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Affirm COO reports RSU award and share sale on Form 4

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Insider filing summary: Michael Linford, Chief Operating Officer of Affirm Holdings, Inc. (AFRM), reported transactions on Form 4 dated 09/18/2025 and filed 09/22/2025. The filing shows a disposition of 47,232 shares of Class A common stock and the acquisition via grant of 44,488 Restricted Stock Units (RSUs), each representing one share. The RSUs are subject to a vesting schedule that begins on December 1, 2025 and vests quarterly over three years, conditioned on continued employment. Following the reported transactions, the filing lists 44,488 shares underlying RSUs as beneficially owned.

Positive

  • Grant of 44,488 RSUs aligns executive compensation with long-term shareholder interests through multi-year vesting
  • Vesting schedule starts December 1, 2025 and vests quarterly over three years, supporting retention

Negative

  • Disposition of 47,232 Class A shares reduces the reporting person's immediate shareholdings
  • No grant price or grant-date value disclosed in the filing, limiting assessment of the award's materiality

Insights

TL;DR: Routine executive equity grant with standard multi-year quarterly vesting; a contemporaneous share disposition reduces immediate ownership.

The Form 4 documents a common pattern in executive equity compensation: a grant of 44,488 RSUs that convert one-for-one into Class A shares and vest quarterly over three years beginning December 1, 2025, subject to continued employment. The contemporaneous disposal of 47,232 Class A shares likely reflects personal liquidity or portfolio rebalancing rather than a governance event. No other unusual terms, accelerated vesting, or related-party arrangements are disclosed in the filing.

TL;DR: The grant is a standard retention-focused RSU award; the size and three-year quarterly vesting align with retention objectives.

The award of 44,488 RSUs provides deferred, time-based equity compensation that vests in equal quarterly installments over three years beginning December 1, 2025. This structure ties value delivery to tenure and aligns executive incentives with shareholder alignment over a multi-year horizon. The filing does not disclose grant-date valuation or whether the RSUs are subject to performance conditions; only time-based vesting is specified.

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).
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*
Linford Michael

(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 Operating Officer
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 47,232 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 (1) 09/18/2025 A 44,488 (2) (2) Class A Common Stock 44,488 $0 44,488 D
Explanation of Responses:
1. Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of the Issuer's Class A Common Stock.
2. 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 transactions did AFRM insider Michael Linford report on Form 4?

The filing reports a disposition of 47,232 Class A shares and the grant of 44,488 RSUs on 09/18/2025, filed 09/22/2025.

When do the RSUs reported by Michael Linford vest?

The RSUs vest in equal quarterly installments over three years beginning on December 1, 2025, subject to continued employment.

How many shares will the RSUs convert into for AFRM?

Each Restricted Stock Unit represents a contingent right to receive one share of AFRM Class A common stock, totaling 44,488 shares upon vesting.

Does the Form 4 disclose any performance conditions for the RSUs?

No. The filing specifies time-based vesting only and does not disclose any performance conditions or grant valuation.

Did Michael Linford file this Form 4 individually or jointly?

The form indicates it was filed by one reporting person (individual filing).
Affirm Holdings, Inc.

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