Affirm (AFRM) Form 4: Michalek disposes shares, receives multi-year RSUs

Rhea-AI Filing Summary

Libor Michalek, serving as a Director and President of Affirm Holdings, Inc. (AFRM), reported transactions dated 09/18/2025. The filing shows a disposition of 196,235 shares of Class A common stock and beneficial ownership of 868,114 Class A shares held indirectly through the Michalek 2007 Family Trust dated March 21, 2007, for which the reporting person and his spouse are trustees. The filing also reports an award of 44,488 Restricted Stock Units (RSUs) granted 09/18/2025; each RSU converts to one share and vests in equal quarterly installments over three years beginning December 1, 2025, subject to continued employment. The form is signed by an attorney-in-fact on behalf of the reporting person on 09/22/2025.

Positive

• RSU grant of 44,488 units aligns executive compensation with long-term shareholder value through multi-year vesting
• Significant indirect ownership (868,114 shares) held in the Michalek 2007 Family Trust preserves insider alignment with shareholders

Negative

• Disposition of 196,235 Class A shares is a material insider sale that reduces the reporting person’s direct stake
• Filing lacks transaction price, so the market impact and insider motives cannot be assessed from this Form 4 alone

Insights

Corporate Governance Expert

TL;DR Insider sold a material block of shares while receiving long-term RSUs, indicating routine compensation activity, not clear signal of alarm.

The disposition of 196,235 Class A shares is a notable transfer from an insider but the filing shows substantial retained indirect ownership through a family trust (868,114 shares), which preserves alignment with shareholders. The concurrent grant of 44,488 RSUs vests over three years, tying a portion of compensation to future service and stock performance. Absent additional context (e.g., total holdings, price, or purpose of sale) this pattern is consistent with normal liquidity management and executive compensation practices rather than an unequivocal governance concern.

Securities Analyst

TL;DR The mix of a share sale and multi-year RSU grant suggests cashing some shares while maintaining equity exposure via deferred awards.

The reported RSU grant of 44,488 units creates potential future dilution only if shares vest and are issued; vesting begins 12/01/2025 in equal quarterly installments over three years. The immediate disposition reduces direct economic exposure but the indirect trust ownership of 868,114 shares retains meaningful insider stake. For investors, the filing documents compensation timing and insider liquidity but does not disclose sale price or intended use of proceeds, limiting valuation implications.

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
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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).

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^*

Michalek Libor

(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		10% Owner
X	Officer (give title below)		Other (specify below)
	President

3. Date of Earliest Transaction (Month/Day/Year)
09/18/2025

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								196,235	D
Class A Common Stock								868,114	I	Michalek 2007 Trust dated March 21, 2007(1)

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	(2)	09/18/2025		A		44,488		(3)	(3)	Class A Common Stock	44,488	$0	44,488	D

Explanation of Responses:

1. The shares are held by the Michalek 2007 Family Trust dated March 21, 2007. The Reporting Person and his spouse are trustees of the trust.

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

3. 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 December 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	09/22/2025
	** 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 shares did Libor Michalek dispose of in the AFRM Form 4?

The Form 4 reports a disposition of 196,235 shares of Class A common stock on 09/18/2025.

How many shares does Libor Michalek beneficially own after the reported transaction?

The filing shows 868,114 Class A shares beneficially owned indirectly through the Michalek 2007 Family Trust.

What restricted stock units were granted to Libor Michalek?

An award of 44,488 RSUs was reported on 09/18/2025; each RSU converts to one Class A share and vests quarterly over three years starting December 1, 2025, subject to continued employment.

Who holds the shares in the Michalek 2007 Family Trust?

The Form 4 states the Michalek 2007 Family Trust dated March 21, 2007 holds the shares and that the reporting person and his spouse are trustees.

When was the Form 4 signed and filed?

The signature on the form is dated 09/22/2025, executed by an attorney-in-fact.