[Form 4/A] Chime Financial, Inc. Amended Insider Trading Activity

Rhea-AI Filing Summary

Chime Financial Form 4/A reports conversion and reclassification of pre-IPO preferred and common shares into Class A common stock, changing beneficial ownership structures for several DST-related entities. The filing shows that a number of Series D, E and F preferred shares were converted one-for-one into common stock and then reclassified into Class A common stock in an exempt transaction. Multiple DST-managed funds are reported as acquiring Class A shares (for example, 23,924,810 shares by DST Global VI, L.P. and 12,291,630 shares by DST Investments XXI, L.P.), with corresponding disposals of common stock through conversion. The reporting clarifies indirect ownership chains through DST Managers, DST Global Advisors, Cardew Services, Galileo (PTC) and Despoina Zinonos, each disclaiming beneficial ownership except for any pecuniary interest.

Positive

• Conversions were one-for-one and non-cash, indicating corporate reclassification rather than market disposition
• Amendment adds transparency by naming additional reporting persons and clarifying the indirect ownership chain

Negative

• Large concentrated holdings remain with DST-related entities (multiple single-entity blocks in the millions of shares), which could concentrate voting power
• Disclaimers of beneficial ownership leave some ambiguity about economic versus voting control, requiring investors to consult issuer disclosures for full capitalization and control impact

Insights

Securities Analyst

TL;DR: Large block conversions shifted preferred holdings into Class A common under DST-managed entities, increasing public class counts without cash exchange.

The transactions reflect automatic one-for-one conversions of Series D/E/F preferred shares into common shares and a reclassification into Class A common stock as part of the issuer's IPO-related corporate actions. The reported movements are non-cash corporate reorganizations rather than open-market trades, so they change share class composition and beneficial ownership reporting but do not indicate immediate market buying or selling pressure. Significant counts include 23.9M and 12.3M Class A shares reported for specific DST funds, which may be material to capitalization tables and voting aggregates disclosed by the issuer.

Corporate Governance Expert

TL;DR: The amendment adds additional reporting persons and documents layered ownership via DST and related entities, with standard disclaimers of beneficial ownership.

The amendment purpose is to include Cardew Services, Galileo (PTC) and Despoina Zinonos as reporting persons and to document the indirect ownership chain: DST Managers (VI/VII) → DST Global Advisors → Cardew Services → Galileo (PTC) → Ms. Zinonos. Each entity disclaims beneficial ownership except to the extent of pecuniary interest, a common disclosure when investment funds and manager entities are involved. The filing clarifies regulatory reporting but does not, by itself, signal a change in control or new economic exposure beyond the conversions and reclassifications described.

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).

1. Name and Address of Reporting Person^*

DST Global Advisors Ltd

(Last) (First) (Middle)

C/O TRIDENT TRUST COMPANY (B.V.I.) LTD,

TRIDENT CHAMBERS, P.O. BOX 146 ROAD TOWN

(Street)

TORTOLA VI VG1110

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Chime Financial, Inc. [ CHYM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
06/13/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
06/13/2025

