What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2025-08-28 compared with 2024-08-28 · 559 added, 461 removed, 1458 unchanged (41% of the section changed)

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Consolidated Balance Sheets

Consolidated Statements of Operations and Comprehensive Loss

Consolidated Statements of Operations and Comprehensive Income (Loss)

Consolidated Statement of Stockholders' Equity (Deficit)

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We have audited the accompanying consolidated balance sheets of Affirm Holdings, Inc.

and subsidiaries (the "Company") as of June 30, 2024 and 2023, the related consolidated statements of operations and comprehensive loss, stockholders’ equity, and cash flows for each of the three years in the period ended June 30, 2024, and the related notes (collectively referred to as the “financial statements”).

and subsidiaries (the "Company") as of June 30, 2025 and 2024, the related consolidated statements of operations and comprehensive income (loss), stockholders’ equity, and cash flows for each of the three years in the period ended June 30, 2025, and the related notes (collectively referred to as the “financial statements”).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of June 30, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended June 30, 2025, in conformity with accounting principles generally accepted in the United States of America.

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We identified the ACL for U.S.

loans as a critical audit matter given the subjective nature and amount of judgment required in developing the estimate.

Performing audit procedures to evaluate the reasonableness of the ACL required

a high degree of auditor judgment, an increased extent of audit effort, credit specialists, and the need to involve more experienced audit professionals.

and Canada loans as a critical audit matter given the subjective nature and amount of judgment required in developing the estimate.

Performing audit procedures to evaluate the reasonableness

of the ACL required a high degree of auditor judgment, an increased extent of audit effort, credit specialists, and the need to involve more experienced audit professionals.

How the Critical Audit Matter Was Addressed in the Audit

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AFFIRM HOLDINGS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(in thousands, except share and per share amounts)

Year ended June 30,

2024 2023 2022

June 30, 2025 June 30, 2024 June 30, 2023

Merchant network revenue $ 882,658 $ 674,607 $ 507,600

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Other income, net 148,737 100,320 211,617

Loss before income taxes $ ( 515,527 ) $ ( 989,245 ) $ ( 724,831 )

Income (loss) before income taxes $ 61,464 $ ( 515,527 ) $ ( 989,245 )

Income tax expense (benefit) 9,279 2,230 ( 3,900 )

Net loss $ ( 517,757 ) $ ( 985,345 ) $ ( 707,417 )

Net income (loss) $ 52,186 $ ( 517,757 ) $ ( 985,345 )

Other comprehensive income (loss)

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Unrealized gain (loss) on securities available for sale, net 3,297 6,857 ( 882 )

Gain on cash flow hedges 656 751 —

Net other comprehensive loss ( 6,142 ) ( 8,274 ) ( 13,922 )

Comprehensive loss $ ( 523,899 ) $ ( 993,619 ) $ ( 721,339 )

Gain (loss) on cash flow hedges ( 2,826 ) 656 751

Net other comprehensive income (loss) 6,496 ( 6,142 ) ( 8,274 )

Comprehensive income (loss) $ 58,682 $ ( 523,899 ) $ ( 993,619 )

Per share data:

Net loss per share attributable to common stockholders for Class A and Class B

Net income (loss) per share attributable to common stockholders for Class A and Class B

Basic $ 0.16 $ ( 1.67 ) $ ( 3.34 )

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Issuance of common stock, employee share purchase plan 954,475 — 11,482 — — 11,482

Forfeiture of common stock related to acquisition ( 258,905 ) — — — — —

Vesting of restricted stock units 7,849,919 — — — — —

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Unrealized loss on securities available for sale — — — — ( 882 ) ( 882 )

Unrealized gain on cash flow hedges — — — — 751 751

Net loss — — — ( 985,345 ) — ( 985,345 )

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Issuance of common stock upon exercise of stock options 2,826,973 — 22,922 — — 22,922

Issuance of common stock in acquisition — — 13,674 — — 13,674

Issuance of common stock, employee share purchase plan 578,222 — 10,217 — — 10,217

Forfeiture of common stock related to acquisitions ( 258,905 ) — — — — —

Vesting of restricted stock units 10,801,619 — — — — —

Vesting of warrants for common stock — — 406,714 — — 406,714

Repurchases of common stock ( 12,437 ) — ( 109 ) — — ( 109 )

Stock-based compensation — — 471,021 — — 471,021

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Foreign currency translation adjustments — — — — ( 13,655 ) ( 13,655 )

Unrealized loss on securities available for sale — — — — ( 882 ) ( 882 )

Unrealized gain on securities available for sale — — — — 6,857 6,857

Unrealized gain on cash flow hedges — — — — 656 656

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Issuance of common stock, employee share purchase plan 397,246 — 13,589 — — 13,589

Issuance of common stock upon exercise of warrants 3,499,453 — — — — —

Repurchases of common stock ( 3,526,590 ) — ( 250,000 ) — — ( 250,000 )

Vesting of restricted stock units 9,209,768 — — — — —

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Unrealized gain on securities available for sale — — — — 3,297 3,297

Unrealized gain on cash flow hedges — — — — 656 656

Net loss — — — ( 517,757 ) — ( 517,757 )

Unrealized loss on cash flow hedges — — — — ( 2,826 ) ( 2,826 )

Net income — — — 52,186 — 52,186

Balance as of June 30, 2025 325,112,799 $ 3 $ 6,140,893 $ ( 3,056,818 ) $ ( 15,069 ) $ 3,069,009

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(in thousands)

Year ended June 30,

2024 2023 2022

June 30, 2025 June 30, 2024 June 30, 2023

Cash flows from operating activities

Net loss $ ( 517,757 ) $ ( 985,345 ) $ ( 707,417 )

Adjustments to reconcile net loss to net cash used in operating activities:

Net income (loss) $ 52,186 $ ( 517,757 ) $ ( 985,345 )

Adjustments to reconcile net income (loss) to net cash used in operating activities:

Provision for losses 616,683 460,628 331,860

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Accrued expenses and other liabilities ( 48,943 ) ( 55,169 ) ( 38,165 )

Net cash provided by (used in) operating activities 450,138 12,181 ( 162,194 )

Net cash provided by operating activities 793,909 450,138 12,181

Cash flows from investing activities

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Acquisition, net of cash and restricted cash acquired — — ( 16,051 )

Purchases of intangible assets — — ( 25,415 )

Additions to property, equipment and software ( 192,189 ) ( 159,296 ) ( 120,775 )

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Proceeds from maturities and repayments of securities available for sale 1,215,777 1,136,937 1,537,495

Other investing cash inflows/(outflows) ( 34,005 ) 3,706 ( 21,431 )

Other investing inflows 99,917 995 4,706

Other investing outflows ( 65,000 ) ( 35,000 ) ( 1,000 )

Net cash used in investing activities ( 1,083,064 ) ( 1,325,149 ) ( 1,653,070 )

Cash flows from financing activities

Proceeds from funding debt 12,639,444 6,894,971 4,101,134

Proceeds from issuance of convertible debt, net — — 1,704,300

Proceeds from the issuance of convertible notes 920,000 — —

Proceeds from the issuance of funding debt 21,174,242 12,639,444 6,894,971

Proceeds from issuance of notes and certificates by securitization trust 2,500,000 2,350,000 1,150,000

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(in thousands)

Year ended June 30,

2024 2023 2022

June 30, 2025 June 30, 2024 June 30, 2023

Reconciliation to amounts on consolidated balance sheets (as of period end)

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Total cash, cash equivalents and restricted cash $ 1,756,423 $ 1,295,399 $ 1,259,944

Year ended June 30,

2024 2023 2022

June 30, 2025 June 30, 2024 June 30, 2023

Supplemental disclosures of cash flow information

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Stock-based compensation included in capitalized internal-use software $ 178,461 $ 126,510 $ 80,108

Issuance of common stock in connection with settlement of contingent consideration liability — 13,674 32,109

Securities retained under unconsolidated securitization transactions 84,718 58,507 —

Issuance of common stock in connection with acquisition — — 10,000

Right of use assets obtained in exchange for operating lease liabilities 6,238 — 494

Additions to property and equipment included in accrued expenses — — 107

Issuance of common stock in connection with settlement of contingent consideration liability — — 13,674

The accompanying notes are an integral part of these consolidated financial statements.

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Unlike legacy payment options and our competitors’ product offerings, which charge deferred or compounding interest and unexpected costs, we disclose up-front to consumers exactly what they will owe — no hidden fees, no deferred interest, no penalties.

On June 26, 2025, the Company filed a certificate of conversion with the Secretary of State of the State of Delaware and filed articles of conversion and articles of incorporation with the Secretary of State of the State of Nevada, which as of July 1, 2025, effected a change in our jurisdiction of incorporation from Delaware to Nevada (the “Reincorporation”).

Summary of Significant Accounting Policies

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All intercompany accounts and transactions have been eliminated in consolidation.

Within the consolidated financial statements and tables presented in the accompanying notes, certain columns and rows may not sum due to the use of rounded numbers for disclosure purposes.

Our VIE variable interests arise from contractual, ownership, or other monetary interests in the entity, which changes with fluctuations in the fair value of the entity’s net assets.

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GAAP requires the use of estimates, judgments and assumptions that affect the reported amounts in the consolidated financial statements and the accompanying notes.

Material estimates that are particularly susceptible to significant change relate to determination of the allowance for credit losses, capitalized internal-use software development costs, valuation allowance for deferred tax assets, loss on loan purchase commitment, discount on self-originated loans, the evaluation for impairment of intangible assets and goodwill, the fair value of available for sale debt securities including retained interests in our securitization trusts, the fair value of risk sharing arrangements, and stock-based compensation, including the fair value of warrants issued to nonemployees.

including retained interests in our securitization trusts and residual interest in structured transactions, the fair value of risk sharing arrangements, and stock-based compensation.

We base our estimates on historical experience, current events, and other factors we believe to be reasonable under the circumstances.

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therefore, actual results could differ materially from those estimates.

Segment Reporting

We conduct our operations through a single operating segment and, therefore, one reportable segment.

Operating segments are components of a company for which separate financial information is internally produced for regular use by the Chief Operating Decision Maker (“CODM”) to allocate resources and assess the performance of the business.

Our CODM, the Chief Executive Officer of Affirm Holdings, Inc., uses a variety of measures to assess the performance of the business;

however, detailed profitability information that could be used to allocate resources and assess the performance of the business is managed and reviewed for the consolidated company as a whole.

Business Combination

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Securities Available for Sale

We hold certain investments in marketable debt securities and retained interests in our unconsolidated securitization trusts which are accounted for under ASC Topic 320, “Investments - Debt Securities” (“ASC 320”).

We hold certain investments in marketable debt securities securitization notes receivable and certificates in unconsolidated securitization trusts, and residual interests in structured transactions which are accounted for under ASC Topic 320, “Investments - Debt Securities” (“ASC 320”).

We have classified these investments as available for sale, as defined within ASC 320.

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Interest income for available for sale securities is recorded within other income (expense), net.

Available for sale securities initially purchased with less than 90 days until maturity with quoted transaction prices in an active market are classified as cash and cash equivalents.

With respect to retained interests in our securitization trusts, we apply the guidance in ASC Topic 325, “Investments - Other” (“ASC 325”) relating to beneficial interests.

We also applied the interest accrual guidance in ASC Topic 325, “Investments - Other” (“ASC 325”) relating to beneficial interests for our investments in securitization notes receivable and certificates in unconsolidated securitization trusts and residual interests in structured transactions.

Accordingly, we recognize interest income each period based on the effective interest rate calculated using expected cash flows.

Changes in the timing of expected cash flows are accounted for prospectively through an adjustment to interest income.

When fair value is below amortized cost, we record an allowance for credit losses measured based on the difference between amortized cost and projected cash flows discounted at the effective interest rate.

The allowance for credit losses is capped at the difference between amortized cost and fair value.

Changes in the timing of expected cash flows are

accounted for prospectively through an adjustment to interest income.

From time to time, depending on our expectation regarding timing of expected cash flows from the investments, we may elect to place certain investments on non-accrual status, where any interest payment received is recorded as a direct reduction of the investment under the cost recovery method.

Available for sale securities initially purchased with less than 90 days until maturity with quoted transaction prices in an active market are classified as cash and cash equivalents.

Loans Held for Investment

We either originate loans directly or purchase our loans from our originating bank partners pursuant to the terms outlined in the respective executed loan sale program agreements between us and our bank partners.

Loan receivables that we have the intent and ability to hold for the foreseeable future or until maturity or payoff are classified as held for investment and are reported at amortized cost, which includes unpaid principal balances, any related premiums including fees paid to our originating bank partners and discounts due to loss on loan purchase commitment for loans with a fair value below the purchase price, where applicable, adjusted for any charge-offs.

Loan receivables that we have the intent and ability to hold for the foreseeable future or until maturity or payoff are classified as held for investment and are reported at amortized cost, which includes unpaid principal balances, any related premiums including fees paid to our originating bank partners and discounts due to loss on loan purchase commitment for bank partner loans with a fair value below the purchase price, discounts due to loss on directly originated loans with a fair value below loan par at origination, where applicable, adjusted for any charge-offs.

The amortized cost is adjusted for the allowance for credit losses within loans held for investment, net.

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We sell certain loans to third-party loan buyers and securitization trusts.

A loan is classified as held for sale when the loan is identified as for sale to a third party loan buyer or to be sold to a securitization trust that is anticipated to be off balance sheet.

At origination a loan is classified as held for sale when the loan is identified as for sale to a third-party loan buyer or to be sold to a securitization trust that is anticipated to be off-balance sheet.

Loans classified as held for sale are recorded at the lower of amortized cost or fair value.

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A servicing asset or liability arises when our contractual servicing fee with a counterparty differs from the adequate compensation rate that would be required by a third-party to service the same portfolio of assets, as defined by ASC 860.

Servicing assets and liabilities are measured and recorded at fair value and are presented as a component of other assets or accrued expenses and other

liabilities, respectively.

Servicing assets and liabilities are measured and recorded at fair value and are presented as a component of other assets or accrued expenses and other liabilities, respectively.

The recognition of a servicing asset results in a corresponding increase to gain on sales of loans.

The recognition of a servicing liability results in a corresponding decrease to gain on sales of loans.

The servicing rights are remeasured at fair value each period, with the subsequent adjustment recognized in servicing income .

servicing rights are remeasured at fair value each period, with the subsequent adjustment recognized in servicing income .

In connection with the sale of a loan to a third-party loan buyer or unconsolidated securitization trust we may also recognize a recourse liability in accordance with ASC 460, “Guarantees” (“ASC 460”) as in certain circumstances we may become required to re-purchase loans from third-party investors due to breaches in representations and warranties.

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The recourse liability is amortized over the loan term and remeasured each period based on the outstanding loan balance and changes in our expectation of future repurchase obligations.

Subsequent remeasurement of the recourse liability is recognized in other income (expense), net on the consolidated statement of operations and comprehensive loss.

Subsequent remeasurement of the recourse liability is recognized in gain on sale of loans within the consolidated statement of operations and comprehensive income (loss).

In addition, we may recognize a risk share asset or liability in accordance with ASC 860 in certain arrangements with a third-party loan buyer to make a payment to the loan buyer or are entitled to receive a payment from the loan buyer, depending on the actual versus expected loan performance as contractually agreed to with the counterparty, and subject to a cap based on a percentage of the principal balance of loans sold.

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The risk share asset and liability are measured at fair value in accordance with ASC 820, “Fair Value Measurements and Disclosures” and remeasured each period based on the changes in inputs and assumptions for our expectation of future obligations.

Subsequent remeasurement of the risk share asset and liability is recognized in gain on sale of loans on the consolidated statement of operations and comprehensive loss.

Subsequent remeasurement of the risk share asset and liability is recognized in gain on sale of loans within the consolidated statement of operations and comprehensive income (loss).

Allowance for Credit Losses on Loans Held for Investment

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We immediately recognize an allowance for expected credit losses upon the origination of a loan.

Adjustments to the allowance each period for changes in our estimate of lifetime expected credit losses are recognized in earnings through the provision for credit losses presented on our consolidated statements of operations and comprehensive loss.

Adjustments to the allowance each period for changes in our estimate of lifetime expected credit losses are recognized in earnings through the provision for credit losses presented within our consolidated statements of operations and comprehensive income (loss).

We have made an accounting policy election to not measure an allowance for credit losses for accrued interest receivables.

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For example, the Company considers the impact of current economic factors at the reporting date that did not exist over the period from which historical experience was used.

As of June 30, 2024, we have considered the impact of Federal Reserve monetary policy, labor market trends and inflation.

As of June 30, 2025, we have considered the impact of Federal Reserve monetary policy, labor market trends, tariffs and inflation.

When available information confirms that specific loans or portions thereof are uncollectible, identified amounts are charged against the allowance for credit losses.

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Costs incurred for enhancements that are expected to result in additional functionality are capitalized and expensed over the estimated useful life of the upgrades.

Capitalized internally developed software costs are included in property, equipment and software, and amortization expense is included in technology and data analytics expense in the consolidated statements of operations and comprehensive loss.

