Oportun Financial Corp 10-K

Item 8. Financial Statements and Supplementary Data Report of Independent Registered Public Accounting Firm To the stockholders and the Board of Directors of Oportun Financial Corporation Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Oportun Financial Corporation and subsidiaries (the "Company") as of December 31, 2025 and 2024, the related consolidated statements of operations, changes in stockholders’ equity, and cash flows, for each of the two years in the period ended December 31, 2025, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the two years in the period ended December 31, 2025, in conformity within conformity with accounting principles generally accepted in the United States of America. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 27, 2026, expressed an unqualified opinion on the Company's internal control over financial reporting. Basis for Opinion These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Fair Value of Financial Instruments — Fair Value Estimate of Unsecured Personal Loans — Refer to Notes 2 and 14 to the financial statements Critical Audit Matter Description The Company’s loans receivable at fair value were valued as Level 3 financial instruments. The Company estimates the fair value of the Level 3 loans receivable using a discounted cash flow model based on estimated future cash flows, which considers unobservable inputs that require significant judgment. The model uses unobservable inputs that are inherently judgmental. The inputs reflect management’s best estimates of the assumptions a market participant would use to calculate fair value. We identified the Company’s fair value estimate of unsecured personal loans as a critical audit matter because of the subjective process in determining significant inputs used to estimate the fair value. Auditing management’s estimate of unsecured personal loans receivable at fair value involved exercising subjective and complex judgments, required specialized skills and knowledge, and required an increased extent of audit effort, including obtaining audit evidence of the data sources used to estimate fair value, and understanding the assumptions applied and the nature of significant inputs utilized. How the Critical Audit Matter Was Addressed in the Audit Our audit procedures related to the Company’s fair value estimate of unsecured personal loans receivable included the following, among others: • We tested the effectiveness of management’s controls covering the overall estimate and the review of the accuracy and completeness of the underlying unsecured personal loan data utilized in the model calculations. • We tested the accuracy and completeness of the source information derived from the Company’s loan data, which is used in the valuation model. • We evaluated the valuation model and related assumptions, including significant unobservable inputs, and underlying loan data used by management. 57 • With the assistance of our fair value specialists, we developed independent estimates of the unsecured personal loans receivable at fair value and compared our estimates to the Company’s estimates. /s/ Deloitte & Touche LLP San Francisco, CA February 27, 2026 We have served as the Company's auditor since 2010. 58 OPORTUN FINANCIAL CORPORATION Consolidated Balance Sheets (in thousands, except share and per share data) December 31, 2025 2024 Assets Cash and cash equivalents $ 105,525 $ 59,968 Restricted cash 93,409 154,657 Loans receivable at fair value 2,874,092 2,778,523 Capitalized software and other intangibles, net 71,698 86,588 Right of use assets - operating 9,441 9,775 Other assets 103,691 137,592 Total assets $ 3,257,856 $ 3,227,103 Liabilities and stockholders' equity Liabilities Secured financing $ 199,384 $ 535,469 Asset-backed notes at fair value 263,799 1,080,690 Asset-backed borrowings at amortized cost 2,192,649 984,333 Acquisition and corporate financing 143,663 203,751 Lease liabilities 11,468 18,200 Other liabilities 56,811 50,851 Total liabilities 2,867,774 $ 2,873,294 Note 15 Leases, Commitments and Contingencies Stockholders' equity Common stock, $ 0.0001 par value - 1,000,000,000 shares authorized at December 31, 2025 and December 31, 2024; 44,709,065 shares issued and 44,437,042 shares outstanding at December 31, 2025; 36,383,879 shares issued and 36,111,856 shares outstanding at December 31, 2024 8 7 Common stock, additional paid-in capital 623,668 612,642 Accumulated deficit ( 227,285 ) ( 252,531 ) Treasury stock at cost, 272,023 and 272,023 shares at December 31, 2025 and December 31, 2024 ( 6,309 ) ( 6,309 ) Total stockholders’ equity 390,082 353,809 Total liabilities and stockholders' equity $ 3,257,856 $ 3,227,103 See Notes to the Consolidated Financial Statements. 59 OPORTUN FINANCIAL CORPORATION Consolidated Statements of Operations (in thousands, except share and per share data) Year Ended December 31, 2025 2024 Revenue Interest income $ 893,222 $ 925,468 Non-interest income 63,463 76,307 Total revenue 956,685 1,001,775 Less: Interest expense 231,503 238,158 Net decrease in fair value ( 319,345 ) ( 468,413 ) Net revenue 405,837 295,204 Operating expenses: Technology and facilities 142,441 166,177 Sales and marketing 70,596 66,973 Personnel 79,949 87,166 Outsourcing and professional fees 34,795 36,847 General, administrative and other 33,980 53,218 Total operating expenses 361,761 410,381 Income (loss) before taxes 44,076 ( 115,177 ) Income tax expense (benefit) 18,830 ( 36,495 ) Net income (loss) $ 25,246 $ ( 78,682 ) Net income (loss) attributable to common stockholders $ 25,246 $ ( 78,682 ) Share data: Earnings (loss) per share: Basic $ 0.54 $ ( 1.95 ) Diluted $ 0.53 $ ( 1.95 ) Weighted average common shares outstanding: Basic 46,418,934 40,356,025 Diluted 47,858,631 40,356,025 See Notes to the Consolidated Financial Statements. 60 OPORTUN FINANCIAL CORPORATION Consolidated Statements of Changes in Stockholders' Equity (in thousands, except share data) For the Years Ended December 31, 2025 and 2024 Common Stock Warrants Shares Par Value Additional Paid-in Capital Shares Additional Paid-in Capital Accumulated Deficit Treasury Stock Total Stockholders' Equity Balance – January 1, 2025 36,111,856 $ 7 $ 578,817 9,046,459 $ 33,825 $ ( 252,531 ) $ ( 6,309 ) $ 353,809 Issuance of common stock upon exercise of stock options, net of shares withheld 9,118 — 54 — — — — 54 Stock-based compensation expense — — 11,426 — — — — 11,426 Vesting of restricted stock units, net of shares withheld 1,952,397 — ( 516 ) — — — — ( 516 ) Issuance of common stock upon exercise of warrants 6,363,671 1 22,737 ( 6,363,671 ) ( 22,675 ) — — 63 Net income — — — — — 25,246 — 25,246 Balance – December 31, 2025 44,437,042 $ 8 $ 612,518 2,682,788 $ 11,150 $ ( 227,285 ) $ ( 6,309 ) $ 390,082 Balance – January 1, 2024 34,469,053 $ 7 $ 565,124 4,193,453 $ 19,431 $ ( 173,849 ) $ ( 6,309 ) $ 404,404 Issuance of common stock upon exercise of stock options, net of shares withheld — — — — — — — — Stock-based compensation expense — — 13,965 — — — — 13,965 Vesting of restricted stock units, net of shares withheld 1,642,803 — ( 272 ) — — — — ( 272 ) Issuance of warrants to purchase common stock in connection with debt financing — — — 4,853,006 14,394 — — 14,394 Net loss — — — — — ( 78,682 ) — ( 78,682 ) Balance – December 31, 2024 36,111,856 $ 7 $ 578,817 9,046,459 $ 33,825 $ ( 252,531 ) $ ( 6,309 ) $ 353,809 See Notes to the Consolidated Financial Statements. 61 OPORTUN FINANCIAL CORPORATION Consolidated Statements of Cash Flow (in thousands) Year Ended December 31, 2025 2024 Cash flows from operating activities Net income (loss) $ 25,246 $ ( 78,682 ) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization 41,412 51,157 Fair value adjustment, net 319,345 468,413 Origination fees for loans receivable at fair value, net ( 37,592 ) ( 32,796 ) Gain on loan sales ( 5,640 ) ( 6,010 ) Stock-based compensation expense 10,686 12,989 Other, net 55,066 4,197 Originations of loans sold and held for sale ( 140,347 ) ( 119,551 ) Proceeds from sale of loans 147,527 124,068 Changes in operating assets and liabilities ( 2,294 ) ( 30,263 ) Net cash provided by operating activities 413,409 393,522 Cash flows from investing activities Originations and purchases of loans held for investment ( 1,762,766 ) ( 1,525,656 ) Proceeds from loan sales originated as held for investment — 54,491 Repayments of loan principal 1,418,342 1,297,549 Capitalization of system development costs ( 24,330 ) ( 19,187 ) Other, net ( 971 ) ( 886 ) Net cash used in investing activities ( 369,725 ) ( 193,689 ) Cash flows from financing activities Borrowings under secured financing 1,038,112 742,066 Repayments of secured financing ( 1,372,482 ) ( 493,812 ) Repayments of asset-backed notes at fair value ( 834,711 ) ( 771,403 ) Borrowings under asset-backed borrowings at amortized cost 1,831,802 771,420 Repayments of asset-backed borrowings at amortized cost ( 647,184 ) ( 364,035 ) Borrowings under acquisition and corporate financing — 223,243 Repayments of acquisition and corporate financing ( 71,259 ) ( 285,663 ) Payments of deferred financing costs ( 3,253 ) ( 12,768 ) Net payments related to stock-based activities ( 400 ) ( 272 ) Net cash used in financing activities ( 59,375 ) ( 191,224 ) Net increase (decrease) in cash and cash equivalents and restricted cash ( 15,691 ) 8,609 Cash and cash equivalents and restricted cash, beginning of period 214,625 206,016 Cash and cash equivalents and restricted cash, end of period $ 198,934 $ 214,625 Supplemental disclosure of cash flow information Cash and cash equivalents $ 105,525 $ 59,968 Restricted cash 93,409 154,657 Total cash and cash equivalents and restricted cash $ 198,934 $ 214,625 Cash paid for income taxes, net of refunds $ 2,848 $ 1,043 Cash paid for interest $ 194,720 $ 213,973 Cash paid for amounts included in the measurement of operating lease liabilities $ 11,223 $ 12,518 Supplemental disclosures of non-cash investing and financing activities Right of use assets obtained in exchange for operating lease obligations $ 3,622 $ ( 4,413 ) Non-cash investments in capitalized assets $ 664 $ 1,354 Non-cash financing activities $ 59,598 $ 58,729 See Notes to the Consolidated Financial Statements. 62 OPORTUN FINANCIAL CORPORATION Notes to the Consolidated Financial Statements December 31, 2025 1. Organization and Description of Business Oportun Financial Corporation (together with its subsidiaries unless the context indicates otherwise, "Oportun," or the "Company") is a mission driven financial services company that puts its members’ financial goals within reach. With intelligent borrowing, savings, and budgeting capabilities, the Company empowers members with the confidence to build a better financial future. Oportun takes a holistic approach to serving its members and views as its purpose to responsibly meet their current capital needs, help improve their financial profiles, increase their financial awareness and put them on a path to a financially healthy life. Oportun offers access to a comprehensive suite of products, offered either directly or through partners, including unsecured and secured lending, and savings. The Company is headquartered in San Mateo, California. The Company has been certified by the United States Department of the Treasury as a Community Development Financial Institution ("CDFI") since 2009. 2. Summary of Significant Accounting Policies Basis of Presentation ‑ The Company meets the Securities and Exchange Commission's ("SEC") definition of a “Smaller Reporting Company”, and therefore qualifies for the SEC's reduced disclosure requirements for smaller reporting companies. The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"). These statements are audited and reflect all normal, recurring adjustments that are, in management's opinion, necessary for the fair presentation of results. The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Certain prior-period financial information has been reclassified to conform to current period presentation. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Use of Estimates ‑ The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of income and expenses during the reporting period. These estimates are based on information available as of the date of the consolidated financial statements; therefore, actual results could differ from those estimates and assumptions. Consolidation and Variable Interest Entities ‑ The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. The Company’s policy is to consolidate the financial statements of entities in which it has a controlling financial interest. The Company determines whether it has a controlling financial interest in an entity by evaluating whether the entity is a voting interest entity or variable interest entity ("VIE") and if the accounting guidance requires consolidation. VIEs are entities that, by design, either (i) lack sufficient equity to permit the entity to finance its activities without additional subordinated financial support from other parties, or (ii) have equity investors that do not have the ability to make significant decisions relating to the entity’s operations through voting rights, or do not have the obligation to absorb the expected losses, or do not have the right to receive the residual returns of the entity. The Company determines whether it has a controlling financial interest in a VIE by considering whether its involvement with the VIE is significant and whether it is the primary beneficiary of the VIE based on the following: • The Company has the power to direct the activities of the VIE that most significantly impact the entity’s economic performance; • The aggregate indirect and direct variable interests held by us have the obligation to absorb losses or the right to receive benefits from the entity that could be significant to the VIE; and • Qualitative and quantitative factors regarding the nature, size, and form of the Company’s involvement with the VIE. Foreign Currency Re-measurement ‑ The functional currency of the Company’s foreign subsidiaries is the U.S. dollar. Monetary assets and liabilities of these subsidiaries are re-measured into U.S. dollars from the local currency at rates in effect at period-end and nonmonetary assets and liabilities are re-measured at historical rates. Revenue and expenses are re-measured at average exchange rates in effect during each period. Foreign currency gains and losses from re-measurement