5 unchanged sentences
Consolidated Balance Sheets
−Removed: Consolidated Statements of Operations and Comprehensive Loss
+Added: Consolidated Statements of Operations and Comprehensive Income (Loss)
Consolidated Statements of Changes in Temporary Equity and Permanent Equity (Deficit)
13 unchanged sentences
Commitments, Guarantees, Concentrations and Contingencies
−Removed: Loss Per Share
+Added: Earnings (Loss) Per Share
Business Segment and Geographic Information
7 unchanged sentences
We have audited the accompanying consolidated balance sheets of SoFi Technologies, Inc.
−Removed: and subsidiaries (the "Company") as of December 31, 2023 and 2022, the related consolidated statements of operations and comprehensive loss, changes in temporary equity and permanent equity (deficit), and cash flows, for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the "financial statements").
+Added: and subsidiaries (the “Company”) as of December 31, 2024 and 2023, the related consolidated statements of operations and comprehensive income (loss), changes in temporary equity and permanent equity (deficit), and cash flows, for each of the three years in the period ended December 31, 2024, 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, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.
20 unchanged sentences
The significant unobservable assumptions used in the valuation model include conditional prepayment rate, annual default rate and discount rate.
−Removed: We identified certain personal and student loans at fair value, as a critical audit matter because of the unobservable inputs management uses to estimate fair value.
+Added: We identified the valuation of certain personal and student loans, as a critical audit matter because of the unobservable inputs management uses to estimate fair value.
This required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists.
1 unchanged sentence
Our audit procedures related to the fair value measurement of the personal and student loans included the following, among others:
−Removed: SoFi Technologies, Inc.
• We tested the effectiveness of internal controls over the fair value of personal and student loans, including management’s controls over the evaluation of the reasonableness of unobservable inputs used in the valuation.
+Added: SoFi Technologies, Inc.
• We tested the completeness and accuracy of the source information derived from the Company’s loan data, which is used in the valuation model.
−Removed: • We evaluated the valuation models and the related assumptions, including significant unobservable inputs, and underlying loan data used by management.
−Removed: • With the assistance of our fair value specialists, we developed independent fair value estimates of certain personal and student loans at fair value and compared our estimates to the Company’s estimates.
+Added: • We evaluated the valuation models and the related assumptions, including significant unobservable inputs.
+Added: • With the assistance of our fair value specialists, we developed a range of independent fair value estimates of certain personal and student loans and compared our estimates to the Company’s estimates.
Goodwill — Galileo and Technisys Reporting Units - Refer to Notes 1 and 8 to the financial statements
Critical Audit Matter Description
−Removed: The Company tests goodwill for impairment at the reporting unit level annually or whenever indicators of impairment exist.
−Removed: The Company’s evaluation of goodwill for impairment involves the comparison of the fair value of each reporting unit to its carrying amount.
+Added: The Company tests goodwill for impairment at the reporting unit level annually on October 1 st or whenever indicators of impairment exist.
+Added: As of the annual impairment testing date of October 1, 2024, the Company performed a quantitative goodwill impairment assessment (“quantitative assessment”) for its Galileo and Technisys reporting units The Company’s quantitative assessment involves the comparison of the fair value of each reporting unit to its carrying amount.
The Company determines the fair value of its reporting units using a combination of a discounted cash flow (“DCF”) calculation, which is a form of the income approach, and a market multiples calculation, which is a form of the market approach.
The determination of the fair value of a reporting unit requires management to make significant estimates and assumptions related to forecasted future revenues and cash flows, the discount rate, and the determination of market multiples.
−Removed: Changes in these assumptions could have a significant impact on either the fair value of the reporting units, the amount of any goodwill impairment charge, or both.
−Removed: During the third quarter of 2023, the Company performed an interim quantitative assessment on the Galileo and Technisys reporting units.
−Removed: As a result of this assessment, the fair value of the Galileo and Technisys reporting units were determined to be below their carrying values by 9.9% and 14.8%, respectively, resulting in management recognizing goodwill impairment charges of $124.5 million and $122.7 million for the Galileo and Technisys reporting units, respectively.
−Removed: We identified the Company’s interim quantitative assessment performed on the Galileo and Technisys reporting units as a critical audit matter because of certain significant estimates and assumptions made by management to estimate the fair values of these reporting units.
−Removed: This required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists, when performing procedures to evaluate the reasonableness of management’s estimates and assumptions related to the forecasted future revenues and cash flows, the discount rate, and the determination of market multiples, specifically due to the sensitivity of the fair value and the goodwill impairment charge to changes in the assumptions.
+Added: Changes in these assumptions could have a significant impact on the fair value of the reporting units.
+Added: We identified the Company’s annual quantitative assessment of reporting units as a critical audit matter because of certain significant estimates and assumptions made by management to estimate the fair values of these reporting units.
+Added: This required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists, when performing procedures to evaluate the reasonableness of management’s estimates and assumptions related to the forecasted future revenues and cash flows, the discount rate, and the determination of market multiples, specifically due to the sensitivity of the fair value of the reporting units to changes in the assumptions.
How the Critical Audit Matter Was Addressed in the Audit
−Removed: Our audit procedures related to the significant estimates and assumptions made by management to estimate the fair value of the Galileo and Technisys reporting units used in the interim quantitative assessment included the following, among others:
−Removed: • We tested the effectiveness of controls over management's interim quantitative impairment assessment, including those controls related to management’s forecast of future revenues and cash flows, selection of discount rates and determination of market multiples.
+Added: Our audit procedures related to the significant estimates and assumptions made by management to estimate the fair value of the Galileo and Technisys reporting units used in the quantitative assessment included the following, among others:
+Added: • We tested the effectiveness of controls over management's quantitative impairment assessment, including those controls related to management’s forecast of future revenues and cash flows, selection of discount rates and determination of market multiples.
• With the assistance of our fair value specialists, we evaluated the reasonableness of the valuation methodology and the key assumptions used in the assessment, including the selection of discount rates for which we tested the mathematical accuracy of the calculation, and developed a range of independent estimates and compared those to the discount rate selected by management.
For the determination of market multiples, our specialist evaluated the peer set utilized, the selection and calculation of the multiples, and weighting of the multiples.
−Removed: • We evaluated management's ability to accurately forecast future revenues and cash flows by (1) understanding management’s process for developing their forecasts, and (2) comparing the forecasts to historical results, projections utilized in the prior year goodwill impairment analysis, and forecasted information included in analyst and industry reports of the Company and companies in its peer group.
+Added: • We evaluated management's ability to accurately forecast future revenues and cash flows by (1) understanding management’s process for developing their forecasts, and (2) comparing the forecasts to historical results, projections utilized in the prior year goodwill impairment analysis, and forecasted information included in analyst and industry reports.
+Added: Valuation Allowance on Deferred Tax Assets - Refer to Note 1 and Note 17 to the financial statements
+Added: Critical Audit Matter Description
+Added: The Company recognizes deferred tax assets for the expected future tax benefits of temporary differences between the financial reporting and tax bases of assets, as well as for net operating loss and tax credit carryforwards.
+Added: A valuation allowance is recorded if, in management’s judgment, it is determined that it is not more-likely-than-not that all or some portion of the deferred tax asset will be realized.
+Added: In determining whether it is more likely than not that deferred tax assets are realizable, management reviews all evidence, both positive and negative, including cumulative income, projections of future profitability, future reversal of deferred tax liabilities, history of U.S.
+Added: federal and material state tax attributes expiring unused, as well as tax planning strategies.
+Added: In prior periods, the Company determined that it was not more-likely-than-not that all or some portion of the deferred tax assets would be realized due to historical cumulative losses and recorded a valuation allowance.
+Added: During the fourth quarter of 2024, management concluded that cumulative income combined with projections of future profitability provided substantial positive evidence that outweighs the negative evidence to support the realization of certain of the Company's deferred tax assets
+Added: SoFi Technologies, Inc.
+Added: primarily related to U.S.
+Added: and certain state jurisdictions and released $258 million of its valuation allowance (“valuation allowance release”).
+Added: We identified the Company’s valuation allowance release as a critical audit matter due to the significant judgments made by management in assessing the realizability of deferred tax assets subject to the valuation allowance release.
+Added: This required a high degree of auditor judgment and an increased extent of effort, including the need to involve our income tax specialists.
+Added: How the Critical Audit Matter Was Addressed in the Audit
+Added: Our audit procedures related to the Company’s valuation allowance release included the following, among others:
+Added: • We tested the effectiveness of management’s internal controls over the methods, assumptions, and judgements to determine whether it is more likely than not that the deferred tax assets will be realized, including management’s internal controls over the calculation of cumulative income, projections of future profitability, future reversal of deferred tax liabilities, history of U.S.
+Added: federal tax attributes and material state tax attributes expiring unused, and tax planning strategies.
+Added: • With the assistance of our income tax specialists:
+Added: ◦ We evaluated management’s calculation of cumulative income including the appropriateness of the adjustments for certain non-taxable and non-deductible transactions as well as non-recurring items.
+Added: ◦ We evaluated the nature and timing of the future reversal of the Company’s deferred tax liabilities.
+Added: ◦ We evaluated the nature of the deferred tax assets, including any history of U.S.
+Added: federal and material state tax attributes expiring unused, and whether the sources of future taxable income were appropriate and sufficient such that the deferred tax assets would be realized under the relevant tax laws.
+Added: ◦ We evaluated the plausibility of management’s potential tax strategies to realize the deferred tax assets.
+Added: • We evaluated the reasonableness of management's projections of future profitability by:
+Added: ◦ Understanding management’s process for developing their projections
+Added: ◦ Assessing the projections against internal communications to management and the board of directors, projected information included in analyst and industry reports and other areas of the audit.
/s/ Deloitte & Touche LLP
12 unchanged sentences
Loans held for investment, at fair value
−Removed: Loans held for investment (less allowance for credit losses on loans at amortized cost of $ 54,695 and $ 40,788 as of December 31, 2023 and 2022, respectively)
8,597,368 6,725,484
+Added: Loans held for investment at amortized cost (less allowance for credit losses of $ 46,684 and $ 54,695 as of December 31, 2024 and 2023, respectively)
+Added: 1,246,458 836,159
Servicing rights 342,128 180,469
19 unchanged sentences
100,000,000 and 100,000,000 shares authorized;
−Removed: 3,234,000 and 3,234,000 shares issued and outstanding as of December 31, 2023 and 2022, respectively
−Removed: 320,374 320,374
+Added: — and 3,234,000 shares outstanding as of December 31, 2024 and 2023, respectively
Permanent equity:
8 unchanged sentences
__________________
−Removed: (1) Redemption amount is $ 323,400 as of December 31, 2023 and 2022.
+Added: (1) Redemption amount was $ 323,400 as of December 31, 2023.
+Added: Equity for additional information.
(2) Includes 100,000,000 non-voting common shares authorized and no non-voting common shares issued and outstanding as of December 31, 2024 and 2023.
8 unchanged sentences
Additionally, the assets and liabilities in the table below exclude intercompany balances, which eliminate upon consolidation.
+Added: Securitization and Variable Interest Entities for additional information.
Restricted cash and restricted cash equivalents $ 20,719 $ 50,547
9 unchanged sentences
SoFi Technologies, Inc.
