Chime Financial (CHYM) CFO reports share gifts and tax withholding moves

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Chime Financial, Inc. Chief Financial Officer Matthew S. Newcomb reported non-market disposals of Class A Common Stock. On May 15, 2026, 18,389 shares were withheld at $17.88 per share to satisfy tax obligations tied to restricted stock units, which the company clarifies is not a sale by him. On May 18, 2026, he made two bona fide gifts of 17,749 shares each, one from indirect holdings in the 2019 Newcomb Fox Family Trust, where he and his spouse are trustees, and one from his direct holdings. Following these transactions, he continued to hold hundreds of thousands of shares directly and over two million shares indirectly, indicating these were routine estate and tax-related moves rather than open-market trading.

Insider Trade Summary

35,498 shares gifted

Mixed 3 txns

Insider Newcomb Matthew S

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Gift	Class A Common Stock	17,749	$0.00	--
Gift	Class A Common Stock	17,749	$0.00	--
Tax Withholding	Class A Common Stock	18,389	$17.88	$329K

Holdings After Transaction: Class A Common Stock — 478,172 shares (Direct, null); Class A Common Stock — 2,281,070 shares (Indirect, See footnote)

Footnotes (1)

Represents shares that have been withheld by the Issuer to satisfy its tax withholding and remittance obligations in connection with the net settlement of restricted stock units ("RSUs") and does not represent a sale by the Reporting Person. Certain of these securities are RSUs. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock, subject to the applicable vesting schedule and conditions of each RSU. These shares are held by 2019 Newcomb Fox Family Trust, for which the Reporting Person and his spouse serve as trustees.

Key Figures

Tax withholding shares: 18,389 shares Gifted shares (direct): 17,749 shares Gifted shares (indirect trust): 17,749 shares +3 more

6 metrics

Tax withholding shares 18,389 shares Withheld at $17.88 per share on May 15, 2026 to cover RSU taxes

Gifted shares (direct) 17,749 shares Bona fide gift of Class A Common Stock from direct holdings on May 18, 2026

Gifted shares (indirect trust) 17,749 shares Bona fide gift from 2019 Newcomb Fox Family Trust holdings on May 18, 2026

Direct holdings after gifts 478,172 shares Class A Common Stock held directly after May 18, 2026 transactions

Indirect trust holdings after gifts 2,281,070 shares Class A Common Stock held by 2019 Newcomb Fox Family Trust after May 18, 2026

RSU tax price $17.88 per share Value used for RSU-related tax withholding disposition on May 15, 2026

Key Terms

restricted stock units ("RSUs"), bona fide gift, tax withholding and remittance obligations, net settlement, +1 more

5 terms

restricted stock units ("RSUs") financial

"in connection with the net settlement of restricted stock units ("RSUs")"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

bona fide gift financial

"transaction_code_description": "Bona fide gift""

A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.

tax withholding and remittance obligations financial

"withheld by the Issuer to satisfy its tax withholding and remittance obligations"

net settlement financial

"in connection with the net settlement of restricted stock units ("RSUs")"

indirect ownership financial

"These shares are held by 2019 Newcomb Fox Family Trust"

Form 4 Insider Transactions: What Each Field Means →

05/18/2026 - 06:46 PM

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^*

Newcomb Matthew S

(Last)

(First)

(Middle)

C/O CHIME FINANCIAL, INC.

101 CALIFORNIA STREET, SUITE 500

(Street)

SAN FRANCISCO

CALIFORNIA

94111

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	05/15/2026		F		18,389⁽¹⁾	D	$17.88	495,921⁽²⁾	D
Class A Common Stock	05/18/2026		G		17,749	D	$0	478,172⁽²⁾	D
Class A Common Stock	05/18/2026		G		17,749	A	$0	2,281,070	I	See footnote⁽³⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents shares that have been withheld by the Issuer to satisfy its tax withholding and remittance obligations in connection with the net settlement of restricted stock units ("RSUs") and does not represent a sale by the Reporting Person.

2. Certain of these securities are RSUs. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock, subject to the applicable vesting schedule and conditions of each RSU.

3. These shares are held by 2019 Newcomb Fox Family Trust, for which the Reporting Person and his spouse serve as trustees.

Remarks:

	/s/ Theresa Bloom, by power of attorney	05/18/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Chime Financial (CHYM) CFO Matthew Newcomb report in this Form 4?

Chime Financial CFO Matthew Newcomb reported non-market disposals of Class A Common Stock. These consisted of tax-related share withholding on restricted stock units and bona fide gifts, rather than open-market purchases or sales, and he retains substantial direct and indirect shareholdings.

How many Chime (CHYM) shares were withheld for taxes in Matthew Newcomb’s filing?

The filing shows 18,389 Chime Class A shares withheld at $17.88 per share. The company states these shares were used to satisfy tax withholding obligations from restricted stock unit settlement and do not represent an open-market sale by Matthew Newcomb.

How many Chime (CHYM) shares did the CFO gift according to the Form 4?

Matthew Newcomb made two bona fide gifts of Chime Class A shares, each covering 17,749 shares. One gift came from direct holdings and the other from indirect holdings through the 2019 Newcomb Fox Family Trust, where he and his spouse serve as trustees.

What are Matthew Newcomb’s direct Chime (CHYM) holdings after these transactions?

After the reported transactions, Matthew Newcomb directly held 478,172 shares of Chime Class A Common Stock. This reflects share withholding for taxes and one gift of 17,749 shares, while still leaving a sizable direct ownership position in the company.

How many Chime (CHYM) shares are held indirectly through the Newcomb Fox Family Trust?

The Form 4 reports 2,281,070 Chime Class A shares held indirectly after the transaction. These shares are owned by the 2019 Newcomb Fox Family Trust, for which Matthew Newcomb and his spouse act as trustees, reflecting family-related indirect holdings.

Do Matthew Newcomb’s Chime (CHYM) transactions indicate market buying or selling?

The reported transactions do not indicate market buying or selling. They consist of shares withheld to cover tax obligations on restricted stock units and bona fide gifts to other parties, so they do not reflect open-market trades or changes in investment stance.