[Form 4] Sezzle Inc. Insider Trading Activity

Rhea-AI Filing Summary

Sezzle Inc. (SEZL) reported an insider transaction by its Chief Financial Officer. On 11/12/2025, the reporting person used 5,310 shares of common stock to satisfy withholding taxes upon the vesting of previously awarded RSUs, coded F at a price of $58.01 per share. Following the transaction, the insider reported 33,661 shares beneficially owned.

The filing also notes that the reported holdings reflect the forfeiture of unvested RSUs in connection with the termination of the reporting person’s employment agreement on November 1, 2025.

Insights

Corporate Governance Analyst

CFO terminated employment; shares withheld and awards forfeited. Leadership transition risk rises pending formal succession disclosure.

Sezzle Inc. reported a Form 4 for its Chief Financial Officer showing two key events. On 11/12/2025, 5,310 common shares were surrendered under code "F" at $58.01 to cover taxes from RSU vesting, a routine withholding. The filing also notes the CFO’s employment agreement was terminated on 11/01/2025, which triggered the forfeiture of unvested RSUs and leaves 33,661 shares beneficially owned directly.

The tax-withholding share surrender is mechanical and neutral. The explicit disclosure of employment termination is the material item. A CFO transition affects financial reporting continuity, controls oversight, and capital markets communications. The forfeiture suggests unvested equity will not convert to shares, limiting near-term dilution but also signaling a leadership change.

Key dependencies now include whether an Item 5.02 Form 8-K confirms the departure, names an interim or successor, and outlines any transition arrangements. Watch for timing of successor appointment, any changes to financial leadership structure, and additional equity or severance disclosures. Near-term focus: any governance update filed after 11/01/2025 and subsequent Form 4s indicating further equity activity.

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^*

Hartje Karen

(Last) (First) (Middle)

700 NICOLLET MALL

SUITE 640

(Street)

MINNEAPOLIS MN 55402

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Sezzle Inc. [ SEZL ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/12/2025

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 $0.00001 per share	11/12/2025		F(1)		5,310	D	$58.01	33,661(2)	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:

1. In connection with the vesting of previously awarded restricted stock units, the reporting person forfeited these shares of common stock to satisfy withholding tax obligations.

2. Amount reported reflects the forfeiture of unvested restricted stock units in conjunction with the termination of the Reporting Person's employment agreement on November 1, 2025.

Remarks:

	/s/ Brady Duane Kafka, as Attorney-in-Fact	11/14/2025
	** 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 insider transaction did Sezzle (SEZL) report?

The CFO used 5,310 shares for tax withholding upon RSU vesting on 11/12/2025, coded F at $58.01 per share.

How many Sezzle (SEZL) shares does the insider own after the transaction?

Beneficial ownership reported was 33,661 shares following the transaction.

What does transaction code F mean in the Sezzle (SEZL) filing?

Code F indicates shares were withheld/disposed to cover taxes due at vesting of equity awards.

Did the Sezzle (SEZL) filing mention forfeited awards?

Yes. It states the amount reflects the forfeiture of unvested RSUs tied to employment termination on 11/01/2025.

Who is the reporting person in the Sezzle (SEZL) Form 4?

An Officer, specifically the Chief Financial Officer of Sezzle Inc.

Was a Rule 10b5-1 plan indicated in the Sezzle (SEZL) filing?

The form includes a checkbox reference, but no selection is confirmed in the provided excerpt.