Affirm (NASDAQ: AFRM) CEO exercises 666,666 options, sells shares

Rhea-AI Filing Summary

Affirm Holdings CEO Max Levchin reported a pre-planned option exercise and share sale. On January 5, 2026, he exercised 666,666 performance-based stock options at an exercise price of $49 per share, receiving the same number of Class A common shares. That day he sold 553,554 Class A shares at a weighted average price of $80.52 and 113,112 shares at a weighted average price of $81.12, totaling 666,666 shares sold, leaving no directly held Class A shares after the reported transactions.

The filing notes these sales were made under a Rule 10b5-1 trading plan adopted on March 17, 2025. Levchin continues to hold 10,500,002 performance-based stock options directly. In addition, 735,294 Class A shares are held indirectly by the Levchin 2012 Irrevocable Trust; Levchin and his spouse may acquire these shares but do not have voting or investment power over them.

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^*

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)
01/05/2026

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	01/05/2026		M		666,666(1)	A	$49	666,666	D
Class A Common Stock	01/05/2026		S		553,554(1)	D	$80.52(2)	113,112	D
Class A Common Stock	01/05/2026		S		113,112(1)	D	$81.12(3)	0	D
Class A Common Stock								735,294	I	By Levchin 2012 Irrevocable Trust(4)

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	01/05/2026		M			666,666(1)	(5)	01/12/2031	Class A Common Stock	666,666	$0	10,500,002	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 $80.997 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. Represents the weighted average sale price of the shares sold from $81.00 to $81.40 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.

4. 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.

5. 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 January 5, 2026, the Reporting Person has earned 4,000,000 stock options, all of which have vested.

Remarks:

	/s/ Josh Samples, Attorney-in-Fact	01/07/2026
	** 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 insider activity did AFRM CEO Max Levchin report on this Form 4?

The Form 4 reports that Max Levchin exercised 666,666 performance-based stock options at $49 per share on January 5, 2026 and sold 666,666 Class A common shares the same day in two transactions at weighted average prices of $80.52 and $81.12 per share.

How many Affirm (AFRM) options does Max Levchin hold after the reported transactions?

After the reported activity, Max Levchin beneficially owns 10,500,002 performance-based stock options directly, according to the derivative securities table.

Were Max Levchin’s AFRM share sales under a 10b5-1 trading plan?

Yes. A footnote explains that 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.

What prices did Max Levchin receive for the AFRM shares sold?

The Form 4 shows weighted average sale prices of $80.52 per share for 553,554 shares (within a range of $80.00 to $80.997) and $81.12 per share for 113,112 shares (within a range of $81.00 to $81.40).

Does Max Levchin still directly own any AFRM Class A common stock after these trades?

No. The non-derivative table shows that after selling 666,666 Class A shares on January 5, 2026, the amount of directly held Class A common stock is listed as 0 shares.

What is the Levchin 2012 Irrevocable Trust’s relationship to AFRM shares?

The filing lists 735,294 Class A shares as held indirectly by the Levchin 2012 Irrevocable Trust. A footnote states that Levchin and his spouse, as joint settlors, have the right to acquire the shares but do not have voting or investment power and that Levchin disclaims beneficial ownership except to the extent of his pecuniary interest.

What is the structure of Max Levchin’s performance-based option award at Affirm?

A footnote describes a multi-year performance-based stock option “Value Creation Award” granted on January 12, 2021, divided into ten tranches. Tranches are earned by satisfying performance conditions within five years, then vest upon a time condition. As of January 5, 2026, Levchin has earned and vested 4,000,000 stock options.