[8-K] Dave Inc. Warrants Reports Material Event

Rhea-AI Filing Summary

On August 13, 2025, Dave Inc.'s Board authorized a new program to repurchase up to $125 million of outstanding Class A common stock, replacing the prior program that provided up to $50 million in repurchasing authority. As of August 12, 2025, approximately $18.1 million remained available under the existing program.

The company furnished a press release as Exhibit 99.1 and stated the information is being furnished, not deemed "filed" for purposes of Section 18 of the Exchange Act. The disclosure is limited to the authorization and exhibit reference; it does not provide timing, execution details, or funding source for repurchases.

Positive

• Board authorized a new $125 million share repurchase program
• New program replaces prior $50 million authorization
• $18.1 million remained available under the prior program as of August 12, 2025
• Press release furnished as Exhibit 99.1

Negative

• None.

Insights

Financial Analyst

TL;DR Board increases buyback authorization to $125M, replacing a $50M plan; $18.1M remained under the prior program.

From a capital-allocation perspective, the Board's authorization formally expands the firm's repurchase capacity by $75M relative to the prior limit. The filing supplies clear headline figures but contains no implementation timeline, tranche size, or stated funding source, so market impact will depend on subsequent execution details which are not included in this document.

Corporate Governance Expert

TL;DR A governance action increasing buyback authorization to $125M was disclosed and the supporting press release is furnished as an exhibit.

The disclosure is procedural: the Board authorized an enlarged repurchase program and furnished a press release as Exhibit 99.1. The company explicitly noted the information is "furnished" rather than "filed," limiting Section 18 liabilities. The filing lacks operational specifics such as repurchase mechanics, approval conditions, or timing, so it is a material authorization but not a detailed operational commitment.

Dave Inc./DE Redeemable warrants, each lot of 32 warrants exercisable for one share of Class A common stock at an exercise price of $368 per share of Class A false 0001841408 0001841408 2025-08-13 2025-08-13 0001841408 us-gaap:CommonStockMember 2025-08-13 2025-08-13 0001841408 us-gaap:WarrantMember 2025-08-13 2025-08-13

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 13, 2025

DAVE INC.

(Exact name of registrant as specified in its charter)

Delaware		001-40161		86-1481509
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1265 South Cochran Avenue

Los Angeles, CA 90019

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (844) 857-3283

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol		Name of each exchange on which registered
Class A common stock, par value $0.0001		DAVE		The Nasdaq Stock Market LLC
Redeemable warrants, each lot of 32 warrants exercisable for one share of Class A common stock at an exercise price of $368 per share of Class A common stock		DAVEW		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01 Regulation FD Disclosure.

On August 13, 2025, Dave Inc. issued a press release announcing its Board of Directors has authorized a new share repurchase program to buy back up to $125 million of its outstanding Class A common stock. The new program replaces the existing share repurchase program, which provided for up to $50 million repurchasing authority. As of August 12, 2025, approximately $18.1 million remained available under the existing program. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information furnished under this Item 7.01, including Exhibit 99.1, will not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and will not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
99.1		Press Release dated August 13, 2025
104		Cover Page Interactive Data File (formatted as inline XBRL)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: August 13, 2025				Dave Inc.
				By:		/s/ Kyle Beilman
				Name:		Kyle Beilman
				Title:		Chief Financial Officer and Chief Operating Officer

FAQ

What did Dave Inc. (DAVEW) announce in this 8-K?

The company announced its Board authorized a new share repurchase program to buy back up to $125 million of Class A common stock, replacing the prior $50 million program.

How much remained available under the existing repurchase program?

As of August 12, 2025, approximately $18.1 million remained available under the existing program.

Is there a press release or exhibit included with the filing?

Yes. The press release dated August 13, 2025 is furnished as Exhibit 99.1 and is incorporated by reference in the Current Report.

Does the 8-K state whether the disclosure is considered "filed" under the Exchange Act?

The company stated the information, including Exhibit 99.1, is being furnished and will not be deemed "filed" for purposes of Section 18 of the Exchange Act.

What exhibits are listed in the filing?

The filing lists Exhibit 99.1 (Press Release dated August 13, 2025) and Exhibit 104 (Cover Page Interactive Data File formatted as inline XBRL).