LendingClub (LC) plans board chair shift and CRO resignation in 2026

Rhea-AI Filing Summary

LendingClub Corporation announced several leadership changes. Long-time director and independent Chairman John C. (Hans) Morris has notified the company of his intent to resign from the Board, his role as independent Chairman, and all Board committees, effective March 31, 2026, after nearly thirteen years of service. The company states his decision was not the result of any disagreement with the company.

In connection with his departure, the Board has appointed Timothy J. Mayopoulos, a director since 2016 with decades of financial services experience, as independent Chairman of the Board effective April 1, 2026. Separately, Annie Armstrong informed LendingClub of her intent to resign as Chief Risk Officer effective March 1, 2026. She is expected to remain as a non-executive employee through March 31, 2026 to support an orderly transition, and her decision is also stated not to be due to any disagreement with the company.

Insights

Corporate governance and risk expert

LendingClub discloses planned chair and CRO transitions with stated orderly handovers.

LendingClub is planning a rotation in key leadership roles, with long-serving independent Chairman John C. (Hans) Morris stepping down from the Board and all committees at the end of March 2026, and director Timothy J. Mayopoulos becoming independent Chairman on April 1, 2026. This keeps the chair role with an independent director and preserves board continuity, as Mayopoulos has served on the Board since 2016 and has extensive financial services and governance experience.

On the management side, Chief Risk Officer Annie Armstrong plans to resign effective March 1, 2026, but is expected to remain as a non-executive employee through March 31, 2026 to facilitate an orderly transition. The company highlights her contributions to strengthening the risk function and supporting the bank-charter initiative, and explicitly notes that both her and Morris’s decisions were not due to disagreements with the company. Future disclosures may provide details on successors and any changes to the risk organization.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Understanding 8-K Material Events →

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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): January 22, 2026

LendingClub Corporation

(Exact name of registrant as specified in its charter)

 

Commission File Number: 001-36771

Delaware			51-0605731
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

595 Market Street, Suite 200,

San Francisco,

CA

94105

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: 415 930-7440

Former name or former address, if changed since last report: N/A

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
Common stock, par value $0.01 per share			LC			New York Stock Exchange

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Resignation of John C. (Hans) Morris

After nearly thirteen years of service on the Board of Directors (the “Board”) of LendingClub Corporation (the “Company”), on January 22, 2026, John C. (Hans) Morris notified the Company of his intent to resign from the Board, including his role as independent Chairman of the Board and all committees of the Board, effective as of March 31, 2026.

Mr. Morris has provided over a decade of invaluable leadership, service and support to the Company, enabling the transformation of its business and financial profile. His decision was not as a result of any disagreement with the Company.

Appointment of Timothy J. Mayopoulos as Chairman

In connection with Mr. Morris’s departure, the Board has appointed Timothy J. Mayopoulos as independent Chairman of the Board effective as of April 1, 2026. Mr. Mayopoulos has served on the Board since 2016 and brings decades of experience in financial services leadership and governance.

Resignation of Annie Armstrong

On January 22, 2026, Annie Armstrong informed the Company of her intent to resign from her role as Chief Risk Officer of the Company effective as of March 1, 2026. To facilitate an orderly transition, Ms. Armstrong is expected to subsequently remain an employee of the Company in a non-executive capacity through March 31, 2026.

Ms. Armstrong has led multiple critical enhancements to the Company’s risk function, enabling the success of its bank-charter initiative. Her decision was not as a result of any disagreement with the Company.

SIGNATURE(S)

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.

						LendingClub Corporation
Date:			January 27, 2026			By:			/s/ ANDREW LABENNE
									Andrew LaBenne
									Chief Financial Officer

FAQ

What leadership changes did LendingClub (LC) announce in this 8-K?

LendingClub disclosed that independent Chairman John C. (Hans) Morris intends to resign from the Board, his Chairman role, and all committees effective March 31, 2026, that Timothy J. Mayopoulos will become independent Chairman effective April 1, 2026, and that Chief Risk Officer Annie Armstrong intends to resign effective March 1, 2026 while remaining as a non-executive employee through March 31, 2026.

Why is LendingClubs independent Chairman John C. (Hans) Morris resigning?

The company states that after nearly thirteen years of service on the Board, John C. (Hans) Morris notified LendingClub on January 22, 2026 of his intent to resign effective March 31, 2026, and explicitly notes that his decision was not as a result of any disagreement with the company.

Who will be the new independent Chairman of LendingClub (LC)?

Timothy J. Mayopoulos has been appointed independent Chairman of the Board effective April 1, 2026. He has served on LendingClubs Board since 2016 and is described as bringing decades of experience in financial services leadership and governance.

When is LendingClubs Chief Risk Officer Annie Armstrong leaving her role?

Annie Armstrong informed LendingClub on January 22, 2026 of her intent to resign as Chief Risk Officer effective March 1, 2026. She is expected to remain with the company in a non-executive capacity through March 31, 2026 to support an orderly transition, and her decision is stated not to be due to any disagreement with the company.

Does LendingClub indicate any disagreements related to these resignations?

For both John C. (Hans) Morris and Annie Armstrong, LendingClub explicitly states that their respective decisions to resign were not as a result of any disagreement with the company.

What roles did John C. (Hans) Morris and Annie Armstrong play at LendingClub (LC)?

John C. (Hans) Morris served on the Board of Directors for nearly thirteen years and was the independent Chairman of the Board, also serving on Board committees. Annie Armstrong served as Chief Risk Officer, leading critical enhancements to the companys risk function and supporting its bank-charter initiative.