−Removed: Consolidated Statements of Operations and Comprehensive Loss
−Removed: (In Thousands, Except for Share and Per Share Data)
+Added: Consolidated Statements of Operations and Comprehensive Income (Loss)
+Added: (In Thousands, Except for Per Share Data)
Year Ended December 31,
10 unchanged sentences
Corporate borrowings 48,346 36,833 18,438
−Removed: 454 917 1,946
Total interest expense 1,091,336 789,327 189,275
6 unchanged sentences
350,810 323,972 304,901
+Added: Loan platform fees
187,846 94,335 44,079
1 unchanged sentence
Total net revenue 2,674,859 2,122,789 1,573,535
+Added: Provision for credit losses 31,712 54,945 54,332
Noninterest expense
8 unchanged sentences
Goodwill impairment — 247,174 —
−Removed: Provision for credit losses 54,945 54,332 7,573
Total noninterest expense 2,409,802 2,369,002 1,837,924
−Removed: Loss before income taxes ( 301,158 ) ( 318,721 ) ( 481,177 )
+Added: Income (loss) before income taxes
+Added: 233,345 ( 301,158 ) ( 318,721 )
Income tax benefit (expense)
265,320 416 ( 1,686 )
−Removed: Net loss $ ( 300,742 ) $ ( 320,407 ) $ ( 483,937 )
+Added: Net income (loss)
+Added: $ 498,665 $ ( 300,742 ) $ ( 320,407 )
Other comprehensive income (loss)
4 unchanged sentences
( 7,156 ) 7,087 ( 6,825 )
−Removed: Comprehensive loss $ ( 293,655 ) $ ( 327,232 ) $ ( 485,242 )
−Removed: Loss per share (Note 19)
−Removed: Loss per share – basic $ ( 0.36 ) $ ( 0.40 ) $ ( 1.00 )
−Removed: Loss per share – diluted $ ( 0.36 ) $ ( 0.40 ) $ ( 1.00 )
+Added: Comprehensive income (loss)
+Added: $ 491,509 $ ( 293,655 ) $ ( 327,232 )
+Added: Earnings (loss) per share (Note 19)
+Added: Earnings (loss) per share – basic $ 0.46 $ ( 0.36 ) $ ( 0.40 )
+Added: Earnings (loss) per share – diluted $ 0.39 $ ( 0.36 ) $ ( 0.40 )
Weighted average common stock outstanding – basic 1,050,219 945,024 900,886
6 unchanged sentences
Common Stock Additional Paid-In Capital
−Removed: Accumulated Other Comprehensive Income (Loss)
+Added: Accumulated Other Comprehensive Loss
Accumulated Deficit
−Removed: Permanent Equity (Deficit)
+Added: Permanent Equity
Temporary Equity
6 unchanged sentences
Exercise of common stock options 1,955,031 — 2,610 — — 2,610 — —
+Added: Issuance of common stock in acquisition 81,700,318 8 873,369 — — 873,377 — —
+Added: Vested awards assumed in acquisition — — 2,855 — — 2,855 — —
Redeemable preferred stock dividends — — ( 40,425 ) — — ( 40,425 ) — —
−Removed: Issuance of contingently issuable stock 1,601,781 — — — — — — —
−Removed: Conversion of common stock warrants issued in connection with Business Combination and PIPE Investment into permanent equity — — 185,762 — — 185,762 — —
−Removed: Issuance of common stock related to exercise of warrants 15,193,668 2 95,045 — — 95,047 — —
−Removed: Cancellation of redeemable preferred stock related to a business combination — — — — — — ( 83,856 ) ( 743 )
−Removed: Conversion of redeemable preferred stock warrants into permanent equity — — 161,775 — — 161,775 — —
−Removed: Conversion of redeemable preferred stock to common stock 450,832,666 45 2,702,524 — — 2,702,569 ( 450,832,666 ) ( 2,702,569 )
−Removed: Issuance of common stock in connection with Business Combination and PIPE Investment 222,878,889 22 1,789,579 — — 1,789,601 — —
−Removed: Costs directly attributable to the issuance of common stock in connection with Business Combination and PIPE Investment — — ( 27,539 ) — — ( 27,539 ) — —
−Removed: Repurchase of redeemable common stock — — — — — — ( 15,000,000 ) ( 150,000 )
−Removed: Change in par for historical SoFi common stock — 12 ( 12 ) — — — — —
−Removed: Purchase of capped calls — — ( 113,760 ) — — ( 113,760 ) — —
Net loss — — — — ( 320,407 ) ( 320,407 ) — —
Other comprehensive loss, net of taxes — — — ( 6,825 ) — ( 6,825 ) — —
−Removed: — — — ( 1,305 ) — ( 1,305 ) — —
Balance at December 31, 2022 933,896,120
1 unchanged sentence
Share-based compensation expense — — 302,342 — — 302,342 — —
−Removed: — — 328,571 — — 328,571 — —
−Removed: Equity-based payments to non-employees
−Removed: 100,000 — — — — — — —
Vesting of RSUs 33,564,543 3 ( 3 ) — — — — —
1 unchanged sentence
Exercise of common stock options 796,883 — 1,145 — — 1,145 — —
−Removed: Issuance of common stock in acquisition 81,700,318 8 873,369 — — 873,377 — —
−Removed: Vested awards assumed in acquisition — — 2,855 — — 2,855 — —
+Added: Common stock retired ( 19,319 )
+Added: Extinguishment of convertible notes by issuance of common stock 9,490,000
Redeemable preferred stock dividends — — ( 40,425 ) — — ( 40,425 ) — —
Net loss — — — — ( 300,742 ) ( 300,742 ) — —
−Removed: Other comprehensive loss, net of taxes — — — ( 6,825 ) — ( 6,825 ) — —
+Added: Other comprehensive income, net of taxes
+Added: — — — 7,087 — 7,087 — —
Balance at December 31, 2023 975,861,793 $ 97 $ 7,039,987 $ ( 1,209 ) $ ( 1,804,263 ) $ 5,234,612 3,234,000 $ 320,374
3 unchanged sentences
Exercise of common stock options 3,070,270 — 21,407 — — 21,407 — —
−Removed: Common stock retired ( 19,319 ) — — — — — — —
Extinguishment of convertible notes by issuance of common stock 83,213,674 8 614,138 — — 614,146 — —
−Removed: 9,490,000 1 72,402 — — 72,403 — —
+Added: Purchase of capped calls —
+Added: Unwind of capped calls —
Redeemable preferred stock dividends — — ( 16,503 ) — — ( 16,503 ) — —
−Removed: Net loss — — — — ( 300,742 ) ( 300,742 ) — —
−Removed: Other comprehensive income, net of taxes
+Added: Preferred stock redemption —
( 3,234,000 )
+Added: Other comprehensive loss, net of taxes
+Added: — — — ( 7,156 ) — ( 7,156 ) — —
Balance at December 31, 2024 1,095,357,781 $ 109 $ 7,838,988 $ ( 8,365 ) $ ( 1,305,598 ) $ 6,525,134 — $ —
7 unchanged sentences
Operating activities
−Removed: Net loss $ ( 300,742 ) $ ( 320,407 ) $ ( 483,937 )
−Removed: Adjustments to reconcile net loss to net cash used in operating activities:
+Added: Net income (loss) $ 498,665 $ ( 300,742 ) $ ( 320,407 )
+Added: Adjustments to reconcile net income (loss) to net cash used in operating activities:
Share-based compensation expense 246,152 271,216 305,994
8 unchanged sentences
( 158,215 ) ( 44,007 ) —
−Removed: Fair value changes in residual interests classified as debt 425 6,608 22,802
Fair value changes in securitization investments ( 2,842 ) ( 48 ) 13,600
−Removed: Fair value changes in warrant liabilities — — 107,328
−Removed: Equity method investment earnings
Other 10,039 ( 13,621 ) 20,034
2 unchanged sentences
Changes in loans previously classified as held for sale, net
+Added: 1,373,101 140,856 —
Servicing assets ( 161,659 ) ( 31,604 ) 18,405
1 unchanged sentence
Accounts payable, accruals and other liabilities 23,552 42,088 6,365
−Removed: Related party notes receivable interest income — — 1,399
Net cash used in operating activities
+Added: $ ( 1,119,807 ) $ ( 7,227,139 ) $ ( 7,255,858 )
Investing activities
5 unchanged sentences
Proceeds from maturities and paydowns of available-for-sale investments 807,804 153,828 15,240
−Removed: Changes in loans held for investment, net ( 1,362,418 ) ( 173,728 ) —
+Added: Proceeds from sales of loans held for investment 677,587 — —
+Added: Other changes in loans held for investment, net
+Added: ( 4,183,379 ) ( 1,362,418 ) ( 173,728 )
Proceeds from securitization investments 79,799 108,291 118,825
2 unchanged sentences
Acquisition of businesses, net of cash acquired — ( 72,301 ) 58,540
−Removed: Proceeds from repayment of related party notes receivable — — 16,693
−Removed: Net cash (used in) provided by investing activities $ ( 1,889,864 ) $ ( 106,333 ) $ 110,193
+Added: Net cash used in investing activities
+Added: $ ( 4,820,990 ) $ ( 1,889,864 ) $ ( 106,333 )
The accompanying notes are an integral part of these consolidated financial statements.
11 unchanged sentences
Payment of debt issuance costs ( 7,620 ) ( 11,903 ) ( 8,287 )
+Added: Purchase of capped calls ( 90,649 ) — —
+Added: Unwind of capped calls
Taxes paid related to net share settlement of share-based awards ( 22,601 ) ( 15,300 ) ( 8,983 )
1 unchanged sentence
Payment of redeemable preferred stock dividends ( 16,503 ) ( 40,425 ) ( 40,425 )
+Added: Redemption of Series 1 preferred stock
+Added: ( 323,400 ) — —
Finance lease principal payments ( 530 ) ( 509 ) ( 488 )
−Removed: Purchases of common stock — — ( 526 )
−Removed: Redemptions of redeemable common and preferred stock — — ( 282,859 )
−Removed: Proceeds from Business Combination and PIPE Investment — — 1,989,851
−Removed: Payment of costs directly attributable to the issuance of common stock in connection with Business Combination and PIPE Investment — — ( 26,951 )
−Removed: Proceeds from warrant exercises — — 95,047
−Removed: Purchase of capped calls — — ( 113,760 )
−Removed: Payment of deferred equity costs — — ( 56 )
Net cash provided by financing activities
+Added: $ 5,034,577 $ 10,885,602 $ 8,439,485
Effect of exchange rates on cash and cash equivalents 2 677 571
24 unchanged sentences
Organization, Summary of Significant Accounting Policies and New Accounting Standards
−Removed: Social Finance, Inc.
−Removed: (“Social Finance”) entered into a merger agreement (the “Agreement”) with SCH on January 7, 2021.
−Removed: The transactions contemplated by the terms of the Agreement were completed on May 28, 2021 (the “Closing”), in conjunction with which SCH changed its name to SoFi Technologies, Inc.
−Removed: (hereafter referred to, collectively with its subsidiaries, as “SoFi”, the “Company”, “we”, “us” or “our”), unless the context otherwise requires).
−Removed: The transactions contemplated in the Agreement are collectively referred to as the “Business Combination”.
SoFi is a financial services platform that was founded in 2011 to offer an innovative approach to the private student loan market by providing student loan refinancing options.
2 unchanged sentences
Since its founding, SoFi has expanded its lending and financial services strategy to offer personal loans, home loans and credit cards.
−Removed: The Company also developed additional financial products, such as money management and investment product offerings, and has also leveraged its financial services platform to empower other businesses.
+Added: The Company has also developed additional financial products, such as money management and investment product offerings, and has also leveraged its financial services platform to empower other businesses.
The Company has continued to expand its product offerings through strategic acquisitions.
During 2020, the Company expanded its investment product offerings into Hong Kong through the acquisition of 8 Limited, and also began to operate as a platform as a service for a variety of financial service providers, providing the infrastructure to facilitate core client-facing and back-end capabilities, such as account setup, account funding, direct deposit, authorizations and processing, payments functionality and check account balance features through the acquisition of Galileo.
−Removed: During 2022, the Company became a bank holding company and began operating as SoFi Bank, National Association, through its acquisition of Golden Pacific Bancorp, Inc., and expanded its platform to include a cloud-native digital and core banking platform with customers in Latin America through its acquisition of Technisys S.A., allowing the Company to expand its technology platform services to a broader international market.
+Added: During 2022, the Company became a bank holding company and began operating as SoFi Bank, National Association, through its acquisition of Golden Pacific Bancorp, Inc., and expanded its platform to include a cloud-native digital and core banking platform with customers in Latin America through its acquisition of Technisys, allowing the Company to expand its technology platform services to a broader international market.
During 2023, the Company acquired Wyndham Capital Mortgage, a fintech mortgage lender.
3 unchanged sentences
Business Segment and Geographic Information .
+Added: The Company has elected to be treated as a financial holding company pursuant to Section 4(l) of the BHCA.
+Added: As a financial holding company, the Company is authorized to engage in a broader set of financial activities than a bank holding company that has not elected to be treated as a financial holding company.
+Added: Financial holding companies may also engage in activities that are determined by the Federal Reserve to be complementary to financial activities.
Summary of Significant Accounting Policies
4 unchanged sentences
In our consolidated financial statements, we made the following presentation changes in 2024:
−Removed: • in our consolidated statements of operations and comprehensive loss, (i) combined the financial statement line items for interest income—loans and interest income—securitizations and presented within interest income—loans and securitizations ;
−Removed: • in our consolidated statements of operations and comprehensive loss, (i) combined the financial statement line items for noninterest income—loan origination and sales and noninterest income—securitizations and presented within noninterest income—loan origination, sales and securitizations .
+Added: • in our consolidated statements of cash flows beginning in the first quarter of 2024, reclassified amounts related to fair value changes in residual interests classified as debt into other within the adjustments to reconcile net income (loss) to net cash provided used in operating activities .
+Added: There was no impact to net cash used in operating activities;
+Added: • in our consolidated statements of operations and comprehensive income (loss) beginning in the third quarter of 2024, reclassified amounts related to our Loan Platform Business previously included within the financial statement line item noninterest income—other to separate presentation in noninterest income—loan platform fees .
+Added: Revenue for presentation of disaggregated revenue;
+Added: • in our consolidated statements of operations and comprehensive income (loss) beginning in the fourth quarter of 2024, updated the presentation to present the provision for credit losses below total net revenue and above noninterest expenses , from its previous presentation within total noninterest expense .
In all instances, the respective prior period amounts were recast to conform to the current period presentation.
Use of Judgments, Assumptions and Estimates
−Removed: The preparation of our consolidated financial statements and related disclosures in conformity with GAAP requires management to make assumptions and estimates that affect the reported amounts of assets, liabilities, revenue, expenses, and the disclosures of contingent assets and liabilities.
+Added: The preparation of our consolidated financial statements and related disclosures in conformity with GAAP requires management to make assumptions and estimates that affect the reported amounts of assets, liabilities, revenue and expenses as well as the disclosures of contingent assets and liabilities.
These estimates and assumptions are inherently subjective in nature and, therefore, actual results may differ from our estimates and assumptions, and the differences could be material.
−Removed: Management bases its estimates on historical experience and on various other factors it believes to be reasonable under the circumstances.
−Removed: These assumptions and estimates include, but are not limited to, the following:
−Removed: (i) fair value measurements, (ii) business combinations, and (iii) goodwill.
+Added: Management bases its estimates on historical experience and on various other factors it believes to be reasonable under the
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: circumstances.
+Added: These assumptions and estimates include, but are not limited to, the following:
+Added: (i) fair value measurements, (ii) business combinations, (iii) goodwill, and (iv) valuation allowance on deferred tax assets.