Capitalized internally developed software costs are included in property, equipment and software, and amortization expense is included in technology and data analytics expense within the consolidated statements of operations and comprehensive income (loss).

Property, equipment and software is tested for impairment when there is an indication that the carrying value of the asset group it belongs to may not be recoverable.

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Acquired intangible assets are recorded at fair value on the date of acquisition and amortized over their estimated economic lives on a straight-line basis.

Acquired intangible assets are presented net of accumulated amortization on the consolidated balance sheets.

Acquired intangible assets are presented net of accumulated amortization within the consolidated balance sheets.

We review the carrying amounts of intangible assets for impairment at the asset group level whenever events or changes in circumstances indicate that the carrying amount of the asset group may not be recoverable.

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We have also elected the short-term lease exception and will not recognize right-of-use assets or lease liabilities for qualifying leases with a term of less than 12 months from lease commencement.

Non-marketable Equity Securities

Non-marketable equity securities which do not have a readily determinable fair value are measured at cost less impairment, if any, and adjusted for changes resulting from observable price changes in orderly transactions for an identical or similar investment in the same issuer (the “measurement alternative”).

Gains and losses on the investment due to impairment or observable price changes in orderly transaction for an identical or similar investment of the same issuer, if any, are recognized in other (expense) income, net on our consolidated statements of operations and comprehensive loss and a new carrying value is established for the investment upon such recognition.

Equity Securities Held at Cost

Equity securities held at cost which do not have a readily determinable fair value are measured at cost less impairment, if any, and adjusted for changes resulting from observable price changes in orderly transactions for an identical or similar investment in the same issuer (the “measurement alternative”).

Gains and losses on the investment due to observable price changes in orderly transaction for an identical or similar investment of the same issuer or impairment, if any, are recognized in other (expense) income, net within our consolidated statements of operations and comprehensive income (loss) and a new carrying value is established for the investment upon such recognition.

Funding Debt and Debt Issuance Costs

To finance loans we originate directly or that we purchase from our originating bank partners, we borrow from various lenders through collateralized funding arrangements, which include our warehouse credit facilities secured by pledged loans and sale and repurchase agreements secured by pledging certain retained interests in our off balance sheet securitizations.

To finance loans we originate directly or that we purchase from our originating bank partners, we borrow from various lenders through collateralized funding arrangements, which include our warehouse and variable funding note credit facilities secured by pledged loans, and sale and repurchase agreements secured by pledging certain retained interests in our off-balance sheet securitizations.

These borrowings are carried at amortized cost.

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We defer these costs and amortize them on a straight-line basis over the expected term of the debt.

Interest payments and amortization of debt issuance costs incurred on funding debt is presented as funding costs in the consolidated statements of operations and comprehensive loss.

Interest payments and amortization of debt issuance costs incurred on funding debt is presented as funding costs within the consolidated statements of operations and comprehensive income (loss).

Unamortized debt issuance costs are presented as a reduction of the associated debt.

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In connection with our asset-backed securitization program, we sponsor and establish trusts (deemed to be VIEs) to ultimately purchase loans facilitated by our platform.

Where we consolidate the securitization trusts, the loans held in the securitization trusts are included in loans held for investment, and the notes sold to third-party investors are recorded in notes issued by securitization trusts in the consolidated balance sheets.

amortize note issuance costs, including banker fees, legal fees and other professional service fees, for consolidated securitization trusts on a straight-line basis over the expected life of the notes.

Interest payments and amortization of note issuance costs incurred is presented as funding costs in the consolidated statements of operations and comprehensive loss.

Interest payments and amortization of note issuance costs incurred is presented as funding costs within the consolidated statements of operations and comprehensive income (loss).

Unamortized note issuance costs are presented as a reduction of the associated notes.

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We regularly review the deferred tax assets for recoverability based on historical taxable income, projected future taxable income, the expected timing of the reversals of existing temporary differences, and tax planning strategies.

however, in evaluating the positive evidence available, expectations of future taxable income and projections for growth are usually not sufficient to overcome the negative evidence of the presence of a three-year cumulative loss.

Should there be a change in the ability to recover deferred tax assets, our income tax provision would increase or decrease in the period in which the assessment is changed.

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Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

Level 3 assets and liabilities include financial instruments whose value is determined using discounted cash flow methodologies, as well as instruments for which the determination of fair value requires significant management judgment or estimation.

Level 3 assets and liabilities include financial instruments whose value is determined using

discounted cash flow methodologies, as well as instruments for which the determination of fair value requires significant management judgment or estimation.

Revenue Recognition

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In these instances, we may be required to purchase the loan for a price in excess of the fair market value of such loans, which results in a loss.

These losses are recognized as loss on loan purchase commitment in our consolidated statements of operations and comprehensive loss.

These losses are recognized as loss on loan purchase commitment within our consolidated statements of operations and comprehensive income (loss).

These costs are incurred on a per loan basis.

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Upon purchase, the liability is included in the amortized cost basis of the purchased loan as a discount, which is amortized into interest income over the life of the loan.

Customer Referral Partners

From time to time, we make payments to customer referral partners providing lead generation services for each transaction processed through our technology platform.

We first evaluate whether the customer referral partner is a customer or a vendor.

We consider customer referral partners as customers if we determine they are the principal to eligible merchants in providing the facilitation of credit service.

We consider customer referral partners as vendors if we determine that we are the principal to eligible merchants in providing the facilitation of credit service.

Payments made to customer referral partners that are considered to be our customer are recorded as a reduction of revenue, and payments made to customer referral partners that are not considered to be our customers are recorded in processing and servicing expense, respectively, over the associated period of benefit within our consolidated statements of operations and comprehensive loss.

Platform Partners

We have agreements with third-party platform partners through which we obtain access to certain merchant relationships and utilize them as a means of integrating Affirm services.

As we maintain separate agreements with platform partners and merchants, the existence of a platform partner does not typically impact our Principal vs.

Agent assessment in relation to the Merchant, where we have concluded that we are the Principal to the merchant customer in providing the facilitation of credit services.

We make payments to platform partners for each eligible transaction processed through the platform integration.

Payments made to platform partners are recorded in processing and servicing expense as incurred within our consolidated statements of operations and comprehensive income (loss).

Sales and Marketing Costs

Sales and marketing costs include the expense related to warrants and other share-based payments granted to our enterprise partners.

Refer to Note 6.

Balance Sheet Components for more information on these arrangements.

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We use a combination of interest rate cap agreements and interest rate swaps to manage interest costs and the risk associated with variable interest rates.

ASC Topic 815 “Derivatives and Hedging” (“ASC 815”) requires that an entity recognize all derivative instruments as either assets or liabilities in the statement of financial position at fair value.

ASC Topic 815 “Derivatives and Hedging” (“ASC 815”) requires that

an entity recognize all derivative instruments as either assets or liabilities in the statement of financial position at fair value.

In accordance with ASC 815, we designate certain derivative instruments as cash flow hedges, while others are not designated as hedges.

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As such, the fair values are presented gross within other assets and accrued expenses and other liabilities .

Offsetting collateral received by or paid to the counterparty is presented gross within accrued expenses and other liabilities or other assets, as applicable, on the consolidated balance sheet.

Offsetting collateral received by or paid to the counterparty is presented gross within accrued expenses and other liabilities or other assets, as applicable, within the consolidated balance sheet.

Cash flows associated with our derivative instruments are reported within cash flows from operating activities in the consolidated statements of cash flows.

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At inception of the hedge accounting relationship and on a quarterly basis, we formally assess whether derivatives designated as cash flow hedges are highly effective in offsetting changes to the forecasted cash flows of the hedged items.

If the cash flow hedges are deemed to be highly effective, the gain or loss on the cash flow hedges are recorded in other comprehensive income (loss) (“OCI”) and reclassified into earnings when the hedged cash flows are recognized in funding costs within the consolidated statements of operations and comprehensive income.

The amount that is reclassified into earnings is presented in the consolidated statements of operations and comprehensive loss within funding costs, the same line item in which the hedged transaction is recognized.

If the cash flow hedges are deemed to be highly effective, the gain or loss on the cash flow hedges are recorded within other comprehensive income (loss) (“OCI”) and reclassified into earnings when the hedged cash flows are recognized in funding costs within the consolidated statements of operations and comprehensive income (loss).

The amount that is reclassified into earnings is presented within the consolidated statements of operations and comprehensive income (loss) within funding costs, the same line item in which the hedged transaction is recognized.

Derivatives Not Designated as Hedges

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We enter into these contracts to manage interest rate risk.

Any changes in the fair value of these financial instruments are reflected in other (expense) income, net, on the consolidated statements of operations and comprehensive loss.

Any changes in the fair value of these financial instruments are reflected in other (expense) income, net, within the consolidated statements of operations and comprehensive income (loss).

Refer to Note 12.

Derivative Financial Instruments for additional information on our derivative assets and liabilities.

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The fair value of each RSU is equal to the closing stock price on the date of grant.

The fair value of each option on the date

of grant is determined using the Black Scholes-Merton option pricing model using the single-option award approach.

We estimate volatility using a weighted average of our historical volatility and the historical volatility of selected comparable publicly-traded companies due to the limited time period of historical market data for our common stock.

The fair value of each option on the date of grant is determined using the Black Scholes-Merton option pricing model using the single-option award approach.

We estimate volatility using a weighted average of our historical volatility and the historical volatility of selected

comparable publicly-traded companies due to the limited time period of historical market data for our common stock.

The risk-free interest rate is determined using a U.S.

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We record stock-based compensation expense for these awards on an accelerated attribution method over the requisite service period, which is generally four years .

Upon exercise or vesting of a stock-based award, the tax effect of the difference, if any, between the cumulative compensation cost recognized for financial statement purposes and the deduction for income tax purposes, will be recognized as an income tax expense or benefit in the consolidated statement of operations and comprehensive loss.

Market-Based Awards

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Treasury rate for the period that coincides with the expected term of the award.

We record stock-based compensation expense for market-based equity awards on an accelerated attribution method over the requisite service period, and only if performance-based conditions are considered probable of being satisfied.

The grant-date fair value of market-based equity awards is recorded as stock-based compensation expense on an accelerated attribution method over the requisite service period if the performance-based conditions are considered probable of being satisfied.

Foreign Currency

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Gains and losses resulting from these translations are recorded as a component of accumulated other comprehensive income (loss) (“AOCI”).

Gains and losses from the remeasurement of foreign currency transactions into the functional currency are recognized as other income (expense), net, in our consolidated statements of operations and comprehensive loss.

Basic and Diluted Net Loss per Common Share

Basic and Diluted Net Income (Loss) per Common Share

We calculate net income or loss per share using the two-class method.

The two-class method requires income available to common stockholders for the period to be allocated between each class of common stock and

participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed.

Our participating securities include common stock issued upon the early exercise of stock options and convertible senior notes.

We consider any shares issued upon early exercise of stock options, subject to repurchase, to be participating securities because holders of such shares have non-forfeitable dividend rights in the event a cash dividend is declared on our common stock.

These participating securities do not contractually require the holders of such shares to participate in our losses.

As such, net losses for the years presented were not allocated to our participating securities.

We calculate basic net loss per share attributable to common stockholders for Class A and Class B common stock by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding in each class for the period.

We calculate diluted net loss per share attributable to common stockholders by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding in each class, after giving consideration to the dilutive effect of our stock options, restricted stock units, employee stock purchase plan shares, convertible debt and common stock warrants that are outstanding during the period.

We have generated a net loss in all periods presented, and therefore, the basic and diluted net loss per share attributable to common stockholders are the same as the inclusion of the potentially dilutive securities would be anti-dilutive.

Recent Accounting Pronouncements Not Yet Adopted

The two-class method requires income available to common stockholders for the period to be allocated between each class of common stock and participating securities based upon their respective rights to receive dividends as if all income for the period had

been distributed.

Our convertible senior notes represent participating securities, and net income will be allocated to these securities in any periods during which a portion of the earnings is required to be attributed to the notes.

We calculate basic net income (loss) per share attributable to common stockholders for Class A and Class B common stock by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding in each class for the period.

We calculate diluted net income per share attributable to common stockholders by dividing net income attributable to common stockholders by the weighted average number of common shares outstanding in each class, after giving consideration to the dilutive effect of our stock options, restricted stock units, employee stock purchase plan shares, convertible debt and common stock warrants that are outstanding during the period.

In periods where we have generated a net loss, the basic and diluted net loss per share attributable to common stockholders are the same as the inclusion of the potentially dilutive securities would be anti-dilutive.

Recently Adopted Accounting Standards

Segment Reporting

In November 2023, the FASB issued ASU 2023-07, “ Segment Reporting (Topic 280):

In November 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-07, “ Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures”.

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Early adoption is permitted.

We are in the process of evaluating the impact of adopting this accounting standard update on our consolidated financial statements and disclosures.

The Company adopted the new standard effective June 30, 2025.

Refer to Note 19.

Segments and Geographical Information for the enhanced disclosures.

Recent Accounting Pronouncements Not Yet Adopted

In December 2023, the FASB issued ASU 2023-09, “ Income Taxes (Topic 740):

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Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance.

We are in the process of evaluating the impact of adopting this accounting standard update on our consolidated financial statements and disclosures.

We are in the process of evaluating the impact of adopting this accounting standard update within our consolidated financial statements and disclosures.

Reporting Comprehensive Income

In November 2024, the FASB issued ASU 2024-03, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses” .

Subsequent to the issuance of ASU 2024-03, the FASB issued ASU 2025-01 to clarify the effective date of ASU 2024-03.

The new guidance requires disclosure, in the notes to the financial statements, specified information about certain income statement costs and expenses for each interim and annual reporting period.

The ASU is effective for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027, and should be applied on a prospective basis, although retrospective application is permitted.

Early adoption is permitted.

We are in the process of evaluating the impact of adopting this accounting standard update within our consolidated financial statements and disclosures.

Debt with Conversion and Other Options

In November 2024, the FASB issued ASU 2024-04, “Debt—Debt with Conversion and Other Options (Subtopic 470-20):

Induced Conversions of Convertible Debt Instruments” .

The new guidance clarifies the requirements for determining whether certain settlements of convertible debt should be accounted for as an induced conversion.

The ASU is effective for fiscal years beginning after December 15, 2025 and interim periods within those annual reporting periods, and should be applied on a prospective basis, although retrospective application is permitted.

Early adoption is permitted.

We are in the process of evaluating the impact of adopting this accounting standard update within our consolidated financial statements and disclosures.

The following table presents our revenue disaggregated by revenue source (in thousands):

Year ended June 30,

2024 2023 2022

June 30, 2025 June 30, 2024 June 30, 2023

Merchant network revenue $ 882,658 674,607 507,600

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Merchant network revenue primarily consists of merchant fees.

Merchant partners (or integrated merchants) are generally charged a fee based on GMV processed through the Affirm platform.

Merchant partners (or integrated merchants) are generally charged a fee based on gross merchandise volume (“GMV”) processed through the Affirm platform.

The fees vary depending on the individual arrangement between us and each merchant and on the terms of the product offering.

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Revenue is recognized at the point in time when the performance obligation has been fulfilled, which is when the sale occurs.

For the years ended June 30, 2025, 2024, and 2023 affiliate network revenue was $ 123.4 million, $ 95.8 million, and $ 68.7 million, respectively.

For the years ended June 30, 2025, 2024, and 2023, there were no merchants that exceeded 10% of total revenue.

Card Network Revenue — Revenue from Contracts with Customers

We have agreements with card-issuing partners to facilitate the issuance of physical and virtual debit cards to be used by consumers at checkout.

We have agreements with card-issuing partners to facilitate the issuance of physical and one-time-use virtual cards to be used by consumers at checkout.

Prior to purchase, consumers can apply at Affirm.com or via the Affirm App and, upon approval, use a physical or virtual card to complete their purchase online or in-store.

The card is funded at the time a transaction is authorized using cash held by the card-issuing partner in a reserve fund.

Eligible consumers

can also use the Affirm Card, a debit card issued by a card-issuing partner to pay in full, via their linked bank account, or pay later, by using a unique post-purchase feature that allows them to instantly convert any eligible debit transaction into an installment loan.

Eligible consumers can also use the Affirm Card, a card issued by a card-issuing partner to pay in full or pay later, by using a unique post-purchase feature that allows them to instantly apply for an installment loan for any eligible debit transaction.

Where applicable, our originating bank partner, or wholly-owned subsidiaries, then originates a loan to the consumer after the transaction is confirmed by the merchant.

The merchant is charged interchange fees for each successful debit card transaction, and a portion of this revenue is shared with us by our card-issuing partners.

The merchant is charged interchange fees for each successful card transaction, and a portion of this revenue is shared with us by our card-issuing partners.

Merchants may also elect to utilize our agreement with card-issuing partners as a means of integrating Affirm services.

Similarly, for these arrangements with integrated merchants, the merchant is charged interchange fees for each successful debit card transaction and a portion of this revenue is shared with us.

Similarly, for these arrangements with integrated merchants, the merchant is charged interchange fees for each successful card transaction and a portion of this revenue is shared with us.

