OneMain CFO reports sale; retains 64,480 shares

Rhea-AI Filing Summary

Jeannette E. Osterhout, Executive Vice President & Chief Financial Officer of OneMain Holdings, Inc. (OMF), reported a sale of 6,913 shares of the company's common stock on 08/20/2025 at a price of $58.22 per share. After the transaction she beneficially owned 64,480 shares. The Form 4 was signed on behalf of Ms. Osterhout by an attorney-in-fact on 08/22/2025. No derivative transactions were reported and no additional explanatory remarks were provided.

Positive

• Continued ownership: Reporting person still beneficially owns 64,480 shares, indicating retained insider alignment with shareholders
• Clear disclosure: Form 4 properly reports the sale and post-transaction holdings, supporting regulatory transparency

Negative

• Insider sale: CFO disposed of 6,913 shares, which may be viewed negatively by some investors
• No 10b5-1 notation: Filing does not state the sale was under a pre-established trading plan, so timing appears discretionary

Insights

Securities Analyst

TL;DR: Insider sale of 6,913 shares at $58.22; remaining beneficial stake of 64,480 shares suggests a routine disposition, not an exit.

The reported transaction is a straightforward open-market sale by the CFO. The sale size relative to the remaining holdings indicates the officer retained a meaningful stake after the trade. No derivatives or 10b5-1 plan notation are included, and there are no accompanying remarks explaining the sale. For investors, this is a standard disclosure required by Section 16 and does not itself provide evidence of company-level issues.

Corporate Governance Expert

TL;DR: Disclosure meets Section 16 requirements; absence of plan notation means sale may be discretionary.

The Form 4 documents compliance with reporting obligations and provides clear post-transaction ownership. Because the filing does not indicate the sale was made under a Rule 10b5-1 trading plan, the transaction may have been executed at management discretion. That is relevant from a governance perspective but, standing alone, is a routine insider sale with no additional governance red flags disclosed.

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^*

Osterhout Jeannette E

(Last) (First) (Middle)

C/O ONEMAIN HOLDINGS, INC.

601 N.W. SECOND STREET

(Street)

EVANSVILLE IN 47708

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OneMain Holdings, Inc. [ OMF ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & CFO

3. Date of Earliest Transaction (Month/Day/Year)
08/20/2025

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
Common stock, par value $0.01 per share	08/20/2025		F		6,913	D	$58.22	64,480	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

Explanation of Responses:

Remarks:

	/s/ Heather L. Woolen attorney-in-fact for Jeannette E. Osterhout	08/22/2025
	** 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 transaction did Jeannette E. Osterhout report on the Form 4 for OMF?

She reported a sale of 6,913 shares of OneMain Holdings common stock on 08/20/2025 at $58.22 per share.

How many OneMain (OMF) shares does the reporting person own after the sale?

After the reported transaction the reporting person beneficially owned 64,480 shares.

Was a 10b5-1 trading plan or derivative transaction disclosed in the Form 4?

No. The Form 4 does not indicate the sale was made pursuant to a Rule 10b5-1 plan and no derivative transactions were reported.

Who signed the Form 4 and when?

The Form 4 was signed by Heather L. Woolen as attorney-in-fact for Jeannette E. Osterhout on 08/22/2025.