Business Combinations
6 unchanged sentences
During the measurement period, which may be up to one year from the acquisition date, we may record adjustments to the allocation of purchase consideration and to the fair values of assets acquired and liabilities assumed to the extent that additional information becomes available.
−Removed: After this period, any subsequent adjustments are recorded in the consolidated statements of operations and comprehensive loss.
+Added: After this period, any subsequent adjustments are recorded in the consolidated statements of operations and comprehensive income (loss).
Variable Interest Entities
−Removed: We enter into arrangements in which we originate loans, establish a SPE, and transfer loans to the SPE.
−Removed: We retain the servicing rights of those loans and hold additional interests in the SPE.
−Removed: We evaluate each such arrangement to determine whether we have a variable interest.
−Removed: If we determine that we have a variable interest in an SPE, we then determine whether the SPE is a VIE.
−Removed: If the SPE is a VIE, we assess whether we are the primary beneficiary of the VIE, such that we must consolidate the VIE on our consolidated balance sheets.
−Removed: To determine if we are the primary beneficiary, we identify the most significant activities and determine who has the power over those activities, and who absorbs the variability in the economics of the VIE.
−Removed: We periodically reassess our involvement with each VIE in which we have a variable interest.
−Removed: We monitor matters related to our ability to control economic performance, such as management of the SPE and its underlying loans, contractual changes in the services provided, the extent of our ownership, and the rights of third parties to terminate us as the VIE servicer.
−Removed: In addition, we monitor the financial performance of each VIE for indications that we may or may not have the right to absorb benefits or the obligation to absorb losses associated with variability in the financial performance of the VIE that could potentially be significant to that VIE, which we define as a variable interest of greater than 10 %.
−Removed: A significant change to the pertinent rights of us or other parties, or a significant change to the ranges of possible financial performance outcomes used in our assessment of the variability of cash flows due to us, could impact the determination of whether or not a VIE should be consolidated in future periods.
−Removed: VIE consolidation and deconsolidation may lead to increased volatility in our financial results and impact period-over-period comparability.
−Removed: Our maximum exposure to loss as a result of our involvement with consolidated VIEs is limited to our investment, which is eliminated in consolidation.
−Removed: There are no liquidity arrangements, guarantees or other commitments by third parties that may affect the fair value or risk of our variable interests in consolidated VIEs.
+Added: VIEs are entities that, by design, either (a) lack sufficient equity to permit the entity to finance its activities without additional subordinated financial support from other parties;
+Added: or (b) have equity investors that lack any of (i) the ability to make significant decisions relating to the entity’s operations through voting rights, (ii) the obligation to absorb the expected losses, or (iii) the right to receive the residual returns of the entity.
+Added: The primary beneficiary of a VIE (i.e., the party that has a controlling financial interest) is required to consolidate the assets and liabilities of the VIE.
+Added: The primary beneficiary is the party that has both (a) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance;
+Added: and (b) the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE.
+Added: The most common type of VIE with which we are involved is an SPE.
+Added: SPEs are commonly used in whole loans sales and securitization transactions to isolate certain assets and distribute their related cash flows to investors.
+Added: In determining whether we have the power to direct the activities of a VIE that most significantly impact that VIE’s economic performance, we consider all the facts and circumstances, including our role in establishing the VIE and our ongoing rights and responsibilities.
+Added: First, we identify the activities that most significantly impact the VIE’s economic performance;
+Added: second, we identify which party, if any, has power over those activities.
+Added: In general, the parties that make the most significant decisions affecting the VIE (such as collateral managers, servicers, or owners of call options or liquidation rights over the VIE’s assets) or have the right to unilaterally remove those decision-makers are deemed to have the power to direct the activities that most significantly impact the VIE’s economic performance.
+Added: In determining whether we have the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE, we consider all of our economic interests, including debt and equity investments, servicing fees, and other arrangements deemed to be variable interests in the VIE.
+Added: This assessment requires that we apply judgment in determining whether these interests, in the aggregate, are considered potentially significant to the VIE.
+Added: Factors considered in assessing significance include:
+Added: the design of the VIE, including its capitalization structure;
+Added: subordination of interests;
+Added: payment priority;
+Added: relative share of interests held across various classes within the VIE’s capital structure;
+Added: and the reasons for which we hold the interests.
+Added: We perform on-going reassessments to evaluate whether changes in the facts and circumstances regarding each identified VIE, such as changes in the entity’s capital structure or changes in the nature of our involvement with the entity, cause a change to the VIE designation or change to our consolidation conclusion.
Refer to Note 7.
2 unchanged sentences
Fair value is defined as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.
−Removed: We use a three-level fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis in periods subsequent to their initial measurement.
+Added: We use a three-level fair value hierarchy to classify and disclose all assets and liabilities measured at fair
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: value on a recurring basis in periods subsequent to their initial measurement.
The hierarchy requires us to use observable inputs when available and to minimize the use of unobservable inputs when determining fair value.
4 unchanged sentences
These unobservable assumptions reflect estimates of inputs that market participants would use in pricing the asset or liability.
−Removed: Valuation techniques include the use of option pricing models, discounted
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: cash flow models, or similar techniques, which incorporate management’s own estimates of assumptions that market participants would use in pricing the asset or liability.
+Added: Valuation techniques include the use of option pricing models, discounted cash flow models, or similar techniques, which incorporate management’s own estimates of assumptions that market participants would use in pricing the asset or liability.
A financial instrument’s categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.
17 unchanged sentences
As a component of the loan sale agreements, we make certain representations to third parties that purchase our previously-held loans, some of which include GSE repurchase requirements and all of which are standard in nature and do not constrain our ability to recognize a sale for accounting purposes.
−Removed: Any significant estimated post-sale obligations or contingent obligations to the purchaser of the loans arising from these representations are accrued if probable and estimable.
+Added: Any significant estimated post-sale obligations or contingent obligations to the purchaser of the loans arising from these representations are accrued if probable and estimable, which approximates fair value.
We establish a loan repurchase liability, which is based on historical experience and any current developments which would make it probable that we would buy back loans previously sold to third parties at the historical sales price.
−Removed: The loan repurchase liability is presented within accounts payable, accruals and other liabilities in the consolidated balance sheets, with the corresponding charges recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive loss.
+Added: The loan repurchase liability is presented within accounts payable, accruals and other liabilities in the consolidated balance sheets, with the corresponding charges recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss) or within noninterest income - loan platform fees in the consolidated statements of operations and comprehensive income (loss) in connection with transfers of loans held for sale and carried at the lower of amortized cost or fair value as part of our Loan Platform Business.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
Cash and Cash Equivalents
3 unchanged sentences
Restricted cash and restricted cash equivalents primarily include cash deposits, certificate of deposit accounts held on reserve, money market funds held by consolidated VIEs and collection balances.
−Removed: These accounts are earmarked as restricted because the balances are either member balances held in our custody, cash segregated for regulatory purposes associated with brokerage activities, escrow requirements for certain debt facilities and derivative agreements, deposits required by various bank holding companies we partner with (“Member Banks”) that support one or more of our products, loan collection balances
+Added: These accounts are earmarked as restricted because the balances are either member balances held in our custody, cash segregated for regulatory purposes associated with brokerage activities, escrow requirements for certain debt facilities and derivative agreements, deposits required by various bank holding companies we partner with (“Member Banks”) that support one or more of our products, loan collection balances awaiting disbursement, consolidated VIE cash balances that we cannot use for general operating purposes, or other legally restricted balances.
+Added: Investments in Debt Securities
+Added: The accounting and measurement framework for our investments in debt securities is determined based on the security classification.
+Added: We do not hold investments in debt securities for trading purposes, nor do we have investments in debt securities that we have the intent and ability to hold to maturity.
+Added: Therefore, we classify our investments in debt securities as available-for-sale.
+Added: We record investments in AFS debt securities at fair value in our consolidated balance sheets, with unrealized gains and losses recorded, net of tax, as a component of AOCI.
+Added: Fair Value Measurements for additional information on our fair value estimates for investments in AFS debt securities.
+Added: The amortized cost basis of our investments in AFS debt securities reflects the security’s acquisition cost, adjusted for amortization of premium or accretion of discount, and collection of cash and charge-offs, as applicable.
+Added: For purposes of determining gross realized gains and losses on AFS debt securities, the cost of securities sold is based on specific identification.
+Added: We elected to present accrued interest for AFS debt securities within investment securities in the consolidated balance sheets.
+Added: Purchase discounts, premiums, and other basis adjustments for investments in AFS debt securities are generally amortized into interest income over the contractual life of the security using the effective interest method.
+Added: However, premiums on certain callable debt securities are amortized to the earliest call date.
+Added: Amortization of premiums and discounts and other basis adjustments for investments in AFS debt securities, as well as interest income earned on the investments, are recognized within interest income—other , and realized gains and losses on investments in AFS debt securities are recognized within noninterest income—other in the consolidated statements of operations and comprehensive income (loss).
+Added: An investment in AFS debt security is evaluated for an impairment if its fair value is less than its amortized cost.
+Added: If we determine that we have the intent to sell the impaired investment in AFS debt security, or if it is more likely than not that we will be required to sell the impaired investment in AFS debt security before recovery of its amortized cost, we recognize the full impairment loss reflecting the difference between the amortized cost (net of any prior recognized allowance) and the fair value of the investment in AFS debt security within noninterest income—other in the consolidated statements of operations and comprehensive income (loss).
+Added: If neither of the above conditions exists, we evaluate whether the impairment loss is attributable to credit-related or non-credit-related factors.
+Added: Any impairment that is not credit-related is recognized within other comprehensive income (loss) , net of taxes.
+Added: See the section “Allowance for Credit Losses” in this Note for the factors we consider in identifying credit-related impairment and the treatment of credit losses.
+Added: Investment Securities for additional information on our investments in AFS debt securities.
+Added: Securitization Investments
+Added: In Company-sponsored securitization transactions that meet the applicable criteria to be accounted for as a sale, we retain certain residual interests and asset-backed bonds that we report within investment securities in the consolidated balance sheets.
+Added: We elected the fair value option for these investments and gains and losses are reported within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss).
+Added: We determine the fair value of our securitization investments using a discounted cash flow methodology, while also considering market data as it becomes available.
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: awaiting disbursement, consolidated VIE cash balances that we cannot use for general operating purposes, or other legally restricted balances.
+Added: Our residual investments accrete interest income over the expected life using the effective yield method , which reflects a portion of the overall fair value adjustment recorded each period on our residual investments.
+Added: On a quarterly basis, we reevaluate the cash flow estimates over the life of the residual investments to determine if a change to the accretable yield is required on a prospective basis.
+Added: Additionally, we record interest income associated with asset-backed bonds over the term of the underlying bond using the effective interest method on unpaid bond amounts.
+Added: Interest income on residual investments and asset-backed bonds is presented within interest income—loans and securitizations in the consolidated statements of operations and comprehensive income (loss).
+Added: Fair Value Measurements for the key inputs used in the fair value measurements of our residual investments and asset-backed bonds.
+Added: Investments in Equity Securities
+Added: Our investments in equity securities primarily consist of investments for which fair values are not readily determinable, which we elect to measure using the alternative method of accounting, under which they are measured at cost less any impairment and adjusted for changes resulting from observable price changes in orderly transactions for identical or similar investments of the same issuers.
+Added: Our investments in equity securities are presented within other assets in the consolidated balance sheets.
+Added: Adjustments to the carrying values of our investments in equity securities, such as impairments and unrealized gains, are recognized within noninterest income—other in the consolidated statements of operations and comprehensive income (loss).
Loan Classification
6 unchanged sentences
Our loan portfolio primarily consists of:
−Removed: (i) personal loans, student loans and home loans, which are measured at fair value and held for sale or held for investment, and (ii) senior secured loans, credit cards, and commercial and consumer banking loans, which are measured at amortized cost and held for investment.
+Added: (i) personal loans, student loans and home loans, which are measured at fair value and held for sale or held for investment, and (ii) secured loans, credit cards, and commercial and consumer banking loans, which are measured at amortized cost and held for investment.
The commercial and consumer banking portfolio is primarily inclusive of commercial real estate loans, commercial and industrial loans and residential real estate and other consumer loans.
+Added: Loans Held For Sale, at Lower of Amortized Cost or Fair Value
+Added: During 2024, we began originating personal loans on behalf of third parties as part of our Loan Platform Business.
+Added: These loans are generally held for a short period of time prior to sale and are held for sale and carried at the lower of amortized cost or fair value.
+Added: Direct origination fees and costs for these loans are deferred and included as part of the carrying value of the loans and, upon the sale of a loan, are recognized as part of the gain or loss included within noninterest income - loan platform fees in the consolidated statements of operations and comprehensive income (loss).
+Added: Servicing rights recognized in connection with the sale of these loans are initially measured at fair value and recognized as a component of the gain or loss from sales of loans and the initial capitalization is reported within noninterest income—loan platform fees in the consolidated statements of operations and comprehensive income (loss).
+Added: Subsequent measurement changes for all servicing rights, including servicing fee payments and fair value changes, are included within noninterest income—servicing in the consolidated statements of operations and comprehensive income (loss).
+Added: Upon sale of these loans, we establish a loan repurchase liability, which is based on historical experience and any current developments which would make it probable that we would buy back loans previously sold to third parties at the historical sales price.
+Added: The loan repurchase liability is presented within accounts payable, accruals and other liabilities in the
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: consolidated balance sheets, with the corresponding charges recorded within noninterest income—loan platform fees in the consolidated statements of operations and comprehensive income (loss).
