Patriot Exchanges Series A and $10M for 8.06% of NewtekOne (NEWTZ)

Rhea-AI Filing Summary

Patriot Financial Group announced it acquired 2,307,692 shares of NewtekOne, Inc. common stock, representing 8.06% of the company's outstanding common shares on the basis disclosed. The shares were issued on September 16, 2025 under a Securities Purchase and Exchange Agreement in which Patriot delivered all 20,000 outstanding shares of the Issuer's Series A Convertible Preferred Stock that it previously held and paid $10,000,000 in cash in exchange for the 2,307,692 common shares.

Patriot Fund IV funded its purchase with working capital and reports the acquisition is for investment purposes. The filing lists the members of the Patriot Financial Group, identifies shared voting and dispositive power over the 2,307,692 shares, and states there are no additional contracts, arrangements or proposals relating to control transactions; Item 6 is listed as N/A. The filing includes a Joint Filing Agreement as an exhibit.

Positive

• Patriot acquired 2,307,692 shares of NewtekOne common stock, explicitly reported as an 8.06% stake
• Issuer received $10,000,000 in cash as part of the Securities Purchase and Exchange Agreement
• All 20,000 Series A Convertible Preferred shares held by Patriot were transferred in the exchange

Negative

• Schedule 13D discloses shared voting and dispositive power for Patriot over the 2,307,692 shares, concentrating ownership
• Item 6 reports N/A, so no contracts or arrangements (such as governance agreements) are disclosed in this filing
• Filing states the acquisition is for investment purposes and does not disclose any strategic plans or proposals

Insights

Financial Analyst

TL;DR: Patriot exchanged Series A preferred and $10M for a reported 8.06% common stake, increasing its shared voting position to 2,307,692 shares.

The Schedule 13D discloses a clearly described transaction: Patriot transferred all 20,000 Series A convertible preferred shares it held and contributed $10.0 million in cash to receive 2,307,692 common shares on September 16, 2025. The filing states the acquisition was funded with working capital and is for investment purposes. The report shows shared voting and dispositive power across the Patriot entities, each reporting beneficial ownership of 2,307,692 shares representing 8.06% on the stated basis. Item 6 reports no other arrangements. For investors, the filing documents a material ownership stake and the capital infusion to the issuer but contains no operational or strategic plans from Patriot.

Corporate Governance Expert

TL;DR: Patriot now holds shared voting influence over 8.06% of NewtekOne after a structured exchange and cash payment; no governance proposals disclosed.

The Schedule 13D identifies the reporting parties, their Delaware organization, and confirms shared voting and dispositive power over the 2,307,692 shares. The disclosed Purchase and Exchange Agreement documents an equity issuance in exchange for previously held Series A preferred shares plus a $10 million cash payment. The filing explicitly states no plans or proposals that would trigger the typical Item 4 actions and records Item 6 as N/A, indicating no disclosed arrangements regarding board representation, control changes, or coordination with other holders. The filing therefore signals increased ownership concentration by Patriot without accompanying governance demands in this disclosure.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

NEWTEKONE, INC.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

652526203

(CUSIP Number)

James Murphy
Four Radnor Corporate Center, 100 Matsonford Road Suite 210
Radnor, PA, 19087
(215) 399-4650

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

09/16/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 652526203

1

Name of reporting person

Patriot Financial Partners IV, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 2,307,692.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 2,307,692.00

11

Aggregate amount beneficially owned by each reporting person

2,307,692.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.06 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

This calculation is based on 26,317,000 shares of Common Stock of the Issuer outstanding as of June 30, 2025, as reported in the Issuer's Form 10-Q filed on August 8, 2025, plus the 2,307,692 shares of Common Stock of the Issuer issued to Patriot Financial Partners IV, L.P. and Patriot Financial Partners Parallel IV, L.P. on September 16, 2025.

SCHEDULE 13D

CUSIP No. 652526203

1

Name of reporting person

Patriot Financial Partners Parallel IV, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 2,307,692.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 2,307,692.00

11

Aggregate amount beneficially owned by each reporting person

2,307,692.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.06 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

This calculation is based on 26,317,000 shares of Common Stock of the Issuer outstanding as of June 30, 2025, as reported in the Issuer's Form 10-Q filed on August 8, 2025, plus the 2,307,692 shares of Common Stock of the Issuer issued to Patriot Financial Partners IV, L.P. and Patriot Financial Partners Parallel IV, L.P. on September 16, 2025.

SCHEDULE 13D

CUSIP No. 652526203

1

Name of reporting person

Patriot Financial Partners GP IV, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 2,307,692.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 2,307,692.00

11

Aggregate amount beneficially owned by each reporting person

2,307,692.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.06 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

This calculation is based on 26,317,000 shares of Common Stock of the Issuer outstanding as of June 30, 2025, as reported in the Issuer's Form 10-Q filed on August 8, 2025, plus the 2,307,692 shares of Common Stock of the Issuer issued to Patriot Financial Partners IV, L.P. and Patriot Financial Partners Parallel IV, L.P. on September 16, 2025.

