What changed in this filing

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Item 1. Financial Statements

2025-11-10 compared with 2025-08-11 · 239 added, 169 removed, 703 unchanged (37% of the section changed)

3 unchanged sentences

(In thousands, except share and per share amounts)

September 30,

2025 December 31,

23 unchanged sentences

Redeemable convertible preferred stock, $ 0.0001 par value:

No shares authorized, issued, and outstanding as of June 30, 2025.

No shares authorized, issued, and outstanding as of September 30, 2025.

258,613,394 shares authorized and 258,464,156 shares issued and outstanding with a liquidation preference of $ 2,894,515 as of December 31, 2024.

1 unchanged sentence

Preferred stock, $ 0.0001 par value:

100,000,000 shares authorized, no shares issued and outstanding as of June 30, 2025.

No shares authorized, issued, and outstanding as of as of December 31, 2024.

100,000,000 shares authorized, no shares issued and outstanding as of September 30, 2025.

No shares authorized, issued, and outstanding as of December 31, 2024.

Common stock, $ 0.0001 par value:

No shares authorized, issued, and outstanding as of June 30, 2025.

No shares authorized, issued, and outstanding as of September 30, 2025.

416,094,141 shares authorized, 66,950,736 shares issued and outstanding as of December 31, 2024.

Class A common stock, $ 0.0001 par value:

5,000,000,000 shares authorized, 338,594,524 shares issued and outstanding as of June 30, 2025.

5,000,000,000 shares authorized, 342,235,376 shares issued and outstanding as of September 30, 2025.

No shares authorized, issued and outstanding as of December 31, 2024.

Class B common stock, $ 0.0001 par value:

65,000,000 shares authorized, 32,182,289 shares issued and outstanding as of June 30, 2025.

65,000,000 shares authorized, 32,182,289 shares issued and outstanding as of September 30, 2025.

No shares authorized, issued and outstanding as of December 31, 2024.

Class C common stock, $ 0.0001 par value:

500,000,000 shares authorized, no shares issued and outstanding as of June 30, 2025.

500,000,000 shares authorized, no shares issued and outstanding as of September 30, 2025.

No shares authorized, issued and outstanding as of December 31, 2024

9 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

12 unchanged sentences

Other income, net 10,268 10,817 21,837 31,230

Income (loss) before income taxes ( 924,423 ) 463 ( 909,932 ) 16,004

Provision (benefit) for income taxes ( 1,047 ) 78 505 ( 284 )

Net income (loss) $ ( 923,376 ) $ 385 $ ( 910,437 ) $ 16,288

Undistributed earnings attributable to preferred stockholders — ( 385 ) — ( 16,288 )

Net income (loss) attributable to common stockholders $ ( 923,376 ) $ — $ ( 910,437 ) $ —

Net income (loss) per share attributable to common stockholders, basic and diluted $ ( 7.29 ) $ — $ ( 9.44 ) $ —

Weighted average number of shares outstanding used to compute net income (loss) per share attributable to common stockholders, basic and diluted 126,620,499 64,677,568 96,412,477 64,558,990

Loss before income taxes

( 54,442 ) ( 19,827 ) ( 964,374 ) ( 3,823 )

Provision for income taxes

280 2,199 785 1,915

$ ( 54,722 ) $ ( 22,026 ) $ ( 965,159 ) $ ( 5,738 )

Net loss per share attributable to common stockholders, basic and diluted

$ ( 0.15 ) $ ( 0.34 ) $ ( 5.10 ) $ ( 0.09 )

Weighted average number of shares outstanding used to compute net loss per share attributable to common stockholders, basic and diluted

371,829,972 65,149,191 189,227,164 64,757,159

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

CHIME FINANCIAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(In thousands)

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

Net income (loss) $ ( 923,376 ) $ 385 $ ( 910,437 ) $ 16,288

$ ( 54,722 ) $ ( 22,026 ) $ ( 965,159 ) $ ( 5,738 )

Other comprehensive income (loss):

Net unrealized loss on marketable securities, net of tax ( 752 ) ( 300 ) ( 670 ) ( 1,478 )

Net unrealized gain on marketable securities, net of tax

915 3,545 245 2,067

Foreign currency translation adjustments ( 878 ) 81 ( 527 ) ( 147 )

Total comprehensive income (loss) $ ( 923,786 ) $ 3 $ ( 910,756 ) $ 14,582

Total comprehensive loss

$ ( 54,685 ) $ ( 18,400 ) $ ( 965,441 ) $ ( 3,818 )

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

12 unchanged sentences

Stock-based compensation — — — — 8,749 — — 8,749

Change in accumulated other comprehensive income, net of tax — — — — — — 91 91

Change in accumulated other comprehensive income (loss), net of tax

— — — — — — 91 91

Balance as of March 31, 2025

10 unchanged sentences

— $ — 370,776,813 $ 31 $ 4,702,788 $ ( 3,274,605 ) $ ( 116 ) $ 1,428,098

Net loss — — — — — ( 54,722 ) — $ ( 54,722 )

Issuance of common stock upon exercise of stock options — — 1,729,075 — 9,798 — — 9,798

Issuance of common stock upon exercise of warrants — — 785,350 — — — — —

Issuance of common stock upon settlement of restricted stock units, net of shares withheld — — 1,191,294 — ( 25,453 ) — — ( 25,453 )

Forfeiture of restricted stock — — ( 64,867 ) — — — — —

Stock-based compensation — — — — 85,516 — — 85,516

Change in accumulated other comprehensive income (loss), net of tax — — — — — — 37 37

Balance as of September 30, 2025 — $ — 374,417,665 $ 31 $ 4,772,649 $ ( 3,329,327 ) $ ( 79 ) $ 1,443,274

__________________

17 unchanged sentences

Stock-based compensation — — — — 5,173 — — 5,173

Change in accumulated other comprehensive loss, net of tax — — — — — — ( 1,324 ) ( 1,324 )

Change in accumulated other comprehensive income (loss), net of tax — — — — — — ( 1,324 ) ( 1,324 )

Balance as of March 31, 2024

5 unchanged sentences

Issuance of common stock and restricted common stock in connection with business acquisition — — 1,645,775 — 18,506 — — 18,506

Change in accumulated other comprehensive loss, net of tax — — — — — — ( 382 ) ( 382 )