+Added: Interest income on loans held for sale at the lower of amortized cost or fair value is accrued and recognized based on the contractual rate of interest within interest income—loans and securitizations in the consolidated statements of operations and comprehensive income (loss).
+Added: As of December 31, 2024, there were no material personal loans held for sale, at lower of amortized cost or fair value.
Loans Measured at Fair Value
1 unchanged sentence
Therefore, these loans are carried at fair value on a recurring basis.
−Removed: During the year ended December 31, 2023, we transferred home loans out of Level 3 and into Level 2 due to an update to pricing sources utilized by third-party valuation specialists, as part of the integration of Wyndham.
+Added: During the year ended December 31, 2023, we transferred certain home loans out of Level 3 and into Level 2 due to an update to pricing sources utilized by third-party valuation specialists, as part of the integration of Wyndham.
Other loans do not trade in an active market with readily observable prices and are classified as Level 3.
We determine the fair value of our loans using a discounted cash flow methodology, while also considering market data as it becomes available.
−Removed: Direct fees, which primarily relate to personal and home loan originations, are recognized in earnings as earned and are recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive loss.
−Removed: Direct loan origination costs are recognized in earnings as incurred and are recorded within noninterest expense—cost of operations in the consolidated statements of operations and comprehensive loss.
−Removed: We record the initial fair value measurement and subsequent measurement changes in fair value in the period in which the changes occur within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive loss.
−Removed: We record cash flows related to loans held for sale within cash flows from operating activities in the consolidated statements of cash flows.
−Removed: Securitized loans are assets held by consolidated SPEs as collateral for bonds issued, for which fair value changes are recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive loss.
−Removed: Gains or losses recognized upon deconsolidation of a VIE are also recorded within noninterest income—loan origination, sales, and securitizations .
+Added: Direct origination fees, which primarily relate to personal and home loans, are recognized in earnings as earned and are recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss).
+Added: Direct loan origination costs are recognized in earnings as incurred and are recorded within noninterest expense—cost of operations in the consolidated statements of operations and comprehensive income (loss).
+Added: We record the initial fair value measurement and subsequent measurement changes in fair value in the period in which the changes occur within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss).
+Added: We record cash flows related to loans originally designated as held for sale within cash flows from operating activities in the consolidated statements of cash flows.
+Added: We record cash flows related to loans originally designated as held for investment within cash flows from investing activities in the consolidated statements of cash flows.
We consider a loan to be delinquent when the borrower has not made the scheduled payment amount within one day after the scheduled payment date, provided the borrower is not in school or in deferment, forbearance or within an agreed-upon grace period.
6 unchanged sentences
At the conclusion of a forbearance period, the contractual monthly payment is recalculated and is generally higher as a result.
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
For personal loans and student loans, delinquent loans are charged off after 120 days of delinquency or on the date of confirmed loss.
6 unchanged sentences
Loans Measured at Amortized Cost
−Removed: For our senior secured and commercial and consumer banking loans, direct loan origination costs are deferred and amortized using the effective interest method over the contractual term of the loans within interest income—loans and securitizations in the consolidated statements of operations and comprehensive loss.
+Added: For our secured and commercial and consumer banking loans, direct loan origination costs are deferred and amortized using the effective interest method over the contractual term of the loans within interest income—loans and securitizations in the consolidated statements of operations and comprehensive income (loss).
As of December 31, 2024, the remaining balance of deferred costs was immaterial
2 unchanged sentences
We record cash flows related to loans held for investment within cash flows from investing activities in the consolidated statements of cash flows.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
Credit card receivables are reported at the amounts due from members, including accrued interest and fees, and unamortized net deferred loan origination fees and costs.
−Removed: Loan origination fees and direct loan origination costs are amortized on a straight-line basis over a 12-month period as adjustments to income through interest income—loans and securitizations in the consolidated statements of operations and comprehensive loss.
+Added: Loan origination fees and direct loan origination costs are amortized on a straight-line basis over a 12-month period as adjustments to income through interest income—loans and securitizations in the consolidated statements of operations and comprehensive income (loss).
Credit card balances are reported as delinquent when they become 30 or more days past due.
2 unchanged sentences
When recovery payments are received against charged off credit card balances, we record a direct reduction to the provision for credit losses.
−Removed: Credit card receivables associated with alleged or potential fraudulent transactions are charged off through noninterest expense—general and administrative in the consolidated statements of operations and comprehensive loss.
+Added: Credit card receivables associated with alleged or potential third-party fraudulent transactions are charged off through noninterest expense—general and administrative in the consolidated statements of operations and comprehensive income (loss).
Commercial and consumer banking loans are reported as delinquent when they become 30 or more days past due.
2 unchanged sentences
For commercial loans, performance is monitored on an individual loan basis and delinquent loans are charged off when collectability of interest and principal on the loan is not reasonably assured.
−Removed: Senior secured loans are term loan arrangements secured by underlying loans owned by the debtor.
−Removed: Senior secured loans are reported as delinquent when they become 30 or more days past due, and are charged off after 120 days of delinquency or on the date of confirmed loss.
−Removed: Financial Guarantees
−Removed: We entered into a credit default swap related to our student loans which meets the definition of a financial guarantee and is excluded from derivative accounting treatment.
−Removed: We apply the insurance contract claim method by deferring the full estimated amount of premiums paid and payable at inception.
−Removed: The deferred premium is estimated using a discounted cash flow model considering the expected performance of the reference portfolio and recorded within other assets and accounts payable, accruals and other liabilities in the consolidated balance sheets.
−Removed: Deferred premiums are amortized based on actual premiums due and recognized in noninterest expense—general and administrative in the consolidated statements of operations and comprehensive loss.
−Removed: We recognize a receivable and related earnings when a loss event occurs, we have the right to submit a claim, and recovery is probable.
+Added: Secured loans are term loan arrangements secured by underlying loans owned by the debtor, which were previously originated, sold and in most cases continue to be serviced by the Company.
+Added: Secured loans are reported as delinquent when they become 30 or more days past due, and are charged off after 120 days of delinquency or on the date of confirmed loss.
Allowance for Credit Losses
2 unchanged sentences
Our approaches to measuring the allowance for credit losses on the applicable financial assets are as follows:
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
Cash equivalents and restricted cash equivalents :
8 unchanged sentences
Based on this analysis, we determined that our historical loss rates remained most indicative of our lifetime expected losses.
−Removed: We record the provision for credit losses on accounts receivable from contracts with customers within noninterest expense—general and administrative in the consolidated statements of operations and comprehensive loss.
+Added: We record the provision for credit losses on accounts receivable from contracts with customers within noninterest expense—general and administrative in the consolidated statements of operations and comprehensive income (loss).
When we determine that a receivable is not collectible, we write off the uncollectible amount as a reduction to both the allowance and the gross asset balance.
2 unchanged sentences
Allowance for Credit Losses for a rollforward of the allowance for credit losses related to our accounts receivable.
−Removed: Senior secured loans :
−Removed: We evaluate the credit quality of our senior secured loan portfolio based on the fair value of underlying collateral, which are subject to the requirements of our loan underwriting process and risk models upon origination.
+Added: Secured loans :
+Added: We evaluate the credit quality of our secured loan portfolio based on the fair value of underlying collateral, which are subject to the requirements of our loan underwriting process and risk models upon origination.
This analysis is performed on a quarterly basis utilizing a third-party valuation specialist, whereby the fair value of underlying collateral is reassessed based on relevant information such as funded loan rates and historical loss experience, among other factors.
−Removed: An allowance for credit losses is required when there is an expected credit loss after considering the fair value of the collateral as well as any anticipated future changes in the underlying collateral.
−Removed: As of and for the year ended December 31, 2023, we determined that our expected exposure to credit losses was immaterial, and as such did not recognize an allowance for credit losses on senior secured loans.
−Removed: Credit cards :
−Removed: We segment pools of credit cards based on consumer credit score bands as measured using FICO scores, which are obtained at origination of the account and are refreshed monthly thereafter, and also by delinquency status, which may be adjusted using other risk-differentiating attributes to model charge-off probabilities and the average life over which expected credit losses may occur for the credit cards within each pool.
−Removed: The pools estimate the likelihood of borrowers with similar FICO scores to pay credit obligations based on aggregate credit performance data.
−Removed: When necessary, we apply separate credit loss assumptions to assets that have deteriorated in credit quality such that they no longer share similar risk characteristics with other assets in the same FICO score band.
−Removed: We either estimate the allowance for credit losses on such non-performing assets individually based on individual risk characteristics or as part of a distinct pool of assets that shares similar risk characteristics.
−Removed: We reassess our credit card pools periodically to confirm that all loans within each pool continue to share similar risk characteristics.
−Removed: We establish an allowance within each pool of credit cards utilizing the risk model described above, which may then be adjusted for current conditions and reasonable and supportable forecasts of future conditions, including economic conditions.
−Removed: We apply the probability-of-default and loss-given-default assumptions to the drawn balance of credit cards within each pool to estimate the lifetime expected credit losses within each pool, which are then aggregated to determine the allowance for credit losses.
−Removed: We do not measure credit losses on the undrawn credit exposure, as such undrawn credit exposure is unconditionally cancellable by us.
−Removed: Additionally, management evaluates whether to include qualitative reserves to cover losses that are expected but may not be adequately represented in the quantitative methods or the economic assumptions.
−Removed: The qualitative reserves address possible limitations within the models, such as external conditions including regulatory requirements, emerging portfolio trends, the nature and size of the portfolio, portfolio concentrations, the volume and severity of past due accounts, or management risk actions.
−Removed: We record the provision for credit losses on credit cards within noninterest expense—provision for credit losses in the consolidated statements of operations and comprehensive loss.
+Added: An allowance for credit losses is required when there is an expected credit loss after considering the fair value of the
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: collateral as well as any anticipated future changes in the underlying collateral.
+Added: As of and for the year ended December 31, 2024, based on this evaluation we did not recognize an allowance for credit losses on our secured loan.
+Added: Credit cards :
+Added: We use a combination of statistical-based loan level models that incorporate current and historical credit performance data, which includes both internal and external industry data.
+Added: The process of estimating expected credit losses is based on an account-level PD model, a segment-level EAD model, and a portfolio-level recovery rate.
+Added: In addition, the Company incorporates qualitative reserves to cover losses that are expected but may not be adequately represented in our quantitative methods.
+Added: The PD model estimates the likelihood of default at different points in time over the life of each loan.
+Added: The PD model analyzes a wide range of borrower characteristics, including credit scores and customer behaviors such as credit limit usage, revolving vs.
+Added: transactors trends, and number of credit inquires.
+Added: The EAD model estimates the balance of an account at the time of default.
+Added: This includes balances less expected repayments based on historical payment and revolve behavior.
+Added: A recovery rate reflecting an estimate of amounts expected to be received after default occurs is estimated separately based on historical recovery performance and applied to the final CECL calculation.
+Added: For delinquent accounts we use roll rates based on historical data to determine the probabilities of default which is included in the final CECL calculation.
+Added: Additionally, management evaluates whether to include qualitative reserves to cover losses that are expected but may not be adequately represented in the quantitative methods or the economic assumptions.
+Added: The qualitative reserves address possible limitations within the models, such as macroeconomic conditions, regulatory requirements, emerging portfolio trends, the nature and size of the portfolio, portfolio concentrations, the volume and severity of past due accounts, changes in underwriting or lending staff, or other management risk actions.
+Added: We record the provision for credit losses on credit cards within provision for credit losses in the consolidated statements of operations and comprehensive income (loss).
+Added: When we determine that balances are not collectible, we charge-off the uncollectible amounts as a reduction to both the allowance for credit loss and gross asset balances.
+Added: Recoveries are recorded when received as a direct reduction to provision for credit losses.
+Added: We do not measure credit losses on the undrawn credit exposure, as such undrawn credit exposure is unconditionally cancellable by us.
We elected to exclude interest on credit cards from the measurement of our allowance, as our policy allows for accrued interest to be reversed in a timely manner.
8 unchanged sentences
Investments in AFS debt securities :
−Removed: Credit-related impairment is recognized as an allowance for credit losses in the consolidated balance sheets with a corresponding adjustment to noninterest expense—provision for credit losses in the statements of operations and comprehensive loss.
+Added: Credit-related impairment is recognized as an allowance for credit losses in the consolidated balance sheets with a corresponding adjustment to provision for credit losses in the statements of operations and comprehensive income (loss).
For certain securities that are guaranteed by the U.S.
3 unchanged sentences
For the year ended December 31, 2024, we did not recognize an allowance for credit losses on impaired investments in AFS debt securities.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
Servicing Rights
−Removed: Each time we enter into a servicing agreement, either in connection with transfers of our financial assets or in connection with a referral fulfillment arrangement in which we are a sub-servicer for financial assets that we do not legally own, we determine whether we should record a servicing asset or servicing liability.
+Added: We enter into servicing agreements in connection with transfers of our financial assets and referral fulfillment arrangements in which we are a sub-servicer for financial assets that we do not legally own, and on a standalone basis.
+Added: Under such servicing agreements, we earn servicing fees, generally expressed as a percentage of the serviced outstanding principal balance, portions of which may be subjected to subordination provisions.
+Added: At the inception of each servicing relationship, we determine whether we should record a servicing asset or servicing liability, measured at the fair value of the servicing right, which may be zero.
We elected the fair value option to measure our servicing rights subsequent to initial recognition.
