

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

Max Levchin, CEO and director of Affirm Holdings, Inc. (AFRM), reported transactions on 08/18/2025. The filing shows an acquisition and a contemporaneous sale of 14,953 Class A common shares effected under a Rule 10b5-1 trading plan adopted March 17, 2025. The shares were acquired via exercise of performance-based stock options at an exercise price of $49.00 and sold at a weighted average price of $80.05 per share, resulting in no direct Class A shares owned following the sale. The reporting person discloses indirect ownership of 735,294 Class A shares held by the Levchin 2012 Irrevocable Trust and states that, as of 08/20/2025, 4,000,000 stock options have been earned and are vested from a multi-year Value Creation Award. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person.

Positive
  • Transaction executed under a Rule 10b5-1 plan, which provides clarity on timing and intent.
  • Disclosure that 4,000,000 stock options are earned and vested as of 08/20/2025, clarifying incentive compensation status.
  • Continued indirect ownership of 735,294 shares via the Levchin 2012 Irrevocable Trust, indicating sustained economic exposure.
Negative
  • Direct Class A common stock ownership reduced to zero following the exercise and sale of 14,953 shares.
  • Sale of shares by the CEO could be perceived as insider liquidity, though executed under a pre-established plan.

Insights

TL;DR: CEO exercised options and sold a small parcel under a 10b5-1 plan; indirect holdings remain significant.

The filing documents a routine exercise-and-sale transaction under a pre-established Rule 10b5-1 plan, where 14,953 option-derived shares were exercised at $49 and sold at a weighted average of $80.05. The transaction reduced direct share ownership to zero while leaving substantial indirect exposure through a trust of 735,294 shares and vested options totaling 4,000,000. For investors, this is primarily an insider liquidity event rather than a corporate-change signal; no additional transfers, pledges, or new grants beyond the previously disclosed Value Creation Award terms are reported.

TL;DR: Transactions comply with a documented 10b5-1 plan and include disclosure of trust-held shares and vested performance options.

The report clearly states the transactions were executed pursuant to a 10b5-1 trading plan adopted March 17, 2025, which provides affirmative-defense coverage. The form discloses indirect trust ownership and the vesting status of a multi-year performance award, which supports transparency in insider reporting. There are no indications in this filing of accelerated vesting, unusual transfers, or changes to voting/investment power over trust assets; the reporting person disclaims beneficial ownership beyond pecuniary interest in the trust shares.

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*
Levchin Max R

(Last) (First) (Middle)
C/O AFFIRM HOLDINGS, INC.
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)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/18/2025
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 08/18/2025 M 14,953(1) A $49 14,953 D
Class A Common Stock 08/18/2025 S 14,953(1) D $80.05(2) 0 D
Class A Common Stock 735,294 I By Levchin 2012 Irrevocable Trust(3)
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
Performance Based Stock Options $49 08/18/2025 M 14,953(1) (4) 01/12/2031(4) Class A Common Stock 14,953 $0 12,485,047 D
Explanation of Responses:
1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 17, 2025.
2. Represents the weighted average sale price of the shares sold from $80.00 to $80.105 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. As joint settlors of the Levchin 2012 Irrevocable Trust, the Reporting Person and his spouse jointly have the right to acquire the shares held by the trust but do not have voting or investment power over such shares. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
4. The Reporting Person was granted a multi-year performance-based stock option (the "Value Creation Award") on January 12, 2021. The Value Creation Award is divided into ten tranches which the Reporting Person may earn by satisfying a performance condition within a five-year period from the date of grant, subject to the Reporting Person's continued service to the Issuer. The earned tranches of the Value Creation Award becomes vested and exercisable upon the satisfaction of a time condition. Any portion of the Value Creation Award that has not been earned by the fifth anniversary of the grant date will be forfeited. As of August 20, 2025, the Reporting Person has earned 4,000,000 stock options, all of which have vested.
Remarks:
/s/ Josh Samples, Attorney-in-Fact 08/20/2025
** 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 Max Levchin report on Form 4 for AFRM?

The Form 4 reports that Max Levchin exercised 14,953 performance-based stock options at $49.00 and sold 14,953 Class A shares at a weighted average price of $80.05 on 08/18/2025 under a Rule 10b5-1 plan.

How many shares does Levchin indirectly own after the transactions (AFRM)?

The filing discloses indirect ownership of 735,294 Class A shares held by the Levchin 2012 Irrevocable Trust.

How many of Levchin's performance options are vested according to the filing?

As of 08/20/2025, the reporting person states that 4,000,000 stock options have been earned and are vested from the Value Creation Award.

Were the transactions part of a pre-established trading plan (AFRM)?

Yes. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted on March 17, 2025.

What were the exercise and sale prices reported?

The options were exercised at $49.00 per share and the sold shares realized a weighted average price of $80.05 per share (range $80.00 to $80.105).
Affirm Holdings, Inc.

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