Change in accumulated other comprehensive income (loss), net of tax

— — — — — — ( 382 ) ( 382 )

Balance as of June 30, 2024

258,464,156 $ 2,890,121 66,550,495 $ 2 $ 414,597 $ ( 2,322,536 ) $ ( 986 ) $ ( 1,908,923 )

Net loss — — — — — ( 22,026 ) — $ ( 22,026 )

Issuance of common stock upon exercise of stock options — — 178,811 — 307 — — 307

Repurchases of common stock — — ( 14,900 ) — ( 316 ) — — ( 316 )

Stock-based compensation — — — — 10,099 — — 10,099

Change in accumulated other comprehensive income (loss), net of tax — — — — — — 3,626 3,626

Balance as of September 30, 2024 258,464,156 $ 2,890,121 66,714,406 $ 2 $ 424,687 $ ( 2,344,562 ) $ 2,640 $ ( 1,917,233 )

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

2 unchanged sentences

(In thousands)

Six Months Ended

Nine Months Ended

September 30,

Operating activities:

Net income (loss) $ ( 910,437 ) $ 16,288

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

$ ( 965,159 ) $ ( 5,738 )

Adjustments to reconcile net loss to net cash provided by operating activities:

Depreciation and amortization 22,183 18,248

7 unchanged sentences

Amortization of premium on marketable securities ( 4,010 ) ( 10,506 )

Other 448 1,089

Changes in operating assets and liabilities:

16 unchanged sentences

Acquisition of business, net of cash acquired — ( 11,036 )

Cash flows provided by (used in) investing activities 79,126 ( 5,174 )

Cash flows used in investing activities

( 344,483 ) ( 4,786 )

Financing activities:

4 unchanged sentences

Repurchases of common stock — ( 950 )

Cash flows provided by financing activities 449,930 7

Cash flows provided by (used in) financing activities

432,958 ( 43 )

Net increase in cash and cash equivalents and restricted cash 108,702 41,080

7 unchanged sentences

(In thousands)

Six Months Ended

Nine Months Ended

September 30,

Supplementary cash flow disclosure:

5 unchanged sentences

Conversion of redeemable convertible preferred stock to common stock in connection with initial public offering $ 2,890,121 $ —

Purchases of property, equipment and software in accounts payable 294 —

Right-of-use assets obtained in exchange for lease obligations

Cash consideration, accrued but not yet paid, related to acquisition of business $ — $ 2,300

14 unchanged sentences

In connection with the closing of the IPO, all shares of the Company’s outstanding redeemable convertible preferred stock automatically converted into a total of 258,667,796 shares of the Company’s common stock and all previously outstanding shares of the Company’s common stock, along with the 258,667,796 shares of common stock mentioned above, were automatically reclassified into an equivalent number of shares of the Company’s Class A common stock.

Additionally, a total of 32,182,289 shares of Class A common stock held by Christopher Britt, the Company’s Chief Executive Officer and Chair, and Ryan King, a member of the Company’s Board of Directors (the “Co-Founders”) and their related entities were exchanged for an equivalent number of shares of Class B common stock pursuant to the terms of certain exchange agreements.

Additionally, a total of 32,182,289 shares of Class A common stock held by Christopher Britt, the Company’s Chief Executive Officer and Chairman, and Ryan King, a member of the Company’s Board of Directors (the “Co-Founders”) and their related entities were exchanged for an equivalent number of shares of Class B common stock pursuant to the terms of certain exchange agreements.

In connection with the IPO, the Company filed its Amended and Restated Certificate of Incorporation (the “Charter”), which authorizes a total of 5.0 billion shares of Class A common stock, 65.0 million shares of Class B common stock, 500.0 million shares of Class C common stock, and 100.0 million shares of preferred stock.

3 unchanged sentences

These unaudited condensed consolidated financial statements should be read in conjunction with the audited annual consolidated financial statements for the year ended December 31, 2024 included in the Company’s final prospectus for its IPO dated June 11, 2025 and filed with the SEC pursuant to Rule 424(b)(4) under the Securities Act of 1934 on June 12, 2025 (the “Final Prospectus”).

As of June 30, 2025, there have been no material changes in the Company’s significant accounting policies from those that were disclosed in its audited annual consolidated financial statements for the year ended December 31, 2024.

As of September 30, 2025, there have been no material changes in the Company’s significant accounting policies from those that were disclosed in its audited annual consolidated financial statements for the year ended December 31, 2024.

In the opinion of management, these unaudited condensed consolidated financial statements reflect all adjustments, including those of a normal and recurring nature, which are necessary for a fair presentation of the results for the interim period presented.

18 unchanged sentences

Actual results could differ from these estimates, and such differences may be material to the condensed consolidated financial statements.

Significant Accounting Policies

In addition to the significant accounting policies described in the Company’s final prospectus filed in connection with its IPO, our significant interim accounting policies include the following:

Outbound Instant Transfer Fees

The Company provides members the ability to instantly transfer funds from their Chime account to an external account at a fixed rate.

The Company is the principal in these arrangements, as it controls the transfer service before it is provided to the member.

In partnership with its bank partners, card networks, and processors, the Company's performance obligation is to authorize and make funds instantly available in the member's external designated account.

Revenue is recognized at a point in time on a gross basis when the transfer of funds is completed.

Fees are remitted to the Company through its bank partners, generally collected monthly in arrears.

Stock-Based Compensation

6 unchanged sentences

For RSUs granted after the IPO, the Company will record stock-based compensation on a straight-line basis over the requisite service period.

CHIME FINANCIAL, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In thousands, except share and per share amounts, ratios, or as noted)

Performance-based PSUs

3 unchanged sentences

The Company will record the remaining unrecognized expense over the remainder of the expected achievement period for the performance conditions of the awards.

CHIME FINANCIAL, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In thousands, except share and per share amounts, ratios, or as noted)

Market-based PSUs

5 unchanged sentences

Accounts receivable, net consisted of the following as of the following dates:

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

Receivables due from bank partners (1)

6 unchanged sentences

(1) Receivables due from bank partners are net of bank partner and network costs.

As of June 30, 2025 and December 31, 2024, $ 56.8 million and $ 42.8 million of gross receivables due from bank partners were pledged as collateral.

As of September 30, 2025 and December 31, 2024, $ 72.4 million and $ 42.8 million of gross receivables due from bank partners were pledged as collateral.

