LMFA: Bruce Rodgers Receives 176,100 Options, Vesting 2026–2027

Rhea-AI Filing Summary

Bruce M. Rodgers, Chairman, CEO and President of LM Funding America, Inc. (LMFA), was granted 176,100 stock options on 09/30/2025 under the company’s 2021 Omnibus Incentive Plan. The options have an exercise price of $1.14, expire on 09/30/2035, and vest in two equal installments: one-half on 09/30/2026 and one-half on 09/30/2027. The award includes a provision that accelerates vesting upon a Change of Control as defined in the Plan. The Form 4 was signed by Mr. Rodgers on 10/02/2025.

Positive

• 176,100 options granted under the 2021 Omnibus Incentive Plan, indicating use of an existing governance framework
• Vesting schedule splits awards over two years (09/30/2026 and 09/30/2027), aligning long‑term CEO incentives

Negative

• Grant includes accelerated vesting upon a Change of Control, which can hasten dilution timing for shareholders

Insights

Compensation & Incentives Specialist

Grant ties CEO pay to long-term equity performance with multi-year vesting.

The Form 4 discloses a 176,100-option grant at a $1.14 exercise price with a 10‑year term to 09/30/2035. Vesting is split equally on 09/30/2026 and 09/30/2027, which links potential executive reward to multi-year share performance.

The award is issued under the 2021 Omnibus Incentive Plan, indicating it follows an established compensation framework rather than an ad hoc grant.

Corporate Governance Advisor

Vesting acceleration on Change of Control could affect shareholder dilution timing.

The filing explicitly permits acceleration of vesting upon a Change of Control as defined in the Plan. That clause can hasten option exercise and increase share dilution at transaction events.

This is a common provision, but investors should note the existence of acceleration rather than assume standard single‑event treatment.

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).

1. Name and Address of Reporting Person^*

Rodgers Bruce M.

(Last) (First) (Middle)

1200 PLATT STREET

SUITE 100

(Street)

TAMPA FL 33606

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LM FUNDING AMERICA, INC. [ LMFA ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman, CEO and President

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

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

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
Stock Option (right to buy)	$1.14	09/30/2025		A		176,100		(1)	09/30/2035	Common Stock	176,100	$0	176,100	D

Explanation of Responses:

1. Options were granted under the LM Funding America, Inc. 2021 Omnibus Incentive Plan (the "Plan"). Options will vest as to one-half of the option shares on September 30, 2026 and as to one-half of the option shares on September 30, 2027, subject to acceleration of vesting upon a Change of Control (as defined in the Plan).

	/s/ Bruce M. Rodgers	10/02/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What did LMFA insider Bruce M. Rodgers report on Form 4?

The Form 4 reports a grant of 176,100 stock options to Bruce M. Rodgers on 09/30/2025 under the 2021 Omnibus Incentive Plan.

What are the key terms of the options granted to the LMFA CEO?

Options have an exercise price of $1.14, expire on 09/30/2035, and vest 50% on 09/30/2026 and 50% on 09/30/2027.

Does the Form 4 disclose any acceleration or special clauses for the LMFA option grant?

Yes. The filing states vesting may accelerate upon a Change of Control as defined in the Plan.

When was the Form 4 signed and filed for LMFA insider activity?

The Form 4 contains a signature dated 10/02/2025 and reports the transaction date as 09/30/2025.