SCHEDULE 13D

CUSIP No. 652526203

1

Name of reporting person

Patriot Financial Partners GP IV, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 2,307,692.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 2,307,692.00

11

Aggregate amount beneficially owned by each reporting person

2,307,692.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.06 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

This calculation is based on 26,317,000 shares of Common Stock of the Issuer outstanding as of June 30, 2025, as reported in the Issuer's Form 10-Q filed on August 8, 2025, plus the 2,307,692 shares of Common Stock of the Issuer issued to Patriot Financial Partners IV, L.P. and Patriot Financial Partners Parallel IV, L.P. on September 16, 2025.

SCHEDULE 13D

CUSIP No. 652526203

1

Name of reporting person

W. Kirk Wycoff

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

PENNSYLVANIA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 2,307,692.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 2,307,692.00

11

Aggregate amount beneficially owned by each reporting person

2,307,692.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.06 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

This calculation is based on 26,317,000 shares of Common Stock of the Issuer outstanding as of June 30, 2025, as reported in the Issuer's Form 10-Q filed on August 8, 2025, plus the 2,307,692 shares of Common Stock of the Issuer issued to Patriot Financial Partners IV, L.P. and Patriot Financial Partners Parallel IV, L.P. on September 16, 2025.

SCHEDULE 13D

CUSIP No. 652526203

1

Name of reporting person

James F. Deutsch

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

PENNSYLVANIA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 2,307,692.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 2,307,692.00

11

Aggregate amount beneficially owned by each reporting person

2,307,692.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.06 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

This calculation is based on 26,317,000 shares of Common Stock of the Issuer outstanding as of June 30, 2025, as reported in the Issuer's Form 10-Q filed on August 8, 2025, plus the 2,307,692 shares of Common Stock of the Issuer issued to Patriot Financial Partners IV, L.P. and Patriot Financial Partners Parallel IV, L.P. on September 16, 2025.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock
(b)	Name of Issuer: NEWTEKONE, INC.
(c)	Address of Issuer's Principal Executive Offices: 4800 T Rex Avenue, Suite 120, Boca Raton, FLORIDA , 33431.
Item 2.	Identity and Background
(a)	The following are members of the Patriot Financial Group: Patriot Financial Partners IV, L.P. a Delaware limited partnership ("Patriot Fund IV"); Patriot Financial Partners Parallel IV, L.P. a Delaware limited partnership ("Patriot Fund Parallel IV"); Patriot Financial Partners IV GP, L.P., a Delaware limited partnership and the general partner of Patriot Fund IV ("Patriot IV GP"); Patriot Financial Partners IV GP, LLC, a Delaware limited liability company and general partner of Patriot IV GP ("Patriot IV LLC"); and W. Kirk Wycoff and James F. Deutsch, each of whom serve as general partners of Patriot Fund IV, Patriot Fund Parallel IV, and Patriot IV GP, are members of Patriot IV LLC, are members of the investment committee of Patriot Fund IV.
(b)	The business address of each member of the Patriot Financial Group is c/o Patriot Financial Partners IV, L.P., 100 Matsonford Road, Suite 210, Radnor, Pennsylvania 19087.
(c)	Patriot Fund IV is a private equity fund focused on investing in community banks and financial service-related companies throughout the United States. Patriot Fund Parallel IV is a parallel private equity fund to Patriot Fund IV. The principal business of Patriot IV GP is to serve as the general partner of and to manage Fund IV Funds. The principal business of Patriot IV LLC is to serve as the general partner of and to manage Patriot GP IV. The principal employment of Messrs. Wycoff and Deutsch is investment management with Patriot Fund IV, Patriot Fund Parallel IV, Patriot IV GP and Patriot IV LLC, as well as other "Patriot Financial Partners" entities and funds.
(d)	During the last five years, no member of the Patriot Financial Group has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e)	During the last five years, no member of the Patriot Financial Group has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f)	Each natural person who is a member of the Patriot Financial Group is a citizen of the United States.
Item 3.	Source and Amount of Funds or Other Consideration
	Patriot Fund IV used working capital to fund the purchase of shares of Common Stock of the Company.
Item 4.	Purpose of Transaction
	Patriot Fund IV acquired shares of the Company (the "Acquired Shares") for investment purposes. Except as otherwise described herein or in Item 6 below, no member of the Patriot Financial Group has any plans or proposals that relate to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. Subject to the limitations imposed by applicable federal and state securities laws, Patriot Financial Group may dispose of the Acquired Shares from time to time, subject to market conditions and other investment considerations, and may cause the Acquired Shares to be distributed in kind to investors. To the extent permitted by applicable bank regulatory limitations, each member of the Patriot Financial Group may directly or indirectly acquire additional shares of Common Stock or associated rights or securities exercisable for or convertible into Common Stock, depending upon an ongoing evaluation of its investment in the Common Stock, applicable legal restrictions, prevailing market conditions, liquidity requirements of such member of the Patriot Financial Group and/or investment considerations.
Item 5.	Interest in Securities of the Issuer
(a)	Sole Power to Shared Power to Amount Sole Power to Shared Power Dispose or to Dispose or Beneficially Percent of Vote or Direct to Vote or Direct the Direct the Entity Owned Class the Vote Direct the Vote Disposition Disposition Patriot Fund IV 2,307,692 8.06% 0 2,307,692 0 2,307,692 Patriot Fund Parallel IV 2,307,692 8.06% 0 2,307,692 0 2,307,692 Patriot IV GP 2,307,692 8.06% 0 2,307,692 0 2,307,692 Patriot IV LLC 2,307,692 8.06% 0 2,307,692 0 2,307,692 W. Kirk Wycoff 2,307,692 8.06% 0 2,307,692 0 2,307,692 James F. Deutsch 2,307,692 8.06% 0 2,307,692 0 2,307,692
(b)	See (a) immediately above.
(c)	On September 16, 2025, the Issuer entered into a Securities Purchase and Exchange Agreement (the "Purchase and Exchange Agreement") with Patriot Fund IV and Patriot Fund Parallel IV (together, "Patriot"). Pursuant to the Purchase and Exchange Agreement, Patriot and the Issuer agreed that in exchange for (i) all of the 20,000 outstanding shares of the Issuer's Series A Convertible Preferred Stock originally issued to Patriot for an aggregate purchase price of $20 million and (ii) $10 million in cash, the Issuer issued to Patriot 2,307,692 shares of the Company's Common Stock.
(d)	Other than the Patriot Financial Group, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities of the Company referred to in this Item 5.
(e)	N/A
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	N/A
Item 7.	Material to be Filed as Exhibits.
	Joint Filing Agreement, dated as of September 22, 2025, by and among Patriot Financial Partners IV, L.P., Patriot Financial Partners Parallel IV, L.P., Patriot Financial Partners GP IV, L.P., Patriot Financial Partners GP IV, LLC, W. Kirk Wycoff and James F. Deutsch, attached hereto as Exhibit 1.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Patriot Financial Partners IV, L.P.

