CHYM Form 4: Co‑Founder Withholding 4,175 Shares for Taxes at $24.34

Rhea-AI Filing Summary

Ryan A. King, a co-founder, officer and director of Chime Financial, Inc. (CHYM), reported a transaction dated 09/08/2025. The Form 4 shows 4,175 shares of Class A common stock were disposed under transaction code F at a price of $24.34. The filing clarifies those 4,175 shares were withheld by the issuer to satisfy tax withholding in connection with net settlement of restricted stock units and did not represent a sale by the reporting person. After the reported transaction, the reporting person beneficially owns 178,317 shares. The filer also corrected a prior reporting aggregation by noting 7,491 shares were inadvertently included in a June 13, 2025 Form 4 reclassification total.

Positive

• Clear disclosure that the 4,175-share disposition was issuer withholding for tax obligations, not an open-market sale
• Correction of an earlier aggregation error by adding 7,491 shares improves reporting accuracy
• Post-transaction beneficial ownership of 178,317 shares is explicitly stated

Negative

• Reduction in reported shares due to withholding (4,175 shares), which reduces the reporting person's direct holdings
• Prior reporting error required correction, indicating earlier filings contained an inadvertent aggregation mistake

Insights

Securities Analyst

TL;DR: Insider tax-withholding reduced reported shares; no open-market sale indicated; beneficial ownership remains material.

The Form 4 records a disposal of 4,175 Class A shares at $24.34 executed via issuer withholding to satisfy tax obligations on RSU settlement. This mechanism is an administrative disposition rather than an open-market sale and therefore is less likely to signal a change in insider conviction. The filing increases clarity by correcting a prior aggregation error of 7,491 shares from a June 13, 2025 filing. For investors, the notable elements are the post-transaction beneficial ownership of 178,317 shares and the explicit explanation that the shares were withheld for taxes.

Corporate Governance Expert

TL;DR: Disclosure is compliant and includes a corrective note; the transaction appears routine and administrative.

The report is filed under Section 16 and includes an explicit explanation that withheld shares satisfied tax withholding on net-settled RSUs, which is a common practice. The amendment note addressing an inadvertent aggregation error improves record accuracy. No new derivative positions or additional dispositions are reported. The information is material for record-keeping but does not indicate a governance change or unexpected insider liquidity event beyond routine compensation settlement.

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

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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^*

King Ryan A

(Last) (First) (Middle)

C/O CHIME FINANCIAL, INC.

101 CALIFORNIA STREET, SUITE 500

(Street)

SAN FRANCISCO CA 94111

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/08/2025

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	09/08/2025		F		4,175(1)	D	$24.34	178,317(2)	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

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 and does not represent a sale by the Reporting Person.

2. The number of shares beneficially owned has been increased by 7,491 shares, which number of shares was inadvertently included in the total of 21,899 shares reported as having been reclassified into shares of Class B Common Stock in the Reporting Person's Form 4 filed June 13, 2025.

Remarks:

	/s/ Theresa Bloom, by power of attorney	09/10/2025
	** 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 transaction did Ryan A. King report on Form 4 for CHYM?

The Form 4 reports a disposition of 4,175 Class A shares on 09/08/2025 executed under transaction code F at $24.34.

Was the 4,175-share disposition an open-market sale?

No. The filing states the 4,175 shares were withheld by the issuer to satisfy tax withholding related to net-settled RSUs and did not represent a sale by the reporting person.

How many shares does the reporting person beneficially own after the transaction?

After the reported transaction the reporting person beneficially owns 178,317 shares.

Did the filing correct any prior reporting errors?

Yes. The filing notes 7,491 shares were inadvertently included in a June 13, 2025 Form 4 reclassification total and have been adjusted.

What is the reporting person's relationship to Chime Financial (CHYM)?

The reporting person is listed as a Co-Founder, Officer, and Director of Chime Financial, Inc.