From time to time, we offer certain integrated merchants promotional incentives to promote our platform to their customers, such as rebates of interchange fees incurred by the merchant.

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Our service comprises a single performance obligation to the card-issuing partner to facilitate transactions with consumers.

A portion of card network revenue relates to incentive payments from card network partners, which we are eligible to receive for reaching certain cumulative volume targets on program cards issued by the issuer processors.

We earn incentive revenue as a percentage of each associated transaction and estimate the applicable percentage based on observed cumulative volume on program cards.

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Interest income consisted of the following components (in thousands):

Year ended June 30,

2024 2023 2022

June 30, 2025 June 30, 2024 June 30, 2023

Contractual interest income on unpaid principal balance (1)

$ 1,423,439 1,043,019 561,192

Amortization of discount on loans 254,964 204,654 158,703

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Interest receivable charged-off, net of recoveries (2)

( 49,016 ) ( 26,373 ) ( 17,050 )

Total interest income $ 1,608,221 $ 1,204,355 $ 685,217

(1) Contractual interest income on unpaid principal balance, for the year ended June 30, 2025, includes a reduction of $ 10.9 million and $ 15.8 million, for the three months ended December 31, 2024, and March 31, 2025, respectively, which were previously reported as $ 375.9 million and $ 369.7 million for the

same periods.

The amounts for the year ended June 30, 2025 are unaffected, and the differences are not material to the current or prior period financial statements.

(2) Interest receivable charged-off, net of recoveries, for the year ended June 30, 2025, includes a reduction of $ 10.9 million and $ 15.8 million, for the three months ended December 31, 2024, and March 31, 2025, respectively, which were previously reported as $ 25.8 million and $ 27.5 million for the same periods.

The amounts for the year ended June 30, 2025 are unaffected, and the differences are not material to the current or prior period financial statements.

We accrue interest income using the effective interest method, which includes the amortization of any discounts or premiums on loan receivables created upon the purchase of a loan from our originating bank partners or upon the origination of a loan.

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Past due status is based on the contractual terms of the loans.

Previously recognized interest receivable from charged-off loans that is accrued but not collected from the consumer is reversed.

Previously recognized interest receivable from charged-off loans that is accrued but not collected from the consumer is charged-off.

Gain on Sales of Loans

We sell certain loans we originate or purchase from our originating bank partners directly to third-party investors or to securitizations.

We recognize a gain or loss on sale of loans sold to third parties or to unconsolidated securitizations.

This is calculated as the difference between the proceeds received and the carrying value of the loan.

We recognize a gain or loss on sale of loans sold to third parties or to unconsolidated securitizations by calculating the difference between the proceeds received and the carrying value of the loan.

This amount is adjusted for the initial recognition of any assets or liabilities incurred upon sale.

These generally include a net servicing asset or liability in connection with our ongoing obligation to continue to service the loans.

We also recognize a recourse liability based on our estimate of future losses in connection with our obligation to repurchase loans that do not meet certain contractual requirements and such information about the loan was unknown at the time of sale.

Additionally, we recognize a risk sharing asset or liability in certain arrangements where payments are made or received based on the actual versus expected loan performance, as contractually agreed with the third party.

These generally include a net servicing asset or liability in connection with our ongoing obligation to continue to service the loans and a liability in connection with our loan repurchase obligation for loans that do not meet certain contractual requirements and such information about the loan was unknown at the time of sale.

Refer to Note 10.

Securitization and Variable Interest Entities for further discussion on transfers of loan receivables and Note 13.

Fair Value of Financial Assets and Liabilities for further discussion of risk sharing arrangements.

Servicing Income

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Loans held for investment includes loans originated through our originating bank partners and directly originated loans.

The majority of the loans that are underwritten using our technology platform and originated by our originating bank partners are later purchased by us.

Loans that are underwritten using our technology platform and originated by our originating bank partners are later purchased by us.

We purchased loans from our originating bank partners in the amount of $ 30.0 billion, $ 21.5 billion, and $ 16.2 billion for the years ended June 30, 2025, 2024, and 2023, respectively.

We directly originated $ 6.3 billion, $ 4.5 billion, and $ 3.7 billion of loans for the June 30, 2025, 2024, and 2023, respectively.

Our portfolio consists of interest bearing and non-interest bearing consumer loans with original term lengths of up to sixty months originated in markets including the U.S.

and Canada, with the majority of loans originated within the U.S.

Given that our loan portfolio focuses on one product segment, unsecured consumer installment loans, we generally evaluate the entire portfolio as a single homogeneous loan portfolio considering factors such as country of origin, loan product, origination channel, merchant and various borrower characteristics, to predict future losses.

Our portfolio consists of interest bearing and non-interest bearing consumer loans with original term lengths of up to sixty months originated in markets including the U.S., U.K., and Canada, with the majority of loans originated within the U.S.

While we view our loan portfolio as a single product segment, unsecured consumer loans, we consider factors such as country of origin, loan product, origination channel, merchant and various borrower characteristics to predict future losses.

We closely monitor credit quality for our loan receivables to manage and evaluate our related exposure to credit risk.

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Repayment performance within each ITACs band is also monitored to support both the integrity of the risk scoring models and to measure possible changes in consumer behavior amongst various credit tiers.

The following table presents an analysis of the credit quality, by ITACs score, of the amortized cost basis excluding accrued interest receivable, by fiscal year of origination on loans held for investment and loans held for sale as of June 30, 2024 (in thousands):

The following tables present an analysis of the credit quality, by ITACs score, of the amortized cost basis excluding accrued interest receivable, by fiscal year of origination on loans held for investment and loans held for sale as of June 30, 2025 and June 30, 2024 (in thousands):

June 30, 2025

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Total amortized cost basis $ 6,580,225 $ 319,680 $ 53,076 $ 4,414 $ 151 $ 36 $ 6,957,582

(1) This balance represents loan receivables without sufficient data available for use by the Affirm scoring methodology including new markets and certain developing products.

The following table presents net charge-offs by fiscal year of origination as of year ended June 30, 2024 (in thousands):

Net Charge-offs by Fiscal Year of Origination

2024 2023 2022 2021 2020 Prior Total

Current period charge-offs ( 142,915 ) ( 213,870 ) ( 7,729 ) ( 969 ) ( 121 ) ( 107 ) ( 365,711 )

Current period recoveries 6,215 15,515 7,724 1,075 73 94 30,696

Current period net charge-offs $ ( 136,700 ) $ ( 198,355 ) $ ( 5 ) $ 106 $ ( 48 ) $ ( 13 ) $ ( 335,015 )

June 30, 2024

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Total amortized cost basis $ 5,300,448 $ 282,738 $ 23,452 $ 416 $ 108 $ 134 $ 5,607,296

(1) This balance represents loan receivables in markets without sufficient data currently available for use by the Affirm scoring methodology including loan receivables originated in Canada.

(1) This balance represents loan receivables without sufficient data available for use by the Affirm scoring methodology including new markets and certain developing products.

The following table presents net charge-offs by fiscal year of origination as of year ended June 30, 2025 (in thousands):

June 30, 2025

Net Charge-offs by Fiscal Year of Origination

2025 2024 2023 2022 2021 Prior Total

Current period charge-offs ( 205,624 ) ( 324,013 ) ( 20,444 ) ( 1,576 ) ( 237 ) ( 178 ) ( 552,072 )

Current period recoveries 7,832 23,229 13,051 5,644 1,140 384 51,280

Current period net charge-offs $ ( 197,792 ) $ ( 300,784 ) $ ( 7,393 ) $ 4,068 $ 903 $ 206 $ ( 500,792 )

Loan receivables are defined as past due if either the principal or interest have not been received within four calendars days of when they are due in accordance with the agreed upon contractual terms.

The following table presents an aging analysis of the amortized cost basis excluding accrued interest receivable of loans held for investment and loans held for sale by delinquency status (in thousands):

The following table presents an aging analysis of the amortized cost basis excluding accrued interest receivable of loans held for investment by delinquency status (in thousands):

June 30, 2025 June 30, 2024

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The allowance for credit losses reflects our estimate of expected lifetime credit losses, which consider the remaining contractual term, historical credit losses, consumer payment trends, estimated recoveries, and future payment expectations as of each balance sheet date.

Adjustments to the allowance for changes in our estimate of lifetime expected credit losses are recognized in earnings through the provision for credit losses presented on our consolidated statements of operations and comprehensive loss.

Adjustments to the allowance for changes in our estimate of lifetime expected credit losses are recognized in earnings through the provision for credit losses presented within our consolidated statements of operations and comprehensive income (loss).

When available information confirms that specific loans or portions thereof are uncollectible, identified amounts are charged off against the allowance for credit losses.

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The following table details activity in the allowance for credit losses, including charge-offs, recoveries and provision for loan losses (in thousands):

2024 2023 2022

June 30, 2025 June 30, 2024 June 30, 2023

Balance at beginning of period $ 309,097 $ 204,531 $ 155,392

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however, the total remaining term may not exceed twenty-four months .

In addition, the total interest due from the consumer will not exceed the initial total interest due prior to modification, and a loan may not be re-amortized more than once.

In addition, the total interest due from the consumer

will not exceed the initial total interest due prior to modification, and a loan may not be re-amortized more than once.

The following tables present the amortized cost basis of loans excluding accrued interest receivable that were modified for borrowers experiencing financial difficulty during the years ended June 30, 2025 and 2024, by type of modification (in thousands):

Year ended June 30,

June 30, 2025 June 30, 2024 (1)

Payment deferral $ 11,642 $ 34,641

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% of total loan receivables outstanding 0.17 % 0.64 %

(1) Amounts previously disclosed excluded modifications made to borrowers where the loan was less than 30 days delinquent at the time of modification.

With respect to borrowers who received payment deferrals during the years ended June 30, 2025 and 2024, the length of each deferral period was one month .

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We hold an allowance for credit losses for modified loans classified as held for investment.

Our allowance estimate considers

whether a loan has been modified, the delinquency status of the loan on the date of modification, and the increased likelihood that such loan may become delinquent or charge-off in the future.

Our allowance estimate considers whether a loan has been modified, the delinquency status of the loan on the date of modification, and the increased likelihood that such loan may become delinquent or charge-off in the future.

The following table presents the delinquency status as of June 30, 2025 and June 30, 2024, by amortized cost basis excluding accrued interest receivable, of loan receivables that have been modified within the last 12 months where the borrower was experiencing financial difficulty at the time of modification (in thousands):

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Total amortized cost basis $ 34,641 $ 1,057 $ 35,698

(1) Amounts previously disclosed excluded modifications made to borrowers where the loan was less than 30 days delinquent at the time of modification

With respect to modifications during the 12 months preceding June 30, 2025 and June 30, 2024, respectively, where the borrower was experiencing financial difficulty at the time of modification, the amortized cost basis of loans which have been charged off was $ 6.5 million and $ 13.3 million, respectively.

During the year ended June 30, 2024, there were no acquisitions accounted for as business combinations and there was one acquisition accounted for during the same period in 2023.

During the years ended June 30, 2025 and 2024, there were no acquisitions accounted for as business combinations and there was one acquisition accounted for during the same period in 2023.

Acquisitions completed during the year ended June 30, 2023

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The fair value measurements are based on significant unobservable inputs, including management estimates and assumptions, and thus represents Level 3 measurements.

The transaction costs associated with the acquisition were approximately $ 1.8 million for the year ended June 30, 2023, which are included in general and administrative expense in the consolidated statements of operations and comprehensive loss.

Balance Sheet Components

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Balance as of June 30, 2023 $ 542,571

Additions (1)

Adjustments (1)

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Balance as of June 30, 2025 $ 534,156

(1) Refer to Note 5.

Acquisitions for a description of additions to goodwill during the year ended June 30, 2023.

(1) Adjustments to goodwill during the years ended June 30, 2025 and 2024 primarily pertained to foreign currency translation adjustments.

During the year ended June 30, 2024, we recognized goodwill disposal losses of $ 1.0 million included in general and administrative expenses on our consolidated statements of operations and comprehensive loss.

No impairment or disposal losses related to goodwill were recorded during the years ended June 30, 2023 and 2022.

No impairment losses related to goodwill were recorded during the year ended June 30, 2025.

During the year ended June 30, 2024, we recognized goodwill disposal losses of $ 1.0 million included in general and administrative expenses within the consolidated statements of operations and comprehensive income (loss).

For the year ended June 30, 2023, no impairment losses related to goodwill were recorded.

Intangible assets consisted of the following (in thousands):

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No impairment losses related to intangible assets were recorded during the years ended June 30, 2025, 2024, and 2023.

The expected future amortization expense of these intangible assets as of June 30, 2024 is as follows (in thousands):

The expected future amortization expense of these intangible assets as of June 30, 2025 is as follows, by fiscal year (in thousands):

2030 and thereafter —

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Commercial Agreement Assets

In November 2021, we granted warrants in connection with our commercial agreements with certain subsidiaries of Amazon.com, Inc.

The warrants were granted in exchange for certain performance provisions and the benefit of acquiring new users.

In fiscal year 2022, we granted warrants in connection with our commercial agreements with certain subsidiaries of Amazon.com, Inc.

We recognized an asset of $ 133.5 million associated with the portion of the warrants that were fully vested upon grant.

The asset was valued based on the fair value of the warrants and represents the probable future economic benefit to be realized over the expected benefit period.

expected benefit period of the asset was initially estimated to be approximately three years .

During the year ended June 30, 2024, the remaining expected benefit period was extended by one year upon the renewal of the commercial agreement, which extended the agreement term.

For the years ended June 30, 2024, 2023, and 2022, we recognized amortization expense of $ 32.9 million, $ 41.4 million, and $ 26.3 million, respectively, in our consolidated statements of operations and comprehensive loss as a component of sales and marketing expense.

The asset was valued based on the fair value of the warrants and represents the probable future economic benefit to be realized over the expected benefit period of four years .

For the years ended June 30, 2025, 2024, and 2023, we recognized amortization expense of $ 20.7 million, $ 32.9 million, and $ 41.4 million, respectively, in our consolidated statements of operations and comprehensive income (loss) as a component of sales and marketing expense.

As of June 30, 2025, the accumulated amortization is $ 121.3 million and the remaining net asset value is $ 12.2 million, which will be recognized over the remaining useful life of 0.6 years.

Refer to Note 14.

Stockholders’ Equity for further discussion of the warrants.

In January 2021, we recognized an asset in connection with a commercial agreement with an enterprise partner, in which we granted stock appreciation rights in exchange for the benefit of acquiring access to the partner's consumers.

The asset was valued at $ 25.9 million based on the fair value of the stock appreciation rights on the grant date and represents the probable future economic benefit to be realized over the three-year expected benefit period.

During the year ended June 30, 2024, the expected benefit period ended and the asset has been fully amortized.

For the years ended June 30, 2024, 2023, and 2022, we recorded amortization expense related to the asset of $ 4.2 million, $ 8.3 million, and $ 8.1 million, respectively, in our consolidated statements of operations and comprehensive loss as a component of sales and marketing expense.

In July 2020, we recognized an asset in connection with a commercial agreement with Shopify Inc.

(“Shopify”), in which we granted warrants in exchange for the opportunity to acquire new merchant partners.

This asset represents the probable future economic benefit to be realized over the expected benefit period and is valued based on the fair value of the warrants on the grant date.

We recognized an asset of $ 270.6 million associated with the fair value of the warrants, which were fully vested as of June 30, 2024.

The expected benefit period of the asset was initially estimated to be four years , and the remaining useful life of the asset is reevaluated each reporting period.

During fiscal year 2022, the remaining expected benefit period was extended by two years upon the execution of an amendment to the commercial agreement with Shopify which extended the term of the agreement.

W e recorded amortization expense related to the commercial agreement asset of $ 35.9 million, $ 35.8 million, and $ 62.2 million for the years ended June 30, 2024, 2023, and 2022, respectively, in our consolidated statements of operations and comprehensive loss as a component of sales and marketing expense.

In fiscal year 2021, we granted warrants in exchange for the opportunity to acquire new merchant partners through a commercial agreement with Shopify Inc.

We recognized an asset of $ 270.6 million based on the grant-date fair value of the vested warrants.

We amortize the asset over the expected benefit period, which was extended from six to nine years during the fiscal year 2025 upon execution of a commercial agreement that superseded and replaced the previous commercial agreement.

The benefit period is reevaluated each reporting period.

W e recorded amortization expense related to the commercial agreement asset of $ 26.7 million, $ 35.9 million, and $ 35.8 million for the years ended June 30, 2025, 2024, and 2023, respectively, in our consolidated statements of operations and comprehensive income (loss) as a component of sales and marketing expense.

As of June 30, 2025, the accumulated amortization is $ 225.5 million and the remaining net asset value is $ 45.1 million, which will be recognized over the remaining useful life of 4.0 years.

