Affirm (AFRM) Chief Accounting Officer Executes 10b5-1 Sales and RSU Settlements

Rhea-AI Filing Summary

Affirm Holdings, Inc. (AFRM) Form 4 shows insider transactions by Chief Accounting Officer Jiyane Siphelele. The filing discloses sales executed under a Rule 10b5-1 trading plan adopted December 8, 2024, and the settlement/vesting of restricted stock units (RSUs). On 08/29/2025 the reporting person sold 10,017 shares at $92 and 12,708 shares at $100, and on 09/01/2025 sold 4,545 shares at $88.46; these sales reduced holdings to 226,467 Class A shares. The filing also shows an acquisition/settlement of 11,545 shares and multiple RSU vesting events that increased beneficial ownership in specified amounts.

Positive

• Sales executed under a documented Rule 10b5-1 trading plan (adopted December 8, 2024), which provides an affirmative defense
• Multiple RSU vesting/settlements recorded, increasing beneficial ownership by specified share amounts
• Shares withheld to satisfy tax obligations on RSU settlement are disclosed

Negative

• Insider sold a total of 27,270 shares (10,017 at $92; 12,708 at $100; 4,545 at $88.46) over the reported dates
• Net holdings decreased to 226,467 Class A shares following reported dispositions

Insights

Financial Analyst

TL;DR: Insider executed Rule 10b5-1 sales and received RSU settlements, net effect is modest change in holdings.

The Form 4 documents structured dispositions under a pre-established 10b5-1 plan and contemporaneous RSU settlements/vests. Sales reported on 08/29/2025 total 22,725 shares across two transactions at $92 and $100 per share, with an additional sale of 4,545 shares on 09/01/2025 at $88.46. The filing separately records an acquisition/settlement of 11,545 shares and the vesting/settlement of multiple RSU tranches totaling several thousand shares, which partially offset disposals. These are routine compensation-related events rather than corporate-action disclosures.

Corporate Governance Expert

TL;DR: Transactions follow an adopted 10b5-1 plan and include tax-withheld shares on RSU vesting; disclosure appears compliant.

The reporting person checked that certain sales were made pursuant to a Rule 10b5-1 plan adopted December 8, 2024, which provides affirmative defense to insider trading claims when properly documented. The filing also notes shares withheld to satisfy tax obligations on RSU settlement. Reporting includes post-transaction beneficial ownership figures, signature by attorney-in-fact, and clear explanatory footnotes, consistent with standard insider reporting practices.

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

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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^*

Jiyane Siphelele

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025

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	08/29/2025		S		10,017(1)	D	$92	232,175	D
Class A Common Stock	08/29/2025		S		12,708(1)	D	$100	219,467	D
Class A Common Stock	09/01/2025		M		11,545	A	$0	231,012	D
Class A Common Stock	09/01/2025		F		4,545(2)	D	$88.46	226,467	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
Restricted Stock Units	(3)	09/01/2025		M			1,666	(4)	(4)	Class A Common Stock	1,666	$0	5,001	D
Restricted Stock Units	(3)	09/01/2025		M			2,083	(5)	(5)	Class A Common Stock	2,083	$0	10,417	D
Restricted Stock Units	(3)	09/01/2025		M			3,334	(6)	(6)	Class A Common Stock	3,334	$0	20,000	D
Restricted Stock Units	(3)	09/01/2025		M			2,500	(7)	(7)	Class A Common Stock	2,500	$0	17,500	D
Restricted Stock Units	(3)	09/01/2025		M			841	(8)	(8)	Class A Common Stock	841	$0	2,525	D
Restricted Stock Units	(3)	09/01/2025		M			1,121	(9)	(9)	Class A Common Stock	1,121	$0	12,340	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 December 8, 2024.

2. Represents the number of shares of the Issuer's Common Stock withheld to satisfy the Reporting Person's tax obligation in connection with the settlement of shares of Common Stock underlying the Reporting Person's restricted stock units that vested on September 1, 2025.

3. Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of the Issuer's Class A Common Stock.

4. Grant of Restricted Stock Units (RSUs) under the Issuer's Amended and Restated 2012 Stock Plan. The RSUs vest in twelve quarterly installments beginning September 1, 2023.

5. RSUs vest with respect to the shares of Class A Common Stock underlying the restricted stock units in equal quarterly installments for a period of one year beginning July 1, 2023, the vesting commencement date, subject to the Reporting Person's continued employment with the Issuer as of each vesting date.

6. RSUs vest with respect to the shares of Class A Common Stock underlying the restricted stock units in equal quarterly installments for a period of three years beginning June 1, 2024, the vesting commencement date, subject to the Reporting Person's continued employment with the Issuer as of each vesting date.

7. RSUs vest with respect to the shares of Class A Common Stock underlying the restricted stock units in equal quarterly installments for a period of three years beginning September 1, 2024, the vesting commencement date, subject to the Reporting Person's continued employment with the Issuer as of each vesting date.

8. RSUs vest with respect to the shares of Class A Common Stock underlying the restricted stock units in equal quarterly installments for a period of one year beginning September 1, 2025, the vesting commencement date, subject to the Reporting Person's continued employment with the Issuer as of each vesting date.

9. RSUs vest with respect to the shares of Class A Common Stock underlying the restricted stock units in equal quarterly installments for a period of three years beginning September 1, 2025, the vesting commencement date, subject to the Reporting Person's continued employment with the Issuer as of each vesting date.

Remarks:

	/s/ Josh Samples, Attorney-in-Fact	09/03/2025
	** 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).
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FAQ

What insider transactions did AFRM Chief Accounting Officer report on Form 4?

The filing reports sales of 10,017 shares at $92 and 12,708 shares at $100 on 08/29/2025, and 4,545 shares at $88.46 on 09/01/2025, plus an acquisition/settlement of 11,545 shares on 09/01/2025.

Were the sales by the AFRM insider part of a pre-established plan?

Yes. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 8, 2024.

Did the Form 4 disclose any RSU vesting for AFRM insider?

Yes. The filing lists multiple RSU vesting/settlement events on 09/01/2025 that resulted in specific increases in beneficial ownership (e.g., 1,666; 2,083; 3,334; 2,500; 841; 1,121 RSUs).

How many Class A shares did the reporting person own after the transactions?

The Form 4 shows beneficial ownership figures following transactions, with a reported 226,467 Class A shares after the 09/01/2025 dispositions.

Were any shares withheld for taxes on RSU settlement?

Yes. The filing states that 4,545 shares were withheld to satisfy the reporting person’s tax obligation in connection with RSU settlement.