Concentrations of Credit Risk

6 unchanged sentences

Management believes that these financial institutions are financially sound and, accordingly, minimal credit risk exists.

As of June 30, 2025 and December 31, 2024, the Company had 100% of its product collateral with two bank partners based on contractual agreements with each bank partner.

As of June 30, 2025 and December 31, 2024, there were no concentrations of investments in securities of the same issuer, except for U.S.

As of September 30, 2025 and December 31, 2024, the Company had 100% of its product collateral with two bank partners based on contractual agreements with each bank partner.

As of September 30, 2025 and December 31, 2024, there were no concentrations of investments in securities of the same issuer, except for U.S.

government securities, which amounted to $ 621.1 million and $ 352.6 million, or 98 % and 96 %, of the investments in marketable securities.

All debt securities within the Company’s portfolio are investment-grade securities.

As of June 30, 2025, the Company had receivables outstanding from two bank partners, that represent 41 % of receivables collectively ( 24 % and 17 % for each respective bank partner), and one card network partner that represented 52 % of receivables.

As of December 31, 2024, the Company had receivables outstanding from two bank partners, that represent 45 % of receivables collectively ( 25 % and 20 % for each respective bank partner), and one card network partner that represented 50 % of receivables.

CHIME FINANCIAL, INC.

1 unchanged sentence

(In thousands, except share and per share amounts, ratios, or as noted)

As of September 30, 2025, the Company had receivables outstanding from two bank partners, that represent 42 % of receivables collectively ( 25 % and 17 % for each respective bank partner), and one card network partner that represented 53 % of receivables.

Recently Issued Accounting Pronouncements Not Yet Adopted

9 unchanged sentences

The Company is currently evaluating the impact of the ASU on its disclosures.

In July 2025, the FASB issued ASU 2025-05, Measurement of Credit Losses for Accounts Receivable and Contract Assets, which provides for a practical expedient to estimate credit losses related to accounts receivable and contract assets from revenue contracts accounted for in accordance with ASC 606 using information as of the balance sheet date.

This ASU is effective for annual periods beginning after December 15, 2025 and early adoption is permitted.

The Company is currently evaluating the impact of this ASU on its financial statements and related disclosures.

In September 2025, the FASB issued ASU 2025-06, Targeted Improvements to the Accounting for Internal-Use Software.

This ASU makes targeted improvements to the accounting for internal-use software costs, removing the previous “development stage” model and introducing a more judgment-based approach.

This ASU is effective for annual reporting periods beginning after December 15, 2027 and provides for adoption on a prospective basis, with retrospective or modified retrospective application permitted.

The Company is currently evaluating the impact of this ASU on its financial statements and related disclosures.

NOTE 3 – REVENUE

3 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

4 unchanged sentences

__________________

(1) In the three and six months ended June 30, 2025, platform-related revenue included $ 86.0 million and $ 157.7 million that was not derived from contracts with customers.

In the three and six months ended June 30, 2024, platform-related revenue included $ 14.4 million and $ 27.4 million that was not derived from contracts with customers.

(2) In the three and six months ended June 30, 2025, platform-related revenue included $ 77.7 million and $ 142.0 million related to MyPay receivables, which was comprised of $ 48.2 million and $ 87.1 million related to off-balance sheet MyPay receivables and $ 29.5 million and $ 54.9 million related to on-balance sheet MyPay receivables.

In the three and six months ended June 30, 2024, platform-related revenue included $ 8.6 million and $ 16.2 million related to MyPay receivables, which was comprised of $ 6.5 million and $ 14.1 million related to off-balance sheet MyPay receivables and $ 2.1 million and $ 2.1 million related to on-balance sheet MyPay receivables.

(1) In the three and nine months ended September 30, 2025, platform-related revenue included $ 103.7 million and $ 261.4 million that was not derived from contracts with customers.

In the three and nine months ended September 30, 2024, platform-related revenue included $ 47.1 million and $ 74.5 million that was not derived from contracts with customers.

(2) In the three and nine months ended September 30, 2025, platform-related revenue included $ 88.4 million and $ 230.4 million related to MyPay receivables, which was comprised of $ 54.7 million and $ 141.8 million related to off-balance sheet MyPay receivables and $ 33.7 million and $ 88.6 million related to on-balance sheet MyPay receivables.

In the three and nine months ended September 30, 2024, platform-

CHIME FINANCIAL, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In thousands, except share and per share amounts, ratios, or as noted)

related revenue included $ 41.0 million and $ 57.2 million related to MyPay receivables, which was comprised of $ 23.8 million and $ 37.9 million related to off-balance sheet MyPay receivables and $ 17.2 million and $ 19.3 million related to on-balance sheet MyPay receivables.

Deferred revenue

2 unchanged sentences

Balance as of December 31, 2024

Balance as of June 30, 2025

Balance as of September 30, 2025

Increase in deferred revenue during the period $ 568

The Company recognized materially all revenue from amounts included in the opening deferred revenue balances for the six months ended June 30, 2025.

The Company recognized materially all revenue from amounts included in the opening deferred revenue balances for the nine months ended September 30, 2025.

Changes in deferred revenue during the period are driven by the increase in the amount of tips paid by members for using SpotMe.

CHIME FINANCIAL, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In thousands, except share and per share amounts, ratios, or as noted)

NOTE 4 – FAIR VALUE MEASUREMENT

2 unchanged sentences

Cash equivalents, marketable securities, and the product obligation are carried at fair value.

CHIME FINANCIAL, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In thousands, except share and per share amounts, ratios, or as noted)

The following table summarizes the assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy:

June 30, 2025

September 30, 2025

Level 1 Level 2 Level 3

31 unchanged sentences

The following table presents quantitative information about the significant unobservable inputs for the product obligation measured at fair value on a recurring basis, weighted by the total unrecovered balance:

June 30, 2025

September 30, 2025

Significant Unobservable Inputs Range Weighted Average Rate

9 unchanged sentences

The following tables summarize the amortized cost, gross unrealized gains and losses, and fair value of the Company’s available for sale (“AFS”) securities aggregated by investment category:

June 30, 2025

September 30, 2025

Cost or Amortized Cost Unrealized Gains Unrealized Losses Total Estimated Fair Value

9 unchanged sentences

Total marketable securities $ 368,119 $ 780 $ ( 10 ) $ 368,889

$ 368,119 $ 780 $ ( 10 ) $ 368,889

As of June 30, 2025 and December 31, 2024, the Company had 14 and 4 marketable securities positions in an unrealized loss position.