Other assets consisted of the following (in thousands):

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Processing reserves $ 90,826 $ 55,754

Equity securities, at cost 37,806 43,172

Fixed term deposit 35,203 —

Risk sharing assets 33,884 —

Prepaid expenses 47,027 28,799

Operating lease right-of-use assets 21,863 30,171

Equity securities held at cost 40,277 37,806

Risk sharing assets 43,179 33,884

Prepaid payroll taxes for stock-based compensation 25,188 21,395

Operating lease right-of-use assets 19,124 21,863

Foreign deferred tax asset 13,929 21,206

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Derivative instruments 2,644 17,207

Fixed term deposit — 35,203

Other assets 9,395 7,960

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Total accrued expenses and other liabilities $ 157,272 $ 147,429

We lease facilities under operating leases with various expiration dates through 2030.

We lease office space under operating leases with various expiration dates through 2032.

We have the option to renew or extend our leases.

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As of June 30, 2025, we have not considered such provisions in the determination of the lease term, as it is not reasonably certain these options will be exercised.

Leases have remaining terms that range from less than one year to six years .

Leases have remaining terms that range from less than one year to seven years .

Several leases require us to obtain standby letters of credit, naming the lessor as a beneficiary.

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We are required to post collateral for the letters of credit in the form of cash or eligible securities.

As of June 30, 2024, the collateral totaled $ 8.8 million, of which $ 2.0 million was in the form of cash that was classified as restricted cash, and $ 6.8 million was in the form of securities which was classified as securities available for sale at fair value on our consolidated balance sheets.

As of June 30, 2023, the collateral and deposits for the letters of credit was $ 9.7 million in the form cash and was classified as restricted cash on our consolidated balance sheets.

During the years ended June 30, 2024 and 2023 , we decided to sublease a portion of our leased office space in San Francisco, resulting in an impairment charge of $ 0.8 million and $ 1.2 million, respectively, included in general and administrative expense on our consolidated statements of operations and comprehensive loss.

For the year ended June 30, 2022, the impairment expense related to leases was not material to our consolidated statements of operations and comprehensive loss.

Operating lease expense are as follows (in thousands):

Year ended June 30,

2024 2023 2022

As of June 30, 2025, the collateral totaled $ 4.5 million, which was in the form of securities that have been classified as securities available for sale at fair value in the consolidated balance sheets.

No impairment charge was incurred related to leases during the fiscal year ended June 30, 2025.

During the years ended June 30, 2024 and 2023, we subleased a portion of our leased office space in San Francisco, resulting in

an impairment charge of $ 0.8 million and $ 1.2 million, respectively, included in general and administrative expense within our consolidated statements of operations and comprehensive income (loss).

Operating lease expense is as follows (in thousands):

June 30, 2025 June 30, 2024 June 30, 2023

Operating lease expense (1) (2)

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(1) Lease expenses for our short-term leases were immaterial for the years presented.

(2) During the year ended June 30, 2023, we incurred charges of $ 4.7 million, within restructuring and other, on our consolidated statements of operations and comprehensive loss, related to a reduction to our ROU lease assets which were attributed to certain leased space we were no longer utilizing for our business operations.

(2) During the year ended June 30, 2023, we incurred charges of $ 4.7 million, within restructuring and other, within our consolidated statements of operations and comprehensive income (loss), related to a reduction to our ROU lease assets which were attributed to certain leased space we were no longer utilizing for our business operations.

We have subleased a portion of our leased facilities.

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Under the normal terms of our whole loan sales to third-party investors, we may become obligated to repurchase loans from investors in certain instances where a breach in representations and warranties is identified.

Generally, a breach in representation and warranties could occur where a loan has been identified as subject to verified or suspected fraud, or in cases where a loan was serviced or originated in violation of Affirm’s guidelines.

Generally, a breach in representations and warranties could occur where a loan has been identified as subject to verified or suspected fraud, or in cases where a loan was serviced or originated in violation of Affirm’s guidelines.

We would only experience a loss if the contractual repurchase price of the loan exceeds the fair value on the repurchase date.

This amount was not material as of June 30, 2024.

As of June 30, 2025, the aggregate outstanding balance of loans held by third-party investors or

unconsolidated VIEs was $ 7.8 billion, of which we have recorded a repurchase liability of $ 8.7 million within accrued expenses and other liabilities in our consolidated balance sheets.

Legal Proceedings

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In light of the above, plaintiffs assert that Affirm violated Section 10(b) of the Exchange Act and Rule 10b-5 promulgated thereunder, and that Levchin and Linford violated Section 20(a) of the Exchange Act.

Plaintiffs seek class certification, unspecified compensatory

and punitive damages, and costs and expenses.

Plaintiffs seek class certification, unspecified compensatory and punitive damages, and costs and expenses.

Affirm filed its motion to dismiss the second amended complaint on February 2, 2024.

On August 26, 2024, the Court granted Affirm’s motion to dismiss with leave to amend by September 25, 2024.

On August 26, 2024, the Court granted Affirm’s motion to dismiss with leave to amend.

On September 23, 2024, plaintiffs filed a motion for leave to file a motion for reconsideration of the Court's Order granting Affirm's motion to dismiss.

On August 14, 2025, the Court resolved plaintiffs' motion in Affirm's favor and directed plaintiffs to file a third amended complaint or stand on their second amended complaint and submit a joint proposed form of judgment.

Levchin, et al.

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On November 30, 2023, the case was stayed by agreement of the parties.

We have determined, based on current knowledge, that the aggregate amount or range of losses that are estimable with respect to our legal proceedings, including the matters described above, would not have a material adverse effect on our consolidated financial position, results of operations or cash flows.

We have determined, based on current knowledge, that the aggregate amount or range of losses that are estimable with respect to our legal proceedings, including the matters described above, would not have a material adverse effect within our consolidated financial position, results of operations or cash flows.

Amounts accrued as of June 30, 2025 and June 30, 2024 were not material.

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Purchase Commitments

We have entered into non-cancelable purchase obligations with our third-party cloud computing web services provider, which included annual purchase commitments for the period from March 2023 through February 2030 with an aggregate committed spend of $ 650.0 million during such period.

We entered into non-cancelable purchase obligations with our third-party cloud computing web services provider, which included annual purchase commitments for the period from March 2023 through February 2030 with an aggregate committed spend of $ 650.0 million during such period.

For the years ended June 30, 2025 and 2024, we had remaining purchase commitments of $ 535.4 million and $ 575.9 million, respectively, primarily related to cloud and hosting services.

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We pay our cloud-computing web services provider monthly, and we may pay more than the minimum purchase commitment based on usage.

Debt encompasses funding debt, convertible senior notes and our revolving credit facility.

Secured Borrowing Facilities

The following table summarizes the components of our U.S.

and International secured borrowing facilities as of June 30, 2024 (in thousands):

Total Capital Capacity Advance Rate Interest Rate Spread (2)

Unused Commitment Fees Maturity Pledged Collateral (3)

Total Outstanding

Weighted Average Min - Max Weighted Average

US facilities 4,975,000 70 % - 86 %

84 % 1.75 % - 2.20 %

Debt outstanding as of June 30, 2025 includes amounts classified within our consolidated balance sheets as funding debt, notes issued by securitization trusts, and convertible senior notes.

Secured debt includes borrowings from our warehouse facilities, variable funding notes, notes issued by securitization trusts and sale and repurchase agreements.

Unsecured debt includes outstanding convertible senior notes and any borrowings on our unsecured revolving credit facility.

The following table summarizes the components and terms of our secured and unsecured debt as of June 30, 2025 (in thousands):

Interest Rate (1)

Unused Commitment Fees Maturity by Fiscal Year Borrowing Capacity (2)

Debt Outstanding (3)

Debt Outstanding net of unamortized premiums and discount

US warehouse facilities 6.14 % 0.20 % - 0.50 %

2026 - 2032 4,850,000 1,110,832 1,097,559

International warehouse facilities (4)

4.69 % 0.30 % - 0.45 %

International facilities (1)

2028 - 2030 607,692 391,025 390,139

Variable funding notes 5.82 % 0.30 % 2032 1,350,000 107,427 103,879

Sales and repurchase agreements 5.13 % — 2028 -2029 — 31,231 31,231

Notes issued by securitization trusts 5.75 % — 2029 - 2034 4,850,000 4,850,000 4,833,855

$ 11,657,692 $ 6,490,514 $ 6,456,663

Unsecured debt

Convertible senior notes:

2026 Notes —% — 2027 — 248,704 247,880

2029 Notes 0.75 % — 2030 — 920,000 905,120

Revolving credit facility —% 0.20 % 2027 330,000 — —

$ 330,000 $ 1,168,704 $ 1,153,000

$ 11,987,692 $ 7,659,218 $ 7,609,663

Total, before unamortized debt issuance costs, premiums and discounts $ 1,817,174

unamortized debt issuance costs, premiums and discounts ( 14,790 )

Total $ 1,802,384

(1) As of June 30, 2024, international facilities finance the origination of loan receivables in Canada and are denominated in CAD.

(2) Reference rates as of June 30, 2024 under our U.S.

facilities bear interest at an annual benchmark rate of Secured Overnight Financing Rate (“SOFR”) or an alternative commercial paper rate plus an applicable spread.

Reference rates as of June 30, 2024 under our international facilities bear interest at an annual benchmark rate of the Canadian Overnight Repo Rate Average (“CORRA”), Government of Canadian benchmark bond yields, or an alternative commercial paper rate plus an applicable spread.

As debt arrangements are renewed, the reference rate and/or spread are subject to change.

(3) As of June 30, 2024, represents the unpaid principal balance of loans, directly originated by us or purchased from the originating bank partner, pledged as collateral for borrowings in our facilities.

In the U.S., through trusts, we have entered into warehouse credit facilities with certain lenders to finance the purchase and origination of our loans.

Each trust entered into a credit agreement and security agreement with a third-party as administrative agent and a national banking association as collateral trustee and paying agent.

Borrowings under these agreements are classified as funding debt on the consolidated balance sheets and proceeds from the borrowings can only be used for the purposes of facilitating loan funding and origination.

These warehouse credit facility trusts, which have been classified as VIEs, are bankruptcy-remote special-purpose vehicles in which creditors do not have recourse against the general credit of Affirm.

Additionally, we have various credit facilities utilized to finance the origination of loan receivables in Canada.

Similar to our warehouse credit facilities in the U.S., borrowings under these agreements are classified as funding debt on the consolidated balance sheets, and proceeds from the borrowings may only be used for the purposes of facilitating loan funding and origination.

Financing terms, including the advance rate and financing spread, vary across these revolving facilities and generally depend on the types of collateral that may be pledged and respective concentration limits.

The revolving period for each facility generally ends 4 - 12 months prior to the final maturity date, after which additional borrowings are not permitted.

Our funding debt agreements contain certain customary negative covenants and financial covenants including maintaining certain levels of minimum liquidity, maximum leverage, and minimum tangible net worth.

As of June 30, 2024, we were in compliance with all applicable covenants in the agreements.

The aggregate future maturities of our secured borrowing facilities consists of the following (in thousands):

(1) The stated interest rate reflects the fixed or variable interest rate in effect for each of our contractual arrangements as of June 30, 2025, weighted by the outstanding principal balance as of that date.

The interest rate resets periodically for our variable rate debt, typically based on a reference rate such as Secured Overnight Financing Rate (“SOFR”) or Canadian Overnight Repo Rate Average (“CORRA”) plus a spread, or an alternative rate based on the cost funds for the lender.

(2) Represents total revolving commitment amount, inclusive of debt outstanding as of June 30, 2025.

(3) Certain loans are pledged as collateral for borrowings in our secured debt facilities, except for our sales and repurchase agreements which are collateralized by securitization notes receivable and certificates retained by the Company and classified as securities available for sale at fair value.

The carrying value of these pledged assets was $ 7.0 billion as of June 30, 2025.

(4) As of June 30, 2025, international facilities finance loan receivables originated in Canada.

Maturity by Fiscal Year

The aggregate future maturities of our funding debt, notes issued by securitization trusts and convertible notes consists of the following (in thousands):

June 30, 2025

2026 $ 183,181

2029 2,383,583

2030 1,812,562

Thereafter 2,089,176

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Total funding debt, net of deferred debt issuance costs $ 7,609,663

Sales and Repurchase Agreements

Warehouse Credit Facilities

Through certain consolidated subsidiaries, which are typically trusts, we enter into secured borrowing arrangements with banks and other financial institutions.

Through each of these subsidiaries we enter into a loan or credit and security agreement where we borrow against loans pledged as collateral.

We may continue to pledge new receivables to allow us to borrow up to the commitment amount throughout the revolving period for each facility.

The length of the revolving period, the maximum amount we may borrow against pledged collateral balance during the revolving period, and the length of the amortization period prior to the maturity date varies across borrowing facilities depending negotiated terms.

Borrowings under these agreements are classified as funding debt within our consolidated balance sheets and proceeds from the borrowings can only be used for the purposes of funding loans.

These borrowing facilities are bankruptcy-remote special-purpose vehicles in which creditors do not have recourse against the general credit of Affirm.

As of June 30, 2025, we were in compliance with all applicable covenants in the agreements.

Variable Funding Note

We entered into a syndicated revolving loan agreement through a securitization master trust which funds loans.

In connection with the loan agreement, the master trust issued a variable funding note (“VFN”), where borrowings are secured by loan collateral sold to the master trust.

Throughout the reinvestment period of the VFN, the master trust periodically issues asset-backed securities, where securitization note proceeds affects the level of utilization of the VFN.

Outstanding borrowings under the VFN are classified as funding debt within our consolidated balance sheets.

Sale and Repurchase Agreements

We entered into certain sale and repurchase agreements pursuant to our retained interests in our off-balance sheet securitizations where we have sold these securities to a counterparty with an obligation to repurchase at a future date and price.

The repurchase agreements each have an initial term of three months and subject to mutual agreement by Affirm and the counterparty, we may enter into one or more repurchase date extensions, each for an additional three-month term at market interest rates on such extension date.

As of June 30, 2024, the interest rates were 7.33 % for both the senior pledged securities and the residual certificate pledged securities.

We had $ 34.5 million and $ 11.0 million in debt outstanding under our repurchase agreements disclosed within funding debt on the condensed consolidated balance sheets as of June 30, 2024 and June 30, 2023, respectively.

The debt will be amortized through regular principal and interest payments on the pledged securities.

The outstanding debt relates to $ 46.7 million and $ 18.9 million in pledged securities disclosed within securities available for sale at fair value on the consolidated balance sheets as of June 30, 2024 and June 30, 2023, respectively.

These repurchase agreements have a term equaling the contractual life of the securitization notes pledged.

We record the debt outstanding under our sale and repurchase agreements within our funding debt in the consolidated balance sheets.

Notes Issued by Securitization Trusts

We issue asset-backed securities through securitization trusts using a combination of term, amortizing and revolving structures.

Each trust may issue one or more classes of notes, which will be repaid through collections on the loans in accordance with the trust priority of payments.

For consolidated securitization trusts, asset-backed notes held by third-party investors are classified as notes issued by securitization trusts in the consolidated balance sheets.

Refer to Note 10 Securitization and Variable Interest Entities for additional information.

Revolving Credit Facility

We have a Revolving Credit Agreement with a syndicate of banks for a $ 330.0 million unsecured revolving credit facility.

Proceeds of the borrowings under this facility will be used for general corporate purposes in the ordinary course of business.

This facility bears interest at a rate equal to, either (a) for SOFR borrowing, a SOFR rate determined by reference to the forward-looking term SOFR rate for the interest period, plus an applicable margin of 1.75 % per annum or (b) for alternative base rate borrowings, a base rate determined by reference to the highest of (i) the federal funds rate plus 0.50 % per annum, (ii) the rate last quoted by the Wall Street Journal as the

prime rate and (iii) the one-month forward-looking term SOFR rate plus 1.00 % per annum, in each case, plus an applicable margin of 0.75 % per annum.

The facility contains certain financial covenants which may result in an acceleration of the maturity if not maintained, and requires payment of a monthly unused commitment fee of 0.20 % per annum on the undrawn balance available.

On December 16, 2024, we entered into an amendment to our revolving credit facility in order to permit the incurrence of indebtedness pursuant to the 2029 Senior Convertible Notes.

As of June 30, 2025, we were in compliance with all applicable covenants in the agreements.

There were no borrowings outstanding under the facility as of June 30, 2025.

Convertible Senior Notes

On December 20, 2024, we issued approximately $ 920.0 million in aggregate principal amount of 0.75 % convertible senior notes due 2029 (the “2029 Notes”) in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended.

The total net proceeds from this offering, after deducting debt issuance costs, were approximately $ 903.1 million.

The 2029 Notes represent senior unsecured obligations of the Company.

The 2029 Notes will bear interest at a fixed rate of 0.75 % per year, payable semiannually in arrears on June 15 and December 15 of each year, beginning on June 15, 2025.

The 2029 Notes mature on December 15, 2029, unless such Notes are earlier converted, redeemed or repurchased in accordance with their terms.

Each $1,000 of principal of the 2029 Notes will initially be convertible into 9.8992 shares of our common stock, which is equivalent to an initial conversion price of approximately $ 101.02 per share, subject to adjustment upon the occurrence of certain specified events set forth in the indenture governing the 2029 Notes (the “2029 Indenture”).