Signature:	/s/W. Kirk Wycoff
Name/Title:	Member of Patriot Financial Partners GP IV, LLC, the general partner of Patriot Financial Partners GP IV, L.P., the general partner of Patriot Financi
Date:	09/22/2025

Patriot Financial Partners Parallel IV, L.P.

Signature:	/s/W. Kirk Wycoff
Name/Title:	Member of Patriot Financial Partners GP IV, LLC, the general partner of Patriot Financial Partners GP IV, L.P., the general partner of Patriot Financi
Date:	09/22/2025

Patriot Financial Partners GP IV, L.P.

Signature:	/s/W. Kirk Wycoff
Name/Title:	Member of Patriot Financial Partners GP IV, LLC., the general partner of Patriot Financial Partners GP IV, L.P.
Date:	09/22/2025

Patriot Financial Partners GP IV, LLC

Signature:	/s/W. Kirk Wycoff
Name/Title:	Member
Date:	09/22/2025

W. Kirk Wycoff

Signature:	/s/W. Kirk Wycoff
Name/Title:	W. Kirk Wycoff, individually
Date:	09/22/2025

James F. Deutsch

Signature:	/s/James F. Deutsch
Name/Title:	James F. Deutsch, individually
Date:	09/22/2025

FAQ

What did Patriot Financial acquire in the Schedule 13D for NEWTZ?

Patriot acquired 2,307,692 shares of NewtekOne common stock on September 16, 2025.

How much did Patriot pay in cash as part of the transaction with NEWTZ?

The Purchase and Exchange Agreement included $10,000,000 in cash paid by Patriot.

What did Patriot exchange to receive the 2,307,692 NEWTZ shares?

Patriot transferred all 20,000 outstanding shares of the Issuer's Series A Convertible Preferred Stock it held, plus $10,000,000 in cash, in exchange for the common shares.

What percentage of NEWTZ does Patriot now beneficially own according to the filing?

Each reporting Patriot entity reports beneficial ownership of 2,307,692 shares, representing 8.06% of the class on the stated basis.

What was the source of funds used by Patriot for the acquisition of NEWTZ shares?

The filing states Patriot Fund IV used working capital to fund the purchase.

Does the Schedule 13D disclose any plans by Patriot to change NewtekOne’s management or operations?

No; the filing states the shares were acquired for investment purposes and discloses no plans or proposals that would result in the transactions listed in Item 4.