1 unchanged sentence
Securities Trading Plans of Directors and Executive Officers
−Removed: No officers, as defined in Rule 16a-1(f), or directors adopted 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 last fiscal quarter.
+Added: Except as described below, during the three months ended September 30, 2025, none of our officers or directors, as defined in Rule 16a-1(f) of the Exchange Act, adopted , modified, or terminated any contract, instruction, or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) (a “Rule 10b5-1 trading arrangement”) or any “non Rule 10b5-1 trading arrangement,” as defined in Regulation S-K Item 408.
+Added: On August 19, 2025 , Amine Asmerom , our Chief Accounting Officer , adopted a “Rule 10b5-1 trading arrangement” (as defined in Item 408(a) of Regulation S-K) intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act pursuant to which he may sell up to 94,491 shares of our Class A common stock on or prior to November 15, 2026 .
+Added: On August 25, 2025 , Matthew Newcomb , our Chief Financial Officer , through the 2019 Newcomb Fox Family Trust, adopted a “Rule 10b5-1 trading arrangement” (as defined in Item 408(a) of Regulation S-K) intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act pursuant to which he may sell up to 600,000 shares of our Class A common stock on or prior to November 24, 2026 .
+Added: On August 28, 2025 , Ryan King , our Co-Founder and a member of our Board of Directors , through the King Family Trust, adopted a “Rule 10b5-1 trading arrangement” (as defined in Item 408(a) of Regulation S-K) intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act pursuant to which he may sell up to 1,625,000 shares of our Class A common stock on or prior to January 5, 2027 .
+Added: On September 8, 2025 , Adam Frankel , our General Counsel , adopted a “Rule 10b5-1 trading arrangement” (as defined in Item 408(a) of Regulation S-K) intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act pursuant to which he may sell up to 199,986 shares of our Class A common stock on or prior to June 1, 2026 .
+Added: On September 15, 2025 , Christopher Britt , our Chief Executive Officer and the chairman of our Board of Directors , through the Britt Living Trust, adopted a “Rule 10b5-1 trading arrangement” (as defined in Item 408(a) of Regulation S-K) intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act pursuant to which he may sell up to 1,000,000 shares of our Class A common stock, including certain shares held by his spouse, on or prior to December 5, 2026 .
The exhibits listed below are filed as part of this Quarterly Report on Form 10-Q, or are incorporated herein by reference, in each case as indicated below.
4 unchanged sentences
Amended and Restated Certificate of Incorporation of the registrant.
+Added: August 11, 2025
Amended and Restated Bylaws of the registrant.
−Removed: Amended and Restated Investors’ Rights Agreement among the registrant and certain holders of its capital stock, dated as of August 9, 2021 .
−Removed: Form of Warrant to Purchase Class A Common Stock.
−Removed: Form of Indemnification Agreement between the registrant and each of its directors and executive officers.
−Removed: Chime Financial, Inc.
−Removed: 2025 Equity Incentive Plan and related form agreements.
−Removed: Chime Financial, Inc.
−Removed: 2025 Employee Stock Purchase Plan and related form agreements.
−Removed: Chime Financial, Inc.
−Removed: Amended and Restated 2012 Stock Option and Grant Plan and related form agreements.
−Removed: Outside Director Compensation Policy.
−Removed: Change in Control Severance Plan.
−Removed: Officer Severance Plan.
−Removed: 2024 Bonus Plan.
−Removed: Executive Incentive Compensation Plan.
−Removed: Confirmatory Employment Letter between the registrant and Christopher Britt, dated as of April 3, 2025.
−Removed: Confirmatory Employment Letter between the registrant and Ryan King, dated as of April 3, 2025.
−Removed: Confirmatory Employment Letter between the registrant and Matthew Newcomb, dated as of April 3, 2025.
−Removed: Confirmatory Employment Letter between the registrant and Adam Frankel, dated as of April 3, 2025.
−Removed: Confirmatory Employment Letter between the registrant and Mark Troughton, dated as of April 3, 2025.
−Removed: Founder Letter Agreement between the registrant and Christopher Britt, dated as of April 28, 2025.
−Removed: Founder Letter Agreement between the registrant and Ryan King, dated as of April 28, 2025.
−Removed: Form of Exchange Agreement among the registrant, each of Christopher Britt and Ryan King, and certain related entities.
−Removed: Form of Equity Exchange Right Agreement between the registrant and each of Christopher Britt and Ryan King.
−Removed: Lease Agreement between the registrant and Elm Property Venture LLC, dated as of September 2, 2021.
−Removed: Credit Agreement among the registrant, the several lenders from time to time party thereto, and Morgan Stanley Senior Funding, Inc., dated as of March 31, 2025.
−Removed: Master Services Agreement between the registrant and The Bancorp Bank, N.A., dated as of June 9, 2023, as amended on January 6, 2025, February 27, 2025, March 19, 2025 , and June 20, 2025 .
−Removed: Amended & Restated Private Label Consumer & Commercial Checking Account, Savings Account & Debit Card Issuance Agreement between the registrant and Stride Bank, N.A.
−Removed: (f/k/a Central National Bank and Trust Co.
−Removed: of Enid), effective as of December 1, 2022, as amended on October 23, 2024, and March 31, 2025.
−Removed: Secured Credit Card Issuing and Marketing Agreement between the registrant and Central National Bank and Trust Co.
−Removed: of Enid, effective as of October 10, 2018, as amended on March 10, 2020, March 17, 2021, December 1, 2022, and October 23, 2024.
+Added: August 11, 2025
+Added: Master Services Agreement between the registrant and The Bancorp Bank, N.A., dated as of June 9, 2023, as amended on January 6, 2025, February 27, 2025, March 19, 2025, June 20, 2025 and August 5, 2025.
Certification of the Principal Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
2 unchanged sentences
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: The following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, formatted in Inline XBRL:
+Added: The following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, formatted in Inline XBRL:
(i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations, (iii) Condensed Consolidated Statements of Comprehensive Income (Loss), (iv) Condensed Consolidated Statements of Cash Flows, (v) Condensed Consolidated Statements of Stockholders’ Equity, and (vi) Notes to Condensed Consolidated Financial Statements.
8 unchanged sentences
CHIME FINANCIAL, INC.
−Removed: August 11, 2025 By:
+Added: November 10, 2025 By:
/s/ Christopher Britt
Christopher Britt
−Removed: Chief Executive Officer and Chairperson
−Removed: August 11, 2025 By:
+Added: Chief Executive Officer and Chairman
+Added: November 10, 2025 By:
/s/ Matthew Newcomb
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.