Holders of the 2029 Notes may convert their 2029 Notes at their option at any time on or after September 15, 2029 until close of business on the second scheduled trading day immediately preceding the maturity date of December 15, 2029.

Further, holders of the 2029 Notes may convert all or any portion of their 2029 Notes at their option prior to the close of business on the business day immediately preceding September 15, 2029, only under the following circumstances:

1) during any calendar quarter commencing after the calendar quarter ending March 31, 2025 (and only during such calendar quarter), if the last reported sale price of the Class A common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130 % of the conversion price on each applicable trading day;

2) during the five business day period after any five consecutive trading day period (the measurement period) in which the trading price (as defined in the indenture governing the 2029 Notes) per $1,000 principal amount of the 2029 Notes for each trading day of the measurement period was less than 98 % of the product of the last reported sale price of the Company’s Class A common stock and the conversion rate on each such trading day;

3) if the Company calls any or all of the notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date;

4) upon the occurrence of certain specified corporate events.

Upon conversion of the 2029 Notes, the Company will pay cash up to the aggregate principal amount of the notes to be converted and pay or deliver, as the case may be, cash, shares of our common stock or a combination of cash and shares of our common stock, at the Company’s election, in respect of the remainder, if any, of the conversion obligation in excess of the aggregate principal amount of the notes being converted.

If we satisfy our

conversion obligation solely in cash or through payment and delivery, as the case may be, of a combination of cash and shares of our common stock, the amount of cash and shares of common stock, if any, due upon conversion will be based on a daily conversion value (as set forth in the “2029 Indenture”) calculated on a proportionate basis for each trading day in a 40 trading day observation period.

No sinking fund is provided for the 2029 Notes.

We may redeem for cash all or part of the 2029 Notes on or after December 20, 2027 if the last reported sale price of our Class A common stock has been at least 130 % of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which we provide notice of redemption at a redemption price equal to 100 % of the principal amount of the notes to be redeemed, plus accrued and unpaid interest, if any.

If a fundamental change (as defined in the 2029 Indenture) occurs prior to the maturity date, holders of the 2029 Notes may require us to repurchase all or a portion of their notes for cash at a repurchase price equal to 100 % of the principal amount of the 2029 Notes, plus any accrued and unpaid interest to, but excluding, the repurchase date.

In addition, if specific corporate events occur prior to the maturity date of the 2029 Notes, we will be required to increase the conversion rate for holders who elect to convert their 2029 Notes in connection with such corporate events.

On November 23, 2021, we issued $ 1,725 million in aggregate principal amount of 0 % convertible senior notes due 2026 (the “2026 Notes”) in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended.

The total net proceeds from this offering, after deducting debt issuance costs, were approximately $ 1,704 million.

The 2026 Notes represent our senior unsecured obligations of the Company.

The 2026 Notes represent senior unsecured obligations of the Company.

The 2026 Notes do not bear interest except in special circumstances described below, and the principal amount of the 2026 Notes does not accrete.

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1) during any calendar quarter commencing after March 31, 2022 (and only during such calendar quarter), if the last reported sale price of the Class A common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130 % of the conversion price on each applicable trading day;

principal amount of the 2026 Notes for each trading day of the measurement period was less than 98 % of the product of the last reported sale price of the Company’s Class A common stock and the conversion rate on each such trading day;

2) during the five business day period after any five consecutive trading day period (the measurement period) in which the trading price (as defined in the indenture governing the 2026 Notes) per $1,000 principal amount of the 2026 Notes for each trading day of the measurement period was less than 98 % of the product of the last reported sale price of the Company’s Class A common stock and the conversion rate on each such trading day;

3) if the Company calls any or all of the notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date;

4) upon the occurrence of certain specified corporate events.

Upon conversion of the 2026 Notes, the Company will pay or deliver, as the case may be, cash, shares of our common stock or a combination of cash and shares of our common stock, at the Company’s election.

Upon conversion of the 2026 Notes, the Company will pay cash up to the aggregate principal amount of the notes to be converted and pay or deliver, as the case may be, cash, shares of our common stock or a combination of cash and shares of our common stock, at the Company’s election, in respect of the remainder, if any, of the conversion obligation in excess of the aggregate principal amount of the notes being converted.

If we satisfy our conversion obligation solely in cash or through payment and delivery, as the case may be, of a combination of cash and shares of our common stock, the amount of cash and shares of common stock, if any, due upon conversion will be based on a daily conversion value (as set forth in the “2026 Indenture”) calculated on a proportionate basis for each trading day in a 40 trading day observation period.

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In addition, if specific corporate events occur prior to the maturity date of the 2026 Notes, we will be required to increase the conversion rate for holders who elect to convert their 2026 Notes in connection with such corporate events.

On December 6, 2023, the Board of Directors authorized the repurchase of up to $ 800.0 million in aggregate principal amount of the 2026 Notes.

This authorization succeeds the $ 800.0 million repurchase authorization approved by the Board of Directors on June 7, 2023.

Note repurchases under the December 2023 authorization may be made from time to time through December 31, 2024 through open market purchases, privately negotiated purchases, purchase plans under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (“Rule 10b5-1”), or through a combination thereof.

Repurchases are subject to available liquidity, general market and economic conditions, alternate uses for the capital, and other factors, and there is no minimum principal amount of 2026 Notes that the Company is obligated to repurchase.

Repurchase of a Portion of the 2026 Notes

On December 6, 2023, the Board of Directors authorized the repurchase of up to $ 800 million in aggregate principal amount of the 2026 Notes through open market purchases, privately negotiated purchases, purchase plans under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (“Rule 10b5-1”), or through a combination thereof, through December 31, 2024.

On December 13, 2024, the Board of Directors replaced the December 2023 authorization with an authorization to repurchase up to $ 960 million in aggregate principal amount of the 2026 Notes through December 31, 2024.

In connection with these authorizations, during the year ended June 30, 2025, we paid $ 1.0 billion in cash for the repurchase of $ 1.1 billion aggregate principal amount of our 2026 Notes.

The carrying amount of the extinguished 2026 Notes was approximately $ 1.1 billion resulting in a $ 82.4 million gain on early extinguishment of debt for the year ended June 30, 2025, which is reported as a component of other income, net within our consolidated statements of operations and comprehensive income (loss).

We utilized a combination of cash on hand and the net proceeds from the issuance of the 2029 Notes for these repurchases.

During the year ended June 30, 2024, we paid $ 63.6 million in cash for the repurchase of $ 76.7 million aggregate principal amount of our 2026 Notes under the December 2023 authorization.

The carrying amount of the extinguished 2026 Notes was approximately $ 76.2 million resulting in a $ 12.6 million gain on early extinguishment of debt, which is reported as a component of other income (expense), net within our consolidated statements of operations and comprehensive loss.

The carrying amount of the extinguished 2026 Notes was approximately $ 76.2 million resulting in a $ 12.6 million gain on early extinguishment of debt, which is reported as a component of other income, net within our consolidated statements of operations and comprehensive income (loss).

The repurchased 2026 Notes were received and canceled.

The convertible senior notes outstanding as of June 30, 2024 consisted of the following (in thousands):

Principal Amount Unamortized Discount and Issuance Cost Net Carrying Amount

Convertible senior notes $ 1,349,207 $ ( 7,777 ) $ 1,341,430

The 2026 Notes do not bear interest.

We recognized $ 3.4 million, $ 3.9 million and $ 2.4 million during the years ended June 30, 2024, 2023 and 2022, respectively, of interest expense related to the amortization of debt discount and issuance costs in the consolidated statements of operations and comprehensive loss within other income (expense), net .

As of June 30, 2024, the remaining life of the 2026 Notes is approximately 29 months.

Revolving Credit Facility

On June 26, 2024, we entered into an amendment to our Revolving Credit Agreement, where we increased the unsecured revolving commitments under the facility from $ 205.0 million to $ 330.0 million.

This facility bears interest at a rate equal to, at our option, either (a) a SOFR rate determined by reference to the forward-looking term SOFR rate for the interest period, plus an applicable margin of 1.75 % per annum or (b) a base rate determined by reference to the highest of (i) the federal funds rate plus 0.50 % per annum, (ii) the rate last quoted by the Wall Street Journal as the U.S.

prime rate and (iii) the one-month forward-looking term SOFR rate plus 1.00 % per annum, in each case, plus an applicable margin of 0.75 % per annum.

Under the terms of amendment the final maturity date was extended from February 4, 2025 to June 26, 2027.

As of June 30, 2024,there are no borrowings outstanding under the facility.

On May 18, 2025, the Board of Directors authorized the repurchase of up to $ 200.0 million in aggregate principal amount of the 2026 Notes.

Note repurchases under the May 2025 authorization may be made from time to time during the period commencing July 1, 2025 through December 31, 2025 through open market purchases, privately negotiated purchases, purchase plans under Rule 10b5-1, or through a combination thereof.

connection with this authorization, there were no repurchases of 2026 Notes during the year ended June 30, 2025.

As of June 30, 2025, $ 248.7 million in aggregate principal amount of the 2026 Notes remains outstanding.

The following table summarizes the interest expense recognized related to the convertible senior notes (in thousands):

June 30, 2025 June 30, 2024 June 30, 2023

Amortization of debt issuance costs

2026 Notes 1,724 3,400 3,900

2029 Notes 1,764 — —

Total amortization of debt issuance costs 3,488 3,400 3,900

Coupon interest expense (1) (2)

$ 3,656 $ — $ —

Total interest expenses related to the convertible notes $ 7,144 $ 3,400 $ 3,900

(1) Included in our consolidated statement of operations and comprehensive income (loss) within other income, net.

(2) The coupon interest expense is related to the 2029 Notes.

Securitization and Variable Interest Entities

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The creditors of the VIEs have no recourse to the general credit of Affirm and the liabilities of the VIEs can only be settled by the respective VIEs’ assets;

however, as the servicer of the loans pledged to our warehouse funding facilities, we have the power to direct the activities that most significantly impact the VIEs' economic performance.

however, as the servicer of the loans pledged to our funding facilities, we have the power to direct the activities that most significantly impact the VIEs' economic performance.

In addition, we retain significant economic exposure to the pledged loans and therefore, we are the primary beneficiary.

Securitizations

In connection with our asset-backed securitization program, we sponsor and establish trusts (deemed to be VIEs) to ultimately purchase loans facilitated by our platform.

We finance the origination and purchase of loans though our asset-backed securitization program using a combination of amortizing, revolving and variable funding structures.

In connection with our program, we sponsor and establish trusts (deemed to be VIEs) which issue securities collateralized by the loans we sell to the trust.

Securities issued from our asset-backed securitizations are senior or subordinated, based on the waterfall criteria of loan payments to each security class.

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Additionally, the assets of the VIEs can be used only to settle obligations of the VIEs.

We consolidate securitization VIEs when we are deemed to be the primary beneficiary and therefore have the power to direct the activities that most significantly affect the VIEs’ economic performance and a variable interest that could potentially be significant to the VIE.

We consolidate securitization VIEs when we are deemed to be the primary beneficiary.

For these VIEs, it is determined that we have the power to direct the activities that most significantly affect the VIEs’ economic performance and the obligation to absorb losses or right to receive benefits that could potentially be significant to the VIEs.

Through our role as the servicer, we have the power to direct the activities that most significantly affect the VIEs’ economic performance.

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We also earn a servicing fee which has a senior distribution priority in the payment waterfall.

The servicing fees earned from these arrangements are considered variable interests when we also hold significant retained interests in the VIEs and they would absorb losses or receive benefits that are more than an insignificant amount of the VIEs' expected performance.

In evaluating whether we are the primary beneficiary, management considers both qualitative and quantitative factors regarding the nature, size and form of our involvement with the VIEs.

Management assesses whether we are the primary beneficiary of the VIEs on an ongoing basis.

We perform reassessments an ongoing basis to evaluate whether we are the primary beneficiary of the VIEs.

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Securitizations (1)

4,993,148 4,951,485 41,663

Total consolidated VIEs $ 6,661,329 $ 6,455,621 $ 205,707

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Total consolidated VIEs $ 5,378,135 $ 5,070,022 $ 308,113

(1) As of June 30, 2025, liabilities include a VFN of $ 103.9 million classified as funding debt and asset-backed securities of $ 4.8 billion classified as notes issued from securitization trusts.

Unconsolidated VIEs

Our transactions with unconsolidated VIEs include securitization trusts where we did not retain significant economic exposure through our variable interests and therefore we determined that we are not the primary beneficiary as of June 30, 2024.

We are involved with various unconsolidated VIEs, established for the purposes of securitization and forward flow arrangements.

We retain economic exposure as variable interests in these unconsolidated VIEs, which consist of securitization notes receivable and certificates in unconsolidated trusts, residual interests in structured transactions, and risk sharing assets and liabilities.

While we continue to be involved with the unconsolidated VIEs through our role as the servicer, we determined that we are not the primary beneficiary as of June 30, 2025.

Factors we considered for this determination are that we hold an insignificant variable interest or rights held by other variable interest holders convey power in the unconsolidated VIEs.

Securitization notes receivable and certificates in unconsolidated securitization trust s

We have investments in certain unconsolidated securitization trusts in the form of notes and certificates.

These notes and certificates are considered variable interests that absorb a portion of the variability of the trusts.

principal and interest payments on these investments are dependent on the performance of the underlying loans held within each trust.

Residual interests in structured transactions

Under certain other forward flow arrangements with third-party loan buyers, we hold a beneficial interest representing our right to receive a portion of the residual cash flows from the underlying loans sold in connection with the transaction.

The loans are held in an off-balance sheet VIE that has been established by the third-party loan buyers.

Risk sharing assets and liabilities

Under certain other forward flow arrangements with third-party loan buyers, we have entered into risk sharing agreements where we may be required to make a payment to the loan buyer or are entitled to receive a payment from the loan buyer, depending on the actual versus expected loan performance as contractually agreed to with the counterparty, and subject to a cap based on a percentage of the principal balance of loans sold.

The following information pertains to unconsolidated VIEs where we hold a variable interest but are not the primary beneficiary (in thousands):

June 30, 2024

Assets Liabilities Net Assets Maximum Exposure to Losses

Securitizations $ 967,256 $ 920,004 $ 47,252 $ 51,861

Total unconsolidated VIEs $ 967,256 $ 920,004 $ 47,252 $ 51,861

June 30, 2023

Assets Liabilities Net Assets Maximum Exposure to Losses

Securitizations $ 380,547 $ 367,788 $ 12,759 $ 19,149

June 30, 2025 June 30, 2024

Carrying Amount Maximum Exposure to Losses (4)

Securitization notes receivable and certificates in unconsolidated securitization trusts [1]

$ 75,469 $ 76,943 $ 51,670 $ 51,861

Residual interests in structured transactions [1]

2,284 15,644 — —

Risk sharing assets [2]

43,179 66,590 33,884 61,183

Risk sharing liabilities [3]

( 90 ) 24,467 ( 918 ) 47,335

Total unconsolidated VIEs $ 120,842 $ 183,644 $ 84,636 $ 160,379

Maximum exposure to losses represents our exposure through our continuing involvement as servicer and through our retained interests.

For unconsolidated VIEs, this includes $ 51.7 million in retained notes and residual trust certificates disclosed within securities available for sale at fair value in our consolidated balance sheets and $ 0.2 million related to our net servicing assets disclosed within our consolidated balance sheets as of June 30, 2024.

Additionally, we may experience a loss due to future repurchase obligations resulting from breaches in representations and warranties in our securitization and third-party sale agreements.

This amount was not material as of June 30, 2024.

Retained Beneficial Interests in Unconsolidated VIEs

The investors of the securitizations have no direct recourse to the assets of Affirm, and the timing and amount of beneficial interest payments is dependent on the performance of the underlying loan assets held within each trust.

We have classified our retained beneficial interests in unconsolidated securitization trusts as “available for sale” and as such they are disclosed at fair value in our consolidated balance sheets.

Fair Value of Financial Assets and Liabilities for additional information on the fair value sensitivity of the notes receivable and residual certificates.

Additionally, as of June 30, 2024, we have pledged certain of our retained beneficial interests as collateral in a sale and repurchase agreement as described in Note 9.

Marketable Securities

Marketable securities include certain investments classified as cash and cash equivalents and securities available for sale, at fair value, and consist of the following as of each date presented within the consolidated balance sheets (in thousands):

(1) Presented within Securities available for sale at fair value

(2) Presented within Other assets

(3) Presented within Accrued expenses and other liabilities

(4) Maximum exposure to losses represents our exposure through our continuing involvement as servicer, through our retained interests, and legal or contractual obligation.

Cash and Cash Equivalents and Securities Available for Sale

Cash and cash equivalents and securities available for sale, at fair value, consist of the following as of each date presented within the consolidated balance sheets (in thousands):

June 30, 2025 June 30, 2024

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Money market funds $ 70,920 $ 63,389

Commercial paper 57,964 54,402

Agency bonds 3,493 —

Commercial paper 12,564 57,964

Government bonds - US 4,995 3,492

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75,469 51,670

Other — 1,028

Total marketable securities:

Residual interests in structured transactions 2,284 —

Total cash and cash equivalents and securities available for sale:

$ 963,397 $ 1,256,473

(1) As of June 30, 2024 , these securities include $ 54.1 million pledged as collateral in connection with our standby letters of credit for office leases and certain commercial agreements.

