1 unchanged sentence
Evaluation of Disclosure Controls and Procedures
−Removed: Our management, with the participation of our Chief Executive Officer (“CEO”) and our Chief Financial Officer (“CFO”), has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this Annual Report on Form 10-K.
−Removed: In designing and evaluating our disclosure controls and procedures, our management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance, not absolute assurance, of achieving the desired control objectives, and management is required to apply judgment in evaluating the cost-benefit relationship of possible controls and procedures.
−Removed: Based on this evaluation, our CEO and our CFO concluded that our disclosure controls and procedures were effective as of June 30, 2024, and were designed and functioned effectively to provide reasonable assurance that the information required to be disclosed in our reports filed under the Exchange Act is (i) recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and (ii) accumulated and communicated to management, including our principal executive and principal financial officers, as appropriate, to allow timely decisions regarding required disclosure.
+Added: Our management, with the participation of our Chief Executive Officer (“CEO”) and our Chief Financial Officer (“CFO”), has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act).
+Added: Based on that evaluation, our CEO and CFO concluded that such disclosure controls and procedures were effective as of the end of the period covered by this Annual Report on Form 10-K and designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the requisite time periods specified in the applicable rules and forms and is accumulated and communicated to our management, including our CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.
+Added: Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures.
Management’s Report on Internal Control Over Financial Reporting
41 unchanged sentences
OTHER INFORMATION
−Removed: (a) Appointment of Chief Operating Officer
−Removed: On August 26, 2024, Michael Linford, Chief Financial Officer of the Company, was appointed as Chief Operating Officer (“COO”) of the Company effective September 1, 2024.
−Removed: Linford will continue to serve as the Company’s Chief Financial Officer.
−Removed: Linford’s biographical information is included in the Company’s proxy statement filed October 20, 2023.
−Removed: No changes to Mr.
−Removed: Linford’s compensation were made in connection with his appointment as COO.
−Removed: (b) Trading Plans
+Added: (b) Rule 10b5-1 Trading Plans
During the three months ended June 30, 2025, the following directors and officers of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K, as follows:
−Removed: On June 13, 2024 , Katherine Adkins , our Chief Legal Officer and Chief Compliance Officer , adopted a Rule 10b5-1 Trading Plan.
−Removed: Adkins’ Rule 10b5-1 Trading Plan provides for the sale of up to 300,000 shares of our Class A common stock, including the sale of underlying shares upon the exercise of employee stock options, pursuant to one or more limit orders from September 12, 2024 until March 31, 2025 , or earlier if all transactions under the trading arrangement are completed.
−Removed: On June 14, 2024 , Noel Watson , a member of our Board of Directors , adopted a Rule 10b5-1 Trading Plan.
−Removed: Watson’s Rule 10b5-1 Trading Plan provides for the sale of up to 10,000 shares of our Class A common stock from September 13, 2024 until September 30, 2025 , or earlier if all transactions under the trading arrangement are completed.
−Removed: No other directors or officers, as defined in Rule 16a-1(f), adopted and/or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as defined in Regulation S-K Item 408, during the three months ended June 30, 2024.
−Removed: On June 14, 2024 , the Company entered into a Rule 10b5-1 Trading Plan .
−Removed: The Company’s 10b5-1 Trading Plan provides for the repurchase of up to $400 million aggregate principal amount of the Company’s 0% Senior Convertible Notes due 2026 from August 1, 2024 until December 31, 2024 , or earlier if all transactions under the trading arrangement are completed.
+Added: On June 12, 2025 , Rob O’Hare , our Chief Financial Officer , adopted a Rule 10b5-1 trading arrangement providing for the sale of the Company’s Class A common stock (a “Rule 10b5-1 Trading Plan”) that is intended to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c).
+Added: O’Hare’s Rule 10b5-1 Trading Plan provides for (i) the exercise of up to 66,591 employee stock options, plus additional employee stock options that were unexercised under Mr.
+Added: O’Hare’s previous Rule 10b5-1 Trading Plan entered into on December 6, 2024, and the sale of the underlying shares of our Class A common stock, and (ii) the sale of additional shares of our Class A common stock to be received upon the vesting of RSUs to occur on various dates within the duration of the trading arrangement, pursuant to one or more limit orders, on or after October 1, 2025 until March 31, 2026 , or earlier if all transactions under the trading arrangement are completed.
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
23 unchanged sentences
Filed Herewith
−Removed: 3.1 Amended and Restated Certificate of Incorporation
−Removed: 8-K 001-39888 3.1 January 15, 2021
−Removed: 3.2 Amended and Restated Bylaws
−Removed: 8-K 001-39888 3.1 October 20, 2023
+Added: 2.1 Plan of Conversion of Affirm Holdings, Inc.
+Added: 8-K 001-39888 2.1 June 26, 2025
+Added: 3.1 Articles of Incorporation of Affirm Holdings, Inc.
+Added: 8-K 001-39888 3.1 June 26, 2025
+Added: 3.2 Bylaws of Affirm Holdings, Inc.
+Added: 8-K 001-39888 3.2 June 26, 2025
4.1 Description of Capital Stock
−Removed: 001-39888 4.1 August 25, 2023
−Removed: 4.2 Warrant to Purchase Class A Common Stock of Affirm Holdings, Inc., by and between Affirm Holdings, Inc.
−Removed: and Amazon.com Services LLC, dated as of November 10, 2021*
−Removed: 8-K 001-39888 4.1 November 10, 2021
+Added: 4.2 Second Replacement Warrant to Purchase Class A Common Stock of Affirm Holdings, Inc., by and between Affirm Holdings, Inc.