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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
Common Stock	06/13/2025		C(1)		23,924,810	A	$0	23,924,810	I	By DST Global VI, L.P.(2)(9)
Common Stock	06/13/2025		C(1)		12,291,630	A	$0	12,291,630	I	By DST Investments XXI, L.P.(3)(9)
Common Stock	06/13/2025		C(1)		7,241,423	A	$0	7,241,423	I	By DST Global VII, L.P.(4)(10)
Common Stock	06/13/2025		C(1)		3,765,541	A	$0	3,765,541	I	By DSTG VII Investments-1, L.P.(5)(10)
Common Stock	06/13/2025		C(1)		2,493,293	A	$0	2,493,293	I	By DSTG VI Investments-A, L.P.(6)(9)
Common Stock	06/13/2025		C(1)		2,063,270	A	$0	2,063,270	I	By DSTG VI Investments, L.P.(7)(9)
Common Stock	06/13/2025		C(1)		488,748	A	$0	488,748	I	By DSTG VII Investments-4, L.P.(8)(10)
Common Stock	06/13/2025		J(1)		23,924,810	D	$0	0	I	By DST Global VI, L.P.(2)(9)
Class A Common Stock	06/13/2025		J(1)		23,924,810	A	$0	23,924,810	I	By DST Global VI, L.P.(2)(9)
Common Stock	06/13/2025		J(1)		12,291,630	D	$0	0	I	By DST Investments XXI, L.P.(3)(9)
Class A Common Stock	06/13/2025		J(1)		12,291,630	A	$0	12,291,630	I	By DST Investments XXI, L.P.(3)(9)
Common Stock	06/13/2025		J(1)		7,241,423	D	$0	0	I	By DST Global VII, L.P.(4)(10)
Class A Common Stock	06/13/2025		J(1)		7,241,423	A	$0	7,241,423	I	By DST Global VII, L.P.(4)(10)
Common Stock	06/13/2025		J(1)		3,765,541	D	$0	0	I	By DSTG VII Investments-1, L.P.(5)(10)
Class A Common Stock	06/13/2025		J(1)		3,765,541	A	$0	3,765,541	I	By DSTG VII Investments-1, L.P.(5)(10)
Common Stock	06/13/2025		J(1)		2,493,293	D	$0	0	I	By DSTG VI Investments-A, L.P.(6)(9)
Class A Common Stock	06/13/2025		J(1)		2,493,293	A	$0	2,493,293	I	By DSTG VI Investments-A, L.P.(6)(9)
Common Stock	06/13/2025		J(1)		2,063,270	D	$0	0	I	By DSTG VI Investments, L.P.(7)(9)
Class A Common Stock	06/13/2025		J(1)		2,063,270	A	$0	2,063,270	I	By DSTG VI Investments, L.P.(7)(9)
Common Stock	06/13/2025		J(1)		488,748	D	$0	0	I	By DSTG VII Investments-4, L.P.(8)(10)
Class A Common Stock	06/13/2025		J(1)		488,748	A	$0	488,748	I	By DSTG VII Investments-4, L.P.(8)(10)

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
Series D Preferred Stock	(1)	06/13/2025		C(1)			23,924,810	(1)	(1)	Common Stock	23,924,810	$0	0	I	By DST Global VI, L.P.(2)(9)
Series D Preferred Stock	(1)	06/13/2025		C(1)			12,291,630	(1)	(1)	Common Stock	12,291,630	$0	0	I	By DST Investments XXI, L.P.(3)(9)
Series D Preferred Stock	(1)	06/13/2025		C(1)			2,063,270	(1)	(1)	Common Stock	2,063,270	$0	0	I	By DSTG VI Investments, L.P.(7)(9)
Series D Preferred Stock	(1)	06/13/2025		C(1)			1,913,980	(1)	(1)	Common Stock	1,913,980	$0	0	I	By DSTG VI Investments-A, L.P.(6)(9)
Series E Preferred Stock	(1)	06/13/2025		C(1)			7,241,423	(1)	(1)	Common Stock	7,241,423	$0	0	I	By DST Global VII, L.P.(4)(10)
Series E Preferred Stock	(1)	06/13/2025		C(1)			579,313	(1)	(1)	Common Stock	579,313	$0	0	I	By DSTG VI Investments-A, L.P.(6)(9)
Series E Preferred Stock	(1)	06/13/2025		C(1)			3,765,541	(1)	(1)	Common Stock	3,765,541	$0	0	I	By DSTG VII Investments-1, L.P.(5)(10)
Series F Preferred Stock	(1)	06/13/2025		C(1)			488,748	(1)	(1)	Common Stock	488,748	$0	0	I	By DSTG VII Investments-4, L.P.(8)(10)

1. Name and Address of Reporting Person^*

DST Global Advisors Ltd

(Last) (First) (Middle)

C/O TRIDENT TRUST COMPANY (B.V.I.) LTD,

TRIDENT CHAMBERS, P.O. BOX 146 ROAD TOWN

(Street)

TORTOLA VI VG1110

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Cardew Services Ltd

(Last) (First) (Middle)

C/O TRIDENT TRUST COMPANY (B.V.I.) LTD,

TRIDENT CHAMBERS, P.O. BOX 146 ROAD TOWN

(Street)

TORTOLA VI VG1110

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Galileo (PTC) Ltd

(Last) (First) (Middle)

C/O TRIDENT TRUST COMPANY (B.V.I.) LTD,

TRIDENT CHAMBERS, P.O. BOX 146 ROAD TOWN

(Street)