The unrealized losses above were as a consequence of interest rate changes.

The Company does not intend to sell nor anticipate that it will be required to sell these securities before recovery of the amortized cost basis.

Unrealized losses on available-for-sale debt securities were determined not to be related to credit related losses, therefore, no allowance for credit losses was recorded.

There were no material realized gains or losses from marketable securities that were reclassified out of accumulated other comprehensive income for the three and six months ended June 30, 2025 and 2024.

CHIME FINANCIAL, INC.

1 unchanged sentence

(In thousands, except share and per share amounts, ratios, or as noted)

The gross unrealized losses and fair values for those investments that were in an unrealized loss position as of June 30, 2025 and December 31, 2024, aggregated by investment category and the length of time that individual securities have been in a continuous loss position are as follows:

June 30, 2025

As of September 30, 2025 and December 31, 2024, the Company had 5 and 4 marketable securities positions in an unrealized loss position.

The unrealized losses above were as a consequence of interest rate changes.

The Company does not intend to sell nor anticipate that it will be required to sell these securities before recovery of the amortized cost basis.

Unrealized losses on available-for-sale debt securities were determined not to be related to credit related losses, therefore, no allowance for credit losses was recorded.

The cost of securities sold is based on the specific-identification method.

There were no material realized gains or losses from marketable securities that were reclassified out of accumulated other comprehensive income for the three and nine months ended September 30, 2025 and 2024.

The gross unrealized losses and fair values for those investments that were in an unrealized loss position as of September 30, 2025 and December 31, 2024, aggregated by investment category and the length of time that individual securities have been in a continuous loss position are as follows:

September 30, 2025

Less than 12 months Greater than 12 months Total

2 unchanged sentences

government securities $ 27,676 $ ( 9 ) $ — $ — $ 27,676 $ ( 9 )

agency securities 5,011 ( 2 ) 5,011 ( 2 )

Total $ 27,676 $ ( 9 ) $ — $ — $ 27,676 $ ( 9 )

6 unchanged sentences

The following table summarizes the Company’s marketable securities by contractual maturity:

As of June 30, 2025

As of September 30, 2025

Amortized Cost Fair Value

4 unchanged sentences

Loans held for investment, net consisted of the following:

September 30,

2025 December 31,

12 unchanged sentences

Below is a summary of the loans held for investment by vintage:

Days from origination June 30, 2025 December 31, 2024

Days from origination September 30, 2025 December 31, 2024

1 - 30 $ 101,542 $ 98,452

25 unchanged sentences

Below is a summary of the changes in allowance for expected credit losses on MyPay loans held for investment:

Six Months Ended

Nine Months Ended

September 30,

Balance, beginning of the period $ 30,649

6 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

6 unchanged sentences

__________________

(1) In the three and six months ended June 30, 2025, $ 24.4 million and $ 56.6 million was recorded as transaction and risk losses for SpotMe and other member negative balances, $ 34.1 million and $ 69.5 million was recorded as transaction and risk losses for off-balance sheet MyPay receivables, and $ 48.2 million and $ 87.1 million of the change in fair value of the product obligation was recorded as revenue related to off-balance sheet MyPay receivables on the condensed consolidated statements of operations.

In the three and six months ended June 30, 2024, $ 19.4 million and $ 38.5 million was recorded as transaction and risk losses for SpotMe and other member negative balances, $ 3.5 million and $ 6.6 million was recorded as transaction and risk losses for off-balance sheet MyPay receivables, and $ 6.5 million and $ 14.1 million of the change in fair value of the product obligation was recorded as revenue related to off-balance sheet MyPay receivables on the condensed consolidated statements of operations.

The Company’s maximum exposure to losses under its product obligation was $ 626.1 million and $ 454.3 million as of June 30, 2025 and December 31, 2024, which represent the total possible undiscounted amounts the Company could be required to pay, assuming no recoveries.

(1) In the three and nine months ended September 30, 2025, $ 24.3 million and $ 81.0 million was recorded as transaction and risk losses for SpotMe and other member negative balances, $ 29.6 million and $ 99.1 million was recorded as transaction and risk losses for off-balance sheet MyPay receivables, and $ 54.7 million and $ 141.9 million of the change in fair value of the product obligation was recorded as revenue related to off-balance sheet MyPay receivables on the condensed consolidated statements of operations.

In the three and nine months ended September 30, 2024, $ 20.5 million and $ 59.0 million was recorded as transaction and risk losses for SpotMe and other member negative balances, $ 13.2 million and $ 19.8 million was recorded as transaction and risk losses for off-balance sheet MyPay receivables, and $ 23.8 million and $ 37.8 million of the change in fair value of the product obligation was recorded as revenue related to off-balance sheet MyPay receivables on the condensed consolidated statements of operations.

The Company’s maximum exposure to losses under its product obligation was $ 662.6 million and $ 454.3 million as of September 30, 2025 and December 31, 2024, which represent the total possible undiscounted amounts the Company could be required to pay, assuming no recoveries.

NOTE 8 – PROPERTY, EQUIPMENT, AND SOFTWARE, NET

As of June 30, 2025 and December 31, 2024, property, equipment, and software, net consisted of the following:

As of September 30, 2025 and December 31, 2024, property, equipment, and software, net consisted of the following:

September 30,

2025 December 31,

6 unchanged sentences

Property, equipment, and software, net $ 86,480 $ 92,700

Depreciation and amortization expense on property, equipment, and software was $ 7.4 million and $ 14.6 million for the three and six months ended June 30, 2025, and $ 6.1 million and $ 11.3 million for the three and six months ended June 30, 2024.

Depreciation and amortization expense on property, equipment, and software was $ 7.5 million and $ 22.2 million for the three and nine months ended September 30, 2025, and $ 6.9 million and $ 18.2 million for the three and nine months ended September 30, 2024.

CHIME FINANCIAL, INC.

