What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2024-03-15 compared with 2023-03-14 · 53 added, 56 removed, 270 unchanged (29% of the section changed)

72 unchanged sentences

Corporate Financing Senior secured term loan secured by the assets of the Company and certain of its subsidiaries guaranteeing the term loan, including pledges of the equity interests of certain subsidiaries that are directly or indirectly owned by the Company.

Included as "Acquisition and corporate financing" on the Consolidated Balance Sheets

Included in "Acquisition and corporate financing" on the Consolidated Balance Sheets

Cost of Debt Annualized interest expense divided by Average Daily Debt Balance

5 unchanged sentences

GAAP Generally Accepted Accounting Principles

Leverage Average Daily Debt Balance divided by Average Daily Principal Balance

Leverage Average Daily Debt Balance, excluding Corporate Financing, divided by Average Daily Principal Balance

Loans Receivable at Fair Value All loans receivable held for investment.

3 unchanged sentences

Members Members include borrowers with an outstanding or successfully paid off loan, originated by us or under a bank partnership program that we service, or individuals who have been approved for a credit card issued under a bank partnership program.

Members also include individuals who have signed-up to use or are using any of our Digit Savings, Digit Direct, Digit Investing and/or Digit Retirement products

Members also include individuals who had signed-up to use or are using our Set & Save product or historically our checking, investing and/or retirement products

Net Revenue Net Revenue is calculated by subtracting interest expense from total revenue and adding the net increase (decrease) in fair value

8 unchanged sentences

Products Products refers to the aggregate number of personal loans and/or credit card accounts that our Members have had or been approved for that have been originated by us or through one of our bank partners.

Products also include the aggregate number of digital banking products we offer as a result of our acquisition of Digit, including Digit Savings, Digit Direct, Digit Investing and Digit Retirement, that our Members use or have signed-up to use

Products also include the aggregate number of digital banking products we offer, including Set & Save, checking, investing and/or retirement products , that our Members use or have signed-up to use

Return on Equity Annualized net income divided by average stockholders' equity for a period

Secured Financing Asset-backed revolving debt facilities, including (1) the VFN facility which was collateralized by unsecured personal loans, terminated September 8, 2021 and replaced with the PLW facility that is collateralized by unsecured personal loans and secured personal loans and (2) the CCW facility that is collateralized by credit card accounts

Variable Funding Note Warehouse (or "VFN") Asset-backed revolving debt facility, collateralized by unsecured personal loans, terminated on September 8, 2021.

Formerly defined solely as "Secured Financing" on the Consolidated Balance Sheets

Secured Financing Asset-backed revolving debt facilities, including (1) PLW facility that is collateralized by unsecured personal loans and secured personal loans and (2) the CCW facility that is collateralized by credit card accounts

Weighted Average Interest Rate Annualized interest expense as a percentage of average debt

3 unchanged sentences

The information required by this item will be included in the 2024 Proxy Statement and is incorporated herein by reference.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholders Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The information required by this item will be included in the 2024 Proxy Statement and is incorporated herein by reference.

1 unchanged sentence

The information required by this item will be included in the 2024 Proxy Statement and is incorporated herein by reference.

Principal Accounting Fees and Services

Principal Accountant Fees and Services

The information required by this item will be included in the 2024 Proxy Statement and is incorporated herein by reference.

Exhibits and Financial Statement Schedules

Exhibit and Financial Statement Schedules

(a) (1) The following consolidated financial statements of Oportun, Inc.

20 unchanged sentences

3.2 Amended and Restated Bylaws of Oportun Financial Corporation.

8-K/A 001-39050 3.1 12/9/2022

001-39050 3.1 10/11/2023

4.1 Form of Common Stock Certificate.

17 unchanged sentences

10-K 001-39050 10.4 2/23/2021

10.5+ Form of Performance-Based Restricted Stock Unit Award Agreement .

001-39050 10.1 12/12/2023

10.6+ 2019 Employee Stock Purchase Plan.

S-1/A 333-232685 10.5 9/16/2019

10.6+ 2021 Inducement Equity Incentive Plan and Form of Award Notice and Agreement.

10.7+ Amended and Restated 2021 Inducement Equity Incentive Plan and Form of Award Notice and Agreement .

S-8 333-261964 10.1 6/15/2023

6 unchanged sentences

S-1 333-232685 10.8 7/17/2019

10.9-1^ Amended and Restated Purchase and Sale Agreement by and between Oportun, Inc.

and ECL Funding LLC, dated as of June 29, 2018.