TORTOLA VI VG1110

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Zinonos Despoina

(Last) (First) (Middle)

C/O TRIDENT TRUST COMPANY (B.V.I.) LTD,

TRIDENT CHAMBERS, P.O. BOX 146 ROAD TOWN

(Street)

TORTOLA VI VG1110

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. Immediately prior to the closing of the Issuer's initial public offering, each share of Series D Preferred Stock, Series E Preferred Stock and Series F Preferred Stock (collectively, the "Preferred Stock") automatically converted into Common Stock on a one-for-one basis without payment of consideration. The Preferred Stock had no expiration date. Following conversion of the Preferred Stock into Common Stock and immediately prior to the closing of the Issuer's initial public offering, each share of Common Stock was reclassified into one share of Class A Common Stock in an exempt transaction pursuant to Rule 16b-7.

2. Shares held directly by DST Global VI, L.P.

3. Shares held directly by DST Investments XXI, L.P.

4. Shares held directly by DST Global VII, L.P.

5. Shares held directly by DSTG VII Investments-1, L.P.

6. Shares held directly by DSTG VI Investments-A, L.P.

7. Shares held directly by DSTG VI Investments, L.P.

8. Shares held directly by DSTG VII Investments-4, L.P.

9. DST Managers VI Limited ("DSTG Managers VI") is the general partner of each of DST Global VI, L.P., DST Investments XXI, L.P., DSTG VI Investments, L.P. and DSTG VI Investments-A, L.P. DSTG Managers VI is wholly-owned by DST Global Advisors Limited ("DST Global Advisors"). Cardew Services Limited ("Cardew Services") wholly owns DST Global Advisors. Galileo (PTC) Limited ("Galileo (PTC)") wholly owns Cardew Services. Despoina Zinonos is the sole equity owner of Galileo (PTC). Each of DST Managers VI, DST Global Advisors, Cardew Services, Galileo (PTC) and Ms. Zinonos disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Exchange Act, except to the extent of its or her pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.

10. DST Managers VII Limited ("DSTG Managers VII") is the general partner of each of DST Global VII, L.P., DSTG VII Investments-1, L.P. and DSTG VII Investments-4, L.P. DSTG Managers VII is wholly-owned by DST Global Advisors. Cardew Services wholly owns DST Global Advisors. Galileo (PTC) wholly owns Cardew Services. Ms. Zinonos is the sole equity owner of Galileo (PTC). Each of DST Managers VII, DST Global Advisors, Cardew Services, Galileo (PTC) and Ms. Zinonos disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Exchange Act, except to the extent of its or her pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.

Remarks:

This Form 4/A amends the Form 4 filing dated June 13, 2025 solely to add Despoina Zinonos, Cardew Services Limited and Galileo (PTC) Limited as additional Reporting Persons. The original Form 4 disclosed the maximum 10 reporting persons and, accordingly, the original Form 4 is now form 1 of 2 and this amended form is form 2 of 2. DST Global Advisors Limited is the Designated Filer on both form 1 and form 2.

	DST Global Advisors Ltd By: /s/ Despoina Zinonos, President	09/30/2025
	Cardew Services Ltd By: /s/ Despoina Zinonos, President	09/30/2025
	Galileo (PTC) Ltd By: /s/ Despoina Zinonos, President	09/30/2025
	/s/ Despoina Zinonos	09/30/2025
	** 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 are reported for CHYM in this Form 4/A?

The report documents automatic one-for-one conversions of Series D, E and F preferred shares into common stock and a reclassification of common stock into Class A common stock; the transactions are non-cash corporate conversions.

How many Class A shares did DST Global VI, L.P. report after the transaction?

DST Global VI, L.P. is reported as holding 23,924,810 Class A common shares following the reported transactions.

Which entities were added as reporting persons by the amended filing?

The amendment added Cardew Services Limited, Galileo (PTC) Limited and Despoina Zinonos as additional reporting persons.

Do the reporting persons claim beneficial ownership of the securities?

Each of DST Managers, DST Global Advisors, Cardew Services, Galileo (PTC) and Ms. Zinonos disclaims beneficial ownership for Section 16 purposes except to the extent of any pecuniary interest.

Were these transactions purchases or disposals on the open market?

No; the transactions are described as automatic conversions and reclassifications tied to the issuer’s capital structure, not open-market purchases or sales.