STOCK TITAN

OppFi (OPFI) CEO-linked entity cancels 50K Class V voting shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

OppFi Inc. reported that an affiliated entity linked to Chief Executive Officer Todd G. Schwartz disposed of Class V Common Stock in a non-market transaction. OppFi Shares, LLC surrendered and cancelled 50,000 shares of Class V Common Stock to the company in a disposition to the issuer.

The filing explains that Class V Common Stock represents voting, non-economic interests, with holders entitled to one vote per share on stockholder matters. After this cancellation, 58,638,241 shares of Class V Common Stock remain indirectly held through OppFi Shares, LLC, which is wholly owned by the TGS Revocable Trust for which Schwartz is sole trustee.

Positive

  • None.

Negative

  • None.
Insider Schwartz Todd G.
Role Chief Executive Officer
Type Security Shares Price Value
Disposition Class V Common Stock 50,000 $0.00 --
Holdings After Transaction: Class V Common Stock — 58,638,241 shares (Indirect, By OppFi Shares, LLC)
Footnotes (1)
  1. Shares of Class V common stock, par value $0.0001 per share ("Class V Common Stock"), of the issuer represent voting, non-economic interests in the issuer. Except as provided in the issuer's certificate of incorporation, as amended, or as required by applicable law, holders of Class V Common Stock will be entitled to one vote per share of Class V Common Stock on all matters to be voted on by the issuer's stockholders generally. Reflects the surrender and cancellation of shares of Class V Common Stock to the issuer in connection with the exchange of Class A common units of Opportunity Financial, LLC ("Opportunity Financial") by members thereof, other than the reporting person, for shares of Class A common stock, par value $0.0001 per share, of the issuer pursuant to the exchange provisions of the Third Amended and Restated Limited Liability Company Agreement of Opportunity Financial. The shares of Class V Common Stock are held by OppFi Shares, LLC ("OFS"), which has sole voting power over the shares of Class V Common Stock reported in Table I hereof. OFS is wholly owned by TGS Revocable Trust, whose sole trustee is the reporting person. By virtue of these relationships, the reporting person may be deemed to have voting power over the shares of Class V Common Stock held by OFS. The reporting person disclaims beneficial ownership of the shares of Class V Common Stock held by OFS, except to the extent of his pecuniary interest therein.
Class V shares disposed 50,000 shares Disposition to issuer on April 20, 2026
Class V shares held after transaction 58,638,241 shares Indirectly held by OppFi Shares, LLC after disposition
Transaction price per share $0.0000 per share Non-derivative disposition to issuer
Class V Common Stock financial
"Shares of Class V common stock, par value $0.0001 per share ("Class V Common Stock"), of the issuer represent voting, non-economic interests"
Disposition to issuer financial
"transaction_action": "issuer disposition", "transaction_code_description": "Disposition to issuer""
voting, non-economic interests financial
"Class V Common Stock ... represent voting, non-economic interests in the issuer"
Third Amended and Restated Limited Liability Company Agreement financial
"pursuant to the exchange provisions of the Third Amended and Restated Limited Liability Company Agreement of Opportunity Financial"
Revocable Trust financial
"OFS is wholly owned by TGS Revocable Trust, whose sole trustee is the reporting person"
A revocable trust is a legal arrangement where the person who creates it keeps control and can change or cancel the trust at any time, while naming who will manage and receive the assets later. Think of it like a flexible folder for your investments and property that can be relabeled or reworked as circumstances change; it matters to investors because it determines how ownership is recorded, how easily assets transfer on incapacity or death, and whether holdings bypass public probate proceedings.
SEC Form 4
FORM 4UNITED 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*
Schwartz Todd G.

(Last)(First)(Middle)
ONE NORTH WACKER DRIVE, SUITE 3605

(Street)
CHICAGO ILLINOIS 60606

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
OppFi Inc. [ OPFI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/20/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class V Common Stock(1)04/20/2026D(2)50,000D$0(2)58,638,241IBy OppFi Shares, LLC(3)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Shares of Class V common stock, par value $0.0001 per share ("Class V Common Stock"), of the issuer represent voting, non-economic interests in the issuer. Except as provided in the issuer's certificate of incorporation, as amended, or as required by applicable law, holders of Class V Common Stock will be entitled to one vote per share of Class V Common Stock on all matters to be voted on by the issuer's stockholders generally.
2. Reflects the surrender and cancellation of shares of Class V Common Stock to the issuer in connection with the exchange of Class A common units of Opportunity Financial, LLC ("Opportunity Financial") by members thereof, other than the reporting person, for shares of Class A common stock, par value $0.0001 per share, of the issuer pursuant to the exchange provisions of the Third Amended and Restated Limited Liability Company Agreement of Opportunity Financial.
3. The shares of Class V Common Stock are held by OppFi Shares, LLC ("OFS"), which has sole voting power over the shares of Class V Common Stock reported in Table I hereof. OFS is wholly owned by TGS Revocable Trust, whose sole trustee is the reporting person. By virtue of these relationships, the reporting person may be deemed to have voting power over the shares of Class V Common Stock held by OFS. The reporting person disclaims beneficial ownership of the shares of Class V Common Stock held by OFS, except to the extent of his pecuniary interest therein.
/s/ Marv Gurevich, Esq., as attorney-in-fact for Todd G. Schwartz04/22/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did OppFi (OPFI) report in this Form 4?

OppFi reported that OppFi Shares, LLC surrendered and cancelled 50,000 shares of Class V Common Stock in a disposition to the issuer. This was a non-market transaction involving voting-only shares rather than economic interests in the company.

Who is associated with the entity involved in the OppFi (OPFI) Form 4 transaction?

The shares are held by OppFi Shares, LLC, which is wholly owned by the TGS Revocable Trust. Todd G. Schwartz, OppFi’s Chief Executive Officer and a ten percent owner, is the sole trustee and may be deemed to have voting power over these Class V shares.

What is Class V Common Stock in the OppFi (OPFI) capital structure?

OppFi’s Class V Common Stock represents voting, non-economic interests in the issuer. Holders are generally entitled to one vote per share on stockholder matters but do not receive economic rights like dividends or direct participation in the company’s financial performance.

How many OppFi (OPFI) Class V shares remain held after the reported disposition?

Following the surrender and cancellation of 50,000 shares of Class V Common Stock, 58,638,241 shares of Class V Common Stock remain indirectly held through OppFi Shares, LLC. These remaining shares continue to provide voting, but not economic, rights in OppFi.

What was the context for cancelling 50,000 OppFi (OPFI) Class V shares?

The 50,000 Class V shares were surrendered and cancelled in connection with exchanges of Class A common units of Opportunity Financial, LLC by certain members, other than the reporting person, for OppFi Class A common stock under the Third Amended and Restated Limited Liability Company Agreement.

Does Todd G. Schwartz claim full beneficial ownership of OppFi (OPFI) Class V shares?

The filing states that Todd G. Schwartz may be deemed to have voting power over the Class V shares held by OppFi Shares, LLC, but he disclaims beneficial ownership except to the extent of his pecuniary interest in those shares held through the TGS Revocable Trust structure.