and transaction gains and losses are recorded as general, administrative and other expense in the Consolidated Statements of Operations. Concentration of Credit Risk ‑ Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of Loans Receivable at Fair Value. As of December 31, 2025, 34 %, 25 %, 11 %, 6 % and 4 % of the owned principal balance related to borrowers from California, Texas, Florida, Illinois and New Jersey, respectively. Owned principal balance related to borrowers from each of the remaining states of operation continues to be at or below 3 %. As of December 31, 2024, 41 %, 27 %, 10 %, 6 % and 4 % of the owned principal balance related to borrowers from California, Texas, Florida, Illinois and New Jersey, respectively, and the owned principal balance related to borrowers from each of the remaining states was at or below 3 %. Cash and Cash Equivalents ‑ Cash and cash equivalents consist of unrestricted cash balances and short-term, liquid investments with a maturity date of three months or less at the time of purchase. The Oportun savings platform connects to members’ checking accounts and analyzes 63 their income and spending patterns to find amounts that can safely be set aside towards savings goals. The Company calculates these amounts by identifying upcoming bills and regular spending habits to ensure optimal amounts are flagged for savings and transferred to savings accounts. The funds in these saving accounts are owned by Oportun members and are not the assets of the Company. Therefore, these funds are not included in the Consolidated Balance Sheets. Restricted Cash ‑ Restricted cash represents cash held at a financial institution as part of the collateral for the Company’s Secured Financing, asset-backed notes and loans designated for sale. Additionally, cash held in reserve accounts by the Company and letters of credit held with the Company's banking institutions are presented in our restricted cash. Loans Receivable at Fair Value ‑ Loans that we have the intent and ability to hold for the foreseeable future or until maturity or payoff are considered as loans held for investment. The Company elected the fair value option for all loans receivable held for investment. Under fair value accounting, direct loan origination fees are recognized in income immediately and direct loan origination costs are expensed in the period the loan originates. In addition, the Company recognizes annual fees on credit card receivables into income immediately upon activation of the credit card by the credit card holder and subsequent annual fees when billed upon the anniversary of the credit card account. Loans are charged off at the earlier of when loans are determined to be uncollectible or when loans are 120 days contractually past due, or 180 days contractually past due in the case of credit cards. Recoveries are recorded when cash is received on loans that had been previously charged off. The Company estimates the fair value of the loans using a discounted cash flow model, which considers various unobservable inputs such as remaining cumulative charge-offs, remaining cumulative prepayments or principal payment rates for our credit card receivables, average life and discount rate. The Company re-evaluates the fair value of loans receivable at the close of each measurement period. Changes in fair value are recorded in "Net decrease in fair value" in the Consolidated Statements of Operations in the period of the fair value changes. Fair Value Measurements ‑ The Company follows applicable guidance that establishes a fair value measurement framework, provides a single definition of fair value and requires expanded disclosure summarizing fair value measurements. Such guidance emphasizes that fair value is a market-based measurement, not an entity-specific measurement. Therefore, a fair value measurement should be determined based on the assumptions that market participants would use in pricing an asset or liability. Fair value guidance establishes a three-level hierarchy for inputs used in measuring the fair value of a financial asset or financial liability. • Level 1 financial instruments are valued based on unadjusted quoted prices in active markets for identical assets or liabilities, accessible by the Company at the measurement date. • Level 2 financial instruments are valued using quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or models using inputs that are observable or can be corroborated by observable market data of substantially the full term of the assets or liabilities. • Level 3 financial instruments are valued using pricing inputs that are unobservable and reflect the Company’s own assumptions that market participants would use in pricing the asset or liability. Loans Held for Sale ‑ Loans held for sale are recorded at the lower of cost or fair value, until the loans are sold. Loans held for sale are sold within four days of origination. Cost of loans held for sale is inclusive of unpaid principal plus net deferred origination costs. Derivatives - Derivative financial instruments are recognized as either assets or liabilities in the consolidated balance sheet at fair value. Changes in fair value and settlements of derivative instruments are reflected in earnings as a component of "Net decrease in fair value" in the Consolidated Statements of Operations. The Company does not use derivative instruments for trading or speculative purposes. Based on the agreements entered into with Pathward for all loans originated and retained by Pathward, Pathward receives a fixed interest rate. Oportun bears the risk of credit loss and has the benefit of any excess interest proceeds after satisfying various obligations under the agreements. Intangible Assets - At the time intangible assets are initially recognized, a determination is made with regard to each asset as it relates to its useful life. We have determined that each of our intangible assets has a finite useful life with the exception of certain trade names, which we have determined have indefinite lives. Intangible assets with a finite useful life are amortized on a straight-line basis over their estimated useful lives. Intangible assets with a finite useful life are presented net of accumulated amortization on the Consolidated Balance Sheets. The Company reviews the intangible assets with finite useful lives for impairment at least annually and whenever changes in circumstances indicate their carrying amounts may not be recoverable. Impairment is indicated if the sum of undiscounted estimated future cash flows is less than the carrying value of the respective asset. Impairment is permanently recognized by writing down the asset to the extent that the carrying value exceeds the estimated fair value. For indefinite-lived intangible assets, we review for impairment at least annually and whenever events occur or circumstances change that would indicate the assets are more likely than not to be impaired. We first complete an annual qualitative assessment to determine whether it is necessary to perform a quantitative impairment test. If the qualitative assessment indicates that the assets are more likely than not to have been impaired, we proceed with the fair value calculation of the assets. If the fair value is less than the carrying value, an impairment loss will be recognized in an amount equal to the difference and the indefinite life classification will be evaluated to determine whether such classification remains appropriate. Fixed Assets ‑ Fixed assets are stated at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the respective assets, which is generally three years for computer and office equipment and furniture and fixtures, and three to five years for purchased software and leasehold improvements. When assets are sold or retired, the cost and related accumulated depreciation are 64 removed from the accounts and any resulting gain or loss, if any, is included in the Consolidated Statements of Operations. Maintenance and repairs are charged to the Consolidated Statements of Operations as incurred. The Company does not own any buildings or real estate. The Company enters into term leases for its corporate offices, call center and store locations. Leasehold improvements are capitalized and depreciated over the lesser of their physical life or lease term of the building. Systems Development Costs ‑ The Company capitalizes software developed or acquired for internal use, and these costs are included in Capitalized software and other intangibles, net on the Consolidated Balance Sheets. The Company has internally developed its proprietary Web-based technology platform, which consists of application processing, credit scoring, loan accounting, servicing and collections, debit card processing, data and analytics and digital savings services. The Company capitalizes its costs to develop software when preliminary development efforts are successfully completed; management has authorized and committed project funding; and it is probable the project will be completed and the software will be used as intended. Costs incurred prior to meeting these criteria, together with costs incurred for training and maintenance, are expensed as incurred. When the software developed for internal use has reached its technological feasibility, such costs are amortized on a straight-line basis over the estimated useful life of the assets, which is generally three years . Costs incurred for upgrades and enhancements that are expected to result in additional functionality are capitalized and amortized over the estimated useful life of the upgrades. The Company acquired developed technology with its acquisition of Hello Digit, Inc. ("Digit"). Developed technology is included in capitalized software. Such costs are amortized on a straight-line basis over the estimated useful life of the assets, which was determined to be seven years . Impairment ‑ The Company reviews long-lived assets, including fixed assets, right of use assets and system development costs, for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable. An impairment loss is recognized when estimated undiscounted future cash flows expected to result from the use of the asset and its eventual disposition are less than its carrying amount. The Company determined that there were no events or changes in circumstances that indicated our long-lived assets were impaired for the years ended December 31, 2025 and 2024, except as disclosed. Asset-Backed Notes at Fair Value ‑ Prior to 2023, the Company elected the fair value option to account for all asset-backed notes. The Company calculates the fair value of the asset-backed notes using independent pricing services and broker price indications, which are based on quoted prices for identical or similar notes, which are Level 2 input measures. The Company re-evaluates the fair value of the asset-backed notes at the close of each measurement period. Changes in fair value are recorded in "Net decrease in fair value" in the Consolidated Statements of Operations in the period of the fair value changes. Asset-Backed Borrowings at Amortized Cost - Beginning 2023, the Company elected the amortized cost method to account for newly issued asset-backed borrowings. The Company determines amortized cost using the effective interest method, which allocates interest expense over the expected life of the financial instrument. Premiums, discounts and debt issuance costs are presented as part of the net carrying amount of the debt on issuance. Premiums are amortized from the carrying amount of the debt as a reduction to interest expense over the term. Discounts and debt issuance costs are accreted into the carrying amount of the debt and included in interest expense. The difference between the amortized cost and the amount paid at extinguishment or partial extinguishment of these borrowings is recognized in interest expense. Acquisition and Corporate Financing ‑ Acquisition and Corporate Financing consists of two components, the Acquisition Financing and the Corporate Financing. The Acquisition Financing was used to fund the cash component of the purchase price for the Digit acquisition, as a result, the interest payments are recorded to General, administrative and other in the Consolidated Statements of Operations. The Acquisition Financing was fully repaid on November 14, 2024. The Corporate Financing is used to fund the operations of the Company, and the interest payments are recorded to Interest Expense in the Consolidated Statements of Operations. The Company reports issuance costs associated with these financings on its balance sheet as a direct reduction in the carrying amount of the notes, and they are amortized over the life of the notes using the effective interest method. The difference between the amortized cost and the amount paid at extinguishment or partial extinguishment of these financings is recognized in interest expense. Revenue Recognition ‑ The Company’s primary sources of revenue consist of interest and non-interest income. Interest Income Interest income includes interest and fees on loans. Generally, the Company’s loans require semi-monthly or biweekly borrower payments of interest and principal. Fees on loans include billed late fees offset by charged-off fees. The Company charges borrowers a late fee if a scheduled installment payment becomes delinquent. Depending on the loan, late fees are assessed when the loan is 8 to 16 days delinquent. Late fees are recognized when they are billed. When a loan is charged off, uncollected late fees are also written off. For Loans Receivable at Fair Value, interest income includes (i) billed interest and late fees, plus (ii) origination fees recognized at loan disbursement, less (iii) charged-off interest and late fees. Additionally, direct loan origination expenses are recognized in operating expenses as incurred. For Loans Receivable at Fair Value, loan origination fees and costs are recognized when incurred. Interest income on our personal loans receivable is recognized based upon the amount the Company expects to collect from its borrowers. Delinquent loans are charged off at month-end during the month it becomes 120 days’ delinquent. Previously accrued and unpaid interest is also charged off in the month the Company receives a notification of bankruptcy, a judgment or mediated agreement by the court, or loss of life, unless there is evidence that the principal and interest are collectible. 