Katapult amends key loan and security agreement

Katapult Holdings, Inc. entered into a Third Amendment and Limited Waiver to its Amended and Restated Loan and Security Agreement on June 2, 2026.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Katapult Holdings, Inc. entered into a Third Amendment and Limited Waiver to its Amended and Restated Loan and Security Agreement on June 2, 2026. The amendment is with Midtown Madison Management LLC and other lenders and affects the company’s main financing facility.

The amendment removes the Minimum Trailing Net Three-Month Originations requirement, which was a performance covenant tied to loan originations, and reduces the advance rate used to determine how much Katapult can borrow against eligible assets. The full terms are contained in the filed Third Amendment, which is incorporated by reference as an exhibit.

Insights

Katapult eases an origination covenant while accepting a lower advance rate.

Katapult Holdings has modified its primary Loan and Security Agreement through a Third Amendment and Limited Waiver dated June 2, 2026. The change removes the Minimum Trailing Net Three-Month Originations requirement, a test linked to recent loan origination volumes.

In exchange, the lenders and agent Midtown Madison Management LLC reduced the advance rate, which is the percentage of eligible collateral that can be borrowed against. This typically trims available borrowing capacity while providing relief from an operational performance covenant.

The overall effect depends on Katapult’s funding needs versus the value of relaxing the origination metric. Future company disclosures may offer more detail on how the amended advance rate influences liquidity, collateral usage, and any ongoing waiver conditions under the broader Loan and Security Agreement.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Terms

Material Definitive Agreement, Amended and Restated Loan and Security Agreement, Minimum Trailing Net Three-Month Originations, advance rate, +1 more

5 terms

Material Definitive Agreement regulatory

"Item 1.01 Entry Into a Material Definitive Agreement."

A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.

Amended and Restated Loan and Security Agreement financial

"Third Amendment and Limited Waiver (the “Third Amendment”) to our Amended and Restated Loan and Security Agreement, dated as of June 12, 2025"

Minimum Trailing Net Three-Month Originations financial

"amends the Loan Agreement to remove the Minimum Trailing Net Three-Month Originations requirement"

advance rate financial

"amends the Loan Agreement to remove the Minimum Trailing Net Three-Month Originations requirement and reduce the advance rate."

The advance rate is the percentage of an asset’s appraised or stated value that a lender is willing to loan against, commonly used for receivables, inventory, or property. For investors it shows how much immediate cash a company can raise from its assets — like the share of value a pawnbroker will lend you — and affects liquidity, borrowing capacity and perceived credit risk.

Limited Waiver regulatory

"Third Amendment and Limited Waiver (the “Third Amendment”) to our Amended and Restated Loan and Security Agreement"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Katapult Holdings (KPLT) change in its loan agreement?

Katapult Holdings entered a Third Amendment and Limited Waiver to its Amended and Restated Loan and Security Agreement. The change removes a Minimum Trailing Net Three-Month Originations covenant and reduces the advance rate used to calculate borrowing capacity against eligible collateral.

Who are the parties to Katapult Holdings (KPLT) Third Amendment?

The Third Amendment is among Katapult SPV-1 LLC, Katapult Group, Inc., Katapult Holdings, Inc., Midtown Madison Management LLC as administrative, payment and collateral agent and lender, and the lenders party to the agreement. These parties collectively govern Katapult’s secured financing facility.

How does the Third Amendment affect Katapult’s (KPLT) borrowing terms?

The amendment removes the Minimum Trailing Net Three-Month Originations requirement and reduces the advance rate under the Loan and Security Agreement. This combination eases a performance covenant while likely limiting how much Katapult can borrow against its eligible assets at any given time.

When was Katapult Holdings (KPLT) Third Amendment to its loan signed?

The Third Amendment and Limited Waiver to Katapult’s Amended and Restated Loan and Security Agreement is dated June 2, 2026. The related current report was later signed by Chief Executive Officer Orlando Zayas, reflecting board-authorized execution for the company.

Where can investors find the full text of Katapult’s (KPLT) Third Amendment?

The full Third Amendment and Limited Waiver is filed as Exhibit 10.1 to the current report and incorporated by reference. Investors can review that exhibit to see all detailed changes to covenants, definitions, and mechanics within the Loan and Security Agreement.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/03/2026 - 04:54 PM

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): June 2, 2026

KATAPULT HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-39116		84-2704291
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

5360 Legacy Drive, Building 2 Plano, TX		75024
(Address of principal executive offices)		(Zip Code)

(833) 528-2785

(Registrant’s telephone number, including area code:)

Not Applicable

(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 (see General Instruction A.2. below):

☐

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(s)

Name of Each Exchange on

Which Registered

Common Stock, par value $0.0001 per share

KPLT

The Nasdaq Stock Market LLC

Redeemable Warrants

KPLTW

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 1.01 Entry Into a Material Definitive Agreement.

On June 2, 2026, the Company entered into the Third Amendment and Limited Waiver (the “Third Amendment”) to our Amended and Restated Loan and Security Agreement, dated as of June 12, 2025 (as amended, amended and restated, supplemented, revised, or otherwise modified from time to time, including pursuant to that certain Limited Waiver dated September 15, 2025 (the “First Limited Waiver”), that certain Limited Waiver dated September 29, 2025 (the “Second Limited Waiver”), that certain Limited Waiver dated October 13, 2025 (the “Third Limited Waiver”), that certain Limited Waiver dated October 20, 2025 (the “Fourth Limited Waiver”), that certain Limited Waiver dated October 27, 2025 (the “Fifth Limited Waiver”), that certain Limited Waiver dated October 29, 2025 (the “Sixth Limited Waiver”), that certain Limited Waiver and First Amendment to Amended and Restated Loan and Security Agreement dated November 2, 2025 (the “First Amendment”), that certain Limited Waiver and Second Amendment to Amended and Restated Loan and Security Agreement dated December 11, 2025 (the “Second Amendment”), that certain Limited Waiver dated January 15, 2026 (the “Seventh Limited Waiver”), that certain Limited Waiver dated February 13, 2026 (the “Eighth Limited Waiver”), that certain Limited Waiver dated March 9, 2026 (the “Ninth Limited Waiver”), that certain Limited Waiver dated April 15, 2026 (the “Tenth Limited Waiver”), that certain Limited Waiver dated May 5, 2026 (the “Eleventh Limited Waiver”) and the Third Amendment, the “Loan Agreement”), by and among the Katapult SPV-1 LLC, Katapult Group, Inc., the Company (each a “Credit Party” and, together, the “Credit Parties”), Midtown Madison Management LLC, as administrative, payment and collateral agent and lender, and the Lenders. The Third Amendment, among other things, amends the Loan Agreement to remove the Minimum Trailing Net Three-Month Originations requirement and reduce the advance rate.

The foregoing description of the Third Amendment does not purport to be complete, and is subject to and qualified in its entirety by reference to the full text of the Third Amendment, which is attached as Exhibit 10.1 to this Current Report on Form 8-K, and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Exhibit

10.1		Third Amendment and Limited Waiver to Amended and Restated Loan and Security Agreement, dated as of June 2, 2026, by and among Katapult SPV-1 LLC, Katapult Group, Inc, Katapult Holdings, Inc., Midtown Madison Management LLC and the lenders party thereto.
104		Cover Page Interactive Data File (embedded within the inline XBRL document)

SIGNATURES

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: June 3, 2026		/s/ Orlando Zayas
		Name: Orlando Zayas
		Title: Chief Executive Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

5 documents

Agreements & Contracts

EX-10.1 EXHIBIT 10.1 798.8 KB

Katapult amends key loan and security agreement

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