3 unchanged sentences

Other assets consisted of the following:

2025 December 31,

September 30, 2025 December 31,

$ 27,492 $ 27,492

3 unchanged sentences

Accrued and other current liabilities consisted of the following:

September 30,

2025 December 31,

10 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

5 unchanged sentences

Other non-current liabilities consisted of the following:

September 30,

2025 December 31,

2 unchanged sentences

Total other non-current liabilities $ 37,281 $ 46,109

CHIME FINANCIAL, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In thousands, except share and per share amounts, ratios, or as noted)

NOTE 10 – INDEBTEDNESS

2 unchanged sentences

As of December 31, 2024, the Company had letters of credit outstanding under the prior facility in a face amount of $ 20.1 million, which resulted in remaining borrowing capacity under the prior facility of $ 104.9 million, and no revolving loans had been drawn under the prior facility.

CHIME FINANCIAL, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In thousands, except share and per share amounts, ratios, or as noted)

On March 31, 2025, the Company terminated the prior facility and entered into a credit agreement with Morgan Stanley Senior Funding, Inc., as the administrative agent, the collateral agent, a letter of credit issuer and a lender, First-Citizens Bank & Trust Company, as a letter of credit issuer and a lender, and Goldman Sachs Lending Partners LLC, JPMorgan Chase Bank, N.A., Barclays Bank PLC, MUFG Bank Ltd., Texas Capital Bank, and Deutsche Bank AG New York Branch, as lenders, which provides for a $ 475.0 million senior secured revolving credit facility maturing on March 31, 2030 (the “credit facility”), or such later date as may be extended in accordance with the terms of the credit facility.

As of June 30, 2025, the Company had letters of credit outstanding thereunder in a face amount of $ 31.4 million.

As of June 30, 2025, no funds have been drawn under the credit facility.

As of September 30, 2025, the Company had letters of credit outstanding thereunder in a face amount of $ 31.4 million.

As of September 30, 2025, no funds have been drawn under the credit facility.

Loans under the credit facility initially bear interest at the Company’s option of (i) an annual rate based on the forward-looking term rate based on the Secured Overnight Financing Rate (“Term SOFR”), based on an interest period of one, three, or six months, plus an applicable margin of 1.50 % or (ii) a base rate (the “base rate”) equal to the highest of (A) the prime rate, (B) the effective federal funds rate, plus 0.50 %, and (C) Term SOFR for a one-month interest period plus 1.00 %, in each case plus 0.50 %.

6 unchanged sentences

In addition, the credit facility requires the Company to satisfy a minimum liquidity covenant.

The Company was in compliance with all covenants as of June 30, 2025.

The Company was in compliance with all covenants as of September 30, 2025.

NOTE 11 – REDEEMABLE CONVERTIBLE PREFERRED STOCK, COMMON STOCK, AND STOCKHOLDERS’ EQUITY (DEFICIT)

3 unchanged sentences

5.0 billion shares of Class A common stock, 65.0 million shares of Class B common stock and 500.0 million shares of Class C common stock.

As of June 30, 2025, the Company had 338,594,524 shares of Class A common stock, 32,182,289 shares of Class B common stock, and no shares of Class C common stock issued and outstanding.

As of September 30, 2025, the Company had 342,235,376 shares of Class A common stock, 32,182,289 shares of Class B common stock, and no shares of Class C common stock issued and outstanding.

The rights of the holders of Class A common stock, Class B common stock, and Class C common stock are identical, except with respect to voting and conversion.

Each share of Class A common stock is entitled to one vote per share.

Each share of Class B common stock is entitled to 20 votes per share and is convertible at any time into one share of Class A common stock.

Shares of Class C common stock have zero voting rights, except as otherwise required by law.

Common stockholders are entitled to dividends when and if declared by the board of directors.

There were no dividends declared or paid to common stockholders during the three and six months ended June 30, 2025 and 2024.

Each share of Class A common stock is entitled to one vote

CHIME FINANCIAL, INC.

1 unchanged sentence

(In thousands, except share and per share amounts, ratios, or as noted)

Each share of Class B common stock is entitled to 20 votes per share and is convertible at any time into one share of Class A common stock.

Shares of Class C common stock have zero voting rights, except as otherwise required by law.

Common stockholders are entitled to dividends when and if declared by the board of directors.

There were no dividends declared or paid to common stockholders during the three and nine months ended September 30, 2025 and 2024.

Redeemable Convertible Preferred Stock

20 unchanged sentences

The Company recorded the warrants within stockholders’ equity.

As of June 30, 2025 and December 31, 2024, there were 787,840 warrants outstanding and exercisable with a weighted average exercise price of $ 0.10 .

The weighted average remaining life as of June 30, 2025 and December 31, 2024 was 1.54 years and 2.03 years.

There was no warrant activity in the six months ended June 30, 2025.

As of December 31, 2024, there were 787,840 warrants outstanding and exercisable with a weighted average exercise price of $ 0.10 and a weighted average remaining life of 2.03 years.

All warrants outstanding as of December 31, 2024 were exercised in the nine months ended September 30, 2025.

As a result, 785,350 shares of Class A common stock were issued and there were no warrants outstanding as of September 30, 2025.

CHIME FINANCIAL, INC.

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(1) 46,500,000 shares of common stock, (2) five percent ( 5 %) of the total number of shares of all classes of the Company’s outstanding common stock as of the last day of the immediately preceding fiscal year, or (3) such other amount as the Company’s board of directors may determine no later than the last day of the immediately preceding fiscal year.

As of June 30, 2025 , there were 58,565,109 shares of Class A common stock reserved for future issuance under the 2025 Equity Incentive Plan.

As of September 30, 2025 , there were 58,167,093 shares of Class A common stock reserved for future issuance under the 2025 Equity Incentive Plan.

Stock Options

7 unchanged sentences

Service-based stock options

A summary of the Company’s service-based stock option activity for the year ended June 30, 2025 is as follows:

A summary of the Company’s service-based stock option activity for the nine months ended September 30, 2025 is as follows:

Outstanding Stock Options Weighted average exercise price ($) Weighted-average remaining contractual life (years)

5 unchanged sentences

Forfeited/Cancelled ( 45,043 ) 13.89

Balance as of June 30, 2025

Balance as of September 30, 2025

31,422,783 $ 8.70 5.09 $ 380,692

Vested and expected to vest as of June 30, 2025

Vested and expected to vest as of September 30, 2025

31,422,783 $ 8.70 5.09 $ 380,692

Exercisable as of June 30, 2025

Exercisable as of September 30, 2025

25,060,137 $ 5.69 4.20 $ 365,103

Aggregate intrinsic value represents the difference between the Company’s estimated fair value of its common stock and the exercise price of outstanding options with an exercise price below such estimated fair value.