65 Documentation fees associated with loans purchased from Pathward are presented within interest income. Interest income on our credit card receivables is recognized on the current balance on the account, inclusive of outstanding principal balance plus previously unpaid interest and fees, at the end of the monthly billing cycle. Delinquent credit card accounts, including unpaid interest and fees are charged off at month-end during the month they become 180 days contractually past due. Non-Interest Income Non-interest income includes subscription revenue, servicing fees, gain on loan sales, debit card income, documentation fees, sublease income, interest on member's accounts, and other income. Subscription Revenue - The Company earns revenue on a subscription basis from users of its platform. Revenue is recognized ratably over each month as the performance obligation is satisfied over time. Deferred revenue is recognized when the service period spans into the following month. Servicing Fees ‑ The Company retains servicing rights on sold loans. Servicing fees comprise the contractual annual servicing fee based upon the average daily principal balance of loans sold that the Company earns for servicing loans sold to a third-party financial institution. The servicing fee compensates the Company for the costs incurred in servicing the loans, including providing customer services, receiving borrower payments and performing appropriate collection activities. Management believes the fee approximates a market rate and accordingly has not recognized a servicing asset or liability. Gain on Loan Sales ‑ The Company recognizes a gain on sale from the difference between the proceeds received from the purchaser and the carrying value of the loans on the Company’s books. The Company sells a certain percentage of new loans twice weekly. A transfer of a financial asset, a group of financial assets, or a participating interest in a financial asset is accounted for as a sale if all of the following conditions are met: • The financial assets are isolated from the transferor and its consolidated affiliates as well as its creditors. • The transferee or beneficial interest holders have the right to pledge or exchange the transferred financial assets. • The transferor does not maintain effective control of the transferred assets. The Company records the gain on the sale of a loan at the sale date in an amount equal to the proceeds received less outstanding principal, accrued interest, late fees and net deferred origination costs. Debit card income is the revenue from interchange fees when borrowers use our reloadable debit card for purchases as well as the associated card user fees. Documentation Fees - On a monthly basis Pathward pays the Company documentation fees as compensation for its role in facilitation of loan originations by Pathward. The documentation fees are equivalent to loan origination fees charged by Pathward to its borrowers. Documentation fees to which the Company expects to be entitled are variable consideration because loan volume originated over the contractual term is not known at the contract’s inception. The transaction fee is determined each time a loan is issued based on that loan’s initial principal amount and is recognized when performance is complete and upon the successful origination of a borrower's loan. Sublease income is the rental income from subleasing a portion of our existing right of use assets. Interest on member accounts represents income earned on member savings accounts held at partner banks. Other income includes marketing incentives paid directly to us by the merchant clearing company based on transaction volumes, interest earned on cash and cash equivalents and restricted cash, and gain (loss) on asset sales. Interest expense ‑ Interest expense consists of interest expense associated with the Company’s Secured Financing, Asset-backed notes at fair value, Asset-backed borrowings at amortized cost, and Acquisition and Corporate Financing, and it includes the amortization of deferred origination costs for the Asset-backed borrowings at amortized cost, Corporate Financing, and Secured Financing facilities as well as fees for the unused portion of the Secured Financing facility. It also includes costs incurred relating to prepayments of the Company’s Secured Financing, Asset-backed notes at fair value, Asset-backed borrowings at amortized cost, and Acquisition and Corporate Financing. The Company elected the fair value option for all Asset-backed notes at fair value. Accordingly, all origination costs for such Asset-backed notes at fair value are expensed as incurred. Income Taxes ‑ The Company accounts for income taxes under the asset and liability method. Under this method, deferred tax assets and liabilities are determined based on the difference between the consolidated financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are established when necessary to reduce deferred tax assets to an amount that is more likely than not to be realized. The Company evaluates uncertain tax positions by reviewing against applicable tax law all positions taken by the Company with respect to tax years for which the statute of limitations is still open. A tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. The Company recognizes interest and penalties related to the liability for unrecognized tax benefits, if any, as a component of the Income tax expense line in the accompanying Consolidated Statements of Operations. 66 Stock-Based Compensation ‑ The Company accounts for stock-based employee awards based on the fair value of the award which is measured at grant date. Accordingly, stock-based compensation cost is recognized in operating expenses in the Consolidated Statements of Operations over the requisite service period. The fair value of stock options granted or modified is estimated using the Black-Scholes option pricing model. The Company accounts for forfeitures as they occur and does not estimate forfeitures as of the award grant date. The Company granted restricted stock units ("RSUs") to employees that vest upon the satisfaction of time-based criterion of up to four years . These RSUs were not considered vested until the criteria was met and provided that the participant was in continuous service on the vesting date. The Company recognizes stock-based compensation expenses using the straight-line basis over the requisite service period net of forfeitures. The Company grants performance‑based restricted stock unit awards (“PSUs”) to certain employees that generally cliff‑vest upon completion of a specified performance period and are subject to continued service through the applicable vesting date and achievement of specified performance and/or market‑based conditions. PSUs are not considered vested until the requisite service is rendered and the applicable performance and/or market conditions are satisfied. The grant‑date fair value of PSU awards that include a market condition is estimated using a Monte Carlo simulation. The Company recognizes stock‑based compensation expense for PSUs over the requisite service period and adjusts compensation cost based on its estimate of the number of PSUs expected to vest; for PSU awards that include performance conditions, compensation cost is recognized only when achievement of the performance condition becomes probable and is adjusted (on a cumulative catch‑up basis) for changes in expected achievement. The Company accounts for forfeitures as they occur. For PSU awards that may be settled in cash or shares, the portion expected to be settled in shares is classified as equity, while the portion that could be cash‑settled is classified as a liability and remeasured at fair value each reporting period until settlement, with the liability recorded in accrued compensation. Treasury Stock ‑ Treasury stock is reported at cost, and no gain or loss is recorded on stock repurchase transactions. Repurchased shares are held as treasury stock until they are retired or re-issued. The Company did no t retire or re-issue any treasury stock for the years ended December 31, 2025 and 2024. Basic and Diluted Earnings per Share ‑ Basic earnings per share is computed by dividing net income per share available to common stockholders by the weighted average number of common shares outstanding for the period and excludes the effects of any potentially dilutive securities. The Company computes earnings per share using the two-class method required for participating securities. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised. It is computed by dividing net income attributable to common stockholders by the weighted-average common shares plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method or the two-class method, whichever is more dilutive. Accounting Standards to be Adopted Income Statement - In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40). This ASU requires disaggregated disclosure of income statement expenses for public business entities (PBEs). The ASU does not change the expense captions an entity presents on the face of the income statement; rather, it requires disaggregation of certain expense captions into specified categories in disclosures within the footnotes to the financial statements. The ASU is effective for all PBEs for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The Company is evaluating the effect of the new guidance on its income statement presentation. Internally Developed Software - In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. This ASU eliminates the prior “project stage” model and clarifies that capitalization begins when management authorizes and commits funding for a project and completion is probable; it also relocates website-development guidance into Subtopic 350-40 and requires entities to apply the PP&E disclosure requirements in ASC 360-10 to capitalized internal-use software. The ASU is effective for annual periods beginning after December 15, 2027, including interim periods within those annual periods; early adoption is permitted. Entities may adopt prospectively, retrospectively, or under a modified transition approach. The Company is evaluating the effect of this guidance on its accounting for and disclosures of internal-use software. Interim Reporting - In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements. This ASU intends to improve the navigability of the guidance in ASC 270 and clarify when it applies. Under the amendments, an entity is subject to ASC 270 if it provides “interim financial statements and notes in accordance with GAAP.” The ASU also addresses the form and content of such financial statements, adds lists to ASC 270 of the interim disclosures required by all other Codification topics, and establishes a principle under which an entity must “disclose events since the end of the last annual reporting period that have a material impact on the entity.” As the Board stated in the proposed guidance and reiterates in the ASU, the amendments are not intended to “change the fundamental nature of interim reporting or expand or reduce current interim disclosure requirements.” The ASU is effective for interim reporting periods within annual reporting periods beginning after December 15, 2027; early adoption is permitted. Entities may adopt prospectively, or retrospectively to any or all prior periods presented in the financial statements. The Company is evaluating the effect of this guidance on its interim reporting. Codification Improvements - In December 2025, the FASB issued ASU 2025-12 “Codification Improvements” to address suggestions received from stakeholders on the Accounting Standards Codification and to make other incremental improvements to U.S. GAAP. The update represents changes to the Codification that (1) clarify, (2) correct errors, or (3) make minor improvements. The amendments make the Codification easier to understand and apply. The guidance is effective for fiscal years beginning after December 15, 2026, including interim periods within those fiscal years; early adoption is permitted. The Company is evaluating the effect of this guidance on its results of operations, financial position and disclosures. 67 Recently Adopted Accounting Standards Income Taxes - In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) - Improvements to Income Tax Disclosures. This ASU requires entities to disclose in their rate reconciliation table additional categories or information about federal, state and foreign income taxes and to provide more details about the reconciling items in some categories if the items meet a quantitative threshold and requires annual disclosure of income taxes paid to be disaggregated by federal, state and foreign taxes and to disaggregate the information by jurisdiction based on a quantitative threshold. The Company adopted ASU 2023-09 effective January 1, 2025. The adoption of this ASU did not have a material impact on the Company's financial position, results of operations, or cash flows but enhanced the disclosure of its Income Taxes disclosures. See Note 13 , Income Taxes . 