As of June 30, 2023 , no securities were pledged as collateral.

(2) These securities include $ 46.7 million and $ 18.9 million as of June 30, 2024 and 2023, respectively, pledged as collateral in connection with sale and repurchase agreements discussed within Note 9.

(1) As of June 30, 2025 and June 30, 2024, these securities include $ 75.4 million and $ 54.1 million, respectively, pledged as collateral in connection with our standby letters of credit for office leases and certain commercial agreements.

(2) These securities include $ 34.5 million and $ 46.7 million as of June 30, 2025 and 2024, respectively, pledged as collateral in connection with sale and repurchase agreements as discussed within Note 9.

Securities Available for Sale, at Fair Value

7 unchanged sentences

Agency bonds (1)

11,358 — ( 11 ) — 11,347

Municipal bonds 6,057 19 — — 6,076

4 unchanged sentences

76,279 173 ( 42 ) ( 941 ) 75,469

Residual interests in structured transactions 2,173 111 — — 2,284

Total securities available for sale $ 892,168 $ 1,467 $ ( 217 ) $ ( 941 ) $ 892,477

6 unchanged sentences

Agency bonds 15,283 — ( 124 ) — 15,159

145,312 62 ( 233 ) — 145,141

Municipal bonds 3,943 10 3,953

Government bonds

3 unchanged sentences

51,726 699 ( 91 ) ( 664 ) 51,670

Other 1,028 — — — 1,028

Total securities available for sale $ 1,195,795 $ 853 $ ( 2,900 ) $ ( 664 ) $ 1,193,084

(1) Commercial paper, agency bonds, and US government bonds include $ 61.5 million and $ 115.3 million as of June 30, 2024 and 2023, respectively, classified as cash and cash equivalents within the consolidated balance sheets.

(2) As of June 30, 2024 , these securities include $ 54.1 million pledged as collateral in connection with our standby letters of credit for office leases and certain commercial agreements.

As of June 30, 2023 , no securities were pledged as collateral.

(1) As of June 30, 2025 and 2024, Agency bonds, Commercial Paper, and US government bonds included $ 21.1 million and $ 61.5 million, respectively, classified as cash and cash equivalents within the consolidated balance sheets.

(2) As of June 30, 2025 and 2024, these securities include $ 75.4 million and $ 54.1 million, respectively, pledged as collateral in connection with our standby letters of credit for office leases and certain commercial agreements.

(3) Approximately $ 34.5 million and $ 46.7 million as of June 30, 2025 and 2024, respectively, of these securities have been pledged as collateral in connection with sale and repurchase agreements discussed within Note 9.

25 unchanged sentences

$ 636,066 $ ( 648 ) $ 191,497 $ ( 2,161 ) $ 827,563 $ ( 2,809 )

(1) The number of positions with unrealized losses for which an allowance for credit losses has not been recorded totaled 137 and 142 as of June 30, 2024 and June 30, 2023, respectively.

(1) The number of securities with unrealized losses for which an allowance for credit losses has not been recorded totaled 67 and 137 as of June 30, 2025 and June 30, 2024, respectively.

The length of time to contractual maturities of securities available for sale as of June 30, 2025 and June 30, 2024, were as follows (in thousands):

7 unchanged sentences

Agency bonds (1)

11,358 11,347 — — 11,358 11,347

Municipal bonds 3,944 3,950 2,113 2,126 6,057 6,076

4 unchanged sentences

— — 76,279 75,469 76,279 75,469

Residual interests in structured transactions — — 2,173 2,284 2,173 2,284

Total securities available for sale $ 673,109 $ 673,543 $ 219,059 $ 218,934 $ 892,168 $ 892,477

7 unchanged sentences

Agency bonds 10,457 10,416 4,826 4,743 15,283 15,159

130,176 130,165 15,136 14,976 145,312 145,141

Municipal bonds — — 3,943 3,953 3,943 3,953

Government bonds

Non-US 2,150 2,150 3,160 3,125 5,310 5,275

US 308,179 306,656 136,679 134,440 444,858 441,096

465,338 464,298 78,083 77,750 543,421 542,048

Securitization notes receivable and certificates (2)

— — 51,726 51,670 51,726 51,670

Other — — 1,028 1,028 1,028 1,028

Total securities available for sale $ 928,965 $ 927,222 $ 266,830 $ 265,862 $ 1,195,795 $ 1,193,084

(1) As of June 30, 2025 and 2024, Agency bonds, Commercial paper, and US government bonds included $ 21.1 million and $ 61.5 million, respectively, classified as cash and cash equivalents within the consolidated balance sheets.

(2) Based on weighted average life of expected cash flows as of June 30, 2025 and June 30, 2024.

Gross proceeds from matured or redeemed securities were $ 1.3 billion and $ 1.5 billion for the years ended June 30, 2025 and June 30, 2024, respectively.

For available for sale securities realized gains and losses from portfolio sales were not material for the June 30, 2024 and June 30, 2023.

Non-marketable Equity Securities

Equity investments without a readily determinable fair value held at cost were $ 37.8 million and $ 43.2 million as of June 30, 2024 and June 30, 2023, respectively, and are included in other assets within the consolidated balance sheets.

We recognized an impairment of $ 14.1 million during the year ended June 30, 2024 within other income (expense), net in the consolidated statements of operations and comprehensive loss in connection with one of our non-marketable equity security investments.

We determined an impairment indicator existed upon receiving a tender offer to repurchase all outstanding equity securities at a substantial discount relative to the cost basis of our investment.

We determined the tender offer price was a reasonable estimate of fair value and therefore we recognized an impairment equal to the difference between our costs basis and the implied fair value based on the tender offer price.

We did not record any impairment for the year ended June 30, 2023.

There have been no upward or downward adjustments due to observable changes in orderly transactions for the years ended June 30, 2024 or June 30, 2023 .

For available for sale securities, realized gains and losses were immaterial for the for the years ended June 30, 2025 and June 30, 2024.

Equity Securities Held at Cost

Equity security investments without a readily determinable fair value held at cost were $ 40.3 million and $ 37.8 million as of June 30, 2025 and June 30, 2024, respectively, and are included in other assets within the consolidated balance sheets.

We recognized impairment of $ 4.6 million for the year ended June 30, 2025 within other income, net in the consolidated statements of operations and comprehensive income (loss) in connection with our equity security investments.

During the year ended June 30, 2024, we recognized an impairment of $ 14.1 million within other income, net in the consolidated statements of operations and comprehensive income (loss) in connection with one of our equity security investments.

For the year ended June 30, 2025, we recognized an upward adjustment of $ 2.6 million within other income, net in the consolidated statement of operations and comprehensive income (loss).

For the year ended June 30, 2024, there were no upward or downward adjustments due to observable changes in orderly transactions.

The fair value of the investments was determined utilizing a methodology based on significant unobservable inputs, including management estimates and assumptions, and thus represent Level 3 measurements.

Fixed Term Deposits

Fixed term deposits were $ 35.2 million as of June 30, 2024 and consist of interest bearing deposits held at financial institutions with an original maturities greater than three months but no more than twelve months.

These deposits are carried at cost, which approximates fair value, and are included in other assets within the consolidated balance sheets.

We did not have any fixed term deposits as of June 30, 2023 .

Our fixed term deposits matured as of June 30, 2025.

For the period ending June 30, 2024, fixed term deposits were $ 35.2 million.

Fixed term deposits consisted of interest-bearing deposits held at financial institutions with original maturities greater than three months but no more than twelve months.

These deposits were carried at cost, which approximated fair value, and were included in other assets within the consolidated balance sheets.

Derivative Financial Instruments

6 unchanged sentences

Interest rate contracts 405,074 2,558 15 854,589 17,203 38

Risk sharing assets/liabilities 8,561,709 43,179 90 4,188,544 33,884 918

Total gross derivative assets/liabilities $ 9,066,783 $ 45,823 $ 105 $ 5,193,133 $ 51,091 $ 956

The following table summarizes the impact of the cash flow hedges on Accumulated Other Comprehensive Income (“AOCI”) (in thousands):

June 30, 2025 June 30, 2024 June 30, 2023

Balance at beginning of period $ 1,407 $ 751 $ —

4 unchanged sentences

$ ( 1,419 ) $ 1,407 $ 751

(1) The amounts reclassified into earnings is presented in our consolidated statements of operations and comprehensive loss within funding costs.

(2) Over the next 12 months, we expect to reclassify $ 1.0 million of net derivative gains included in AOCI into funding costs within our consolidated statements of operations and comprehensive loss.

The following table summarizes the impact of the derivative instruments on income (loss) and indicates where within the consolidated statements of operations and comprehensive loss such impact is reported (in thousands):

(1) The amounts reclassified into earnings are presented in the consolidated statements of income (loss) within funding costs.

(2) As of June 30, 2025, we estimated that $ 0.3 million of net derivative losses included in AOCI are expected to be reclassified into earnings within the next 12 months.

The following table summarizes the impact of the derivative instruments on income and indicates where within the consolidated statements of operations and comprehensive income (loss) such impact is reported (in thousands):

June 30, 2025 June 30, 2024 June 30, 2023

Location of gains (losses) where the effects of derivatives are recorded

13 unchanged sentences

Money market funds $ 70,920 $ — $ — $ 70,920

Agency Bonds — 3,493 — 3,493

Commercial paper — 12,564 — 12,564

10 unchanged sentences

Securitization notes receivable and residual trust certificates — — 75,469 75,469

Residual interests in structured transactions — — 2,284 2,284

Servicing assets — — 906 906

Derivative instruments — 17,207 — 17,207

Interest rate derivatives — 2,644 — 2,644

Risk sharing asset — — 43,179 43,179

4 unchanged sentences

Risk sharing liability — — 90 90

Derivative Instruments — 38 — 38

Interest rate derivatives — 15 — 15

Total liabilities $ — $ 15 $ 11,324 $ 11,339

4 unchanged sentences

Commercial paper — 57,964 — 57,964

Agency bonds — 60,865 — 60,865

Government bonds- US — 3,492 — 3,492

Securities, available for sale:

3 unchanged sentences

Agency bonds — 15,159 — 15,159

Municipal bonds — 3,953 — 3,953

Government bonds:

2 unchanged sentences

Securitization notes receivable and residual trust certificates — — 51,670 51,670

Other — — 1,028 1,028

Servicing assets — — 574 574

Derivative instruments — 50,545 — 50,545

Interest rate derivatives — 17,207 — 17,207

Risk sharing asset $ 33,884 $ 33,884

Total assets $ 63,389 $ 1,158,621 $ 86,128 $ 1,308,138

1 unchanged sentence

Performance fee liability — — 1,503 1,503

Residual trust certificates, held by third-parties — — 125 125

Profit share liability — — 1,974 1,974

Risk sharing liability — — 918 918

Interest rate derivatives — 38 — 38

Total liabilities $ — $ 38 $ 5,138 $ 5,176

There were no transfers between levels during the periods ended June 30, 2024 and June 30, 2023.

As of June 30, 2025 and June 30, 2024, there were no transfers between levels.

Assets and Liabilities Measured at Fair Value on a Recurring Basis (Level 2)

Marketable Securities

As of June 30, 2024, we held marketable securities classified as cash and cash equivalents and securities available for sale.

Cash and Cash Equivalents and Securities Available for Sale

As of June 30, 2025, we held level 2 debt securities classified as cash and cash equivalents and securities available for sale.

Management obtains pricing from one or more third-party pricing services for the purpose of determining fair value.

3 unchanged sentences

As of June 30, 2025 and June 30, 2024, we used a combination of interest rate cap agreements and interest rate swaps to manage interest costs and the risks associated with variable interest rates.

These derivative instruments are classified as Level 2 within the fair value hierarchy, and the fair value is estimated by using third-party pricing models, which contain certain assumptions based on readily observable market-based inputs.

We validate the

valuation output on a monthly basis.

These derivative instruments are classified as Level 2 within the fair value hierarchy, and the fair value is estimated by using third-party pricing

models, which contain certain assumptions based on readily observable market-based inputs.

We validate the valuation output on a monthly basis.

Refer to Note 12.

2 unchanged sentences

We evaluate our assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level at which to classify them each reporting period.

Since our servicing assets and liabilities, performance fee liability, securitization notes and residual trust certificates, profit share liability, and risk sharing arrangements do not trade in an active market with readily observable prices, we use significant unobservable inputs to measure fair value and have classified as level 3 within the fair value hierarchy.

Since our servicing assets and liabilities, performance fee liability, securitization notes and residual trust certificates, residual interests in structured transactions, profit share liability, and risk sharing arrangements do not trade in an active market with readily observable prices, we use significant unobservable inputs to measure fair value and have classified as level 3 within the fair value hierarchy.

This determination requires significant judgments to be made.

The following significant unobservable inputs, as applicable, were used in the fair value measurement of the Company’s Level 3 assets and liabilities:

• Adequate Compensation - The compensation rate is expressed as a percentage of the outstanding loan balance that a willing market participant would require for servicing loans with similar characteristics.

• Discount Rate - The rate used to discount estimated future cash flows to present value in determining fair value.

It reflects the rate of return market participants would require to compensate for time value of money plus a premium based on relative risk, liquidity and other market based factors.

• Default Rate - The estimated annualized rate of charge-offs affecting the projected unpaid principal balance and expected term of the loan portfolio.

• Loss Rate - The estimated lifetime rate of loan charge-offs as a percentage of the initial settled principal balance.

• Prepayment Rate - The estimated annualized excess loan payment received in a given month as a percentage of the outstanding principal balance at the beginning of the month minus the scheduled principal payment.

• Refund Rate - The rate of refunded transactions as a percentage of the outstanding loan balance over the remaining life of the loan portfolio.

• Program Profitability - The estimated future profit to be shared with enterprise partners as a percentage of total loans outstanding, based on the terms of the respective commercial agreements.

Significant increases or decreases in any of the inputs in isolation could result in a significantly lower or higher fair value measurement.

Servicing Assets and Liabilities

1 unchanged sentence

As of June 30, 2025 and June 30, 2024, we serviced loans which we sold with a remaining unpaid principal balance of $ 7.8 billion and $ 5.1 billion, respectively.

We use discounted cash flow models to arrive at an estimate of fair value.

Significant assumptions used in the valuation of our servicing rights are as follows:

Adequate Compensation

We estimate adequate compensation as the rate a willing market participant would require for servicing loans with similar characteristics as those in the serviced portfolio.

Discount Rate

Estimated future payments to be received under servicing agreements are discounted as a part of determining the fair value of the servicing rights.

For servicing rights on loans, the discount rate reflects the time value of money and a risk premium intended to reflect the amount of compensation market participants would require.

Gross Default Rate

We estimate the timing and probability of early loan payoffs, loan defaults and write-offs, thus affecting the projected unpaid principal balance and expected term of the loan, which are used to project future servicing revenue and expenses.

We earned $ 120.6 million, $ 95.5 million, and $ 87.5 million of servicing income for the years ended June 30, 2025, 2024, and 2023, respectively.

As of June 30, 2024 and June 30, 2023, the aggregate fair value of the servicing assets was measured at $ 0.6 million and $ 0.9 million, respectively, and presented within other assets on the consolidated balance sheets.

As of June 30, 2024 and June 30, 2023, the aggregate fair value of the servicing liabilities was measured at $ 0.7 million and $ 1.4 million, respectively, and presented within accrued expenses and other liabilities on the consolidated balance sheets.

We use discounted cash flow models to arrive at an estimate of fair value.

As of June 30, 2025 and June 30, 2024, the aggregate fair value of the servicing assets was measured at $ 0.9 million and $ 0.6 million, respectively, and presented within other assets in the consolidated balance sheets.

As of June 30, 2025 and June 30, 2024, the aggregate fair value of the servicing liabilities was $ 0.04 million and $ 0.7 million, respectively, and presented within accrued expenses and other liabilities in the consolidated balance sheets.