3 unchanged sentences
For servicing rights retained in connection with loan transfers that do not meet the requirements for sale accounting treatment, there is no recognition of a servicing asset or liability.
−Removed: Servicing rights in connection with transfers of financial assets are initially measured at fair value and recognized as a component of the gain or loss from sales of loans and the initial capitalization is reported within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive loss.
−Removed: Servicing rights assumed from third parties for financial assets for which we are not the loan originator are initially measured at fair value and recognized within noninterest income—servicing in the consolidated statements of operations and comprehensive loss.
+Added: Servicing rights in connection with transfers of financial assets are initially measured at fair value and recognized as a component of the gain or loss from sales of loans and the initial capitalization is reported within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss).
+Added: For loans originated on behalf of third parties for our Loan Platform Business, servicing rights recognized as a component of the gain on sale are reported within noninterest income—loan platform fees in the consolidated statements of operations and comprehensive income (loss).
+Added: Servicing rights assumed from third parties as referral fees for financial assets for which we are not the loan originator are initially measured at fair value and recognized within noninterest income—loan platform fees in the consolidated statements of operations and comprehensive income (loss).
Servicing rights are measured at fair value at each subsequent reporting date and changes in fair value are reported in earnings in the period in which they occur.
−Removed: Subsequent measurement changes for all servicing rights, including servicing fee payments and fair value changes, are included within noninterest income—servicing in the consolidated statements of operations and comprehensive loss.
+Added: Subsequent measurement changes for all servicing rights, including servicing fee payments and fair value changes, are included within noninterest income—servicing in the consolidated statements of operations and comprehensive income (loss).
+Added: For servicing rights with adequate compensation resulting in an initial and subsequent value of zero, we recognize servicing fees received during the period within noninterest income—servicing .
We elected the fair value option to measure our servicing rights to better align with the valuation of our transferred loans, which also tend to share a similar risk profile to the personal loan servicing we assume from third parties when we are not the loan originator.
4 unchanged sentences
Fair Value Measurements for the key inputs used in the fair value measurements of our classes of servicing rights.
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: Investments in Debt Securities
−Removed: The accounting and measurement framework for our investments in debt securities is determined based on the security classification.
−Removed: We do not hold investments in debt securities for trading purposes, nor do we have investments in debt securities that we have the intent and ability to hold to maturity.
−Removed: Therefore, we classify our investments in debt securities as available-for-sale.
−Removed: We record investments in AFS debt securities at fair value in our consolidated balance sheets, with unrealized gains and losses recorded, net of tax, as a component of AOCI.
−Removed: Fair Value Measurements for additional information on our fair value estimates for investments in AFS debt securities.
−Removed: The amortized cost basis of our investments in AFS debt securities reflects the security’s acquisition cost, adjusted for amortization of premium or accretion of discount, and collection of cash and charge-offs, as applicable.
−Removed: For purposes of determining gross realized gains and losses on AFS debt securities, the cost of securities sold is based on specific identification.
−Removed: We elected to present accrued interest for AFS debt securities within investment securities in the consolidated balance sheets.
−Removed: Purchase discounts, premiums, and other basis adjustments for investments in AFS debt securities are generally amortized into interest income over the contractual life of the security using the effective interest method.
−Removed: However, premiums on certain callable debt securities are amortized to the earliest call date.
−Removed: Amortization of premiums and discounts and other basis adjustments for investments in AFS debt securities, as well as interest income earned on the investments, are recognized within interest income—other , and realized gains and losses on investments in AFS debt securities are recognized within noninterest income—other in the consolidated statements of operations and comprehensive loss.
−Removed: An investment in AFS debt security is considered impaired if its fair value is less than its amortized cost.
−Removed: If we determine that we have the intent to sell the impaired investment in AFS debt security, or if it is more likely than not that we will be required to sell the impaired investment in AFS debt security before recovery of its amortized cost, we recognize the full impairment loss reflecting the difference between the amortized cost (net of any prior recognized allowance) and the fair value of the investment in AFS debt security within noninterest income—other in the consolidated statements of operations and comprehensive loss.
−Removed: If neither of the above conditions exists, we evaluate whether the impairment loss is attributable to credit-related or non-credit-related factors.
−Removed: Any impairment that is not credit-related is recognized within other comprehensive income (loss) , net of taxes.
−Removed: See the section “Allowance for Credit Losses” in this Note for the factors we consider in identifying credit-related impairment and the treatment of credit losses.
−Removed: Investment Securities for additional information on our investments in AFS debt securities.
−Removed: Securitization Investments
−Removed: In Company-sponsored securitization transactions that meet the applicable criteria to be accounted for as a sale, we retain certain residual interests and asset-backed bonds.
−Removed: We measure these investments at fair value on a recurring basis and report them within investment securities in the consolidated balance sheets.
−Removed: Gains and losses related to our securitization investments are reported within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive loss.
−Removed: We determine the fair value of our securitization investments using a discounted cash flow methodology, while also considering market data as it becomes available.
−Removed: Our residual investments accrete interest income over the expected life using the effective yield method , which reflects a portion of the overall fair value adjustment recorded each period on our residual investments.
−Removed: On a quarterly basis, we reevaluate the cash flow estimates over the life of the residual investments to determine if a change to the accretable yield is required on a prospective basis.
−Removed: Additionally, we record interest income associated with asset-backed bonds over the term of the underlying bond using the effective interest method on unpaid bond amounts.
−Removed: Interest income on residual investments and asset-backed bonds is presented within interest income—loans and securitizations in the consolidated statements of operations and comprehensive loss.
−Removed: Fair Value Measurements for the key inputs used in the fair value measurements of our residual investments and asset-backed bonds.
−Removed: Investments in Equity Securities
−Removed: Our investments in equity securities consist of investments for which fair values are not readily determinable, which we elect to measure using the alternative method of accounting, under which they are measured at cost less any impairment and
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: adjusted for changes resulting from observable price changes in orderly transactions for identical or similar investments of the same issuers.
−Removed: Our investments in equity securities are presented within other assets in the consolidated balance sheets.
−Removed: Adjustments to the carrying values of our investments in equity securities, such as impairments and unrealized gains, are recognized within noninterest income—other in the consolidated statements of operations and comprehensive loss.
Property, Equipment and Software
All property, equipment and software are initially recorded at cost, while repairs and maintenance costs are expensed as incurred.
−Removed: Computer hardware, furniture and fixtures, software, buildings and finance lease ROU assets are depreciated or amortized on a straight-line basis over the estimated useful life of each class of depreciable or amortizable assets (ranging from one to 30 years).
+Added: Computer hardware, furniture and fixtures, software, buildings and finance lease ROU assets are depreciated or amortized on a straight-line basis over the estimated useful life of each class of depreciable or amortizable assets (ranging from 2.5 to 30 years).
Leasehold improvements are amortized over the shorter of the respective lease term or the estimated lives of the leasehold improvements.
3 unchanged sentences
Other costs are expensed as incurred.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
Property, Equipment, Software and Leases for additional information on our property, equipment and software.
17 unchanged sentences
A contract is or contains a lease if the contract conveys the right to control the use of identified property or equipment for a period of time in exchange for consideration.
−Removed: For our current office and non-office classes of operating leases, we elected the practical expedient to not separate non-lease components from lease components and to, instead, account for each separate lease component and the non-
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: lease components associated with that lease component as a single lease component.
+Added: For our current office and non-office classes of operating leases, we elected the practical expedient to not separate non-lease components from lease components and to, instead, account for each separate lease component and the non-lease components associated with that lease component as a single lease component.
For our current classes of finance leases, we did not elect to apply this practical expedient and, instead, separately identify and measure the non-lease components of the contracts.
8 unchanged sentences
Base rent is typically subject to rent escalations on each annual anniversary from the lease commencement dates.
−Removed: Lease expense for lease payments, including any step rent provisions specified in the lease agreements, is recognized on a straight-line basis over the lease term and is allocated among the components of noninterest expense in the consolidated statements of operations and comprehensive loss.
+Added: Lease expense for lease payments, including any step rent provisions specified in the lease agreements, is recognized on a
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: straight-line basis over the lease term and is allocated among the components of noninterest expense in the consolidated statements of operations and comprehensive income (loss).
The finance lease ROU assets are depreciated on a straight-line basis over the estimated useful life of seven years .
−Removed: Interest expense on finance leases is recognized for the difference between the present value of the lease liabilities and the scheduled lease payments within interest expense—other in the consolidated statements of operations and comprehensive loss.
+Added: Interest expense on finance leases is recognized for the difference between the present value of the lease liabilities and the scheduled lease payments within interest expense—other in the consolidated statements of operations and comprehensive income (loss).
When a lease agreement is modified, we determine if the modification grants us the right to use an additional asset that is not included in the original lease contract and if the lease payments increase commensurate with the standalone price for the additional ROU asset.
2 unchanged sentences
If both conditions are not met, the modification is not evaluated as a separate contract.
−Removed: Instead, based on the nature of the modification, we:
−Removed: (i) reassess the lease classification on the modification date under the modified terms, and (ii) use the modified lease payments and discount rate to remeasure the lease liability and recognize any difference between the new lease liability and the old lease liability as an adjustment to the ROU asset.
+Added: Instead, based on the nature of the modification, we (i) reassess the lease classification on the modification date under the modified terms, and (ii) use the modified lease payments and discount rate to remeasure the lease liability and recognize any difference between the new lease liability and the old lease liability as an adjustment to the ROU asset.
Property, Equipment, Software and Leases for additional information on our leases.
2 unchanged sentences
We did not elect hedge accounting, as management’s hedging intentions are to economically hedge the risk of unfavorable changes in the fair values of our personal loans, student loans and home loans.
−Removed: Our derivative instruments used to manage future loan sale execution risk include interest rate swaps, interest rate caps and home loan pipeline hedges.
+Added: Our derivative instruments used to manage future loan sale execution risk include interest rate swaps, interest rate caps, credit derivatives and home loan pipeline hedges.
We also have IRLCs, interest rate swaps and interest rate caps that were not related to future loan sale execution risk.
7 unchanged sentences
Fair Value Measurements for additional information on our derivative assets and liabilities.
+Added: Financial Guarantees
+Added: A portion of our student loans at fair value are covered by a credit default swap which meets the definition of a financial guarantee and is excluded from derivative accounting treatment because we own the underlying portfolio at inception and throughout the term and receive reimbursements based only on unpaid principal balance and only once a loan has become past due.
+Added: Because the contract transfers the risk of borrower default to the counterparty, we apply the insurance contract claim method by deferring the full estimated amount of premiums paid and payable at inception.
+Added: The deferred premium is estimated using a discounted cash flow model considering the expected performance of the reference portfolio and recorded within other assets and accounts payable, accruals and other liabilities in the consolidated balance sheets.
+Added: Deferred premiums are amortized based on actual premiums due and recognized in noninterest expense—general and administrative in the consolidated statements of operations and comprehensive income (loss).
+Added: We recognize a receivable and related earnings when a loss event occurs, we have the right to submit a claim, and recovery is probable.
+Added: Loan Commitments
+Added: We offer a program whereby applicants can lock in an interest rate on an in-school loan to be funded at a later time.
+Added: Applicants can exit the loan origination process up until the loan funding date.
+Added: SoFi is obligated to fund the loan at the committed terms on the disbursement date if the borrower does not cancel prior to the loan funding date.
+Added: The student loan commitments meet the scope exception for issuers of commitments to originate non-mortgage loans.
+Added: As the writer of the
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: Residual Interests Classified as Debt
−Removed: Within consolidated securitizations, the residual interests held by third parties are presented as residual interests classified as debt in the consolidated balance sheets.
−Removed: We measure residual interests classified as debt at fair value on a recurring basis.
−Removed: We record subsequent measurement changes in fair value in the period in which the change occurs within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive loss.
−Removed: We determine the fair value of residual interests classified as debt using a discounted cash flow methodology, while also considering market data as it becomes available.
−Removed: We recognize interest expense related to residual interests classified as debt over the expected life using the effective yield method, which reflects a portion of the overall fair value adjustment recorded each period on our residual interests classified as debt.
−Removed: Interest expense related to residual interests classified as debt is presented within interest expense—securitizations and warehouses in the consolidated statements of operations and comprehensive loss.
−Removed: On a quarterly basis, we reevaluate the cash flow estimates to determine if a change to the accretable yield is required on a prospective basis.
−Removed: Fair Value Measurements for the key inputs used in the fair value measurements of residual interests classified as debt.
−Removed: Safeguarding Asset and Liability
−Removed: Through our SoFi Invest product (via our wholly-owned subsidiary, SoFi Digital Assets, LLC, a licensed money transmitter), our members were able to invest in digital assets.
−Removed: In the fourth quarter of 2023, we transferred the crypto services provided by SoFi Digital Assets, LLC, and began closing existing digital assets accounts.
−Removed: This process was completed in the first quarter of 2024.
−Removed: Certain accounts were eligible for transfer to a third party digital asset service provider who assumed responsibility for the transferred accounts on a go-forward basis, including the arrangement of custodial services for the transferred digital assets.
−Removed: We have no further ongoing responsibilities for the transferred digital assets subsequent to the executed transfer which took place in December 2023, and derecognized the corresponding digital assets safeguarding liability and safeguarding asset as of the date of the transfer.
−Removed: For those digital assets that were not eligible to be transferred, we engage third parties to provide custodial services for our digital assets offering, which include holding the cryptographic key information and working to protect the digital assets from loss or theft.
−Removed: The third-party custodians hold digital assets as custodial assets in an account in SoFi’s name for the benefit of our members.