3. Earnings (Loss) per Share Basic and diluted earnings (loss) per share are calculated as follows: Year Ended December 31, (in thousands, except share and per share data) 2025 2024 Net income (loss) $ 25,246 $ ( 78,682 ) Net income (loss) attributable to common stockholders $ 25,246 $ ( 78,682 ) Basic weighted-average common shares outstanding (1) 46,418,934 40,356,025 Weighted average effect of dilutive securities: Stock options — — Restricted stock units 1,439,697 — Diluted weighted-average common shares outstanding 47,858,631 40,356,025 Earnings (loss) per share: Basic $ 0.54 $ ( 1.95 ) Diluted $ 0.53 $ ( 1.95 ) (1) The fair value of the outstanding and exercisable warrants issued with an exercise price of $ 0.01 are included in the Basic weighted-average common shares outstanding. See Note 10, Stockholders' Equity . The following common share equivalent securities have been excluded from the calculation of diluted weighted-average common shares outstanding because the effect is anti-dilutive for the periods presented: Year Ended December 31, 2025 2024 Stock options 1,638,792 2,192,211 Restricted stock units 1,457,851 4,360,532 Total anti-dilutive common share equivalents 3,096,643 6,552,743 4. Variable Interest Entities For all variable interest entities ( “VIEs”) in which the Company is involved, it assesses whether it is the primary beneficiary of the VIE on an ongoing basis. In circumstances where the Company has both the power to direct the activities that most significantly impact the VIEs performance and the obligation to absorb losses or the right to receive the benefits of the VIE that could be significant, it would conclude that it is the primary beneficiary of the VIE, and it consolidates the VIE. In situations where the Company is not deemed to be the primary beneficiary of the VIE, it does not consolidate the VIE and only recognizes its interests in the VIE. See Note 8, Borrowings for additional information on the secured borrowing under the caption of asset-backed borrowings at amortized cost. Consolidated VIEs As part of the Company’s overall funding strategy, the Company transfers a pool of designated loans receivable to wholly owned special-purpose subsidiaries to collateralize certain asset-backed financing transactions. For these VIEs where the Company has determined that it is the primary beneficiary because it has the power to direct the activities that most significantly impact the VIEs’ economic performance and the obligation to absorb the losses or the right to receive benefits from the VIEs that could potentially be significant to the VIEs, the VIEs assets and related liabilities are consolidated with the results of the Company. Such power arises from the Company’s contractual right to service the loans receivable securing the VIEs’ asset-backed debt obligations. The Company has an obligation to absorb losses or the right to receive benefits that are potentially significant to the VIEs because it retains the residual interest of each asset-backed financing transaction in the form of an asset-backed certificate. Accordingly, the Company includes the VIEs’ assets, including the assets securing the financing transactions, and related liabilities in its consolidated financial statements. 68 Each consolidated VIE issues a series of asset-backed securities that are supported by the cash flows arising from the loans receivable securing such debt. Cash inflows arising from such loans receivable are distributed monthly to the transaction’s lenders and related service providers in accordance with the transaction’s contractual priority of payments. The creditors of the VIEs above have no recourse to the general credit of the Company as the primary beneficiary of the VIEs and the liabilities of the VIEs can only be settled by the respective VIE’s assets. The Company retains the most subordinated economic interest in each financing transaction through its ownership of the respective residual interest in each VIE. The Company has no obligation to repurchase loans receivable that initially satisfied the financing transaction’s eligibility criteria but subsequently became delinquent or a defaulted loans receivable. The following table represents the assets and liabilities of consolidated VIEs recorded on the Company’s consolidated balance sheets: December 31, (in thousands) 2025 2024 Consolidated VIE assets Restricted cash $ 85,767 $ 136,572 Loans Receivable at Fair Value 2,621,339 2,242,568 Total VIE assets 2,707,106 2,379,140 Consolidated VIE liabilities Secured financing (1) 204,833 539,204 Asset-backed notes at fair value 263,799 1,080,690 Asset-backed borrowings at amortized cost 1,947,937 476,557 Total VIE liabilities $ 2,416,569 $ 2,096,451 (1) Amounts exclude deferred financing costs. See Note 8, Borrowings for additional information. 5. Loans Held for Sale and Loans Sold Other Loan Sales - From time to time the Company has entered into agreements to sell certain populations of its personal loans and credit card receivables, including non-performing loans and credit card receivables originated as held for investment. The sold loans are accounted for under the fair value option. The loan sales qualify for sale accounting treatment and the Company derecognizes these loans from its Consolidated Balance Sheets upon sale. Whole Loan Sale Program ‑ The Company enters into whole loan sale agreements with third parties in which we agree to sell newly originated unsecured personal loans and secured personal loans. The originations of loans sold and held for sale during the year ended December 31, 2025 was $ 140.3 million and the Company recorded a gain on sale of $ 5.6 million and servicing revenue of $ 7.2 million. The originations of loans sold and held for sale during the year ended December 31, 2024 was $ 119.6 million and the Company recorded a gain on sale of $ 6.0 million and servicing revenue of $ 6.5 million. Credit Cards Receivable Portfolio - On November 12, 2024, the Company completed the sale of the credit cards receivable portfolio to Continental Purchasing, LLC (the “Credit Cards Receivable Sale Closing”) in exchange for cash proceeds of $ 51.2 million. The Company used the proceeds from the sale to pay off the Credit Card Warehouse facility. In connection with the Credit Cards Receivable Sale Closing and pursuant to a program winddown agreement, the Amended and Restated Credit Card Program and Servicing Agreement, dated as of February 5, 2021, by and between the Company and WebBank, and other related documents, terminated effective November 10, 2024. 6. Capitalized Software and Other Intangibles Capitalized software, net consists of the following: December 31, (in thousands) 2025 2024 Capitalized software, net: System development costs $ 197,130 $ 173,444 Acquired developed technology 48,500 48,500 Accumulated amortization ( 188,933 ) ( 155,286 ) Total capitalized software, net $ 56,697 $ 66,658 69 Capitalized software, net Amortization of system development costs and acquired developed technology for years ended December 31, 2025 and 2024 was $ 34.7 million and $ 40.1 million, respectively. System development costs capitalized in the years ended December 31, 2025 and 2024 were $ 25.0 million and $ 20.5 million, respectively. Acquired developed technology was $ 48.5 million and is related to the acquisition of Hello Digit, Inc. on December 22, 2021. Intangible Assets The gross carrying amount and accumulated amortization, in total and by major intangible asset class are as follows: December 31, December 31, (in thousands) 2025 2024 Intangible assets: Member relationships 34,500 $ 34,500 Trademarks 5,626 5,626 Other 3,000 3,000 Accumulated amortization ( 28,125 ) $ ( 23,196 ) Total intangible assets, net 15,001 $ 19,930 Amortization of intangible assets for the years ended December 31, 2025 and 2024 was $ 4.9 million and $ 7.5 million, respectively. Expected future amortization expense for intangible assets as of December 31, 2025 is as follows: (in thousands) Fiscal Years 2026 $ 4,929 2027 4,929 2028 4,780 2029 — 2030 — Thereafter — Total (1) $ 14,638 (1) Excludes indefinite lived intangible assets. 7. Other Assets Other assets consist of the following: December 31, (in thousands) 2025 2024 Fixed assets Total fixed assets $ 41,355 $ 40,607 Accumulated depreciation ( 39,282 ) ( 37,632 ) Total fixed assets, net $ 2,073 $ 2,975 Other assets Prepaid expenses $ 11,647 $ 11,623 Deferred tax assets, net (1) 68,111 82,435 Current tax assets 3,391 3,736 Receivable from banking partner 4,686 4,656 Derivative asset ( 1,249 ) 13,771 Other 15,032 18,396 Total other assets $ 103,691 $ 137,592 (1) See Note 13. Income Taxes for additional detail regarding the Deferred tax assets, net. Fixed Assets Depreciation and amortization expense related to fixed assets for the years ended December 31, 2025 and 2024 was $ 1.8 million and $ 3.5 million, respectively. 70 8. Borrowings S ecured Financing The following table presents information regarding the Company's Secured Financing facilities: December 31, 2025 December 31, 2024 Variable Interest Entity Facility Amount Maturity Date Interest Rate Balance Balance (in thousands) Oportun PLW Trust $ 367,741 September 1, 2028 Term SOFR + 2.84 % $ 73,078 $ 265,654 Oportun PLW II Trust 337,100 August 1, 2028 Term SOFR + 2.76 % 68,916 269,815 Oportun PLW III Trust 187,500 April 1, 2028 Term SOFR + 3.18 % 35,051 — Oportun PLW IV Trust 246,750 October 1, 2029 Term SOFR + 2.56 % 22,339 — Total secured financing $ 1,139,091 $ 199,384 $ 535,469 PLW Facility On August 29, 2024, the Company (Oportun PLW Trust) entered into an amendment to the loan and security agreement and other related documents under the PLW Facility to modify certain terms of the loan and security agreement to reduce the number of lenders thereunder and to extend the PLW Facility Termination Date until October 8, 2024, during which time no draws were available, and no unused fees accrued. On September 20, 2024, the Company (Oportun PLW Trust) entered into an amendment to the loan and security agreement and other related documents under the PLW Facility. Following the amendment, the PLW Facility had a two-year revolving period and a borrowing capacity of $ 306.5 million. Borrowings under the PLW Facility loan and security agreement accrued interest at a rate equal to Term SOFR plus a weighted average spread of 3.40 %. The advance rate for the PLW Facility is 95.0 %, subject to certain triggers that could lower the advance rate to 92.0 %. On November 22, 2024, the Company (Oportun PLW Trust) entered into an amendment to the loan and security agreement and other related documents under the PLW Facility. Following the amendment, the PLW Facility had a borrowing capacity of $ 429.0 million. Borrowings under the loan and security agreement accrued interest at a rate equal to Term SOFR plus a weighted average spread of 3.35 %. On October 10, 2025, the Company (Oportun PLW Trust) entered into an amendment to the loan and security agreement and other related documents under the PLW Facility. Following the amendment, the PLW Facility has a two-year revolving period with a final maturity of September 1, 2028 and a borrowing capacity of $ 367.7 million. Borrowings under the loan and security agreement accrue interest at a rate equal to Term SOFR plus a weighted average spread of 2.84 %. PLW II Facility On August 5, 2024, in connection with the closing of a new warehouse facility, the Company (Oportun PLW II Trust), entered into a loan and security agreement with certain lenders from time to time party thereto, and Wilmington Trust, National Association as collateral agent, administrative agent, paying agent, securities intermediary and depositary bank (the "PLW II Facility"). The PLW II Facility has a three year revolving period with a final maturity of August 1, 2028 and had a borrowing capacity of $ 245.2 million. Borrowings under the loan and security agreement accrued interest at a rate equal to Term SOFR plus a weighted average spread of 3.08 %. The advance rate for the PLW II Facility is 95.0 %, subject to certain triggers that could lower the advance rate to 92.0 %. On November 1, 2024, the Company (Oportun PLW II Trust) entered into an amendment to the loan and security agreement and other related documents under the PLW II Facility. Following the amendment, the PLW II Facility has a borrowing capacity of $ 337.1 million. Borrowings under the loan and security agreement accrued interest at a rate equal to Term SOFR plus a weighted average spread of 3.07 %. On October 8, 2025, the Company (Oportun PLW II Trust) entered into an amendment to the loan and security agreement and other related documents under the PLW II Facility. Following the amendment, borrowings under the loan and security agreement accrue interest at a rate equal to Term SOFR plus a weighted average spread of 2.76 %. PLW III Facility On April 2, 2025, in connection with the closing of a new warehouse facility, the Company (Oportun PLW III Trust), entered into a loan and security agreement with certain lenders from time to time party thereto, and Wilmington Trust, National Association as collateral agent, administrative agent, paying agent, securities intermediary and depository bank (the “PLW III Facility”). The PLW III Facility has a two-year revolving period with a final maturity of April 1, 2028 and a borrowing capacity of $ 187.5 million. Borrowings under the loan and security agreement accrued interest at a rate equal to Term SOFR plus a weighted average spread up to 3.34 %. The advance rate for the PLW III Facility is 95.0 %, subject to certain triggers that could lower the advance rate to 92.0 %. On October 8, 2025, the Company (Oportun PLW III Trust) entered into an amendment to the loan and security agreement and other related documents under the PLW III Facility. Following the amendment, borrowings under the loan and security agreement accrue interest at a rate equal to Term SOFR plus a weighted average spread up to 3.18 %. PLW IV Facility 71 On October 14, 2025, in connection with the closing of a new warehouse facility, the Company (Oportun PLW IV Trust) entered into a loan and security agreement with certain lenders from time to time party thereto, and Wilmington Trust, National Association as collateral agent, administrative agent, paying agent, securities intermediary and depositary bank (the "PLW IV Facility"). The PLW IV Facility has a three-year revolving period with a final maturity of October 1, 2029 and a borrowing capacity of $ 246.8 million. Borrowings under the loan and security agreement accrue interest at a rate no greater than Term SOFR plus a weighted average spread of 2.56 %. The advance rate for the PLW IV Facility is 95.0 %, subject to certain triggers that could lower the advance rate to 92.0 %. Asset-backed Notes at Fair Value The following tables present information regarding asset-backed notes at fair value: December 31, 2025 Variable Interest Entity Initial amount issued (1) Initial collateral balance (2) Current balance (1) Current collateral balance (2) Weighted average interest rate (3) Original revolving period (in thousands) Asset-backed notes recorded at fair value: Oportun Issuance Trust (Series 2021-C) $ 500,000 $ 512,762 $ 167,214 $ 184,737 2.48 % 3 years Oportun Issuance Trust (Series 2021-B) 500,000 512,759 96,585 112,148 2.06 % 3 years Total asset-backed notes recorded at fair value $ 1,000,000 $ 1,025,521 $ 263,799 $ 296,885 December 31, 2024 Variable Interest Entity Initial amount issued (1) Initial collateral balance (2) Current balance (1) Current collateral balance (2) Weighted average interest rate (3) Original revolving period (in thousands) Asset-backed notes recorded at fair value: Oportun Issuance Trust (Series 2022-3) $ 300,000 $ 310,993 $ 54,463 $ 62,323 11.43 % N/A Oportun Issuance Trust (Series 2022-2) 400,000 410,212 40,453 46,578 10.82 % N/A Oportun Issuance Trust (Series 2022-A) 400,000 410,211 261,939 280,234 5.65 % 2 years Oportun Issuance Trust (Series 2021-C) 500,000 512,762 427,872 460,500 2.48 % 3 years Oportun Issuance Trust (Series 2021-B) 500,000 512,759 295,963 320,306 2.06 % 3 years Oportun Funding XIV, LLC (Series 2021-A) 375,000 383,632 — — — % 2 years Total asset-backed notes recorded at fair value: $ 2,475,000 $ 2,540,569 $ 1,080,690 $ 1,169,941 (1) Initial note amount issued includes notes retained by the Company as applicable. The current balances are measured at fair value for asset-backed notes recorded at fair value. (2) Includes the unpaid principal balance of loans receivable, the balance of required reserve funds, cash, cash equivalents and restricted cash pledged by the Company. (3) Weighted average interest rate excludes notes retained by the Company. There were no notes retained by the Company as of December 31, 2025. 