+Added: and Amazon.com Services LLC, dated as of February 14, 2025*
+Added: 10-Q 001-39888 4.1 May 9, 2025
4.3 Amended and Restated Warrant to Purchase Class A Common Stock of Affirm Holdings, Inc., by and between Affirm Holdings, Inc.
1 unchanged sentence
10-Q 001-39888 4.1 February 8, 2024
+Added: 4.4 First Amendment to the Amended and Restated Warrant to Purchase Class A Common Stock of Affirm Holdings, Inc., by and between Affirm Holdings, Inc.
+Added: and Amazon.com Services LLC, dated as of July 29, 2024
+Added: 10-Q 001-39888 4.1 November 7, 2024
4.5 Indenture, dated November 23, 2021, between Affirm Holdings, Inc.
3 unchanged sentences
8-K 001-39888 4.2 November 23, 2021
+Added: 4.7 Indenture, dated December 20, 2024, between the Company and Wilmington Trust, National Association, as trustee
+Added: 8-K 001-39888 4.1 December 20, 2024
+Added: 4.8 Form of 0.75% Convertible Senior Note due 2029 (included in Exhibit 4.7)
+Added: 8-K 001-39888 4.2 December 20, 2024
10.1 Form of Indemnification Agreement between the Company and its directors and officers
−Removed: S-1 333-250184 10.1 November 18, 2020
10.2 Revolving Credit Agreement, dated as of February 4, 2022, among Affirm, Inc., Affirm Holdings, Inc., certain lenders identified therein, and Barclays Bank PLC
6 unchanged sentences
8-K 001-39888 10.1 July 1, 2024
+Added: 10.5 Amendment No.
+Added: 3 to Revolving Credit Agreement, dated December 16, 2024, between Affirm, Inc., Affirm Holdings, Inc., certain lenders identified therein, and Barclays Bank PLC
+Added: 10-Q 001-39888 10.1 February 6, 2025
10.6 Loan Sale Agreement, dated as of September 18, 2020, by and between Celtic Bank Corporation and Affirm, Inc.*
8 unchanged sentences
10-Q 001-39888 10.2 February 8, 2024
−Removed: 10.9 Amended and Restated Customer Installment Program Agreement, dated March 18, 2024, by and between Shopify Inc.
+Added: 10.10 Global Customer Installment Program Agreement, dated February 14, 2025, by and between Shopify Inc.
and Affirm, Inc.*
6 unchanged sentences
10-Q 001-39888 10.1 May 8, 2024
+Added: 10.14 Third Amendment to Amended and Restated Installment Financing Services Agreement, dated as of April 4, 2024, by and between Affirm, Inc., Amazon.com Services LLC and Amazon Payments, Inc.*
+Added: 10-Q 001-39888 10.1 November 7, 2024
+Added: 10.15 Fourth Amendment to Amended and Restated Installment Financing Services Agreement, dated as of October 25, 2024, by and between Affirm, Inc., Amazon.com Services LLC and Amazon Payments, Inc.*
+Added: 10-Q 001-39888 10.1 February 6, 2025
10.16 Transaction Agreement, dated as of November 10, 2021, by and between Affirm Holdings, Inc.
12 unchanged sentences
10.21+ Cash Incentive Plan
−Removed: 10-Q 001-39888 10.4 May 17, 2021
10.22+ Officer Severance Plan
−Removed: 10-K 001-39888 10.17 August 29, 2022
19.1 Insider Trading Policy
+Added: 10-K 001-39888 19.1 August 28, 2024
21.1 Subsidiaries of the Company
8 unchanged sentences
97.1 Policy for the Recovery of Erroneously Awarded Compensation
+Added: 10-K 001-39888 97.1 August 28, 2024
XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
18 unchanged sentences
POWER OF ATTORNEY
−Removed: KNOW ALL PERSONS BY THESE PRESENTS that each individual whose signature appears below hereby constitutes and appoints Max Levchin, Michael Linford and Katherine Adkins, and each of them, as his or her true and lawful attorneys-in-fact, proxies, and agents, each with full power of substitution, for him or her in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact, proxies, and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully for all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact, proxies, and agents, or their or his or her substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
+Added: KNOW ALL PERSONS BY THESE PRESENTS that each individual whose signature appears below hereby constitutes and appoints Max Levchin, Rob O’Hare and Katherine Adkins, and each of them, as his or her true and lawful attorneys-in-fact, proxies, and agents, each with full power of substitution, for him or her in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact, proxies, and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully for all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact, proxies, and agents, or their or his or her substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
2 unchanged sentences
Max Levchin (principal executive officer)
−Removed: /s/ Michael Linford Chief Financial Officer August 28, 2024
−Removed: Michael Linford (principal financial officer)
+Added: /s/ Rob O’Hare Chief Financial Officer August 28, 2025
+Added: Rob O’Hare (principal financial officer)
/s/ Siphelele Jiyane Chief Accounting Officer
1 unchanged sentence
Siphelele Jiyane (principal accounting officer)
−Removed: Director August 28, 2024
−Removed: /s/ Jeremy Liew
+Added: /s/ Richard Galanti Director August 28, 2025
+Added: Richard Galanti
+Added: Hughes Director
August 28, 2025
−Removed: /s/ Libor Michalek
−Removed: President and Director August 28, 2024
+Added: /s/ Jeremy Liew Director August 28, 2025
+Added: /s/ Libor Michalek President and Director August 28, 2025
Libor Michalek
1 unchanged sentence
Quarles Director August 28, 2025
−Removed: /s/ Keith Rabois Director August 28, 2024
/s/ Jacqueline D.
7 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.