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[Form 4] OppFi Inc. Insider Trading Activity

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

Rhea-AI Filing Summary

David Vennettilli, a director of OppFi Inc. (OPFI), reported transactions on Form 4 showing acquisitions of voting Class V common stock and related common units in Opportunity Financial, LLC. On 09/15/2025 he acquired 283,501 Class V shares by virtue of a distribution of Common Units and the filing shows 284,501 Class V shares beneficially owned following the transaction. The filing also reports a disposal of 142,389 shares of Class A common stock and indicates 283,501 Class A common units were reported in the derivative section with an exercise/conversion price of $0. The Class V shares are voting, non-economic interests that may be cancelled if exchange rights are exercised. Several holdings are indirect through OppFi Shares, LLC and DAV 513 Revocable Trust; interests held in certain named trusts are excluded from the reported totals. The Form 4 was signed by an attorney-in-fact on 09/17/2025.

Positive

  • Acquisition of 283,501 Class V shares increases reported voting position by the reporting person
  • Transaction executed via distribution of Common Units, showing internal corporate allocation rather than open-market trading

Negative

  • 142,389 Class A common shares disposed (reported) which reduces direct economic holdings in Class A stock
  • Several holdings excluded due to interests held in named Trusts, limiting transparency on total economic exposure

Insights

TL;DR: Director received substantial voting Class V shares via distribution of LLC common units, increasing his indirect voting stake.

The Form 4 discloses a material internal reallocation of equity-linked interests: 283,501 Class V shares were acquired through the distribution of Common Units of Opportunity Financial, which correspond to voting, non-economic interests in OppFi. The filing clarifies these holdings are largely indirect, held through OppFi Shares, LLC and a revocable trust, and that certain Trust-held units are excluded from Vennettilli's beneficial ownership claims. The derivative table mirrors the non-derivative transfer, showing 283,501 Class A common units tied to exchange rights exercisable for Class A shares at a $0 conversion price, consistent with internal unit-to-stock exchange mechanics. This is a governance-focused change rather than a cash transaction and affects reported voting exposure.

TL;DR: Transaction increases director's indirect voting power via Class V share distribution while maintaining economic separation.

The disclosure emphasizes the dual-class structure: Class V shares convey voting but not economic rights and can be cancelled upon exercise of Exchange Rights tied to Common Units. The use of OppFi Shares, LLC and DAV 513 Revocable Trust as intermediaries is documented, and the reporter disclaims beneficial ownership of units held by certain Trusts except for any pecuniary interest. The filing contains clear attribution of voting authority and describes the mechanical relationship between Common Units and Class A stock without indicating any open-market purchases or sales for cash.

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*
Vennettilli David

(Last) (First) (Middle)
130 EAST RANDOLPH STREET, SUITE 3400

(Street)
CHICAGO IL 60606

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
OppFi Inc. [ OPFI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025
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
Class V Common Stock(1) 09/15/2025 J(2) 283,501(2) A $0(2) 284,501(3) I By OppFi Shares, LLC(4)
Class A Common Stock 142,389 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
Class A Common Units(5) $0 09/15/2025 J(6) 283,501(6) (5) (5) Class A Common Stock 283,501 $0 284,501(7) I By DAV 513 Revocable Trust(8)
Explanation of Responses:
1. Shares of Class V common stock, par value $0.0001 per share ("Class V Common Stock"), of OppFi Inc. (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. The shares of Class V Common Stock will be cancelled by the Issuer if the reporting person exercises (or causes DAV (as defined below in footnote 8) to exercise) Exchange Rights (as defined below in footnote 5).
2. Reflects the acquisition of shares of Class V Common Stock in connection with the distribution of an equivalent number of Class A common units ("Common Units") of Opportunity Financial, LLC ("Opportunity Financial") by TGS Capital Group LP and Ward Capital Group LP to DAV.
3. Excludes shares of Class V Common Stock that correspond to the Common Units held by each of TGS MCS Capital Group LP and Ramble MCS Capital Group LP (collectively, the "Trusts"). Mr. Vennettilli holds interests in each of the Trusts but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein, if any.
4. 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. The reporting person has the indirect right to cause OFS to dispose of the shares of Class V Common Stock reported in Table I hereof to the Issuer pursuant to the reporting person's (or DAV's) Exchange Rights.
5. Common Units generally represent economic, non-voting interests in Opportunity Financial. The Issuer is the sole manager of Opportunity Financial and controls Opportunity Financial, except as provided by the Third Amended and Restated Limited Liability Company Agreement of Opportunity Financial (the "LLC Agreement") or applicable law. Pursuant to the LLC Agreement, each Common Unit can be exchanged by the holder from time to time for either one share of Class A Common Stock, par value $0.0001 per share ("Class A Common Stock"), of the Issuer or, at the election of the Issuer in its capacity as the sole manager of Opportunity Financial, the cash equivalent of the market value of one share of Class A Common Stock (the "Exchange Rights").
6. Reflects the distribution of 249,051 Common Units and 34,450 Common Units by TGS Capital Group LP and Ward Capital Group LP, respectively, to DAV.
7. Excludes Common Units held by each of the Trusts. Mr. Vennettilli holds interests in each of the Trusts but disclaims beneficial ownership of such Common Units except to the extent of his pecuniary interest therein, if any.
8. These securities are held by DAV 513 Revocable Trust ("DAV"), of which the reporting person is the sole trustee and sole beneficiary. DAV is a member of Opportunity Financial and the reporting person has the right to cause DAV to exercise for the benefit of the reporting person DAV's Exchange Rights with respect to the Common Units indirectly held by the reporting person.
/s/ Marv Gurevich, Esq., as attorney-in-fact for David Vennettilli 09/17/2025
** 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 did David Vennettilli report on Form 4 for OPFI?

The Form 4 reports acquisition of 283,501 Class V common shares on 09/15/2025, a disposal of 142,389 Class A common shares, and beneficial ownership of 284,501 Class V shares following the transactions.

What are Class V common shares described in the filing?

Class V common stock are described as voting, non-economic interests that generally carry one vote per share and may be cancelled if Exchange Rights are exercised.

How were the Class V shares acquired according to the Form 4?

They were acquired in connection with the distribution of an equivalent number of Common Units of Opportunity Financial, LLC by TGS Capital Group LP and Ward Capital Group LP to DAV.

Are the reported holdings direct or indirect?

Many holdings are indirect, held through OppFi Shares, LLC and DAV 513 Revocable Trust, with the reporting person having voting/control rights via those entities.

Does the filing show any exercise price for the derivative units?

The derivative table shows Class A Common Units with an effective conversion/exercise price of $0 and 283,501 units reported on 09/15/2025.
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