72 On June 9, 2025, the Company redeemed series 2022-3 and 2022-2 asset-backed notes in the amounts of $ 31.9 million and $ 21.6 million, respectively. The asset-backed notes were carried at fair value and the fair value mark was recognized in the Consolidated Statements of Operations as part of the Net decrease in fair value. On September 8, 2025, the Company redeemed series 2022-A asset-backed notes in the amount of $ 131.6 million. The asset-backed notes were carried at fair value and the fair value mark was recognized in the Consolidated Statements of Operations as part of the Net decrease in fair value. Asset-backed Borrowings at Amortized Cost The following tables represent information regarding the Company's asset-backed notes and asset-backed borrowings at amortized cost: December 31, 2025 Asset-backed Borrowings at Amortized Cost Initial amount (1) Initial collateral balance (2) Current balance (1) Current collateral balance (2) Weighted average interest rate (3) Original revolving period (in thousands) Oportun Issuance Trust 2025-D $ 441,225 $ 452,206 $ 438,410 $ 461,986 5.69 % 2 years Oportun Issuance Trust 2025-C 538,490 552,692 535,394 559,689 5.23 % 2 years Oportun Issuance Trust 2025-B 439,250 450,802 436,850 456,345 5.57 % 2 years Oportun Issuance Trust 2025-A 425,107 439,775 422,580 445,314 6.15 % 1 year Oportun Issuance Trust 2024-2 223,250 236,119 86,077 102,446 8.34 % N/A Oportun Issuance Trust 2024-1 199,500 211,002 28,626 33,842 12.07 % N/A Other Asset Backed Borrowings (4) N/A N/A 244,712 222,865 N/A N/A Total asset-backed borrowings at amortized cost: $ 2,266,822 $ 2,342,596 $ 2,192,649 $ 2,282,487 December 31, 2024 Asset-backed Borrowings at Amortized Cost Initial amount (1) Initial collateral balance (2) Current balance (1) Current collateral balance (2) Weighted average interest rate (3) Original revolving period (in thousands) Oportun Issuance Trust 2024-2 $ 223,250 $ 236,119 $ 188,316 $ 213,802 6.99 % N/A Oportun Issuance Trust 2024-1 199,500 211,002 92,385 107,137 8.27 % N/A Oportun CL Trust 2023-A 197,390 210,530 195,855 219,717 10.05 % 2 years Other Asset Backed Borrowings (4) N/A N/A 507,776 503,032 N/A N/A Total asset-backed borrowings at amortized cost: $ 620,140 $ 657,651 $ 984,332 $ 1,043,688 (1) Initial amount issued includes any notes retained by the Company as applicable. The current balances are measured at amortized cost. (2) Includes the unpaid principal balance of loans receivable, the balance of required reserve funds, cash, cash equivalents and restricted cash pledged by the Company. (3) Weighted average interest rate excludes notes retained by the Company. There were no notes retained by the Company as of December 31, 2025. (4) Consists of forward flow whole loan sales that do not qualify as sales for accounting purposes. 73 On February 13, 2024, the Company issued $ 199.5 million of Series 2024-1 asset-backed notes secured by a pool of our unsecured and secured personal installment loans (the "2024-1 Securitization"). The 2024-1 Securitization included four classes of fixed rate notes. The Notes were offered and sold in a private placement in reliance on Rule 144A under the U.S. Securities Act of 1933, as amended, and were priced with a weighted average yield of 8.60 % per annum and weighted average coupon of 8.43 % per annum. On August 29, 2024, the Company issued $ 223.3 million of series 2024-2 asset-backed notes secured by a pool of our unsecured and secured personal installment loans (the "2024-2 Securitization"). The 2024-2 Securitization included four classes of fixed rate notes. The Notes were offered and sold in a private placement in reliance on Rule 144A under the U.S. Securities Act of 1933, as amended, and were priced with a weighted average yield of 8.22 % per annum and weighted average coupon of 8.07 % per annum. On January 16, 2025, the Company issued $ 425.1 million of series 2025-A asset-backed notes secured by a pool of its unsecured and secured personal installment loans (the “2025-A Securitization”). The 2025-A Securitization included five classes of fixed rate notes. The Notes were offered and sold in a private placement in reliance on Rule 144A under the U.S. Securities Act of 1933, as amended, and were priced with a weighted average yield of 6.95 % per annum and a weighted average coupon of 6.15 % per annum. On June 5, 2025, the Company issued $ 439.3 million of series 2025-B asset-backed notes secured by a pool of its unsecured and secured personal installment loans (the “2025-B Securitization”). The 2025-B Securitization included five classes of fixed rate notes. The Notes were offered and sold in a private placement in reliance on Rule 144A under the U.S. Securities Act of 1933, as amended, and were priced with a weighted average yield of 5.67 % per annum and a weighted average coupon of 5.57 % per annum. On August 21, 2025, the Company issued $ 538.5 million of series 2025-C asset-backed notes secured by a pool of its unsecured and secured personal installment loans (the “2025-C Securitization”). The 2025-C Securitization included five classes of fixed rate notes. The Notes were offered and sold in a private placement in reliance on Rule 144A under the U.S. Securities Act of 1933, as amended, and were priced with a weighted average yield of 5.29 % per annum and a weighted average coupon of 5.23 % per annum. On October 17, 2025, the Company issued $ 441.2 million of series 2025-D asset-backed notes secured by a pool of its unsecured and secured personal installment loans (the “2025-D Securitization”). The 2025-D Securitization included five classes of fixed rate notes. The Notes were offered and sold in a private placement in reliance on Rule 144A under the U.S. Securities Act of 1933, as amended, and were priced with a weighted average yield of 5.77 % per annum and a weighted average coupon of 5.69 % per annum. On November 10, 2025, the Company redeemed 2023-A financing transaction in the amount of $ 197.4 million . The financing was carried at amortized cost, and the unamortized costs were recognized in the Consolidated Statements of Operations as part of the Interest Expense. Corporate Financing The following table presents information regarding the Company's Corporate Financing: December 31, 2025 December 31, 2024 Entity Original Balance Maturity Date Interest Rate Balance (1) Balance (1) (in thousands) Oportun Financial Corporation 235,000 November 14, 2028 15.00 % per annum 143,663 203,751 Total Corporate Financing $ 235,000 $ 143,663 $ 203,751 (1) Balances are measured at amortized cost. As of December 31, 2025 and December 31, 2024 the outstanding principal balance was $ 165.0 million , and $ 235.8 million , respectively. On October 23, 2024, the Company entered into a Credit Agreement with certain affiliates of Neuberger and McLaren Harbor LLC, pursuant to which the Company borrowed $ 235 million of senior secured term loans (the “Credit Agreement” and the “Term Loans”). The funding of the Term Loans (the “Term Loan Closing”) was subject to certain closing conditions, including the repayment of the Acquisition Financing and the Company's then existing senior secured term loans under the credit agreement dated as of September 14, 2022, by and among the Company, Wilmington Trust, National Association, and the lenders party thereto, as amended ("Original Credit Agreement"), in addition to the completion of the sale of the Company's credit cards receivable portfolio, which occurred on November 12, 2024. The Term Loan Closing occurred on November 14, 2024, and the Original Credit Agreement was extinguished, paid in full, and the Acquisition Financing was terminated and the associated outstanding loan balance was repaid in full. The Credit Agreement contains certain representations, warranties and covenants, as well as indemnification obligations, in respect of the Company and certain of its subsidiaries, subject to specified exceptions and qualifications contained in the Credit Agreement. The Term Loans bear interest at an amount equal to 15 % per year, of which 2.5 % may be payable in-kind at the Company’s election. The Term Loans are scheduled to mature four years from the date of the Term Loan Closing. Under the Credit Agreement, the Company was required to repay $ 12.5 million of the Term Loans on or prior to July 31, 2025 and an additional $ 27.5 million of the Term Loans on or prior to January 31, 2026. As of December 31, 2025, t he Company has repaid the required $ 12.5 million and $ 27.5 million of principal. In addition, the Company has the flexibility to make additional prepayments of $ 10 million at any time, and an additional $ 10 million after the one-year anniversary of the Term Loan Closing, in each case not subject to a prepayment premium. Voluntary prepayment of the Term Loans in excess of certain thresholds and with certain other exceptions as set forth in the Credit Agreement, will be subject to a prepayment premium. As of December 31, 2025, t he Company has made a total of $ 30.0 million of additional prepayments of principal, along with a total of $ 0.5 million in prepayment premiums. 74 The obligations under the Credit Agreement are secured by the assets of the Company and certain of its subsidiaries guaranteeing the Term Loans, including pledges of the equity interests of certain subsidiaries that are directly or indirectly owned by the Company, subject to customary exceptions. Under the Refinancing Credit Agreement, the Company issued warrants (the “Warrants”), at an exercise price of $ 0.01 per share, to affiliates of Neuberger and McLaren Harbor LLC to purchase 4,853,006 shares of the Company’s common stock. See Note 10 , Stockholders' Equity for additional information on warrants issued by the Company. The Credit Agreement contains financial covenants requiring the maintenance of minimum liquidity and a maximum adjusted EBITDA-based corporate leverage covenant, together with other customary affirmative and negative covenants, representations and warranties and events of default. Debt Covenants - As of December 31, 2025 and 2024, the Company was in compliance with all covenants and requirements of the Secured Financing, Corporate Financing facilities and asset-backed notes. 9. Other Liabilities Other liabilities consist of the following: December 31, (in thousands) 2025 2024 Accounts payable $ 6,273 $ 6,586 Accrued compensation 23,174 12,207 Accrued expenses 7,054 12,441 Accrued interest 11,164 11,030 Amount due to whole loan buyer 1,400 1,759 Current tax liabilities (1) 4,055 3,136 Other 3,691 3,692 Total other liabilities $ 56,811 $ 50,851 (1) See Note 13. Income Taxes for additional detail regarding the Current tax liabilities. 10. Stockholders' Equity Preferred Stock - The board of directors of the Company (the "Board") has the authority, without further action by the Company's stockholders, to issue up to 100,000,000 shares of undesignated preferred stock with rights and preferences, including voting rights, designated from time to time by the Board. There were no shares of undesignated preferred stock issued or outstanding as of December 31, 2025 or 2024. Common Stock - As of December 31, 2025 and 2024, the Company was authorized to issue 1,000,000,000 shares of common stock with a par value of $ 0.0001 per share. As of December 31, 2025, 44,709,065 and 44,437,042 shares were issued and outstanding, respectively, and 272,023 shares were held in treasury stock. As of December 31, 2024, 36,383,879 and 36,111,856 shares were issued and outstanding, respectively, and 272,023 shares were held in treasury stock. Warrants - In 2023, pursuant to the Original Credit Agreement, the Company issued detachable warrants to the lenders to purchase an aggregate of 4,193,453 shares of the Company’s common stock at an exercise price of $ 0.01 per share. On November 14, 2024, pursuant to the Credit Agreement, the Company issued additional detachable warrants to the lenders to purchase 4,853,006 shares of the Company’s common stock at an exercise price of $ 0.01 . In May 2025, 6,363,671 warrants were exercised to purchase common stock. As of December 31, 2025 and 2024, the Company had outstanding and exercisable detachable warrants of 2,682,788 and 9,046,459 , respectively. 75 11. Equity Compensation and Other Benefits 2019 Equity Incentive Plan We currently have one stockholder-approved plan from which we can issue stock-based awards, which was approved by our stockholders in fiscal year 2019 (the "2019 Plan"). The 2019 Plan became effective on September 25, 2019 and replaced the Amended and Restated 2005 Stock Option / Stock Issuance Plan and the 2015 Stock Option/Stock Issuance Plan (collectively, the “Previous Plans”). The Previous Plans solely exist to satisfy outstanding options previously granted under those plans. The 2019 Plan provides for the grant of incentive stock options ("ISOs"), nonstatutory stock options ("NSOs"), stock appreciation rights, restricted stock awards, restricted stock unit awards, performance-based awards, and other awards (collectively, "awards"). ISOs may be granted only to the Company's employees, including officers, and the employees of its affiliates. All other awards may be granted to the employees, including officers, non-employee directors and consultants and the employees and consultants of the Company's affiliates. The total number of shares of common stock authorized under the 2019 Plan is 17,000,777 shares. The remaining maximum number of shares of our common stock, net of vested and exercised shares, that may be issued under the 2019 Plan will not exceed 9,917,257 shares, of which, 2,826,883 were available for future awards as of December 31, 2025. The number of shares of the Company's common stock reserved for issuance under its 2019 Plan will automatically increase on January 1 of each year for the remaining term of the plan, by 5 % of the total number of shares of its common stock outstanding on December 31 of the immediately preceding calendar year, or a lesser number of shares determined by the Board prior to the applicable January 1st. The shares available for issuance increased by 1,805,592 shares, on January 1, 2025, pursuant to the automatic share reserve increase provision. 