The following table summarizes the activity related to the aggregate fair value of our servicing assets (in thousands):

June 30, 2025 June 30, 2024

Fair value at beginning of period $ 574 $ 880

3 unchanged sentences

The following table summarizes the activity related to the aggregate fair value of our servicing liabilities (in thousands):

June 30, 2025 June 30, 2024

Fair value at beginning of period $ 743 $ 1,392

Initial transfers of financial assets 5,485 7,723

Initial transfers of financial liabilities — 5,485

Subsequent changes in fair value ( 702 ) ( 6,134 )

5 unchanged sentences

Adequate Compensation 2.00 % 2.00 % 2.00 %

2.00 % 2.00 % 2.00 %

Gross default rate (2)

9.89 % 22.72 % 10.84 %

Default Rate 10.24 % 15.68 % 12.04 %

Servicing liabilities Discount Rate 30.00 % 30.00 % 30.00 %

Adequate Compensation 2.00 % 2.00 % 2.00 %

2.00 % 2.00 % 2.00 %

Gross default rate (2)

2.58 % 4.12 % 3.00 %

Default Rate 3.71 % 7.89 % 5.26 %

June 30, 2024

2 unchanged sentences

Adequate Compensation 2.00 % 2.00 % 2.00 %

0.92 % 2.31 % 0.93 %

Gross default rate (2)

2.15 % 11.20 % 3.36 %

Default Rate 9.89 % 22.72 % 10.84 %

Servicing liabilities Discount Rate 30.00 % 30.00 % 30.00 %

Adequate Compensation 2.00 % 2.00 % 2.00 %

0.92 % 2.31 % 2.27 %

Gross default rate (2)

9.50 % 21.54 % 13.64 %

(1) Estimated annual cost of servicing a loan as a percentage of unpaid principal balance

(2) Annualized estimated gross charge-offs as a percentage of unpaid principal balance

Default Rate 2.58 % 4.12 % 3.00 %

(1) Unobservable inputs were weighted by relative fair value

2 unchanged sentences

Servicing assets

Gross default rate assumption:

Gross default rate increase of 25% $ 1 $ —

Gross default rate increase of 50% $ 1 $ ( 1 )

Default Rate assumption:

Default Rate increase of 25% $ 1 $ 1

Default Rate increase of 50% $ 2 $ 1

Adequate Compensation assumption:

5 unchanged sentences

Servicing liabilities

Gross default rate assumption:

Gross default rate increase of 25% $ ( 1 ) $ ( 9 )

Gross default rate increase of 50% $ ( 1 ) $ ( 19 )

Default Rate assumption:

Default Rate increase of 25% $ — $ ( 1 )

Default Rate increase of 50% $ — $ ( 1 )

Adequate Compensation assumption:

7 unchanged sentences

We recognize a liability upon the purchase of a loan for the expected future payment of the performance fee.

This liability is measured using a discounted cash flow model and recorded at fair value and presented within accrued expenses and other liabilities on the consolidated balance sheets.

Any changes in the fair value of the liability are reflected in other income (expense), net , on the consolidated statements of operations and comprehensive loss.

This liability is measured using a discounted cash flow model and recorded at fair value and presented within accrued expenses and other liabilities in the consolidated balance sheets.

Any changes in the fair value of the liability are reflected in other income, net, in the consolidated statements of operations and comprehensive income (loss).

The following table summarizes the activity related to the fair value of the performance fee liability (in thousands):

June 30, 2025 June 30, 2024

Fair value at beginning of period $ 1,503 $ 1,581

3 unchanged sentences

Fair value at end of period $ 1,870 $ 1,503

Significant unobservable inputs used for our Level 3 fair value measurement of the performance fee liability are the discount rate, refund rate, and default rate.

Significant increases or decreases in any of the inputs in isolation could result in a significantly lower or higher fair value measurement.

The following tables present quantitative information about the significant unobservable inputs used for our Level 3 fair value measurement of the performance fee liability as of June 30, 2025 and June 30, 2024:

4 unchanged sentences

Default Rate (1)

0.87 % 4.65 % 3.07 %

June 30, 2024

3 unchanged sentences

Default Rate (1)

1.38 % 4.65 % 2.94 %

(1) The Default Rate is net of recoveries

(2) Unobservable inputs were weighted by remaining principal balances

Residual Trust Certificates Held by Third-Parties in Consolidated VIEs

Residual trust certificates held by third-party investor(s) are measured at fair value, using a discounted cash flow model, and presented within accrued expenses and other liabilities on the consolidated balance sheets.

Any changes in the fair value of the liability are reflected in other income (expense), net , on the consolidated statements of operations and comprehensive loss.

As of June 30, 2024 , we no longer have any residual trust certificates held by third parties.

The following table summarizes the activity related to the fair value of the residual trust certificates held by third-parties (in thousands):

Fair value at beginning of period $ 125 $ 377

Repayments ( 115 ) ( 306 )

Subsequent changes in fair value ( 10 ) 54

Fair value at end of period $ — $ 125

Retained Beneficial Interests in Unconsolidated VIEs

Securitization Notes Receivable and Residual Trust Certificates

As of June 30, 2025, we held notes receivable and residual trust certificates with an aggregate fair value of $ 75.5 million in connection with unconsolidated securitizations.

The balances correspond to the 5 % economic risk retention we are required to maintain as the securitization sponsor.

These assets are measured at fair value using a discounted cash flow model, and presented within securities available for sale at fair value on the consolidated balance sheets.

Changes in the fair value, other than declines in

fair value due to credit recognized as an allowance, are reflected in other comprehensive income (loss) on the consolidated statements of operations and comprehensive loss.

Declines in fair value due to credit are reflected in other income (expense), net on the consolidated statements of operations and comprehensive loss.

These assets are measured at fair value using a discounted cash flow model, and presented within securities available for sale at fair value in the consolidated balance sheets.

Changes in the fair value, other than declines in fair value due to credit recognized as an allowance, are reflected in other comprehensive income (loss) i n the consolidated statements of operations and comprehensive income (loss).

Declines in fair value due to credit are reflected in other income, net in the consolidated statements of operations and comprehensive income (loss).

The following table summarizes the activity related to the fair value of the notes receivable and residual trust certificates (in thousands):

June 30, 2025 June 30, 2024

Fair value at beginning of period $ 51,670 $ 18,913

5 unchanged sentences

Fair value at end of period $ 75,469 $ 51,670

Significant unobservable inputs used for our Level 3 fair value measurement of the notes and residual trust certificates are the discount rate, loss rate, and prepayment rate.

Significant increases or decreases in any of the inputs in isolation could result in a significantly lower or higher fair value measurement.

The following tables present quantitative information about the significant unobservable inputs used for our Level 3 fair value measurement of t he notes receivable and residual trust certificates as o f June 30, 2025 and June 30, 2024:

2 unchanged sentences

Discount Rate 2.86 % 30.29 % 6.89 %

Loss rate 0.95 % 6.98 % 6.17 %

Default Rate 0.94 % 8.40 % 7.65 %

Prepayment Rate 21.46 % 24.85 % 23.14 %

2 unchanged sentences

Discount Rate 5.73 % 41.41 % 8.93 %

Loss rate 1.25 % 14.96 % 3.02 %

Default Rate 0.95 % 6.98 % 6.17 %

Prepayment Rate 12.40 % 27.70 % 23.33 %

1 unchanged sentence

The following table summarizes the effect that adverse changes in estimates would have on the fair value of the notes receivable and residual trust certificates given hypothetical changes in significant unobservable inputs (in thousands):

June 30, 2025 June 30, 2024

Discount Rate assumption:

1 unchanged sentence

Discount Rate increase of 50% $ ( 1,427 ) $ ( 1,223 )

Loss rate assumption:

Loss rate increase of 25% $ ( 705 ) $ ( 165 )

Loss rate increase of 50% $ ( 1,321 ) $ ( 243 )

Default Rate assumption:

Default Rate increase of 25% $ ( 2,688 ) $ ( 705 )

Default Rate increase of 50% $ ( 3,698 ) $ ( 1,321 )

Prepayment Rate assumption:

Prepayment Rate change of 25% $ ( 130 ) $ —

Prepayment Rate change of 50% $ ( 259 ) $ —

Prepayment Rate decrease of 25% $ — $ 58

Prepayment Rate decrease of 50% $ — $ 116

Residual Interests in Structured Transactions

As of June 30, 2025, we held residual interests in structured transactions with an aggregate fair value of $ 2.3 million in connection with certain forward flow loan sale transactions.

These assets are measured at fair value using a discounted cash flow model, and presented within securities available for sale at fair value in the consolidated balance sheets.

Changes in the fair value, except for credit impairments, are reflected in other comprehensive income (loss) in the consolidated statements of operations and comprehensive income (loss).

The following table summarizes the activity related to the fair value of the assets (in thousands):

June 30, 2025

Fair value at beginning of period $ —

Capital contribution 2,173

Subsequent changes in fair value 111

Fair value at the end of period 2,284

The following tables present quantitative information about the significant unobservable inputs used for our Level 3 fair value measurement of the residual interests in structured transactions as of June 30, 2025.

June 30, 2025

Unobservable Input Minimum Maximum Weighted Average (1)

Discount Rate 20.00 % 20.00 % 20.00 %

Default Rate 8.88 % 8.88 % 8.88 %

Prepayment Rate 48.85 % 48.85 % 48.85 %

(1) Unobservable inputs were weighted by relative fair value

The following table summarizes the effect that adverse changes in estimates would have on the fair value of the residual interests in structured transactions given hypothetical changes in significant unobservable inputs (in thousands):

June 30, 2025

Discount Rate assumption:

Discount Rate increase of 20% $ ( 181 )

Discount Rate increase of 40% $ ( 343 )

Default Rate assumption:

Default Rate increase of 20% $ ( 28 )

Default Rate increase of 40% $ ( 50 )

Prepayment Rate assumption:

Prepayment Rate increase of 20% $ ( 35 )

Prepayment Rate increase of 40% $ ( 64 )

Profit Share Liability

On January 1, 2021, we entered into a commercial agreement with an enterprise partner, in which we are obligated to share in the profitability of transactions facilitated by our platform.

Upon capture of a loan under this program, we record a liability associated with the estimated future profit to be shared over the life of the loan based on estimated program profitability levels.

This liability is measured using a discounted cash flow model and recorded at fair value and presented within accrued expenses and other liabilities on the consolidated balance sheets.

We have commercial agreements with certain enterprise partners, in which we are obligated to share in the profitability of transactions facilitated by our platform.

Upon capture of a loan under these programs, we record a liability associated with the estimated future profit to be shared over the life of the loan based on estimated profitability levels of each program.

The liability is measured using a discounted cash flow model and recorded at fair value and presented within accrued expenses and other liabilities in the consolidated balance sheets.

The following table summarizes the activity related to the fair value of the profit share liability (in thousands):

June 30, 2025 June 30, 2024

Fair value at beginning of period $ 1,974 $ 1,832

3 unchanged sentences

Fair value at end of period $ 9,323 $ 1,974

Significant unobservable inputs used for our Level 3 fair value measurement of the profit share liability are the discount rate and estimated program profitability.

Significant increases or decreases in any of the inputs in isolation could result in a significantly lower or higher fair value measurement.

The following tables present quantitative information about the significant unobservable inputs used for our Level 3 fair value measurement of the profit sharing liability as of June 30, 2025 and June 30, 2024:

9 unchanged sentences

Risk Sharing Arrangements

As of June 30, 2024 and June 30, 2023, we have sold $ 4.2 billion and $ 0.4 billion, respectively, unpaid principal balance of loans under these risk sharing arrangements, of which our maximum exposure to losses was $ 81.2 million and $ 8.2 million, respectively.

This amount includes our maximum potential loss with respect to risk sharing liabilities of $ 47.3 million and the fair value of risk sharing assets of $ 33.9 million, as of June 30, 2024.

As of June 30, 2024, we held assets and liabilities related to these arrangements of $ 33.9 million and $ 0.9 million, respectively.

As of June 30, 2023, we estimated that the fair value of risk sharing liabilities was $ 0 based on the limited time passed and available loan performance since entering into these agreements.

We did not have any risk sharing arrangements where we had recognized an asset as of June 30, 2023.

In connection with certain capital funding arrangements with third-party loan buyers, we have entered into risk sharing agreements where we may be required to make a payment to the loan buyer or are entitled to receive a payment from the loan buyer, depending on the actual versus expected loan performance as contractually agreed to with the counterparty, and subject to a cap based on a percentage of the principal balance of loans sold.

Loan performance is evaluated at a cohort level based on the month loans were sold.

We account for these arrangements as derivatives measured at fair value with gains and losses recognized in gain on sales of loans in our consolidated statements of operations and comprehensive income (loss).

For each counterparty, we have recognized a net asset or net liability based on the estimated fair value of future payments we expect to receive from or make to the counterparty.

As of June 30, 2025, we estimated the fair value of future settlements using a discounted cash flow model.

Significant assumptions used in the valuation of our risk sharing assets and liabilities are as follows:

Discount Rate

Estimated future cash flow to be received or paid under the agreements are discounted as a part of determining the fair value of the risk sharing arrangements.The discount rate reflects the time value of money and a risk premium intended to reflect the amount of compensation market participants would require.

We estimate the loss rate as the probability of loan defaults and write-offs, which are used to project future risk-sharing cash flows.

Prepayment Rate

We estimated the annualized prepayment rate as the expected excess loan payment received in a given month as a percentage of the outstanding principal balance at the beginning of the month minus the scheduled principal payment.

The following table summarizes the activity related to the fair value of the risk sharing assets (in thousands):

June 30, 2024

June 30, 2025 June 30, 2024

Fair value at beginning of period $ 33,884 $ —

Initial transfers of financial assets 27,658 41,669

Cash settlements ( 21,134 ) —

Subsequent changes in fair value 2,771 ( 7,785 )

1 unchanged sentence

The following table summarizes the activity related to the fair value of the risk sharing liabilities (in thousands):

June 30, 2024

June 30, 2025 June 30, 2024

Fair value at beginning of period $ 918 $ —

Cash settlements ( 1,599 ) —

Subsequent changes in fair value 771 918

Fair value at end of period $ 90 $ 918

The following tables present quantitative information about the significant unobservable inputs used for our Level 3 fair value measurement of the risk sharing arrangements as of June 30, 2024:

The following tables present quantitative information about the significant unobservable inputs used for our Level 3 fair value measurement of the risk sharing arrangements as of June 30, 2025 and June 30, 2024:

June 30, 2025

5 unchanged sentences

Loss Rate 3.47 % 5.35 % 4.42 %

June 30, 2024

Unobservable Input Minimum Maximum Weighted Average (1)

Risk sharing assets Discount Rate 20.00 % 20.00 % 20.00 %

Loss Rate 3.00 % 4.69 % 3.66 %

Prepayment Rate 23.36 % 33.29 % 28.48 %

Risk sharing liabilities Discount Rate 20.00 % 20.00 % 20.00 %

Loss Rate 3.25 % 5.29 % 4.28 %

(1) Unobservable inputs were weighted by principal balance of loans sold under each cohort

The following table summarizes the effect that adverse changes in estimates would have on the fair value of the risk sharing assets and liabilities given hypothetical changes in significant unobservable inputs (in thousands):

June 30, 2024

June 30, 2025 June 30, 2024

Risk sharing assets

Prepayment Rate assumption:

Prepayment Rate decrease of 25% $ ( 1,896 ) $ —

Prepayment Rate decrease of 50% $ ( 3,923 ) $ —

Prepayment Rate increase of 25% $ — $ 572

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Carrying Amount Level 1 Level 2 Level 3 Balance at Fair Value

Loans held for sale (1)

$ 36 $ — $ 36 $ — $ 36

Loans held for investment, net $ 6,628,606 $ — $ — $ 7,085,840 $ 7,085,840

Other assets (1)

43,212 — 43,212 — 43,212

Total assets $ 6,628,606 $ — $ — $ 7,085,840 $ 7,085,840

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(1) Amortized cost approximates fair value for loans held for sale and other assets.

(2) As of June 30, 2025 , includes convertible senior notes due 2026 with a carrying amount and fair value of $ 247.9 million and $ 232.7 million, respectively, and convertible senior notes due 2029 with a carrying amount and fair value of $ 905.1 million and $ 972.6 million, respectively.

As of June 30, 2024, includes convertible senior notes due 2026 with a carrying amount and fair value of $ 1.3 billion and $ 1.1 billion, respectively.

The estimated fair value of the convertible senior notes is determined based on a market approach, using the estimated or actual bids and offers of the notes in an over-the-counter market on the last business day of the period.

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In November 2021, we granted warrants to purchase 22,000,000 shares of common stock in connection with our commercial agreements with Amazon.

7,000,000 of the warrant shares have an exercise price of $ 0.01 per share and a term of 3.5 years, while the remaining 15,000,000 warrant shares have an exercise price of $ 100 per

share and a term of 7.5 years.

We valued the warrants at the grant date using the Black-Scholes-Merton option pricing model with the following assumptions:

a dividend yield of zero ;

years to maturity of 3.5 and 7.5 years, respectively;

volatility of 45 %;

and a risk-free rate of 0.93 % and 1.47 %, respectively.

We recognized an asset of $ 133.5 million associated with the portion of the warrants that were fully vested at the grant date.

Refer to Note 6.

Balance Sheet Components for more information on the asset and related amortization during the period.

The remaining grant-date fair value of the warrants will be recognized within our consolidated statements of operations and comprehensive loss as a component of sales and marketing expense as the warrants vest, based upon Amazon’s satisfaction of the vesting conditions.

7,000,000 of the warrant shares have an exercise price of $ 0.01 per share and a term of 3.5 years.

A portion of these warrants were fully vested at the grant date and the remainder were fully vested as of December 31, 2024.

As of June 30, 2025, 3,500,000 of these warrants have been exercised.