−Removed: We maintain the internal recordkeeping of our members’ digital assets, including the amount and type of digital assets owned by each of our members in the custodial accounts.
−Removed: As of December 31, 2023, we utilized one third-party custodian.
−Removed: In accordance with Staff Accounting Bulletin No.
−Removed: 121 (“SAB 121”), we recognize a digital assets safeguarding liability within accounts payable, accruals and other liabilities in the consolidated balance sheets reflecting our obligation to safeguard the digital assets held by third-party custodians for the benefit of our members.
−Removed: We also recognize a corresponding safeguarding asset within other assets in the consolidated balance sheets.
−Removed: The safeguarding liability and corresponding safeguarding asset are measured and recorded at the fair value of the digital assets held by the custodians at each reporting date.
−Removed: Subsequent changes to the fair value measurement are reflected as equal and offsetting adjustments to the carrying values of the safeguarding liability and corresponding safeguarding asset.
−Removed: We evaluate any potential loss events, such as theft, loss or destruction of the cryptographic keys, that may affect the measurement of the safeguarding asset, which would be reflected in our results of operations in the period the loss occurs.
−Removed: Measurement changes do not impact the consolidated statements of operations and comprehensive loss unless such a loss event is identified.
−Removed: As of both December 31, 2023 and 2022, we did not identify any loss events.
−Removed: Fair Value Measurements for additional information on the fair value measurement of the safeguarding liability and corresponding safeguarding asset.
+Added: commitments, we elected the fair value option to measure our unfunded student loan commitments to align with the measurement methodology of our originated student loans.
+Added: As such, our student loan commitments are carried at fair value on a recurring basis.
+Added: Depending on the measurement date position, student loan commitments are presented within other assets or accounts payable, accruals and other liabilities in the consolidated balance sheets.
+Added: We record the initial fair value measurement and subsequent measurement changes in fair value in the period in which the changes occur within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss).
+Added: Loan commitments also include IRLCs, whereby we commit to interest rate terms prior to completing the origination process for home loans.
+Added: IRLCs are derivative instruments that are measured at fair value on a recurring basis.
+Added: Changes in fair value are recognized within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss).
+Added: See “Derivative Financial Instruments” in this Note for additional information on our derivative instruments.
+Added: Fair Value Measurements for the key inputs used in the fair value measurements of our loan commitments.
Borrowings and Financing Costs
1 unchanged sentence
Direct costs incurred in connection with financing, such as banker fees, origination fees and legal fees, are classified as deferred debt issuance costs.
−Removed: We capitalize these costs and report the amounts as a direct deduction from the carrying amount of the debt balance.
−Removed: Any difference between the stated principal amount of debt and the amount of cash proceeds received, net of debt issuance costs, is presented as a
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: discount or premium.
−Removed: The capitalized debt issuance costs and the original issue discount/premium are amortized into interest expense over the expected life of the related financing agreements using the straight-line method for revolving facilities and the effective interest method for securitization debt and our senior convertible notes, as defined and further discussed below.
+Added: Generally, we capitalize these costs and report the amounts as a direct deduction from the carrying amount of the debt balance, however, beginning in the third quarter of 2024, for revolving debt, the unamortized debt issuance costs are reported in other assets in the consolidated balance sheets.
+Added: For non-revolving debt, any difference between the stated principal amount of debt and the amount of cash proceeds received, net of debt issuance costs, is presented as a discount or premium.
+Added: The capitalized debt issuance costs for both revolving and non-revolving debt and the original issue discount/premium on non-revolving debt are amortized into interest expense—securitizations and warehouses in the consolidated statements of operations and comprehensive income (loss) over the expected life of the related financing agreements using the straight-line method for revolving facilities and the effective interest method for securitization debt and our senior convertible notes, as defined and further discussed below.
Remaining unamortized fees are expensed immediately upon early extinguishment of the debt.
4 unchanged sentences
We elected the fair value option to measure certain securitization debt, with the intent to mitigate the accounting divergence between debt liabilities measured at historical cost and the corresponding loans securing these financings, which are risk-managed on a fair value basis.
−Removed: For securitization debt carried at fair value on a recurring basis, we record the initial fair value measurement and subsequent measurement changes in fair value in the period in which the changes occur within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive loss.
+Added: For securitization debt carried at fair value on a recurring basis, we record the initial fair value measurement and subsequent measurement changes in fair value in the period in which the changes occur within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss).
We determined the fair value of the applicable securitization debt using a discounted cash flow methodology, while also considering market data as it becomes available.
4 unchanged sentences
We will settle conversions by paying or delivering, at our election, cash, shares of our common stock or a combination of cash and shares of our common stock, based on the applicable conversion rate(s).
−Removed: The convertible notes will also be redeemable, in whole or in part, at our option at any time, and from time to time, on or after October 15, 2024 through the 30 th scheduled trading day immediately before the maturity date, at a cash redemption price equal to the principal amount of the convertible notes to be redeemed, plus accrued interest, if any, thereon to, but excluding, the redemption date, but only if certain liquidity conditions described in the indenture are satisfied and certain conditions are met with respect to the last reported sale price per share of our common stock prior to conversion.
−Removed: In December 2023, we entered into repurchase agreements to repurchase $ 88.0 million aggregate principal amount of the convertible notes.
+Added: The 2026 convertible notes will also be redeemable, in whole or in part, at our option at any time, and from time to time, on or after October 15, 2024 through the 30 th scheduled trading day immediately before the maturity date, at a cash redemption price equal to the principal amount of the convertible notes to be redeemed, plus accrued interest, if any, thereon to, but excluding, the redemption date, but only if certain liquidity conditions described in the indenture are satisfied and certain conditions are met with respect to the last
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: reported sale price per share of our common stock prior to conversion.
+Added: In December 2023, March 2024, and August 2024, we entered into repurchase agreements to repurchase in aggregate principal amount of the convertible notes totaling $ 88.0 million, $ 600.0 million, and $ 84.0 million, respectively.
Debt for more detailed disclosure of the term and features of the 2026 convertible notes.
+Added: In March 2024, we issued $ 862.5 million aggregate principal amount of convertible senior notes due 2029 (the “2029 convertible notes”).
+Added: The 2029 convertible notes will mature on March 15, 2029, unless earlier repurchased, redeemed or converted.
+Added: We will settle conversion of the notes by paying or delivering cash, and if applicable, shares of our common stock, based on the applicable conversion rate.
+Added: The 2029 convertible notes will also be redeemable, in whole or in part, at our option at any time, and from time to time, on or after March 15, 2027 through the 30th scheduled trading day immediately before the maturity date, at a cash redemption price equal to the principal amount of the convertible notes to be redeemed, plus accrued and unpaid interest, if any, thereon to, but excluding, the redemption date, but only if certain liquidity conditions described in the indenture are satisfied and certain conditions are met with respect to the last reported sale price per share of our common stock prior to conversion.
+Added: Debt for more detailed disclosure of the term and features of the 2029 convertible notes.
We elected to evaluate each embedded feature of the arrangement individually.
5 unchanged sentences
In connection with the pricing of the convertible notes, we entered into privately negotiated capped call transactions with certain financial institutions, as defined and further discussed below.
−Removed: Redeemable Preferred Stock
−Removed: Series 1 Redeemable Preferred Stock (as defined in Note 13.
−Removed: Equity ) is classified in temporary equity, as it is not fully controlled by SoFi.
−Removed: Equity for additional information.
−Removed: Foreign Currency Translation Adjustments
−Removed: We revalue assets, liabilities, income and expense denominated in non-United States currencies into United States dollars using applicable exchange rates.
−Removed: For foreign subsidiaries in which the functional currency is the subsidiary’s local
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: currency, gains and losses relating to foreign currency translation adjustments are included in accumulated other comprehensive income (loss) in our consolidated balance sheets.
−Removed: For foreign subsidiaries in which the functional currency is the United States Dollar, gains and losses relating to foreign currency transaction adjustments are included within earnings in the consolidated statements of operations and comprehensive loss.
−Removed: Due to the highly inflationary economic environment in Argentina, we use the United States Dollar as the functional currency of our Argentinian operations.
−Removed: Our activities in Argentina are related to our Technology Platform segment and commenced in the first quarter of 2022 with the Technisys Merger.
Capped Call Transactions
−Removed: We entered into privately negotiated capped call transactions (the “Capped Call Transactions”) with certain financial institutions (the “Capped Call Counterparties”).
+Added: During 2021, we entered into privately negotiated capped call transactions (the “2026 capped call transactions”) with certain financial institutions (the “capped call counterparties”).
The Capped Call Transactions initially cover, subject to customary anti-dilution adjustments, the number of shares of our common stock that initially underlie the 2026 convertible notes.
4 unchanged sentences
We concluded that the 2026 capped call transactions meet the scope exceptions for derivative instruments, and as such, the 2026 capped call transactions meet the criteria for classification in equity and are included as a reduction to additional paid-in capital .
+Added: In March 2024, we entered into privately negotiated capped call transactions (the “2029 capped call transactions”) with certain financial institutions (the “capped call counterparties”).
+Added: The 2029 capped call transactions initially cover, subject to customary anti-dilution adjustments, the number of shares of our common stock that initially underlie the 2029 convertible notes.
+Added: The capped call transactions are net purchased call options on our own common stock.
+Added: The 2029 capped call transactions are separate transactions entered into by the Company with each of the capped call counterparties, are not part of the terms of the 2029 convertible notes, and do not affect any holder’s rights under the 2029 convertible notes.
+Added: Holders of the 2029 convertible notes do not have any rights with respect to the 2029 capped call transactions.
+Added: As the 2029 capped call transactions are legally detachable and separately exercisable from the 2029 convertible notes, they were evaluated as freestanding instruments.
+Added: We concluded that the 2029 capped call transactions meet the scope exceptions for derivative instruments, and as such, the capped call transactions meet the criteria for classification in equity and are included as a reduction to additional paid-in capital .
Equity for additional information on the Capped Call Transactions.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: Residual Interests Classified as Debt
+Added: Within consolidated securitizations, the residual interests held by third parties are presented as residual interests classified as debt in the consolidated balance sheets.
+Added: We measure residual interests classified as debt at fair value on a recurring basis.
+Added: We record subsequent measurement changes in fair value in the period in which the change occurs within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss).
+Added: We determine the fair value of residual interests classified as debt using a discounted cash flow methodology, while also considering market data as it becomes available.
+Added: We recognize interest expense related to residual interests classified as debt over the expected life using the effective yield method, which reflects a portion of the overall fair value adjustment recorded each period on our residual interests classified as debt.
+Added: Interest expense related to residual interests classified as debt is presented within interest expense—securitizations and warehouses in the consolidated statements of operations and comprehensive income (loss).
+Added: On a quarterly basis, we reevaluate the cash flow estimates to determine if a change to the accretable yield is required on a prospective basis.
+Added: Fair Value Measurements for the key inputs used in the fair value measurements of residual interests classified as debt.
+Added: Foreign Currency Translation Adjustments
+Added: We revalue assets, liabilities, income and expense denominated in non-United States currencies into United States dollars using applicable exchange rates.
+Added: For foreign subsidiaries in which the functional currency is the subsidiary’s local currency, gains and losses relating to foreign currency translation adjustments are included in accumulated other comprehensive income (loss) in our consolidated balance sheets.
+Added: For foreign subsidiaries in which the functional currency is the United States Dollar, gains and losses relating to foreign currency transaction adjustments are included within earnings in the consolidated statements of operations and comprehensive income (loss) .
+Added: Due to the highly inflationary economic environment in Argentina, we use the United States Dollar as the functional currency of our Argentinian operations.
+Added: Our activities in Argentina are related to our Technology Platform segment and commenced in the first quarter of 2022 with the Technisys Merger.
+Added: Safeguarding Asset and Liability
+Added: Through our SoFi Invest product (via our wholly-owned subsidiary, SoFi Digital Assets, LLC, a licensed money transmitter), our members were able to invest in digital assets.
+Added: In the fourth quarter of 2023, we transferred the crypto services provided by SoFi Digital Assets, LLC, and began closing existing digital assets accounts.
+Added: This process was completed in the first quarter of 2024.
+Added: Certain accounts were eligible for transfer to a third party digital asset service provider who assumed responsibility for the transferred accounts on a go-forward basis, including the arrangement of custodial services for the transferred digital assets.
+Added: We have no further ongoing responsibilities for the transferred digital assets subsequent to the executed transfer which took place in December 2023, and derecognized the corresponding digital assets safeguarding liability and safeguarding asset as of the date of the transfer.
+Added: For those digital assets that were not eligible to be transferred, we engaged third parties to provide custodial services for our digital assets offering, which included holding the cryptographic key information and working to protect the digital assets from loss or theft.
+Added: The third-party custodians held digital assets as custodial assets in an account in SoFi’s name for the benefit of our members.
+Added: We maintained the internal recordkeeping of our members’ digital assets, including the amount and type of digital assets owned by each of our members in the custodial accounts.
+Added: In accordance with Staff Accounting Bulletin No.
+Added: 121 (“SAB 121”), which we adopted effective June 30, 2022 with retrospective application as of January 1, 2022, we recognized a digital assets safeguarding liability within accounts payable, accruals and other liabilities in the consolidated balance sheets reflecting our obligation to safeguard the digital assets held by third-party custodians for the benefit of our members.
+Added: We also recognized a corresponding safeguarding asset within other assets in the consolidated balance sheets.