S-1 333-232685 10.9 7/17/2019

10.9-2** Amendment No.

1 to Amended and Restated Purchase and Sale Agreement by and between Oportun, Inc.

and ECL Funding LLC, dated as of December 1, 2018.

S-1/A 001-39050 10.9.2 9/16/2019

10.9-3 Amendment No.

2 to Amended and Restated Purchase and Sale Agreement by and between Oportun, Inc.

and ECL Funding LLC, dated as of February 1, 2019.

S-1/A 333-232685 10.9.3 9/16/2019

10.9-4** Amendment No.

3 to Amended and Restated Purchase and Sale Agreement by and between Oportun, Inc.

and ECL Funding LLC, dated as of September 12, 2019.

S-1/A 333-232685 10.9.4 9/16/2019

10.9-5** Amendment No.

4 to Amended and Restated Purchase and Sale Agreement by and between Oportun, Inc.

and ECL Funding LLC, dated as of January 31, 2020.

10-K 333-232685 10.2 2/28/2020

10.10** Amendment No.

5 to Amended and Restated Purchase and Sale Agreement by and between Oportun, Inc.

and ECL Funding LLC, dated as of March 5, 2021.

10-Q 001-39050 10.2 5/7/2021

Base Indenture by and between Oportun Funding XIII, LLC and Wilmington Trust, National Association, dated as of August 1, 2019.

8 unchanged sentences

10-Q 001-39050 10.1 8/6/2021

10.14^**

Indenture by and between Oportun Issuance Trust 2021-C, and Wilmington Trust, National Association, dated as of October 28, 2021.

10-Q 001-39050 10.3 11/4/2021

10.15-1^**

Receivables Retention Facility Agreement, dated February 5, 2021, by and between Oportun, Inc.

10-K 001-39050 10.16.1 2/23/2021

10.15-2^**

Amended and Restated Credit Card Program and Servicing Agreement, dated February 5, 2021, by and between Oportun, Inc.

10-K 001-39050 10.16.2 2/23/2021

10.17-1** Letter Agreement to Retention Facility Agreement by and between WebBank and Oportun, Inc., dated as of July 28, 2021.

10-Q 001-39050 10.1.1 8/6/2021

10.17-2** Letter Agreement to Retention Facility Agreement by and between WebBank and Oportun, Inc., dated as of September 21, 2021.

10-Q 001-39050 10.1.2 8/6/2021

10.17-3** Letter Agreement to Retention Facility Agreement by and between WebBank and Oportun, Inc., dated as of October 29, 2021.

10-Q 001-39050 10.1.3 11/4/2021

10.17-4** Letter Agreement to Retention Facility Agreement by and between WebBank and Oportun, Inc., dated as of November 30, 2021.

10-K 001-39050 10.17.4 03/1/2022

10.16-1^**

Loan and Security Agreement by and between Oportun PLW Trust, Oportun PLW Depositor, LLC, Oportun, Inc., the Lenders thereto, and Wilmington Trust, National Association, dated as of September 8, 2021.

8 unchanged sentences

10-Q 001-39050 10.2 11/8/2022

Fifth Amendment to the Loan and Security Agreement by and among Oportun PLW Trust, Oportun PLW Depositor, LLC, Oportun, Inc., the Lenders thereto, and Wilmington Trust, National Association, dated as of June 29, 2023.

10-Q 001-39050 10.2 8/9/2023

Indenture between Oportun RF, LLC and Wilmington Trust, National Association, dated as of December 20, 2021.

5 unchanged sentences

Third Amendment to Indenture by and between Oportun RF, LLC and Wilmington Trust, National Association, dated as of November 2, 2022.

001-39050 10.19-4 3/14/2023

Fourth Amendment to Indenture by and between Oportun RF, LLC and Wilmington Trust, National Association, dated as of December 22, 2022.

001-39050 10.19-5 3/14/2023

Fifth Amendment to Indenture by and between Oportun RF, LLC and Wilmington Trust, National Association, dated as of February 10, 2023.

001-39050 10.19-6 3/14/2023

Sixth Amendment to Indenture by and between Oportun RF, LLC and Wilmington Trust, National Association, dated as of December 20, 2023.

S eventh Amendment to Indenture by and between Oportun RF, LLC and Wilmington Trust, National Association, dated as of February 29, 2024 .

Eight h Amendment to Indenture by and between Oportun RF, LLC and Wilmington Trust, National Association, dated as of March 8, 2024 .