2019 Employee Stock Purchase Plan In September 2019, the Board adopted, and stockholders approved, the Company's 2019 Employee Stock Purchase Plan (the "ESPP"). The ESPP became effective on September 25, 2019. The purpose of the ESPP is to secure the services of new employees, to retain the services of existing employees and to provide incentives for such individuals to exert maximum efforts toward the Company's success and that of its affiliates. The ESPP includes two components. One component is designed to allow eligible U.S. employees to purchase common stock in a manner that may qualify for favorable tax treatment under Section 423 of the Code. In addition, purchase rights may be granted under a component that does not qualify for such favorable tax treatment when necessary or appropriate to permit participation by eligible employees who are foreign nationals or employed outside of the United States while complying with applicable foreign laws. The maximum aggregate number of shares of common stock that may be issued under the ESPP is 2,632,406 shares and as of December 31, 2025, no shares have been issued under the ESPP. The number of shares of the Company's common stock reserved for issuance under its ESPP will automatically increase on January 1 of each calendar year for the remaining term of the plan by the lesser of (1) 1 % of the total number of shares of its capital stock outstanding on December 31 of the preceding calendar year, (2) 726,186 shares, and (3) a number of shares determined by the Board. The shares available for issuance increased by 361,118 shares, on January 1, 2025, pursuant to the automatic share reserve increase provision. Generally, all regular employees, including executive officers, employed by the Company or by any of its designated affiliates, will be eligible to participate in the ESPP and may contribute, normally through payroll deductions, up to 15 % of their earnings (as defined in the ESPP) for the purchase of common stock under the ESPP. Unless otherwise determined by the Board, common stock will be purchased for the accounts of employees participating in the ESPP at a price per share equal to the lower of (a) 85 % of the fair market value of a share of the Company's common stock on the first date of an offering or (b) 85 % of the fair market value of a share of the common stock on the date of purchase. 2021 Inducement Equity Incentive Plan Effective December 30, 2021, the Company adopted the 2021 Inducement Equity Incentive Plan (the “2021 Inducement Plan”), pursuant to which the Company reserved 1,105,000 shares of its common stock to be used exclusively for grants of awards to individuals who were not previously employees or directors of the Company, as an inducement material to the individual’s entry into employment with the Company within the meaning of Rule 5635(c)(4) of the Nasdaq Listing Rules. The remaining maximum number of shares of our common stock that may be issued under the 2021 Inducement Plan net of vested and exercised shares, will not exceed 646,867 shares, of which, 462,310 were available for future awards as of December 31, 2025. The 2021 Inducement Plan was approved by the Company’s Board without stockholder approval in accordance with such rule. Stock Options The term of an option may not exceed 10 years as determined by the Board, and each option generally vests over a four-year period with 25 % vesting on the first anniversary date of the grant and 1/36th of the remaining amount vesting at monthly intervals thereafter. Option holders are allowed to exercise unvested options to acquire restricted shares. Upon termination of employment, option holders have a period of up to three months in which to exercise any remaining vested options. The Company has the right to repurchase at the original purchase price any unvested but issued common shares upon termination of service. Unexercised options granted to participants who separate from the Company are forfeited and returned to the pool of stock options available for grant. No stock options were granted for the years ended December 31, 2025 and 2024. 76 Stock Option Activity - A summary of the Company's stock option activity under the 2005 Plan, 2015 Plan, and 2019 Plan at December 31, 2025 is as follows: (in thousands, except share and per share data) Options Outstanding Options Weighted-Average Exercise Price Weighted Average Remaining Life (in years) Aggregate Intrinsic Value Balance – January 1, 2025 1,862,858 18.99 4.41 $ — Options granted — — Options exercised ( 9,118 ) 5.78 Options canceled ( 402,871 ) 21.32 Options forfeited ( 11,760 ) 13.36 Balance – December 31, 2025 1,439,109 18.46 3.68 $ — Options vested and expected to vest - December 31, 2025 1,439,109 18.46 3.68 $ — Options vested and exercisable - December 31, 2025 1,410,223 18.62 3.63 $ — Information on stock options granted, exercised and vested is as follows: Year Ended December 31, (in thousands, except per share data) 2025 2024 Weighted average fair value per share of options granted $ — $ — Cash received from options exercised, net 54 — Aggregate intrinsic value of options exercised 11 — Fair value of shares vested 726 1,424 As of December 31, 2025 and 2024, the Company’s total unrecognized compensation cost related to nonvested stock-based option awards granted to employees was, $ 0.2 million and $ 0.9 million, respectively, which will be recognized over a weighted-average vesting period of approximately 0.5 years and 1.3 years, respectively. Restricted Stock Units The Company’s restricted stock units (“RSUs”) vest subject to the satisfaction of time-based service conditions. For RSU awards granted prior to 2024, vesting generally occurs over a three or four-year period, consisting of a one-year cliff, with 33 % or 25 % of the RSUs vesting on the first anniversary of the vesting commencement date, and the remaining vesting quarterly in equal installments over the remaining subsequent years, subject to continued service with the Company. For RSU awards granted beginning in 2024, vesting generally occurs annually over a three-year period with 1/3 of the award vesting on each anniversary of the grant date, subject to continued service with the Company. Stock-based compensation cost for RSUs is measured based on the fair market value of the Company’s common stock on the date of grant. A summary of the Company’s RSU activity under the 2015 Plan, 2019 Plan and 2021 Inducement Plan for the year ended December 31, 2025 is as follows: RSU Outstanding Weighted Average Grant-Date Fair Value Balance – January 1, 2025 4,454,987 5.03 Granted 2,767,705 5.52 Vested (1) ( 2,030,139 ) 5.59 Forfeited ( 435,226 ) 5.05 Balance – December 31, 2025 4,757,327 5.08 Expected to vest after December 31, 2025 4,711,405 5.06 (1) Prior to 2024, the Company allowed its Board to defer all or a portion of monetary remuneration paid to the Director. As of December 31, 2025, there were 45,922 restricted stock units vested for which the holders elected to defer delivery of the Company's shares. As of December 31, 2025 and 2024, the Company's total unrecognized compensation cost related to nonvested restricted stock unit awards granted to employees was, $ 18.3 million and $ 15.3 million, respectively, which will be recognized over a weighted average vesting period of approximately 1.9 years and 2.0 years, respectively. 77 Performance Stock Units The Company grants performance‑based restricted stock unit awards (“PSUs”) to certain employees. PSUs generally cliff‑vest following the completion of a multi‑year performance period, each subject to continued service through the respective vesting dates and achievement of specified performance and/or market‑based conditions. In April 2025, the Company granted performance stock units (“PSUs”) that are subject to performance-, market, and service-based vesting conditions. The PSUs are earned based on the Company’s achievement of Economic ROA for fiscal year 2025 (as defined in the applicable PSU award agreement). Any PSUs earned at the conclusion of the one-year Economic ROA performance period will be deferred and will be adjusted by a modifier based on the Company’s relative total shareholder return (“rTSR”) performance compared to the Russell 3000 Index over the three-year performance period covering calendar years 2025 through 2027. The rTSR modifier represents a market condition. The number of PSUs reflected for this award represents the target number of units subject to the award. The resulting number of PSUs, if any, is scheduled to vest on March 10, 2028, subject to continued service, and may range from 0 % to 156 % of the target number of PSUs. In December 2023 and June 2024, the Company granted PSUs that are subject to both market- and service-based vesting conditions. The PSUs vest based on the Company’s achievement of absolute total shareholder return (“TSR”) over the applicable three-year performance period. The number of PSUs reflected for each award represents the target number of units subject to the award. Payout is determined based on the level of TSR achievement and may range from — % to 125 % of the target number of units. Any PSUs earned in excess of 100% of target may be settled in cash or shares of common stock, at the sole discretion of the Company’s Compensation and Leadership Committee. Subject to satisfaction of the performance and continued service requirements, PSUs earned under these awards are scheduled to vest on March 10, 2026 for the December 2023 grant and March 10, 2027 for the June 2024 grant. For PSU awards that include market conditions, the Company estimates grant‑date fair value using a Monte Carlo simulation approach. Compensation cost is recognized over the requisite service period and adjusted based on the Company’s estimate of the number of PSUs expected to vest. For PSU awards that include performance conditions, compensation cost is recognized only when achievement becomes probable and is adjusted (on a cumulative catch‑up basis) for changes in expected achievement. The Company accounts for forfeitures as they occur. For the PSU awards granted in 2023 and 2024, amounts earned above 100% of target may be settled in cash or shares; accordingly, the Company accounts for the portion expected to be settled in shares as an equity‑classified award and accounts for the portion that could be cash‑settled as a liability‑classified award that is remeasured at fair value each reporting period until settlement. The liability is recorded in accrued compensation. PSU Outstanding Weighted Average Grant-Date Fair Value Balance – January 1, 2025 677,673 1.24 Granted 445,590 6.93 Vested — — Forfeited ( 44,768 ) 1.22 Balance – December 31, 2025 1,078,495 3.59 Expected to vest after December 31, 2025 1,078,495 PSU Outstanding Weighted Average Grant-Date Fair Value Balance – January 1, 2024 327,668 1.12 Granted 501,419 1.31 Vested — — Forfeited ( 151,414 ) 1.22 Balance – December 31, 2024 677,673 1.24 Expected to vest after December 31, 2024 677,673 As of December 31, 2025 and 2024, the Company’s total unrecognized compensation cost related to nonvested PSU awards was $ 2.5 million and 0.6 million, respectively, which will be recognized over a weighted‑average period of approximately 1.4 years and 1.8 years, respectively. 78 Stock-based Compensation - Total stock-based compensation expense included in the Consolidated Statements of Operations, net of amounts capitalized to system development costs is as follows: Year Ended December 31, (in thousands of dollars) 2025 2024 Technology and facilities $ 2,714 $ 3,362 Sales and marketing 145 127 Personnel 7,827 9,500 Total stock-based compensation (1) $ 10,686 $ 12,989 (1) Amounts shown are net of $ 0.7 million and $ 1.0 million of capitalized stock-based compensation for the year ended December 31, 2025 and 2024, respectively. Cash flows from the tax benefits for tax deductions resulting from the exercise of stock options in excess of the compensation expense recorded for those options (excess tax benefits) are required to be classified as cash from financing activities. The Company recognized $ 3.0 million and $ 3.7 million of income tax benefit in its Consolidated Statements of Operations related to stock-based compensation expense during the years ended December 31, 2025 and 2024, respectively. Additionally, the total income tax expense (benefit) recognized in the income statement for share-based compensation exercises was $( 0.4 ) million and $ 2.2 million for the years ended December 31, 2025 and 2024, respectively. Retirement Plan The Company maintains a 401(k) Plan, which enables employees to make pre-tax or post-tax deferral contributions to the participating employees account. Employees may contribute a portion of their pay up to the annual amount as set periodically by the Internal Revenue Service. Prior to 2024, the Company provided for an employer 401(k) contribution match of up to 4 % of an employee’s eligible compensation. In addition, the Company provides a contribution to various savings funds for India and Mexico-based employees. The total expense related to the contributions recognized by the Company for the year ended December 31, 2025, and the total employer match and contributions recognized by the Company for the year ended December 2024 was $ 2.2 million and $ 2.0 million, respectively. All employee and employer contributions will be invested according to participants’ individual elections. 