OppFi (OPFI) CEO Schwartz reports RSU tax withholding, retains large share holdings
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
OppFi Inc. Chief Executive Officer Todd G. Schwartz reported routine share withholding to cover taxes on vested restricted stock units. On the settlement date, 7,140 shares of Class A Common Stock were disposed of at $9.93 per share through tax-withholding transactions, which are not open-market sales.
After these withholding events, Schwartz held 301,710 shares directly. He also had indirect interests, including 1,949,309 shares held by TGS MCS Capital Group LP, 24,656,083 shares held by TGS Capital Group, LP, and 433,733 shares held by TGS Revocable Trust, with certain interests subject to pecuniary-interest disclaimers.
Positive
- None.
Negative
- None.
Insights
Filing shows routine tax withholding, not open‑market selling.
The Form 4 for Todd G. Schwartz records two code F transactions totaling 7,140 shares at $9.93 per share. Footnotes clarify these shares were withheld to satisfy tax obligations on vested restricted stock units, a mechanical step tied to compensation.
Following these dispositions, Schwartz still directly holds 301,710 shares and maintains substantial indirect interests via TGS Capital Group, LP, TGS MCS Capital Group LP, and TGS Revocable Trust. Because the transactions are tax-related rather than discretionary market sales, and his overall exposure remains large, the filing is best viewed as routine and not thesis-changing.
Insider Trade Summary
5 transactions reported
Mixed
5 txns
Insider
Schwartz Todd G.
Role
Chief Executive Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Tax Withholding | Class A Common Stock | 2,643 | $9.93 | $26K |
| Tax Withholding | Class A Common Stock | 4,497 | $9.93 | $45K |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Class A Common Stock — 306,207 shares (Direct, null);
Class A Common Stock — 433,733 shares (Indirect, By TGS Revocable Trust)
Footnotes (1)
- Represents shares withheld to cover tax withholding obligations upon the settlement of vested restricted stock units. The reporting person is the sole trustee of TGS Revocable Trust. The reporting person is the manager of the general partner of TGS Capital Group, LP and may be deemed to beneficially own the securities held by TGS Capital Group, LP. The reporting person disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein. The reporting person is the manager of the general partner of TGS MCS Capital Group LP and may be deemed to beneficially own the securities held by TGS MCS Capital Group LP. The reporting person disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein.
Key Figures
Tax-withheld shares: 7,140 shares
Withholding price: $9.93 per share
Direct holdings after transactions: 301,710 shares
+3 more
6 metrics
Tax-withheld shares
7,140 shares
Code F tax-withholding dispositions on Class A Common Stock
Withholding price
$9.93 per share
Price used for RSU-related tax withholding
Direct holdings after transactions
301,710 shares
Class A Common Stock directly owned after tax withholding
Indirect holdings via TGS MCS Capital Group LP
1,949,309 shares
Class A Common Stock held indirectly
Indirect holdings via TGS Capital Group, LP
24,656,083 shares
Class A Common Stock held indirectly
Indirect holdings via TGS Revocable Trust
433,733 shares
Class A Common Stock held through revocable trust
Key Terms
restricted stock units, tax-withholding disposition, beneficially own, pecuniary interest, +1 more
5 terms
restricted stock units financial
"Represents shares withheld to cover tax withholding obligations upon the settlement of vested restricted stock units."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax-withholding disposition financial
"transaction_action: tax-withholding disposition for code F transactions in Class A Common Stock."
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
beneficially own financial
"may be deemed to beneficially own the securities held by TGS Capital Group, LP."
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
pecuniary interest financial
"disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein."
Revocable Trust financial
"The reporting person is the sole trustee of TGS Revocable Trust."
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.
FAQ
What did OppFi (OPFI) CEO Todd G. Schwartz report in this Form 4?
The Form 4 shows Todd G. Schwartz had 7,140 OppFi Class A shares withheld at $9.93 per share for taxes on vested restricted stock units. These are compensation-related tax-withholding events, not open-market stock sales, and he retains significant direct and indirect holdings.
Are the OppFi Form 4 transactions by Todd G. Schwartz open-market sales?
No, the transactions are coded F and described as share withholding to pay tax or exercise obligations on vested restricted stock units. This means shares were withheld by the issuer, rather than being actively sold by Schwartz in the open market for investment reasons.
What do the beneficial ownership disclaimers mean in Todd G. Schwartz’s OppFi filing?
The filing states Schwartz may be deemed to beneficially own securities held by certain TGS entities but disclaims ownership except for his pecuniary interest. This clarifies that some large positions are held through partnerships where his economic stake, not full ownership, defines his reported interest.