Aggregate intrinsic value for stock options exercised for the six months ended June 30, 2025 was $ 19.2 million.

Aggregate intrinsic value for stock options exercised for the nine months ended September 30, 2025 was $ 50.8 million.

Performance stock options

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In the first quarter of 2025, it was determined that the performance conditions were met for 400,000 shares pursuant to such awards and the remaining 800,000 shares pursuant to such awards were cancelled.

The following table summarizes the performance stock option activity for the six months ended June 30, 2025:

The following table summarizes the performance stock option activity for the nine months ended September 30, 2025:

Outstanding Stock Options Weighted average exercise price ($) Weighted-average remaining contractual life (years)

4 unchanged sentences

Forfeited/Cancelled ( 800,000 ) 17.35

Balance as of June 30, 2025

Balance as of September 30, 2025

400,000 $ 17.35 8.49 $ 1,128

Vested and expected to vest as of June 30, 2025

Vested and expected to vest as of September 30, 2025

400,000 $ 17.35 8.49 $ 1,128

Exercisable as of June 30, 2025

Exercisable as of September 30, 2025

158,332 $ 17.35 8.49 $ 446

3 unchanged sentences

Service-Based RSAs

A summary of the Company’s service-based RSA activity for six months ended June 30, 2025 is as follows:

A summary of the Company’s service-based RSA activity for the nine months ended September 30, 2025 is as follows:

Number of Shares of Restricted Stock Weighted-average grant date fair value per share

3 unchanged sentences

Forfeited/Cancelled ( 38,806 ) 23.25

Balance as of June 30, 2025

Balance as of September 30, 2025

561,064 $ 23.25

The total value of shares vested in the six months ended June 30, 2025 was $ 4.2 million.

No service-based RSAs vested in the six months ended June 30, 2024.

The total value of shares vested in the nine months ended September 30, 2025 was $ 5.6 million.

The total value of shares vested in the nine months ended September 30, 2024 was $ 1.6 million.

Performance-Based RSAs

As of June 30, 2025 and December 31, 2024, the Company had 509,186 performance-based RSAs outstanding at a weighted average grant date fair value of $ 23.25 .

There were no shares granted, vested, or forfeited in the in the six months ended June 30, 2025.

A summary of the Company’s performance-based RSA activity for nine months ended September 30, 2025 is as follows:

Number of Shares of Restricted Stock Weighted-average grant date fair value per share

Balance as of December 31, 2024

509,186 $ 23.25

Forfeited/Cancelled ( 26,061 ) 23.25

Balance as of September 30, 2025

483,125 $ 23.25

A summary of the Company’s service-based RSUs activity is as follows:

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Forfeited/Cancelled ( 2,059,172 ) 22.97

Unvested as of June 30, 2025

Unvested as of September 30, 2025

22,303,344 $ 24.43

__________________

(1) Includes 11,948,867 shares of common stock underlying RSUs that were withheld to cover taxes on the settlement of vested RSUs during the six months ended June 30, 2025.

The total value of service-based RSUs vested in the six months ended June 30, 2025 was $ 688.5 million

(1) Includes 12,999,422 shares of common stock underlying RSUs that were withheld to cover taxes on the settlement of vested RSUs during the nine months ended September 30, 2025.

The total value of service-based RSUs vested in the nine months ended September 30, 2025 was $ 756.9 million.

CHIME FINANCIAL, INC.

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Performance-based PSUs

A summary of the Company’s performance-based PSU activity for six months ended June 30, 2025 is as follows:

A summary of the Company’s performance-based PSU activity for nine months ended September 30, 2025 is as follows:

Number of Shares of Restricted Stock Weighted-average grant date fair value per share

3 unchanged sentences

Forfeited/Cancelled ( 60,646 ) 23.25

Balance as of June 30, 2025

Balance as of September 30, 2025

6,669,297 $ 26.74

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The weighted-average grant date fair value per share of the awards was $ 23.96 .

All 1,600,000 market-based PSUs were outstanding as of June 30, 2025, as no ne have vested or been cancelled.

All 1,600,000 market-based PSUs were outstanding as of September 30, 2025, as no ne have vested or been cancelled.

2025 Employee Stock Purchase Plan

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Subject to any limitations contained therein, the ESPP allows eligible employees to contribute (in the form of payroll deductions or otherwise to the extent permitted by the administrator) an amount established by the administrator, but not exceeding 15 % of their eligible compensation, from time to time in its discretion to purchase common stock at a discounted price per share.

As of June 30, 2025 , there had been no offering period or purchase period under the ESPP, and no such period will begin unless and until determined by the Company’s board of directors as the administrator of the ESPP.

As of June 30, 2025 , there remained 9,300,000 shares reserved for sale under the ESPP.

As of September 30, 2025 , there had been no offering period or purchase period under the ESPP, and no such period will begin unless and until determined by the Company’s board of directors as the administrator of the ESPP.

As of September 30, 2025 , there remained 9,300,000 shares reserved for sale under the ESPP.

Stock-Based Compensation Expense

The following table summarizes the total stock-based compensation expense for the six months ended June 30, 2024 and 2025:

The following table summarizes the total stock-based compensation expense:

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

4 unchanged sentences

$ 84,755 $ 10,134 $ 1,003,598 $ 21,728

Included in the table above, the Company recorded stock-based compensation of $ 885.8 million related to service-based RSUs, $ 10.6 million related to performance-based PSUs, and $ 4.2 million related to market-based PSUs in the three and six months ended June 30, 2025 as the liquidity condition for these awards was satisfied in connection with the Company’s IPO.

During the three and six months ended June 30, 2025, the Company capitalized $ 0.2 million and $ 0.2 million each period of stock-based compensation expense related to capitalized internal-use software.

During the three and six months ended June 30, 2024, the Company capitalized nil each period of stock-based compensation expense related to capitalized internal-use software.

As of June 30, 2025, there was $ 564.3 million of unrecognized stock based compensation expected to be recognized over a weighted average period of 2.43 years.

NOTE 13 – NET INCOME (LOSS) PER SHARE

The Company presents net income (loss) per share attributable to common stockholders in conformity with the two-class method required for participating securities, and considered redeemable convertible preferred stock which was outstanding prior to the Company’s IPO to be participating securities.