001-39050 10.1 3/14/2024

Indenture between CCW Trust and Wilmington Trust, National Association, dated as of December 20, 2021.

9 unchanged sentences

Master Amendment to Transaction Documents by and between Oportun CCW Trust, Oportun CCW Depositor, LLC, Oportun, Inc., Wilmington Trust, National Association, and WebBank, dated as of March 8, 2023.

001-39050 10.20-6 3/14/2023

Fifth Amendment to Indenture by and between Oportun CCW Trust and Wilmington Trust, National Association, dated as of July 27 , 2023

Master Amendment to Transaction Documents by and between Oportun CCW Trust, Oportun CCW Depositor, LLC, Oportun, Inc., Wilmington Trust, National Association, and WebBank, dated as of November 28, 2023.

S eventh Amendment to Indenture by and between Oportun CCW Trust and Wilmington Trust, National Association, dated as of December 22, 2023.

Base Indenture by and between Oportun Funding 2022-1, LLC and Wilmington Trust, National Association, dated as of March 31, 2022.

6 unchanged sentences

10-Q 001-39050 10.2 8/9/2022

10.22-1^**

Credit Agreement, dated as of September 14, 2022, by and among Oportun Financial Corporation, Wilmington Trust, National Association, and the Lenders party thereto.

2 unchanged sentences

1 to Credit Agreement, dated as of November 22, 2022, by and among Oportun Financial Corporation, the Subsidiary Guarantors party thereto, Wilmington Trust, National Association, and the Lenders party thereto.

001-39050 10.24-2 3/14/2023

10.22-3^**

Amendment No.

1 unchanged sentence

8-K 001-39050 10.1 3/13/2023

10.22-4^**

Amendment No.

3 to Credit Agreement, dated as of March 1 2 , 202 4 , by and among Oportun Financial Corporation, the Subsidiary Guarantors party thereto, Wilmington Trust, National Association, and the Lenders party thereto.

001-39050 10.2 3/14/2024

Indenture between Oportun Issuance Trust 2022-3 and Wilmington Trust, National Association, dated as of November 3, 2022.

10-Q 001-39050 10.5 11/8/2022

10.24^**

Receivables Loan and Security Agreement , dated as of October 20, 2023, by and among Oportun CL Trust 2023-A , Oportun, Inc.

, and Oportun CL Depositor, LLC, Wilmington Trust, National Association and the L e nders party thereto.

10.25^**

Program Agreement, by and between Oportun, Inc.

and MetaBank, N.A., dated as of August 11, 2020.

10-Q 001-39050 10.1 11/12/2020

I nsider Trading Policy

21.1 List of Subsidiaries of Oportun Financial Corporation

4 unchanged sentences

32.1* Section 1350 Certifications

C ompensation Recovery Policy

101 Interactive data files pursuant to Rule 405 of Regulation S-T:

7 unchanged sentences

+ Management contract or compensatory plan.

^ Confidential treatment has been requested with respect to certain portions of this exhibit.

Omitted portions have been filed separately with the Securities and Exchange Commission.

** Portions of this exhibit have been omitted pursuant to Item 601 of Regulation S-K.

Certain portions of this exhibit have been omitted pursuant to Item 601(b)(10) of Regulation S-K by means of marking such portions with asterisks because the Registrant has determined that the information is not material and would likely cause competitive harm to the Registrant if publicly disclosed.

** Certain portions of this exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K.

The registrant agrees to furnish supplementally to the SEC a copy of any omitted schedule or exhibit upon request by the SEC.

22 unchanged sentences

March 15, 2024

/s/ Jo Ann Barefoot /s/ Ginny Lee

Jo Ann Barefoot Ginny Lee

/s/ Jo Ann Barefoot /s/ Mohit Daswani

Jo Ann Barefoot Mohit Daswani

(Director) (Director)

1 unchanged sentence

March 15, 2024

Miramontes /s/ Carl Pascarella

Miramontes Carl Pascarella

/s/ Ginny Lee /s/ Carlos Minetti

Ginny Lee Carlos Minetti

(Director) (Director)

1 unchanged sentence

March 15, 2024

/s/ Sandra Smith /s/ David Strohm

Sandra Smith David Strohm

Miramontes /s/ Sandra Smith

Miramontes Sandra Smith

(Director) (Director)

1 unchanged sentence

March 15, 2024

/s/ Frederic Welts /s/ R.

Neil Williams

Frederic Welts R.

Neil Williams

(Director) (Director)

March 15, 2024

March 14, 2023

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 9A. Controls and Procedures