12. Revenue Interest Income - Total interest income included in the Consolidated Statements of Operations is as follows: Year Ended December 31, (in thousands) 2025 2024 Interest income Interest on loans $ 881,844 $ 910,385 Fees on loans 11,378 15,083 Total interest income $ 893,222 $ 925,468 Non-interest Income - Total non-interest income included in the Consolidated Statements of Operations is as follows: Year Ended December 31, (in thousands) 2025 2024 Non-interest income Servicing fees $ 12,727 $ 13,814 Subscription revenue 19,465 22,668 Interest on member accounts 17,414 24,221 Gain on loan sales and other 13,857 15,604 Total non-interest income $ 63,463 $ 76,307 13. Income Taxes The following are the domestic and foreign components of the Company’s income (loss) before taxes: Year Ended December 31, (in thousands) 2025 2024 Domestic $ 32,505 $ ( 119,475 ) Foreign 11,571 4,298 Income (loss) before taxes $ 44,076 $ ( 115,177 ) 79 The provision for income tax expense (benefit) consisted of the following: Year Ended December 31, (in thousands) 2025 2024 Current Federal $ 61 $ ( 3,385 ) State 2,841 1,509 Foreign 1,604 ( 307 ) Total current $ 4,506 $ ( 2,183 ) Deferred Federal 10,012 ( 26,087 ) State 4,485 ( 8,355 ) Foreign ( 173 ) 130 Total deferred $ 14,324 $ ( 34,312 ) Total provision for income taxes $ 18,830 $ ( 36,495 ) Income tax expense (benefit) was $ 18.8 million and $( 36.5 ) million for the years ended December 31, 2025 and 2024, which represents an effective tax rate of 42.7 % and 31.7 %, respectively. A reconciliation of income tax expense (benefit) with the amount computed by applying the statutory U.S. federal income tax rates to income before provision for income taxes is as follows: Year Ended December 31, (in thousands) 2025 2024 $ % $ % Income tax (benefit) expense computed at U.S. federal statutory rate $ 9,256 21.0 % $ ( 24,187 ) 21.0 % Tax credits Research & development tax credits ( 840 ) ( 1.9 ) % ( 4,284 ) 3.7 % Return to provision adjustment 3,108 7.1 % ( 2,304 ) 2.0 % Nontaxable and nondeductible items Share based compensation expense ( 314 ) ( 0.7 ) % 1,795 ( 1.6 ) % Other 401 0.9 % 251 ( 0.2 ) % Effect of cross-border tax laws U.S. Global Intangible Low-Taxed Income (GILTI) 2,175 4.9 % 717 ( 0.6 ) % Other 103 0.2 % 71 ( 0.1 ) % Change in unrecognized tax benefit reserves ( 153 ) ( 0.3 ) % 1,793 ( 1.6 ) % State taxes (net of federal benefit) (1) 6,093 13.8 % ( 9,269 ) 8.1 % Foreign rate differential ( 999 ) ( 2.3 ) % ( 1,078 ) 0.9 % Income tax expense $ 18,830 $ ( 36,495 ) Effective tax rate 42.7 % 31.7 % (1) State taxes in California comprise the majority (>50%) of the tax effect. 80 Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, and operating losses and tax credit carryforwards. The primary components of the Company’s net deferred tax assets and liabilities are composed of the following: December 31, (in thousands) 2025 2024 Deferred tax assets: Net operating loss & credit carryforward $ 62,067 $ 70,534 System development costs 18,732 25,665 Share-based compensation 5,981 6,276 Accrued expenses and reserves 5,859 3,371 Leases 2,986 4,772 Other 2,972 2,613 Total deferred tax assets $ 98,597 $ 113,231 Valuation allowance $ — $ — Deferred tax liabilities: Fair value adjustment - Loans Receivable $ ( 24,601 ) $ ( 16,135 ) Right of use assets ( 2,458 ) ( 2,563 ) Depreciation and amortization ( 2,258 ) ( 2,636 ) Fair value adjustment - Bonds Payable ( 1,169 ) ( 5,851 ) Derivative instrument — ( 3,611 ) Total deferred tax liabilities $ ( 30,486 ) $ ( 30,796 ) Net deferred taxes $ 68,111 $ 82,435 As provided for in the Tax Cuts and Jobs Act of 2017, our historical earnings were subject to the one-time transition tax and can now be repatriated to the U.S. with a de minimis tax cost due to the participation exemption put in place by the 2017 Tax Act. The Company continues to assert that both its historical and current earnings in its foreign subsidiaries are permanently reinvested and therefore no deferred taxes have been provided. As of December 31, 2025, the Company had federal net operating loss carryforwards of $ 150.9 million, all of which carries forward indefinitely. Additionally, the Company had state net operating loss carryforwards of $ 136.8 million which are set to begin expiring in 2031. As of December 31, 2025, the Company had federal and California research and development tax credit carryforwards of $ 19.6 million and $ 8.4 million, respectively. The federal research and development tax credit expires beginning in 2041, and the California research and development tax credits are not subject to expiration. The income taxes paid, net of refunds consist of the following: Year Ended December 31, (in thousands) 2025 2024 U.S. Federal $ ( 33 ) $ 766 U.S. State Texas 751 ( 310 ) California 32 — New Jersey 4 ( 210 ) Illinois — ( 519 ) Arizona — ( 109 ) Virginia — ( 76 ) Other ( 13 ) ( 34 ) Florida ( 204 ) — Total U.S. State $ 570 $ ( 1,258 ) Foreign Mexico 1,399 1,241 India 912 294 Total Foreign $ 2,311 1,535 Total income taxes paid, net of refunds $ 2,848 $ 1,043 81 The following table summarizes the activity related to the unrecognized tax benefits: Year Ended December 31, (in thousands) 2025 2024 Balance as of January 1, $ 12,439 $ 8,648 Increases related to current year tax positions 818 1,927 Increases related to prior year tax positions — 4,654 Decreases related to prior year tax positions ( 1,042 ) ( 2,790 ) Balance as of December 31, $ 12,215 $ 12,439 Interest and penalties related to the Company’s unrecognized tax benefits accrued as of December 31, 2025 and 2024 were $ 0.3 million and $ 0.2 million, respectively. The Company’s policy is to recognize interest and penalties associated with income taxes in income tax expense and the Company recognized $ 0.3 million for both years ended December 31, 2025 and 2024. The total amount of unrecognized tax benefits that would impact the effective tax rate, if recognized, is $ 10.5 million. Due to the net operating loss carryforwards, the Company’s United States federal and significant state returns are open to examination by the Internal Revenue Service and state jurisdictions for years ended December 31, 2021 and 2014, respectively, and forward. For Mexico, all tax years ended December 31, 2020 and forward remain open for examination by the Mexico taxing authorities. For India, all tax years ended March 31, 2023 and forward remain open for examination by the India taxing authorities. In December 2021, the Organization for Economic Co-operation and Development Inclusive Framework on Base Erosion Profit Shifting released Model Global Anti-Base Erosion rules (“Model Rules”) under Pillar Two. The Model Rules set forth the “common approach” for a Global Minimum Tax at 15 percent for multinational enterprises with a turnover of more than 750 million euros. Rules under Pillar Two were effective from January 1, 2024. Pillar Two rules did not have a material impact on the Company's consolidated financial position or result of operations. 14. Fair Value of Financial Instruments Financial Instruments at Fair Value The table below compares the fair value of loans receivable and asset-backed notes to their contractual balances for the periods shown: December 31, 2025 December 31, 2024 (in thousands) Unpaid Principal Balance Fair Value Unpaid Principal Balance Fair Value Assets Loans Receivable at Fair Value $ 2,779,608 $ 2,874,092 $ 2,716,992 $ 2,778,523 Liabilities Asset-backed notes $ 268,291 $ 263,799 $ 1,103,002 $ 1,080,690 The Company calculates the fair value of the asset-backed notes using independent pricing services and broker price indications, which are based on quoted prices for identical or similar notes, which are Level 2 input measures. The Company primarily uses a discounted cash flow model to estimate the fair value of Level 3 instruments based on the present value of estimated future cash flows. This model uses inputs that are inherently judgmental and reflect management’s best estimates of the assumptions a market participant would use to calculate fair value. The following tables present quantitative information about the significant unobservable inputs used for the Company’s Level 3 fair value measurements for Loans Receivable at Fair Value. The personal loans receivable balance at fair value as of December 31, 2025 consists of $ 2,621.5 million of unsecured personal loans receivable and $ 252.6 million of secured personal loans receivable. December 31, 2025 December 31, 2024 Personal Loans Receivable Minimum Maximum Weighted Average (2) Minimum Maximum Weighted Average (2) Remaining cumulative charge-offs (1) 10.10 % 50.58 % 12.28 % 8.92 % 54.72 % 11.68 % Remaining cumulative prepayments (1) — % 38.29 % 24.90 % — % 34.55 % 24.70 % Average life (years) 0.28 1.64 1.06 0.29 1.74 1.11 Discount rate 6.26 % 6.26 % 6.26 % 7.92 % 7.92 % 7.92 % (1) Figure disclosed as a percentage of outstanding principal balance. (2) Unobservable inputs were weighted by outstanding principal balance, which are grouped by risk (type of customer, original loan maturity terms). 82 Fair value adjustments related to financial instruments where the fair value option has been elected are recorded through earnings for the years ended December 31, 2025 and 2024. Certain unobservable inputs may (in isolation) have either a directionally consistent or opposite impact on the fair value of the financial instrument for a given change in that input. When multiple inputs are used within the valuation techniques for loans, a change in one input in a certain direction may be offset by an opposite change from another input. For personal loans receivable, the Company developed an internal model to estimate the fair value of loans receivable held for investment. To generate future expected cash flows, the model combines receivable characteristics with assumptions about borrower behavior based on the Company’s historical loan performance. These cash flows are then discounted using a required rate of return that management estimates would be used by a market participant. The Company tested the unsecured personal loan fair value model by comparing modeled cash flows to historical loan performance to ensure that the model was complete, accurate and reasonable for the Company’s use. The Company also engaged a third party to create an independent fair value estimate for the Loans Receivable at Fair Value, which provides a set of fair value marks using the Company’s historical loan performance data and whole loan sale prices to develop independent forecasts of borrower behavior. The Company has derivative instruments in connection with its bank partnership program with Pathward related to excess interest proceeds it expects to receive on loans retained by Pathward Based on the agreement underlying the bank partnership program, for all loans originated and retained by Pathward, Pathward receives a fixed interest rate. The Company bears the risk of credit loss and has the benefit of any excess interest proceeds after satisfying various obligations under the agreement. On September 26, 2025, the Company and Pathward amended the program to simplify the partnership, including a provision that Pathward will cease retaining the Company’s loans by the end of February 2026. As of December 31, 2025, the remaining loans retained by Pathward were delinquent and had a low probability of collection; accordingly, the Company assumed a full loss on the remaining principal balance in estimating the derivative’s expected cash flows, which resulted in no expected excess interest proceeds. As a result, the derivative instrument as of December 31, 2025 was $( 1.2 ) million, and as of December 31, 2024 was $ 13.8 million. The underlying cash flows as of December 31, 2024 were $ 16.9 million. The following table presents quantitative information about the significant unobservable inputs used for the Company’s Level 3 fair value measurements for derivative instruments presented within Other Assets in the Consolidated Balance Sheets: December 31, 2024 Low High Weighted Average Remaining cumulative charge-offs — % 30.92 % 10.43 % Remaining cumulative prepayments 1.53 % 42.63 % 21.16 % Average life (years) 0.44 2.05 1.45 Discount rate 17.29 % 17.29 % 17.29 % For the derivative, the Company uses a base set of cash flows derived from historical data and management assumptions. From this base set of cash flows, funds that are projected to be released to the Company according to the contractual terms outlined in the waterfall agreement are calculated on an aggregate basis then discounted at a rate that is representative of equity yield. The table below presents a reconciliation of Loans Receivable at Fair Value on a recurring basis using significant unobservable inputs: December 31, (in thousands) 2025 2024 Balance – beginning of period $ 2,778,523 $ 2,962,352 Principal disbursements 2,846,762 2,662,305 Principal and interest payments from members ( 2,377,341 ) ( 2,305,839 ) Other loan sales — ( 78,522 ) Gross charge-offs ( 406,805 ) ( 401,971 ) Credit card receivables reclassified as held for sale — ( 55,720 ) Net (decrease) increase in fair value 32,953 ( 4,082 ) Balance ‑ end of period $ 2,874,092 $ 2,778,523 83 Financial Instruments Disclosed But Not Carried at Fair Value The following table presents the carrying value and estimated fair values of financial assets and liabilities disclosed but not carried at fair value and the level within the fair value hierarchy: December 31, 2025 Carrying value Estimated fair value Estimated fair value (in thousands) Level 1 Level 2 Level 3 Assets Cash and cash equivalents $ 105,525 $ 105,525 $ 105,525 $ — $ — Restricted cash 93,409 93,409 93,409 — — Liabilities Accounts payable 6,273 6,273 6,273 — — Secured financing (Note 8) 204,833 205,152 — 205,152 — Asset-backed borrowings at amortized cost (Note 8) 2,181,902 2,184,392 — 1,961,525 222,867 Corporate financing (Note 8) 165,000 165,836 — 165,836 — December 31, 2024 Carrying value Estimated fair value Estimated fair value (in thousands) Level 1 Level 2 Level 3 Assets Cash and cash equivalents $ 59,968 $ 59,968 $ 59,968 $ — $ — Restricted cash 154,657 154,657 154,657 — — Liabilities Accounts payable 6,586 6,586 6,586 — — Secured financing (Note 8) 539,204 537,646 — 537,646 — Asset-backed borrowings at amortized cost (Note 8) 982,582 984,687 — 481,655 503,032 Acquisition and corporate financing (Note 8) 235,768 236,105 — 236,105 — The Company uses the following methods and assumptions to estimate fair value: • Cash, cash equivalents, restricted cash and accounts payable ‑ The carrying values of certain of the Company’s financial instruments, including cash and cash equivalents, restricted cash and accounts payable, approximate Level 1 fair values of these financial instruments due to their short-term nature. • Secured financing, acquisition and corporate financing ‑ The fair values of the secured financing, and acquisition and corporate financing facilities have been calculated using discount rates equivalent to the weighted-average market yield of comparable debt securities, which is a Level 2 input measure. • Asset-backed borrowings at amortized cost ‑ The fair values of the asset-backed borrowings at amortized cost include both securitizations carried at amortized cost and secured borrowings. We obtain indicative pricing on comparable debt securities for securitizations carried at amortized cost, which is a Level 2 input measure. Fair values of secured borrowings included in the asset-backed borrowings at amortized cost have been calculated by discounting the contractual cash flows at the interest rate the Company estimates such arrangement would bear if executed in the current market, which is a Level 3 input measure. As of the year ended December 31, 2025, there were no transfers in or out of Level 3 assets and liabilities. 