Included in the table above, in the three and nine months ended September 30, 2025 the Company recorded stock-based compensation of $ 64.3 million and $ 950.1 million related to service-based RSUs, $ 8.8 million and $ 19.4 million related to performance-based PSUs, and $ 4.3 million and $ 8.5 million related to market-based PSUs as the liquidity condition for these awards was satisfied in connection with the Company’s IPO.

During the three and nine months ended September 30, 2025, the Company capitalized $ 0.8 million and $ 1.0 million each period of stock-based compensation expense related to capitalized internal-use software.

During the three and nine months ended September 30, 2024, the Company capitalized nil each period of stock-based compensation expense related to capitalized internal-use software.

As of September 30, 2025, there was $ 506.7 million of unrecognized stock based compensation expected to be recognized over a weighted average period of 2.50 years.

NOTE 13 – NET LOSS PER SHARE

The Company presents net loss per share attributable to common stockholders in conformity with the two-class method required for participating securities, and considered redeemable convertible preferred stock which was outstanding prior to the Company’s IPO to be participating securities.

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

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Class A, Class B, and Class C common stock share proportionately, on a per share basis, in the Company’s net income (losses) and participate equally in the dividends on common stock, if declared.

The Company allocates net income (losses) attributable to common stock between each class of common stock on a one-to-one basis when computing net income (loss) per share.

As a result, basic and diluted net income (loss) per share or each class of common stock are equivalent.

The Company allocates net income (losses) attributable to common stock between each class of common stock on a one-to-one basis when computing net loss per share.

As a result, basic and diluted net loss per share or each class of common stock are equivalent.

CHIME FINANCIAL, INC.

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(In thousands, except share and per share amounts, ratios, or as noted)

The Company calculates basic net income (loss) per share attributable to common stockholders by dividing net income (loss) attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period.

Diluted net income (loss) per share attributable to common stockholders gives effect to all potential shares of common stock, including common stock issuable upon conversion of redeemable convertible preferred stock, stock options, RSUs, and common stock warrants to the extent these are dilutive.

Basic and diluted net income (loss) per share is the same for all periods presented because the effects of potentially dilutive items were anti-dilutive.

The Company calculated basic and diluted net income (loss) per share attributable to common stockholders as follows (in thousands, except per share amounts):

The Company calculates basic net loss per share attributable to common stockholders by dividing net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period.

Diluted net loss per share attributable to common stockholders gives effect to all potential shares of common stock, including common stock issuable upon conversion of redeemable convertible preferred stock, stock options, RSUs, and common stock warrants to the extent these are dilutive.

Basic and diluted net loss per share is the same for all periods presented because the effects of potentially dilutive items were anti-dilutive.

The Company calculated basic and diluted net loss per share attributable to common stockholders as follows (in thousands, except per share amounts):

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

Net income (loss)

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

Undistributed earnings attributable to redeemable convertible preferred stockholders

$ ( 54,722 ) $ ( 22,026 ) $ ( 965,159 ) $ ( 5,738 )

Net income (loss) attributable to common stockholders, basic and diluted $ ( 923,376 ) $ — $ ( 910,437 ) $ —

Weighted-average number of common shares outstanding used to compute net income (loss) per share attributable to common stockholders, basic and diluted

Net loss attributable to common stockholders, basic and diluted $ ( 54,722 ) $ ( 22,026 ) $ ( 965,159 ) $ ( 5,738 )

Weighted-average number of common shares outstanding used to compute net loss per share attributable to common stockholders, basic and diluted

371,829,972 65,149,191 189,227,164 64,757,159

Net income (loss) per share, basic and diluted

Net loss per share, basic and diluted

$ ( 0.15 ) $ ( 0.34 ) $ ( 5.10 ) $ ( 0.09 )

The following outstanding shares of potentially dilutive securities were excluded from the computation of diluted net income (loss) per share because including them would have had an anti-dilutive effect, or issuance of such shares is contingent upon the satisfaction of certain conditions which were not satisfied at the end of the respective periods:

The following outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share because including them would have had an anti-dilutive effect, or issuance of such shares is contingent upon the satisfaction of certain conditions which were not satisfied at the end of the respective periods:

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

12 unchanged sentences

Total anti-dilutive securities 63,439,613 333,017,369 63,439,613 333,017,369

CHIME FINANCIAL, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In thousands, except share and per share amounts, ratios, or as noted)

NOTE 14 – RELATED PARTY TRANSACTIONS

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The Company is party to a multi-year sponsorship agreement with the Dallas Mavericks.

During the three and six months ended June 30, 2024 the Company paid $ 0.4 million and $ 6.4 million in sponsorship fees as part of the agreement.

During the three and nine months ended September 30, 2024 the Company paid nil and $ 6.4 million in sponsorship fees as part of the agreement.

There were no balances outstanding or due as of December 31, 2024.

The board member ceased serving as an executive officer of the Dallas Mavericks in 2025.

CHIME FINANCIAL, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In thousands, except share and per share amounts, ratios, or as noted)

In 2022, the Company established the Chime Scholars Foundation (the “Foundation”), which is a non-controlled nonprofit organization formed for the purpose of distributing charitable donations to recipients generally located in the communities the Company serves.

1 unchanged sentence

The first annual installment of 321,019 shares of Class A common stock were transferred to the Foundation in June 2025.

During the three and six months ended June 30, 2025, the Company recognized $ 11.2 million of stock-based charitable contribution for the fair value of donated shares, based on the closing stock price on the day of donation, within general and administrative expenses in the condensed consolidated statement of operations.

During the three and nine months ended September 30, 2025, the Company recognized nil and $ 11.2 million of stock-based charitable contribution for the fair value of donated shares, based on the closing stock price on the day of donation, within general and administrative expenses in the condensed consolidated statement of operations.

Cash donations are recognized as expenses when paid to the Foundation.

During the three and six months ended June 30, 2025, cash donations were nil and $ 0.7 million.

During the three and six months ended June 30, 2024, cash donations were $ 1.2 million.

During the three and nine months ended September 30, 2025, cash donations were $ 2.3 million and $ 3.0 million.

During the three and nine months ended September 30, 2024, cash donations were $ 0.5 million and $ 1.7 million.

