LendingClub counsel exercises RSUs, withholds shares

LendingClub Corp’s General Counsel & Secretary, Jordan Cheng, reported the vesting and conversion of restricted stock units into common stock, acquiring 12,122 shares on February 25, 2026 through derivative exercises at a price of $0.00 per share.

Accepted by SEC EDGAR 02/27/2026 - 04:43 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

LendingClub Corp’s General Counsel & Secretary, Jordan Cheng, reported the vesting and conversion of restricted stock units into common stock, acquiring 12,122 shares on February 25, 2026 through derivative exercises at a price of $0.00 per share.

On the same date, 5,963 common shares at $15.02 per share were surrendered back to the company to cover tax withholding obligations related to the RSU vesting, which the filing specifies does not represent an open-market sale.

Insider Trade Summary

12,122 shares exercised/converted

Exercise 7 txns

Insider Cheng Jordan

Role General Counsel & Secretary

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit (RSU)	2,890	$0.00	$0.00
Exercise	Restricted Stock Unit (RSU)	5,728	$0.00	$0.00
Exercise	Restricted Stock Unit (RSU)	3,504	$0.00	$0.00
Exercise	Common Stock	2,890	$0.00	$0.00
Exercise	Common Stock	5,728	$0.00	$0.00
Exercise	Common Stock	3,504	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	5,963	$15.02	$90K

Holdings After Transaction: Restricted Stock Unit (RSU) — 50,945 contracts (Direct); Common Stock — 112,439 shares (Direct)

Holdings Before and After: Restricted Stock Unit (RSU), 63,067 to 50,945 contracts (Direct); Common Stock, 106,280 to 112,439 shares (Direct)

Footnotes (6)

1. F1. Each restricted stock unit ("RSU") represents the contingent right to receive, upon vesting of the RSU, one share of the Issuer's common stock.
2. F2. Does not represent a sale of shares. Represents the number of shares withheld by the Issuer to cover tax withholding obligations in connection with the vesting of RSUs.
3. F3. The RSUs vested as to 8.33% of the total shares on May 25, 2023, with an additional 8.33% of the total shares vesting quarterly thereafter, subject to continued service through each vesting date.
4. F4. Not applicable.
5. F5. The RSUs vested as to 8.33% of the total shares on May 25, 2024, with an additional 8.33% of the total shares vesting quarterly thereafter, subject to continued service through each vesting date.
6. F6. The RSUs vested as to 8.33% of the total shares on May 25, 2025, with an additional 8.33% of the total shares vesting quarterly thereafter, subject to continued service through each vesting date.

FAQ

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

What insider transactions did LendingClub (LC) report for Jordan Cheng?

Jordan Cheng reported RSU vesting that converted into 12,122 shares of LendingClub common stock on February 25, 2026. These transactions reflect equity compensation becoming shares, rather than an open-market purchase, and are tied to previously granted restricted stock units.

Did LendingClub (LC) General Counsel sell shares in this Form 4 filing?

The filing indicates no traditional open-market sale by Jordan Cheng. Instead, 5,963 shares of LendingClub common stock were withheld by the company at $15.02 per share solely to satisfy tax withholding obligations triggered by RSU vesting events.

How many LendingClub (LC) shares did Jordan Cheng acquire from RSU vesting?

Jordan Cheng acquired 12,122 shares of LendingClub common stock through RSU conversions on February 25, 2026. These came from three RSU grants, each converted at a price of $0.00 per share as part of the company’s equity compensation program.

What does the tax withholding transaction mean in the LendingClub (LC) Form 4?

The Form 4 shows 5,963 LendingClub shares withheld at $15.02 each to cover tax obligations from RSU vesting. A footnote clarifies this represents payment of tax liability by delivering shares back to the issuer, not a discretionary sale into the market.

What role does vesting schedule play in LendingClub (LC) RSU transactions?

Footnotes state these LendingClub RSUs vest 8.33% initially on specified May 25 dates, then 8.33% quarterly thereafter, contingent on continued service. This schedule explains why new tranches vested and converted into common stock on February 25, 2026.

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

Form 4 Insider Transactions: What Each Field Means →

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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^*

Cheng Jordan

(Last) (First) (Middle)

C/O LENDINGCLUB CORPORATION

595 MARKET ST., #200

(Street)

SAN FRANCISCO CA 94105

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LendingClub Corp [ LC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	General Counsel & Secretary

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

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
Common Stock	02/25/2026		M		2,890	A	$0(1)	109,170	D
Common Stock	02/25/2026		M		5,728	A	$0(1)	114,898	D
Common Stock	02/25/2026		M		3,504	A	$0(1)	118,402	D
Common Stock	02/25/2026		F		5,963(2)	D	$15.02	112,439	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
Restricted Stock Unit (RSU)	$0(1)	02/25/2026		M			2,890	(3)	(4)	Common Stock	2,890	$0	0	D
Restricted Stock Unit (RSU)	$0(1)	02/25/2026		M			5,728	(5)	(4)	Common Stock	5,728	$0	22,912	D
Restricted Stock Unit (RSU)	$0(1)	02/25/2026		M			3,504	(6)	(4)	Common Stock	3,504	$0	28,033	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents the contingent right to receive, upon vesting of the RSU, one share of the Issuer's common stock.

2. Does not represent a sale of shares. Represents the number of shares withheld by the Issuer to cover tax withholding obligations in connection with the vesting of RSUs.

3. The RSUs vested as to 8.33% of the total shares on May 25, 2023, with an additional 8.33% of the total shares vesting quarterly thereafter, subject to continued service through each vesting date.

4. Not applicable.

5. The RSUs vested as to 8.33% of the total shares on May 25, 2024, with an additional 8.33% of the total shares vesting quarterly thereafter, subject to continued service through each vesting date.

6. The RSUs vested as to 8.33% of the total shares on May 25, 2025, with an additional 8.33% of the total shares vesting quarterly thereafter, subject to continued service through each vesting date.

	/s/ Bhavit Sheth, attorney-in-fact	02/27/2026
	** Signature of Reporting Person	Date
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