In February 2025, the term for the remaining unexercised warrant shares were extended for an additional 4.0 years.

The remaining 15,000,000 warrant shares have an exercise price of $ 100 per share and a term of 7.5 years.

We valued the warrants at the grant date using the Black-Scholes-Merton option pricing model.

The remaining grant-date fair value of the warrants will be recognized within our consolidated statements of operations and comprehensive income (loss) as a component of sales and marketing expense as the warrants vest, based upon Amazon’s satisfaction of the vesting conditions.

During the years ended June 30, 2025, 2024, and 2023, a total of $ 292.3 million, $ 439.6 million, and $ 463.3 million, respectively, was recognized within sales and marketing expense which included $ 20.7 million, $ 32.9 million, and $ 41.4 million, respectively, in amortization expense of the commercial agreement asset, and $ 271.6 million, $ 406.7 million, and $ 421.9 million, respectively, in expense based upon the grant-date fair value of the warrant shares that vested.

As of June 30, 2025, unrecognized compensation expense related to the unvested warrants was approximately $ 586.2 million, which is expected to be recognized over a remaining weighted-average period of 3.4 years.

The following table summarizes the warrants activity during the year ended June 30, 2025:

3 unchanged sentences

Exercised ( 3,500,000 ) 0.01 0.00

Cancelled — — 0.00

Warrants outstanding, June 30, 2025 18,500,000 $ 81.08 3.90

Warrants exercisable, June 30, 2025 10,771,754 $ 67.51 3.90

There were no warrants granted during the year ended June 30, 2023, and the weighted-average grant date fair values of warrants granted during the year ended June 30, 2022 was $ 94.20 .

There were no warrants granted during the years ended June 30, 2024 and 2023.

On June 30, 2025, the weighted-average grant date fair values for outstanding warrants and exercisable warrants were $ 86.76 and $ 94.59 , respectively.

E quity Incentive Plans

Share Repurchases

In connection with the offering of the 2029 Notes, in December 2024, the Board of Directors authorized the repurchase of up to $ 350.0 million of common stock through open market purchases, privately negotiated transactions or through a combination thereof.

The authorization terminated on December 31, 2024 and did not obligate the Company to acquire any particular amount of its common stock.

Pursuant to this authorization, we utilized net proceeds from the offering, as well as cash on hand, to complete the repurchase of 3.5 million shares of Class A common stock from certain holders of the 2026 notes in privately negotiated transactions for an aggregate purchase price of approximately $ 250.0 million.

Refer to Note 9.

Debt in the notes to the consolidated financial statements for more information on the 2029 Notes.

We record share repurchases on the settlement date.

Repurchased shares are subsequently retired and returned to the status of authorized but unissued.

Our policy for share retirements is to deduct the par value from common stock and to reflect any excess of cost over par value as a deduction from additional paid-in capital.

There were no share repurchases during the year ended June 30, 2024.

Equity Incentive Plans

2012 Stock Plan

Under our Amended and Restated 2012 Stock Plan (the “Plan”), we may grant incentive and nonqualified stock options, restricted stock, and restricted stock units (“RSUs”) to employees, officers, directors, and consultants.

As of June 30, 2024, the maximum number of shares of common stock which may be issued under the Plan is 161,051,508 Class A shares.

As of June 30, 2024 and June 30, 2023, there were 43,492,755 and 37,245,232 shares of Class A common stock, respectively, available for future grants under the Plan.

As of June 30, 2025, the maximum number of shares of common stock which may be issued under the Plan is 176,604,160 Class A shares and there were 53,851,610 shares of Class A common stock available for future grants under the Plan.

Stock Options

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Exercised ( 4,484,133 ) 10.56

Forfeited, expired or cancelled ( 710,223 ) 27.60

Forfeited, expired or canceled ( 32,019 ) 34.21

Balance as of June 30, 2025 12,955,978 19.12 5.18

3 unchanged sentences

(1) Options expected to vest reflect the application of an estimated forfeiture rate.

The weighted-average grant date fair value of employee options granted for the years ended June 30, 2024, 2023, and 2022, was $ 16.37 , $ 10.92 , and $ 13.29 , respectively.

The aggregate intrinsic value of options exercised was approximately $ 79.0 million, $ 12.6 million, and $ 1.4 billion for the years ended June 30, 2024, 2023, and 2022, respectively.

The weighted-average grant date fair value of options granted for the years ended June 30, 2025, 2024, and 2023, was $ 31.74 , $ 16.37 , and $ 10.92 , respectively.

The aggregate intrinsic value of options exercised was approximately $ 234.5 million, $ 79.0 million, and $ 12.6 million for the years ended June 30, 2025, 2024, and 2023, respectively.

The total fair value of stock options vested during the years ended June 30, 2025, 2024, and 2023 was $ 26.8 million, $ 24.3 million, and $ 39.5 million, respectively.

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We used the simplified method to determine an estimate of the expected term of an employee share option.

Year ended June 30,

2024 2023 2022

June 30, 2025 June 30, 2024 June 30, 2023

Volatility 80 % 75 % 59 %

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We recognize stock-based compensation on these awards based on the grant date fair value using an accelerated attribution method over the requisite service period, and only if performance-based conditions are considered probable of being satisfied.

During the years ended June 30, 2024, 2023, and 2022, we incurred stock-based compensation expense of $ 64.6 million, $ 94.6 million, and $ 140.7 million, respectively, associated with the Value Creation Award as a component of general and administrative expense within the consolidated statements of operations and comprehensive loss.

Based on achievement of the stock price hurdles and time-based service conditions, 250,000 shares vested during the year ended June 30, 2024, bringing the total shares vested to 4,000,000 .

During the years ended June 30, 2025, 2024, and 2023, we incurred stock-based compensation expense of $ 36.5 million, $ 64.6 million, and $ 94.6 million, respectively, associated with the Value Creation Award as a component of general and administrative expense within the consolidated statements of operations and comprehensive income (loss).

As of the beginning of the 12 month period ended June 30, 2025, 4,000,000 shares had vested based on conditions met in prior periods.

No additional shares vested during the year ended June 30, 2025.

As of June 30, 2025, none of these awards have been exercised.

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Vested ( 14,517,850 ) 30.18

Forfeited, expired or cancelled ( 2,706,476 ) 27.43

Forfeited, expired or canceled ( 2,182,354 ) 28.48

Non-vested at June 30, 2025 13,666,035 $ 30.98

10 unchanged sentences

The following table presents the components and classification of stock-based compensation (in thousands):

Year ended June 30,

2024 2023 2022

June 30, 2025 June 30, 2024 June 30, 2023

General and administrative $ 216,323 $ 228,334 $ 239,923

6 unchanged sentences

Restructuring and other

During the year ended June 30, 2024, we incurred exit and disposal costs in connection with certain actions we have taken to manage our operating expenses in response to the current macroeconomic conditions and ongoing business prioritization efforts.

In February 2023, we committed to a restructuring plan (the “February 2023 Plan”) that included reducing our workforce and vacating a portion of our San Francisco office.

As of June 30, 2024, the February 2023 Plan is completed and we do not expect future costs or payments related to the plan.

Exit and disposal costs were $ 6.8 million for the year ended June 30, 2024.

Exit and disposal costs were $ 35.9 million for the year ended June 30, 2023, primarily relating to the February 2023 Plan.

Our restructuring accrual activity for the year ended June 30, 2024 is summarized as follows (in thousands):

Restructuring Plan Other Exit and Disposal Activities (1)

Accrued restructuring costs, June 30, 2023 $ 308 $ 2,116

Additions 210 6,829

Cash paid ( 378 ) ( 8,521 )

Adjustments ( 140 ) ( 155 )

Accrued restructuring costs, June 30, 2024

(1) Includes employee severance pay and related costs, contract cancellation charges, among other items, related to other exit and disposal activities

The February 2023 Plan was completed during fiscal 2024, and we do not expect future costs or payments related to the plan.

As of June 30, 2025, we had no outstanding liability related to previously accrued exit and disposal costs.

For the years ended June 30, 2024 and 2023, exit and disposal costs were $ 6.8 million and $ 35.9 million, respectively.

and foreign components of income (loss) before income taxes for the years ended June 30, 2025, 2024, and 2023 are as follows (in thousands):

Year Ended June 30,

2024 2023 2022

June 30, 2025 June 30, 2024 June 30, 2023

$ 42,949 $ ( 518,093 ) $ ( 974,074 )

Foreign 18,515 2,566 ( 15,171 )

Total loss before income taxes $ ( 515,527 ) $ ( 989,245 ) $ ( 724,831 )

Total income (loss) before income taxes $ 61,464 $ ( 515,527 ) $ ( 989,245 )

Income tax expense (benefit) for the years ended June 30, 2025, 2024, and 2023 is summarized as follows (in thousands):

Year Ended June 30,

2024 2023 2022

June 30, 2025 June 30, 2024 June 30, 2023

Federal $ 1,565 $ — $ —

State 176 1,442 759

6 unchanged sentences

Income tax (benefit) expense $ 9,279 $ 2,230 $ ( 3,900 )

The income tax expense for the year ended June 30, 2024 was primarily attributable to various U.S state and foreign income taxes and the tax amortization of certain intangibles, while the income tax benefits for the years ended June 30, 2023 and June 30, 2022 were primarily attributable to deferred taxes recognized by certain foreign subsidiaries and partially offset by various U.S.

The income tax expense for the year ended June 30, 2025 was primarily attributable to U.S.

federal and various foreign income taxes, while the income tax expense for the year ended June 30, 2024 was primarily attributable to various U.S state and foreign income taxes and the tax amortization of certain intangibles.

The income tax benefit for the year ended June 30, 2023 was primarily attributable to deferred taxes recognized by certain foreign subsidiaries and partially offset by various U.S.

state and other foreign income taxes.

1 unchanged sentence

statutory federal income tax rate to our effective tax rate for the years ended June 30, 2025, 2024, and 2023:

Year Ended June 30,

2024 2023 2022

June 30, 2025 June 30, 2024 June 30, 2023

statutory federal income tax rate 21.0 % 21.0 % 21.0 %

1 unchanged sentence

Foreign rate differential 1.7 % ( 0.1 ) % 0.1 %

California state tax law change 26.3 % — % — %

Stock-based compensation ( 228.9 ) % ( 5.1 ) % ( 14.9 ) %

3 unchanged sentences

Change in unrecognized tax benefits 27.0 % ( 1.7 ) % ( 0.4 ) %

Change in tax status of a foreign subsidiary 14.6 % — % — %

Other 0.8 % — % ( 0.1 ) %

2 unchanged sentences

Significant components of deferred tax assets and liabilities are as follows (in thousands):

Year Ended June 30,

June 30, 2025 June 30, 2024

Net operating loss carryforwards $ 1,034,551 $ 1,071,737

7 unchanged sentences

Total deferred tax assets $ 1,500,475 $ 1,421,528

Capitalized R&E including internally developed software — ( 21,304 )

Right-of-use lease assets ( 5,021 ) ( 6,330 )

5 unchanged sentences

federal and state and certain foreign net deferred tax assets.

This determination was based on the assessment of the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to utilize the existing deferred tax assets.

A significant piece of objective negative evidence evaluated was the cumulative loss incurred by the Company for the years ended June 30, 2024, 2023, and 2022.

The presence of a three-year cumulative loss limits the ability to consider other subjective evidence, such as our expectations of future taxable income and projections for growth.

The valuation allowance increased by $ 87.7 million during the year ended June 30, 2025.

We will release the domestic valuation allowance when there is sufficient positive evidence to support a conclusion that it is more likely than not the deferred tax assets will be realized.

As of June 30, 2025, we had pretax U.S.

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The following table provides a reconciliation of the beginning and ending amounts of gross unrecognized tax benefits (in thousands):

Year ended June 30,

2024 2023 2022

June 30, 2025 June 30, 2024 June 30, 2023

Beginning balance $ 61,514 $ 51,850 $ 47,867

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With respect to the Company’s major tax filings, all tax years remain open to examination due to the carryover of unused net operating losses.

Net Loss per Share Attributable to Common Stockholders

The following table presents basic and diluted net loss per share attributable to common stockholders for Class A and Class B common stock (in thousands, except share and per share data):

Year ended June 30,

2024 2023 2022

Net Income (Loss) per Share Attributable to Common Stockholders

The following table presents basic and diluted net income (loss) per share attributable to common stockholders for Class A and Class B common stock (in thousands, except share and per share data):

June 30, 2025 June 30, 2024 June 30, 2023

Class A Class B Class A Class B Class A Class B

Net loss $ ( 430,789 ) $ ( 86,968 ) $ ( 785,080 ) $ ( 200,265 ) $ ( 536,654 ) $ ( 170,763 )

Net loss attributable to common stockholders - basic and diluted $ ( 430,789 ) $ ( 86,968 ) $ ( 785,080 ) $ ( 200,265 ) $ ( 536,654 ) $ ( 170,763 )

Net income (loss) attributable to common stockholders - basic $ 45,456 $ 6,730 $ ( 430,789 ) $ ( 86,968 ) $ ( 785,080 ) $ ( 200,265 )

Net income (loss) attributable to common stockholders - diluted $ 45,815 $ 6,371 $ ( 430,789 ) $ ( 86,968 ) $ ( 785,080 ) $ ( 200,265 )

Weighted average shares of common stock - basic 281,215,807 41,636,066 257,810,094 52,047,035 235,316,821 60,026,645

Dilutive effect of stock equivalents:

Restricted stock units 8,863,942 — — — — —

Stock options, including early exercise of options 8,950,174 — — — — —

Value creation award vested shares 346,434 — — — — —

Employee stock purchase plan shares 11,143 — — — — —

Weighted average shares of common stock - diluted 299,387,500 41,636,066 257,810,094 52,047,035 235,316,821 60,026,645

Net loss per share:

Net income (loss) per share:

Basic $ 0.16 $ 0.16 $ ( 1.67 ) $ ( 1.67 ) $ ( 3.34 ) $ ( 3.34 )

Diluted $ 0.15 $ 0.15 $ ( 1.67 ) $ ( 1.67 ) $ ( 3.34 ) $ ( 3.34 )

The following common stock equivalents, presented based on amounts outstanding, were excluded from the calculation of diluted net loss per share attributable to common stockholders because their inclusion would have been anti-dilutive:

Year ended June 30,

2024 2023 2022

Stock options, including early exercise of options 16,794,697 18,505,138 18,922,009

Restricted stock units 18,327,420 21,653,196 21,387,592

The following common stock equivalents were excluded from the calculation of diluted net income (loss) per share attributable to common stockholders because their inclusion would have been anti-dilutive:

June 30, 2025 June 30, 2024 June 30, 2023

Common stock warrants 7,302,216 5,700,587 5,859,226

Restricted stock units 664,243 18,327,420 21,653,196

Stock options, including early exercise of options 905,835 16,794,697 18,505,138

Employee stock purchase plan shares 157,615 216,846 485,465

1 unchanged sentence

Segments and Geographical Information

We conduct our operations through a single operating segment and, therefore, one reportable segment.

The Company is managed on a consolidated basis as a single operating and reportable segment.

This reflects the way in which our Chief Operating Decision Maker (“CODM”), the Chief Executive Officer of Affirm Holdings, Inc., regularly reviews internally reported financial information.

Net income is the primary measure of segment profit and loss reviewed by the CODM.

Net income is used in the budget and forecast process, to assess business performance, and to make decisions on strategy and resource allocation.

The CODM is regularly provided with the consolidated expenses presented within the consolidated statement of operations and comprehensive income (loss).

Refer to the consolidated statement of operations and comprehensive income (loss) for further information related to our revenues, expenses, and net income.

Refer to the consolidated statement of cash flows for further information related to significant noncash items including depreciation and amortization expense.

The CODM does not review segment assets at a different level than the amounts presented within the consolidated balance sheets.

Revenue by geography is based on the billing addresses of the borrower or the location of the merchant’s national headquarters.

Revenue for further information on the types of products and services the Company derives its revenues from.

The following table sets forth revenue by geographic area (in thousands):

Year ended June 30,

2024 2023 2022

June 30, 2025 June 30, 2024 June 30, 2023

United States $ 3,105,121 $ 2,225,605 $ 1,540,044

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The following table summarizes our long-lived assets, which consists of property, equipment and software, net and operating lease right-of-use assets, by geographic area (in thousands):

Year ended June 30,

June 30, 2025 June 30, 2024

United States $ 590,044 $ 447,287

3 unchanged sentences

Subsequent Events

Subsequent to June 30, 2024 through the date the consolidated financial statements were filed with the SEC, we paid $ 120.1 million in cash for the repurchase of $ 140.5 million aggregate principal amount of our 2026 Notes under the December 2023 authorization.

Subsequent to June 30, 2025 through the date the consolidated financial statements were filed with the SEC, we paid $ 24.8 million in cash for the repurchase of $ 26.4 million aggregate principal amount of our 2026 Notes under the May 2025 authorization.

The carrying amount of the extinguished 2026 Notes was approximately $ 26.3 million resulting in a $ 1.5 million gain on early extinguishment of debt.

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data