15. Leases, Commitments and Contingencies Leases - The Company’s leases are primarily for real property consisting of retail locations and office space and have remaining lease terms of less than 6 years. The Company has elected the practical expedient to keep leases with terms of 12 months or less off the balance sheet as no recognition of a lease liability and a right-of-use asset is required. Operating lease expense is recognized on a straight-line basis over the lease term in “Technology and facilities” in the Consolidated Statements of Operations. All of the Company’s existing lease arrangements are classified as operating leases. At the inception of a contract, the Company determines if the contract is or contains a lease. At the commencement date of a lease, the Company recognizes a lease liability equal to the present value of the lease payments and a right-of-use asset representing the Company’s right to use the underlying asset for the duration of the lease term. The Company’s leases include options to extend or terminate the arrangement at the end of the original lease term. The Company generally does not include renewal or termination options in its assessment of the leases unless extension or termination for certain assets is deemed to be reasonably certain. Variable lease payments and short-term lease costs were deemed immaterial. The Company’s leases do not provide an explicit rate. The Company uses its contractual borrowing rate to determine lease discount rates. 84 As of December 31, 2025, maturities of lease liabilities, excluding short-term leases and leases on a month-to-month basis, were as follows: (in thousands) Operating Leases Lease expense 2026 $ 6,683 2027 3,551 2028 1,977 2029 903 2030 382 Thereafter 48 Total lease payments 13,544 Imputed interest ( 1,361 ) Total leases $ 12,183 Sublease income 2026 $ ( 604 ) 2027 ( 153 ) 2028 — 2029 — 2030 — 2023 and thereafter — Total lease payments ( 757 ) Imputed interest 42 Total sublease income $ ( 715 ) Net lease liabilities $ 11,468 Weighted average remaining lease term 2.6 years Weighted average discount rate 5.73 % As of December 31, 2024, maturities of lease liabilities, excluding short-term leases and leases on a month-to-month basis, were as follows: (in thousands) Operating Leases Lease expense 2025 $ 11,561 2026 5,663 2027 2,433 2028 1,007 2029 415 Thereafter 134 Total lease payments 21,213 Imputed interest ( 1,797 ) Total leases $ 19,416 Weighted average remaining lease term 2.4 years Weighted average discount rate 5.16 % Rental expenses under operating leases for the years ended December 31, 2025 and 2024 were $ 9.7 million and $ 12.3 million, respectively. Purchase Commitment ‑ The Company has commitments to purchase information technology and communication services in the ordinary course of business, with various terms through 2028. These amounts are not reflective of the Company’s entire anticipated purchases under the related agreements; rather, they are determined based on the non-cancelable amounts to which the Company is contractually obligated. The Company’s purchase obligations are $ 25.3 million in 2026, $ 5.4 million in 2027 and $ 0.6 million in 2028, with no obligations beyond 2028. Bank Partnership Program and Servicing Agreement - The Company entered into a bank partnership program with Pathward in August 11, 2020, which was subsequently amended and restated effective August 11, 2025. Under the program, the Company is obligated to purchase an increasing percentage of loans originated by Pathward based on thresholds specified in the agreements. On September 26, 2025, the parties entered into an amendment to the program that simplified the partnership by providing that Pathward will cease retaining Company loans by the end of February 2026. Lending under the partnership was launched in August of 2021 and as of December 31, 2025, the Company has a commitment to purchase an additional $ 34.0 million of program loans based on originations through December 31, 2025. 85 Effective October 1, 2025, the Company began purchasing from Pathward 100 % of all newly originated loans. The amendment also required the Company to acquire Pathward’s existing retained loan portfolio, with an initial purchase of loans that are current or < 30 days delinquent on October 3, 2025, totaling approximately $ 115.0 million of unpaid principal and accrued interest. The remaining portfolio was purchased on February 4, 2026. Unfunded Loan Commitments - Unfunded loan commitments at December 31, 2025 and December 31, 2024, were insignificant. Mexico Value-added Tax - In October 2023, the Company's Mexico subsidiary received notice from Mexico’s Servicio de Administración Tributaria, the Mexican federal tax authority, for claims related to the alleged underpayment of value-added tax, including inflationary adjustments, fines and penalties for tax years 2017-2019. The Company disputes that there were underpayments in any of those years, and intends to pursue all available administrative and legal avenues of appeal to assert its position. No accrual related to this matter has been recorded as of December 31, 2025, as the Company believes it is not probable to be incurred. However, it is reasonably possible the Company will be unsuccessful in asserting at least some of these claims, and for those claims, the Company believes it may be exposed to a liability ranging from zero to $ 5.1 million, consisting of $ 1.2 million of value-added tax and $ 3.9 million of inflationary adjustments, fines and penalties. These estimates are subject to change based on the results of the administrative and legal appeal processes, however, timing of the resolution of this issue is unknown. Litigation From time to time, the Company may bring or be subject to other legal proceedings and claims in the ordinary course of business, including legal proceedings with third parties asserting infringement of their intellectual property rights, consumer litigation, and regulatory proceedings. The Company is not presently a party to any other legal proceedings that, if determined adversely to the Company, would individually or taken together have a material adverse effect on its business, financial condition, cash flows or results of operations. See Part I. Item 3. Legal Proceedings for additional information regarding legal proceedings in which the Company is involved. 16. Related Party Transactions On September 14, 2022, the Company entered into the Original Credit Agreement to borrow $ 150.0 million through a senior secured term loan. On March 10, 2023, the Company upsized and amended the Original Credit Agreement and borrowed an additional $ 75.0 million over four separate tranches from March 10, 2023 to June 30, 2023. In connection with the amendment of the Original Credit Agreement, the Company issued warrants to the lenders with each tranche to purchase a total of 4,193,453 shares of its common stock at an exercise price of $ 0.01 per share. On October 23, 2024, the Company entered into the Credit Agreement with certain affiliates of Neuberger and McLaren Harbor LLC, pursuant to which the Company borrowed $ 235 million through a senior secured term loan. Upon the closing of the Term Loan, the Company repaid all amounts due under the Original Credit Agreement in full. In connection with the Credit Agreement, the lenders retained the previously issued warrants and the Company issued the Neuberger affiliated lenders additional warrants to purchase a total of 2,426,503 shares of its common stock at an exercise price of $ 0.01 per share. Accordingly, Neuberger is deemed to be a beneficial owner of greater than ten percent of the Company's outstanding stock pursuant to generally accepted accounting principles. During the year ended December 31, 2025, 3,937,168 warrants were exercised by Neuberger to purchase common stock. As of December 31, 2025 and December 31, 2024, Neuberger held outstanding and exercisable detachable warrants of 2,682,788 and 6,619,956 , respectively. See Note 8, Borrowings for additional information on the Corporate Financing facility and Note 10, Stockholders' Equity for additional information on the warrants. On June 16, 2023, the Company entered into a forward flow whole loan sale agreement with Neuberger to sell up to $ 300.0 million of its personal loan originations over the subsequent twelve months. On April 26, 2024, the agreement was amended to extend the term and revised the commitment amount to $ 370.9 million of personal loan originations. The Company has fulfilled its commitment under the agreement and will continue to service these loans. As part of this agreement, during the year ended December 31, 2025, no loans receivable were transferred, and during the year ended December 31, 2024, the Company transferred loans receivable totaling $ 151.0 million. See Liquidity and Capital Resources section for additional information on the forward flow whole loan sale agreement. In addition, on April 2, 2025, the Company entered into a loan and security agreement with Neuberger, and certain other lenders. The PLW III facility has a two-year revolving period with a final maturity of April 1, 2028 and a borrowing capacity of $ 187.5 million. Borrowings under the loan and security agreement accrue interest at a rate no greater than Term SOFR plus a weighted average spread up to 3.34 %. The following table represents the interest income and interest expense recorded on the Company’s Consolidated Statements of Operations related to these agreements: December 31, (in thousands) 2025 2024 Interest income Secured borrowings 49,983 57,691 Total interest income $ 49,983 $ 57,691 Interest expense Corporate Financing $ 19,340 $ 57,047 Secured borrowings 16,931 29,919 Secured financing 980 — Total interest expense $ 37,251 $ 86,966 86 As of December 31, 2025 and 2024, Loans Receivable at Fair Value underlying the Secured borrowing were $ 103.5 million and $ 241.3 million, respectively, and Loans Receivable at Fair Value underlying the Secured financing were $ 8.1 million as of December 31, 2025. The Company had Asset-backed borrowings at amortized cost of $ 116.9 million, Corporate Financing of $ 71.8 million, and Secured Financing of $ 7.2 million due to Neuberger as of December 31, 2025, and Asset-backed borrowings at amortized cost of $ 247.9 million and Corporate Financing of $ 101.9 million due as of December 31, 2024. The Company also had an insignificant amount of Interest and fee receivable, net and Other liabilities in its Consolidated Balance Sheets as of December 31, 2025 related to these transactions. The Company believes that it has executed all the transactions described herein on terms no more or less favorable to it than it could have obtained from unaffiliated third parties. 17. Segment Reporting Segments are defined as components of an enterprise for which discrete financial information is available and evaluated regularly by the chief operating decision maker ("CODM") in deciding how to allocate resources and in assessing performance. The Company’s Chief Executive Officer is considered to be the CODM. The Company has one reportable segment. The segment provides unsecured and secured borrowings, savings and budgeting products to its members. The Company derives revenue within North America and manages the business activities on a consolidated basis. Interest income is derived from the Company's lending products and includes loan interest and associated fees, while non-interest income is largely driven by the Company's savings product and includes subscription revenue, and interest on member accounts. Net income is the primary measure of segment profit and loss reviewed by CODM to assess business performance and strategy on allocation of resources, such as new product development and management’s compensation. The CODM also uses Net Income to review and approve the Company’s operating budget and financial forecasts. Net income is reported on the Consolidated Statements of Operations as consolidated net income (loss). The measure of segment assets is presented on the Consolidated Balance Sheets Consolidated Balance Sheet as Total Assets. 18. Subsequent Events 2024-1 Redemption On January 8, 2026, the Company redeemed series 2024-1 asset-backed notes in the amount of $ 28.7 million. The asset-backed notes were carried at amortized cost, and the unamortized costs were recognized in the Consolidated Statements of Operations as part of the interest expense. 2026-A Securitization On February 9, 2026, we issued $ 485.0 million two-year asset-backed notes secured by a pool of its unsecured and secured personal installment loans (the “2026-A Securitization”). The 2026-A Securitization included five classes of fixed rate notes. The notes were offered and sold in a private placement in reliance on Rule 144A under the U.S. Securities Act of 1933, as amended, and were priced with a weighted average yield of 5.32 % per annum and a weighted average coupon of 5.25 % per annum. 2025-A Redemption On February 9, 2026, the Company redeemed series 2025-A asset-backed notes in the amount of $ 425.1 million. The asset-backed notes were carried at amortized cost, and the unamortized costs were recognized in the Consolidated Statements of Operations as part of the interest expense. 87 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure None.