+Added: The safeguarding liability and corresponding safeguarding asset were measured and recorded at the fair value of the digital assets held by the custodians at each reporting date.
+Added: Subsequent changes to the fair value measurement were reflected as equal and offsetting adjustments to the carrying values of the safeguarding liability and corresponding safeguarding asset.
+Added: We evaluated any potential loss events, such as theft, loss or destruction of the cryptographic keys, that may have affected the measurement of the safeguarding asset, which would be reflected in our results of operations in the period the loss occurs.
+Added: Measurement changes do not impact the consolidated statements of operations and comprehensive
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: income (loss) unless such a loss event is identified.
+Added: See “ Recent Accounting Standards Issued, But Not Yet Adopted ” for discussion of Staff Accounting Bulletin No.
+Added: 122 (“SAB 122”).
+Added: Fair Value Measurements for additional information on the fair value measurement of the safeguarding liability and corresponding safeguarding asset as of December 31, 2023.
+Added: As of December 31, 2023, we utilized one third-party custodian, and we did not identify any loss events.
+Added: We had no safeguarding liability and corresponding safeguarding asset as of December 31, 2024.
Interest Income
−Removed: We record interest income associated with loans measured at fair value over the term of the underlying loans using the effective interest method on unpaid loan principal amounts, which is presented within interest income—loans and securitizations in the consolidated statements of operations and comprehensive loss.
−Removed: We also record accrued interest income associated with loans measured at amortized cost within interest income—loans and securitizations.
+Added: Interest income on loans is accrued and recognized based on the contractual rate of interest within interest income—loans and securitizations in the consolidated statements of operations and comprehensive income (loss).
We stop accruing interest and reverse all accrued but unpaid interest at the time a loan charges off.
4 unchanged sentences
We calculate a gain or loss on the sale based on the sum of the proceeds from the sale and any servicing asset or liability recognized, less the carrying value of the loans sold.
−Removed: Our gain or loss calculation is also inclusive of repurchase liabilities recognized at the time of sale, and is recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive loss.
−Removed: Loan Commitments
−Removed: We offer a program whereby applicants can lock in an interest rate on an in-school loan to be funded at a later time.
−Removed: Applicants can exit the loan origination process up until the loan funding date.
−Removed: SoFi is obligated to fund the loan at the committed terms on the disbursement date if the borrower does not cancel prior to the loan funding date.
−Removed: The student loan commitments meet the scope exception for issuers of commitments to originate non-mortgage loans.
−Removed: As the writer of the commitments, we elected the fair value option to measure our unfunded student loan commitments to align with the measurement methodology of our originated student loans.
−Removed: As such, our student loan commitments are carried at fair value on a recurring basis.
−Removed: Depending on the measurement date position, student loan commitments are presented within other assets or accounts payable, accruals and other liabilities in the consolidated balance sheets.
−Removed: We record the initial fair value measurement and subsequent measurement changes in fair value in the period in which the changes occur within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive loss.
−Removed: Loan commitments also include IRLCs, whereby we commit to interest rate terms prior to completing the origination process for home loans.
−Removed: IRLCs are derivative instruments that are measured at fair value on a recurring basis.
−Removed: Changes in fair
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: value are recognized within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive loss.
−Removed: See “Derivative Financial Instruments” in this Note for additional information on our derivative instruments.
−Removed: Fair Value Measurements for the key inputs used in the fair value measurements of our loan commitments.
+Added: Our gain or loss calculation is also inclusive of repurchase liabilities recognized at the time of sale, and is recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss) or within noninterest income - loan platform fees in connection with transfers of loans held for sale and carried at the lower of amortized cost or fair value as part of our Loan Platform Business.
Revenue Recognition
3 unchanged sentences
We earn fees for providing an integrated platform as a service for financial and non-financial institutions.
−Removed: We earn specified referral fees in connection with referral activities we facilitate through our platform, such as referrals to third-party partners that offer services to end users who do not use one of our product offerings and referrals of pre-qualified borrowers to a third-party partner who separately contracts with a loan originator.
+Added: We earn specified referral fees in connection with referral activities we facilitate through our platform, inclusive of referral fees generated through our Loan Platform Business, for providing pre-qualified borrower referrals to a third-party partner that offer services to end users who do not use one of our product offerings and referrals of pre-qualified borrowers to a third-party partner who separately contracts with a loan originator.
• Interchange:
3 unchanged sentences
Revenue for additional information on our revenue recognition policy within each revenue stream.
+Added: Share-Based Compensation
+Added: Share-based compensation made to employees and non-employees, including stock options, RSUs, PSUs and employee stock purchase rights granted under the Company's ESPP, is measured based on the grant date fair value of the awards.
+Added: We used the Black-Scholes Option Pricing Model (the “Black-Scholes Model”) to estimate the grant-date fair value of stock options and employee stock purchase rights granted under the ESPP.
+Added: RSUs are measured based on the fair value of the underlying stock on the dates of grant.
+Added: We use a Monte Carlo simulation model to estimate the grant-date fair value of PSUs.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: Compensation expense is typically recognized on a straight-line basis over the period during which the share-based award holder is required to perform services in exchange for the award (the vesting period) for stock options and RSUs, on an accelerated attribution basis for each vesting tranche over the respective derived service period for PSUs and over each offering period for our ESPP.
+Added: Share-based compensation expense is allocated among the following categories of expenses within noninterest expense :
+Added: (i) technology and product development , (ii) sales and marketing , (iii) cost of operations , and (iv) general and administrative in the consolidated statements of operations and comprehensive income (loss).
+Added: We recognize forfeitures and withdrawals (relevant to the ESPP) as incurred and, therefore, reverse previously recognized share-based compensation expense at the time of forfeiture and withdrawal.
+Added: Share-Based Compensation for further discussion of share-based compensation.
Advertising, Sales and Marketing
−Removed: Advertising production costs and advertising communication costs, as well as amounts paid to various affiliates to market our products, are included within noninterest expense—sales and marketing in the consolidated statements of operations and comprehensive loss.
+Added: Advertising production costs and advertising communication costs, as well as amounts paid to various affiliates to market our products, are included within noninterest expense—sales and marketing in the consolidated statements of operations and comprehensive income (loss).
Advertising costs are expensed either as incurred or when the advertising takes place, depending on the nature of the advertising activity.
For the years ended December 31, 2024, 2023 and 2022, advertising totaled $ 321,951 , $ 284,176 and $ 256,125 , respectively.
−Removed: Expenses incurred by us related to member acquisition, including brand development, business development and direct member marketing expenses, are also presented within noninterest expense—sales and marketing in the consolidated statements of operations and comprehensive loss.
+Added: Expenses incurred by us related to member acquisition, including brand development, business development and direct member marketing expenses, are also presented within noninterest expense—sales and marketing in the consolidated statements of operations and comprehensive income (loss).
Technology and Product Development
−Removed: Expenses incurred by us related to technology, product design and implementation, which includes compensation and benefits, are classified as noninterest expense—technology and product development in the consolidated statements of operations and comprehensive loss.
+Added: Expenses incurred by us related to technology, product design and implementation, which includes compensation and benefits, are classified as noninterest expense—technology and product development in the consolidated statements of operations and comprehensive income (loss).
Loss Contingencies
4 unchanged sentences
Due to the inherent uncertainties of loss contingencies, estimates may be different from the actual outcomes.
−Removed: With respect to legal proceedings, we recognize legal fees as they are incurred within noninterest expense—general and administrative in the consolidated statements of operations and comprehensive loss.
+Added: With respect to legal proceedings, we recognize legal fees as they are incurred within noninterest expense—general and administrative in the consolidated statements of operations and comprehensive income (loss).
Commitments, Guarantees, Concentrations and Contingencies for discussion of contingent matters.
+Added: Restructuring
+Added: During the years ended December 31, 2024 and 2023, we recognized restructuring charges of $ 1,530 and $ 12,749 , respectively, within the following categories of expenses within noninterest expense :
+Added: (i) technology and product development , (ii) sales and marketing , (iii) cost of operations , and (iv) general and administrative in the consolidated statements of operations and comprehensive income (loss).
+Added: Restructuring charges in 2024 were primarily related to legal entity restructuring.
+Added: Restructuring charges in 2023 were associated with a reduction in headcount in the Technology Platform segment in the first quarter of 2023, as well as expenses in the fourth quarter of 2023 related to a reduction in headcount across the Financial Services, Lending and corporate functions, which primarily included employee-related wages, benefits and severance.
+Added: We recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities, as well as for net operating loss and tax credit carryforwards.
+Added: Deferred tax assets and liabilities are measured using the tax rates that are expected to apply to taxable income for the years in which those tax assets and liabilities are expected to be realized or settled.
+Added: In assessing the realizability of deferred tax assets, management reviews all available positive and negative evidence.
+Added: Generally, the weight we give to any
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: Restructuring
−Removed: During the year ended December 31, 2023, we recognized restructuring charges of $ 12,749 within the following categories of expenses within noninterest expense :
−Removed: (i) technology and product development , (ii) sales and marketing , (iii) cost of operations , and (iv) general and administrative in the consolidated statements of operations and comprehensive loss associated with a reduction in headcount in the Technology Platform segment in the first quarter of 2023, as well as expenses in the fourth quarter of 2023 related to a reduction in headcount across the Financial Services, Lending and corporate functions, which primarily included employee-related wages, benefits and severance.
−Removed: Compensation and Benefits
−Removed: Total compensation and benefits, inclusive of share-based compensation expense, was $ 894,720 , $ 830,298 and $ 608,505 for the years ended December 31, 2023, 2022 and 2021, respectively.
−Removed: Compensation and benefits expenses are presented within the following categories of expenses within noninterest expense :
−Removed: (i) technology and product development , (ii) sales and marketing , (iii) cost of operations , and (iv) general and administrative in the consolidated statements of operations and comprehensive loss.
−Removed: Share-Based Compensation
−Removed: Share-based compensation made to employees and non-employees, including stock options, RSUs and PSUs, is measured based on the grant date fair value of the awards and is recognized as compensation expense typically on a straight-line basis over the period during which the share-based award holder is required to perform services in exchange for the award (the vesting period) for stock options and RSUs and on an accelerated attribution basis for each vesting tranche over the respective derived service period for PSUs.
−Removed: Share-based compensation expense is allocated among the following categories of expenses within noninterest expense :
−Removed: (i) technology and product development , (ii) sales and marketing , (iii) cost of operations , and (iv) general and administrative in the consolidated statements of operations and comprehensive loss.
−Removed: We used the Black-Scholes Option Pricing Model (the “Black-Scholes Model”) to estimate the grant-date fair value of stock options.
−Removed: RSUs are measured based on the fair values of the underlying stock on the dates of grant.
−Removed: We use a Monte Carlo simulation model to estimate the grant-date fair value of PSUs.
−Removed: We recognize forfeitures as incurred and, therefore, reverse previously recognized share-based compensation expense at the time of forfeiture.
−Removed: Share-Based Compensation for further discussion of share-based compensation.
−Removed: We recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities, as well as for operating loss and tax credit carryforwards.
−Removed: Deferred tax assets and liabilities are measured using the tax rates that are expected to apply to taxable income for the years in which those tax assets and liabilities are expected to be realized or settled.
−Removed: In assessing the realizability of deferred tax assets, management reviews all available positive and negative evidence.
−Removed: Valuation allowances are recorded to reduce deferred tax assets to the amount we believe is more likely than not to be realized.
+Added: particular factor is dependent upon the degree to which it can be objectively verified.
+Added: As a result, we give greater weight to the recent cumulative income of a relevant jurisdiction than other more subjective factors.
+Added: Valuation allowances are recorded if, in management’s judgment, it is determined that all or some portion of the deferred tax asset will not be realized.
+Added: Deferred tax assets and liabilities are offset when they related to income taxes levied by the same taxation authority and we intend to settle tax assets and liabilities on a net basis.
The tax effects from an uncertain tax position can be recognized in the financial statements only if the tax position would more likely than not be upheld on examination by the taxing authorities based on the merits of the tax position.
Management is required to analyze all open tax years, as defined by the statute of limitations, for all jurisdictions.
−Removed: We accrue tax penalties and interest, if any, as incurred and recognize them within income tax (expense) benefit in the consolidated statements of operations and comprehensive loss.
+Added: We accrue tax penalties and interest, if any, as incurred and recognize them within income tax (expense) benefit in the consolidated statements of operations and comprehensive income (loss).
Related Parties
1 unchanged sentence
Related parties also include any other person or entity with significant influence over our management or operations.
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
Recently Adopted Accounting Standards
−Removed: Troubled Debt Restructurings and Vintage Disclosures
−Removed: In March 2022, the FASB issued ASU 2022-02, Financial Instruments — Credit Losses (Topic 326):
−Removed: Troubled Debt Restructurings and Vintage Disclosures .
−Removed: The ASU addresses two topics:
−Removed: (i) TDR by creditors, and (ii) vintage disclosures for gross write offs.
−Removed: Under the TDR provisions, the ASU eliminates the recognition and measurement guidance under ASC 310-40, Receivables — Troubled Debt Restructurings by Creditors, and instead requires that an entity evaluate whether the modification represents a new loan or a continuation of an existing loan, consistent with the accounting for other loan modifications.
−Removed: Additionally, the ASU enhances existing disclosure requirements around TDRs and introduces new requirements related to certain modifications of receivables made to borrowers experiencing financial difficulty.
−Removed: Under the vintage disclosure provisions, the ASU requires the entity to disclose current period gross write offs by year of origination for financing receivables and net investments in leases within the scope of ASC 326-20, Financial Instruments — Credit Losses — Measured at Amortized Cost .