NOTE 15 – INCOME TAXES

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

Income before income taxes $ ( 924,423 ) $ 463 $ ( 909,932 ) $ 16,004

Provision (benefit) for income taxes ( 1,047 ) 78 505 ( 284 )

Loss before income taxes

$ ( 54,442 ) $ ( 19,827 ) $ ( 964,374 ) $ ( 3,823 )

Provision for income taxes

280 2,199 785 1,915

Effective tax rate ( 0.5 ) % ( 11.1 ) % ( 0.1 ) % ( 50.1 ) %

The Company’s tax provision for interim periods is determined using an estimated annual effective tax rate (“ETR”), adjusted for discrete items arising in the period.

In each quarter, the Company updates its estimated annual ETR and make a year-to-date calculation of the provision.

The Company’s ETR was 0.1 % and ( 0.1 )% for the three and six months ended June 30, 2025.

In each quarter, the Company updates its estimated annual ETR and makes a year-to-date calculation of the provision.

The Company’s ETR was ( 0.5 )% and ( 0.1 )% for the three and nine months ended September 30, 2025.

The primary difference between the ETR and the federal statutory tax rate for each period was due to the non-deductible executive compensation, the excess tax benefits from stock-based compensation and valuation allowance on the Company’s deferred tax assets.

Tax expense for the six months ended June 30, 2025 was primarily due to certain state taxes.

The Company’s ETR was 16.8 % and ( 1.8 )% for the three and six months ended June 30, 2024.

Tax expense for the nine months ended September 30, 2025 was primarily due to certain state taxes.

The Company’s ETR was ( 11.1 )% and ( 50.1 )% for the three and nine months ended September 30, 2024.

The primary difference between the ETR and the federal statutory tax rate for each period is due to the valuation allowance on the Company’s deferred tax assets.

1 unchanged sentence

Management reviews all available positive and negative evidence in assessing the realizability of deferred tax assets.

As of June 30, 2025, the Company maintained a full valuation allowance against the net deferred tax assets in applicable jurisdictions.

As of September 30, 2025, the Company maintained a full valuation allowance against the net deferred tax assets in applicable jurisdictions.

On July 4, 2025, H.R.

1 the One Big Beautiful Bill Act was signed into law in the U.S., which contains a broad range of tax reform provisions affecting businesses.

As the legislation was signed into law after the close of the second quarter, the impacts are not included in the Company’s operating results for the six months ended June 30, 2025.

Management is currently evaluating the impact of the tax law changes on the Company’s financial statements.

CHIME FINANCIAL, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In thousands, except share and per share amounts, ratios, or as noted)

The legislation did not have a material impact on the Company’s income tax expense for the three months ended September 30, 2025, but the Company will continue to evaluate the impact of the tax law changes.

NOTE 16 – COMMITMENTS AND CONTINGENCIES

2 unchanged sentences

The most significant of these operating leases is the corporate headquarters in San Francisco, California.

For the three and six months ended June 30, 2025, rent expense for all operating leases was $ 2.7 million and $ 5.5 million.

For the three and six months ended June 30, 2024, rent expense for all operating leases was $ 2.7 million and $ 5.3 million.

For the three and nine months ended September 30, 2025, rent expense for all operating leases was $ 3.7 million and $ 9.1 million.

For the three and nine months ended September 30, 2024, rent expense for all operating leases was $ 2.8 million and $ 8.1 million.

CHIME FINANCIAL, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In thousands, except share and per share amounts, ratios, or as noted)

In April 2025, the Company entered into a lease for office space at 122 Fifth Avenue, New York, New York with a commencement date based on delivery of the premises in agreed-upon condition.

1 unchanged sentence

Base rent payments are approximately $ 7.5 million annually for the first six years and $ 8.2 million annually for the remainder of the term, subject to a rent abatement period of fourteen months beginning on the commencement date.

As of June 30, 2025, the lease had not yet commenced.

The lease commenced on August 1, 2025.

The Company’s operating lease costs are as follows:

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

7 unchanged sentences

The weighted average remaining operating lease term and the weighted average discount rate used in the calculation of the Company’s lease assets and lease liabilities were as follows:

June 30, 2025

September 30, 2025

Weighted average remaining operating lease term (in years) 8.4

2 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

1 unchanged sentence

Payments for operating lease liabilities $ 4,972 $ 4,263 $ 14,782 $ 12,749

CHIME FINANCIAL, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In thousands, except share and per share amounts, ratios, or as noted)

Future minimum lease payments under non-cancelable operating leases (with initial lease terms in excess of one year) as of June 30, 2025 were as follows:

Future minimum lease payments under non-cancelable operating leases (with initial lease terms in excess of one year) as of September 30, 2025 were as follows:

Remainder of 2025

2 unchanged sentences

imputed interest 39,848

leases executed but not yet commenced 53,238

Total operating lease liabilities $ 137,763

CHIME FINANCIAL, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In thousands, except share and per share amounts, ratios, or as noted)

Contingencies

4 unchanged sentences

NOTE 17 – SUBSEQUENT EVENTS

During the second quarter of 2025, the Company entered into a new lease agreement for office space in New York City as described in Note 16.

The lease commenced on August 1, 2025 and the Company recorded a right-of-use asset of $ 42.1 million and corresponding lease liability of $ 53.2 million on its consolidated balance sheet.

ChimeCore Migration

On November 4, 2025, the Company completed its migration of all member accounts to ChimeCore and ceased the use of its third-party processor.

While the contractual relationship will continue until March 2026, the Company will incur approximately $ 32.7 million in one-time termination costs in general and administrative expenses in the fourth quarter of 2025.

Share Repurchase Program

On November 5, 2025, the Company announced that its board of directors approved a share repurchase program with authorization to purchase up to $ 200.0 million of the Company’s Class A common stock at management’s discretion.

Repurchases may be made from time to time through open market purchases, privately negotiated transactions or other means, subject to market conditions, applicable legal requirements, and other relevant factors.

Open market repurchases may be structured to occur in accordance with the requirements of Rule 10b-18 of the Exchange Act.

The Company may also, from time to time, enter into Rule 10b5-1 plans to facilitate repurchases of its Class A common stock under this authorization.

The timing and actual number of shares repurchased may depend on a variety of factors, including legal requirements, price, and economic and market conditions.

The repurchase program does not obligate the Company to repurchase any particular amount of Class A common stock and may be suspended or discontinued at any time at the Company’s discretion without prior notice, subject to all applicable securities laws.

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-Q

Item 1. Financial Statements