Open Lending (LPRO) CEO exchanges 1.59M options for 941,176 RSUs

Rhea-AI Filing Summary

Open Lending Corp’s Chief Executive Officer and director Jessica E. Buss reported changes to her equity compensation. On January 19, 2026, the company cancelled 1,592,000 stock options previously granted to her and, in exchange, granted her 941,176 restricted stock units (RSUs).

The filing shows these stock options had a vesting schedule in five equal annual installments beginning on March 31, 2026, while the new RSUs will vest in four equal annual installments beginning on January 19, 2027. Each RSU gives her the right to receive one share of Open Lending common stock, aligning her compensation more directly with future share ownership.

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
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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).

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^*

Buss Jessica E

(Last) (First) (Middle)

C/O OPEN LENDING CORPORATION

1501 S. MOPAC EXPRESSWAY, SUITE 450

(Street)

AUSTIN TX 78746

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Open Lending Corp [ LPRO ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/19/2026

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

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 Options	$2.5	01/19/2026		D			1,592,000	(1)	03/31/2035	Common Stock, par value $0.01 per share	1,592,000	(2)	3,184,000	D
Restricted Stock Units	(3)	01/19/2026		A		941,176		(4)	(4)	Common Stock, par value $0.01 per share	941,176	(2)	941,176	D

Explanation of Responses:

1. The stock options vest in five equal annual installments beginning on March 31, 2026.

2. On January 19, 2026, the Issuer cancelled 1,592,000 stock options previously granted to the Reporting Person in exchange for a grant to the Reporting Person of 941,176 restricted stock units.

3. Each restricted stock unit represents a contingent right to receive one share of LPRO common stock.

4. These restricted stock units will vest in four equal annual installments beginning on January 19, 2027.

Remarks:

	/s/ Ben Massey, as Attorney-in-Fact	01/21/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider activity did Open Lending Corp (LPRO) disclose in this Form 4?

The Form 4 shows that CEO and director Jessica E. Buss had 1,592,000 stock options cancelled and received 941,176 restricted stock units in exchange on January 19, 2026.

Who is the reporting person in the Open Lending Corp (LPRO) Form 4?

The reporting person is Jessica E. Buss, who is a director and the Chief Executive Officer of Open Lending Corp.

How many Open Lending (LPRO) stock options were cancelled in this transaction?

Open Lending cancelled 1,592,000 stock options that had previously been granted to Jessica E. Buss, as disclosed in the Form 4 footnotes.

What equity did the Open Lending (LPRO) CEO receive in place of the cancelled options?

In exchange for the cancelled options, Jessica E. Buss received a grant of 941,176 restricted stock units, each representing a contingent right to one share of LPRO common stock.

What is the vesting schedule for the new restricted stock units at Open Lending (LPRO)?

The 941,176 restricted stock units will vest in four equal annual installments beginning on January 19, 2027.

What was the vesting schedule for the cancelled Open Lending (LPRO) stock options?

The cancelled stock options were scheduled to vest in five equal annual installments beginning on March 31, 2026.

Are the Open Lending (LPRO) restricted stock units linked to common shares?

Yes. Each restricted stock unit represents a contingent right to receive one share of Open Lending Corp common stock, as stated in the footnotes.