−Removed: The standard should be applied prospectively;
−Removed: however, for the TDR provisions, an entity has the option to apply a modified retrospective transition method.
−Removed: We adopted the standard effective January 1, 2023.
−Removed: The adoption of this standard did not have a material impact on our consolidated financial statements.
−Removed: Recent Accounting Standards Issued, But Not Yet Adopted
Improvements to Reportable Segment Disclosures
2 unchanged sentences
The standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.
−Removed: The standard should be applied retrospectively to all prior periods presented in the financial statements.
−Removed: We are currently evaluating the impact of this amendment on our consolidated financial statements.
+Added: We adopted this standard effective for the reporting periods noted above, with retrospective application to all prior periods presented in the financial statements.
+Added: The adoption of this standard did not have any impact on the Company’s financial condition, results of operations or cash flows, but resulted in enhancements to our segment disclosures, primarily related to our significant segment expenses.
+Added: Business Segment and Geographic Information for further information.
+Added: Recent Accounting Standards Issued, But Not Yet Adopted
Improvements to Income Tax Disclosures
1 unchanged sentence
The ASU improves income tax disclosures primarily related to enhancements of the rate reconciliation and income taxes paid information.
−Removed: The standard is effective for annual periods beginning after December 15, 2024.
+Added: The standard is effective for annual periods beginning after December 15, 2024, with early adoption permitted.
The standard should be applied on a prospective basis with the option to apply the standard retrospectively.
−Removed: We are currently evaluating the impact of this amendment on our consolidated financial statements.
−Removed: Business Combinations
−Removed: Merger with Social Capital Hedosophia Holdings Corp.
−Removed: On January 7, 2021, Social Finance entered into an agreement by and among Social Finance, SCH, a Cayman Islands exempted company limited by shares, and Plutus Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of SCH (“Merger Sub”), pursuant to which Merger Sub merged with and into Social Finance.
−Removed: Upon the Closing on May 28, 2021, the separate corporate existence of Merger Sub ceased and Social Finance survived the merger and became a wholly-owned subsidiary of SCH.
−Removed: On May 28, 2021, SCH also filed a notice of deregistration with the Cayman Islands Registrar of Companies, together with the necessary accompanying documents, and filed a certificate of incorporation and a certificate of corporate domestication with the Secretary of State of the State of Delaware, under which SCH was domesticated as a Delaware corporation, changing its name from “Social Capital Hedosophia Holdings Corp.
−Removed: V” to “SoFi Technologies, Inc.” These transactions are collectively referred to as the “Business Combination”.
−Removed: The Business Combination was accounted for as a reverse recapitalization whereby SCH was determined to be the accounting acquiree and Social Finance to be the accounting acquirer.
−Removed: This accounting treatment was the equivalent of Social Finance issuing stock for the net assets of SCH, accompanied by a recapitalization whereby no goodwill or other intangible assets were recorded.
−Removed: Operations prior to the Business Combination are those of Social Finance.
−Removed: At the Closing, we received gross cash consideration of $ 764.8 million as a result of the reverse recapitalization, which was then reduced by:
−Removed: (i) a redemption of redeemable common stock (classified as temporary equity) of $ 150.0 million, (ii) a special payment made to our
+Added: We are currently evaluating the impact of this standard on our disclosures.
+Added: Disaggregation of Income Statement Expenses
+Added: In November 2024, the FASB issued ASU 2024-03 , Income Statement — Reporting Comprehensive Income — Expense Disaggregation Disclosures (Subtopic 220-40) — Disaggregation of Income Statement Expenses.
+Added: The ASU requires the disclosure of additional information about specific costs and expense categories in the notes to financial statements.
+Added: The standard is effective for annual periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027, with early adoption permitted.
+Added: The standard should be applied on a prospective basis with the option to apply the standard retrospectively.
+Added: We are currently evaluating the impact of this standard on our disclosures.
+Added: Induced Conversions of Convertible Debt Instruments
+Added: In November 2024, the FASB issued ASU 2024-04, Debt-Debt with Conversion and Other Options (Subtopic 470-20)—Induced Conversions of Convertible Debt Instruments.
+Added: The ASU clarifies the requirements for determining whether certain settlements of convertible debt instruments should be accounted for as an induced conversion.
+Added: The standard is effective for annual periods beginning after December 15, 2025, and interim periods within those annual periods, with early adoption permitted for all entities that have adopted the amendments in ASU 2020-06.
+Added: The standard may be applied on a prospective
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: Series 1 preferred stockholders of $ 21.2 million (which was expensed as incurred), and (iii) our equity issuance costs of $ 27.5 million, consisting of advisory, legal, share registration and other professional fees, which were recorded within additional paid-in capital as a reduction of proceeds.
−Removed: In connection with the Business Combination, SCH entered into subscription agreements with certain investors (the “Third Party PIPE Investors”), whereby it issued 122,500,000 shares of common stock at $ 10.00 per share (“PIPE Shares”) for an aggregate purchase price of $ 1.225 billion (“PIPE Investment”), which closed simultaneously with the consummation of the Business Combination.
−Removed: Upon the Closing, the PIPE Shares were automatically converted into shares of SoFi Technologies common stock on a one -for-one basis.
−Removed: Upon the Closing, holders of Social Finance common stock received shares of SoFi Technologies common stock in an amount determined by application of the exchange ratio of 1.7428 (“Exchange Ratio”), which was based on Social Finance’s implied price per share prior to the Business Combination.
−Removed: Additionally, holders of Social Finance preferred stock (with the exception of the Series 1 preferred stockholders) received shares of SoFi Technologies common stock in amounts determined by application of either the Exchange Ratio or a multiplier of the Exchange Ratio, as provided by the Agreement.
+Added: basis with the option to apply the standard retrospectively.
+Added: We are currently evaluating the impact of this standard on our consolidated financial statements.
+Added: Obligations to Safeguard Crypto-Assets
+Added: In January 2025, the SEC released Staff Accounting Bulletin No.
+Added: 122 (“SAB 122”), which rescinds the interpretive guidance provided in SAB 121 for reporting entities that have an obligation to safeguard customers' crypto assets.
+Added: Under SAB 121, entities were required to recognize both a liability and a corresponding asset for their safeguarding obligations.
+Added: With the new guidance, an entity that has a safeguarding obligation should assess whether it has any loss contingencies under ASC 450, Contingencies.
+Added: SAB 122 must be applied retrospectively for annual periods beginning after December 15, 2024, with early adoption permitted in any interim or annual financial statement period filed with the SEC on or after January 30, 2025.
+Added: Upon adoption, we will no longer recognize a liability and a corresponding asset for our safeguarding obligations.
+Added: We do not expect this guidance to have a material impact on our consolidated financial statements.
+Added: Refer to “ Safeguarding Asset and Liability ” for additional information about our historical digital assets activity.
+Added: Business Combinations
Acquisition of Golden Pacific Bancorp, Inc.
20 unchanged sentences
During the third quarter of 2022, we finalized the closing net working capital calculation specified in the merger agreement, which resulted in a reduction to the equity consideration of 155,794 shares, representing an adjustment to the total purchase consideration of $ 1,665 , and a corresponding reduction to the carrying value of recognized goodwill.
−Removed: The remaining 442,274 shares that were held in escrow associated with the working capital calculation were released to the former Technisys shareholders.
−Removed: The finalized closing net working capital calculation did not impact the estimated fair values of the assets acquired and liabilities assumed in conjunction with the transaction.
+Added: The remaining 442,274 shares that were held in escrow associated with the working capital calculation were released to the former
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: Technisys shareholders.
+Added: The finalized closing net working capital calculation did not impact the estimated fair values of the assets acquired and liabilities assumed in conjunction with the transaction.
The following table presents the components of the total purchase consideration to acquire Technisys as of December 31, 2022:
28 unchanged sentences
The acquisition is being accounted for as a business combination.
−Removed: The purchase consideration is being allocated to the tangible and intangible assets acquired and liabilities assumed based on the estimated fair values as of the acquisition date.
−Removed: The excess of the total purchase consideration over the fair value of the net assets acquired is allocated to goodwill, which is expected to be deductible for tax purposes.
−Removed: The fair value estimates are subject to change for up
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: to one year after the acquisition date as additional information becomes available.
+Added: consideration is being allocated to the tangible and intangible assets acquired and liabilities assumed based on the estimated fair values as of the acquisition date.
+Added: The excess of the total purchase consideration over the fair value of the net assets acquired is allocated to goodwill, which is expected to be deductible for tax purposes.
+Added: The fair value estimates are subject to change for up to one year after the acquisition date as additional information becomes available.
The acquisition was not determined to be a significant acquisition.
1 unchanged sentence
Technology Products and Solutions
−Removed: We earn fees for providing an integrated platform as a service for financial and non-financial institutions.
−Removed: Within our technology products and solutions fee arrangements, certain contracts contain a provision for a fixed, upfront implementation fee related to setup activities, which represents an advance payment for future technology platform services provided over the contract term.
−Removed: These implementation fees are recognized ratably over the contract life.
−Removed: Commencing in March 2022 with the Technisys Merger, we earn subscription and service fees for providing software licenses and associated services, including implementation and maintenance.
−Removed: We charge a recurring subscription fee for the software license and related maintenance services.
+Added: We earn fees for providing an integrated technology platform as a service for financial and non-financial institutions.
+Added: Our single performance obligation is the promise to stand ready to provide integrated technology platform services as needed throughout the contract term.
+Added: The integrated technology platform service fees are determined based on the number of accounts supported on the platform and on the volume of transactions generated on the platform.
+Added: We satisfy our performance obligation continuously throughout the contractual arrangements and our customers receive and consume the benefits simultaneously as we perform.
+Added: Our integrated technology platform as a service is a stand-ready obligation, as we provide the service regardless of the timing and quantity of accounts on the platform and transactions generated on the platform.
+Added: Under this stand-ready obligation, our performance obligation is satisfied over time throughout the contract term rather than at a point in time.
+Added: The service of standing ready to fulfill our integrated platform as a service offering is substantially the same each day and has the same pattern of transfer to the customer.
+Added: Therefore, we determined that our stand-ready performance obligation comprises a series of distinct days of service.
+Added: We are the principal in our integrated technology platform services arrangements as we control the service of completing transaction on the platform.
+Added: We earn fees for providing software licenses and associated services, including implementation and maintenance, related to our cloud-native digital and core banking platform.
+Added: We charge a recurring fee for the software license and related maintenance services.
Other software-related services are billed on a periodic basis as the services are provided.
−Removed: Certain arrangements for software and related services contain a provision for a fixed upfront payment.
+Added: The Company’s software license arrangements provide the customer with the right to use functional intellectual property for the duration of the contract term.
We recognize revenue related to software licenses at a point in time upon delivery of the license and the close of the user-acceptance testing period.
1 unchanged sentence
We recognize maintenance services ratably over the contractual maintenance term.
−Removed: If a fixed upfront payment provides a material right to the customer, we recognize revenue associated with the material right over the period of benefit associated with the right to subscribe or renew a subscription, which is typically the product life.
−Removed: We allocate fees charged for software and related services to our performance obligations on the basis of the relative standalone selling price.
+Added: We allocate fees charged for software licenses and associated services to our performance obligations on the basis of the relative standalone selling price using observable standalone selling prices and the adjusted market assessment approach.
The standalone selling prices either represent the prices at which we separately sell each license or service or are estimated using available information, such as market conditions and internal pricing policies.
−Removed: The standalone selling price of the software license and maintenance are determined based on the complexity and size of the license.
−Removed: Payments to customers :
−Removed: We may provide incentives to our technology platform customers, which may be payable up front or applied to future or past technology products and solutions fees.
−Removed: Evaluating whether such incentives are payments to a customer requires judgment.
−Removed: When we determine that an incentive is consideration payable to a customer, the incentive is recorded as a reduction of revenue.
−Removed: Incentives that represent consideration payable to a customer may also contain variable consideration.
−Removed: Therefore, such incentives are constraints on the revenue expected to be realized.
−Removed: Upfront customer incentives are recorded as prepaid assets and presented within other assets in the consolidated balance sheets, and are applied against revenue in the period such incentives are earned by the customer.
−Removed: Any incentive in excess of cumulative revenue is expensed as a contract cost.
+Added: The standalone selling price of the software license and related maintenance are determined based on the value relationship for these products as well as the term of the software license.
We earn specified referral fees in connection with certain referral activities we facilitate through our platform.
5 unchanged sentences
The estimated referral fulfillment fee penalty was immaterial as of December 31, 2024 and 2023.
−Removed: We earn interchange fees from debit and credit cardholder transactions conducted through payment networks.
−Removed: Interchange fees from cardholder transactions represent a percentage of the underlying transaction value and are recognized
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: daily, concurrently with the transaction processing services provided to the cardholder.
+Added: We earn interchange fees from debit and credit cardholder transactions conducted through payment networks.
+Added: Interchange fees from cardholder transactions represent a percentage of the underlying transaction value and are recognized daily, concurrently with the transaction processing services provided to the cardholder.
Interchange is presented net of cardholder rewards associated with card transactions.
+Added: Costs of Obtaining Contracts with Customers
+Added: We capitalize incremental costs of obtaining a contract with a customer, which are certain commissions paid to third-parties in connection with the acquisition of member accounts.
+Added: Capitalized costs are amortized over the life of the account.
+Added: We elected the practical expedient to expense the incremental costs of obtaining a contract when the amortization period is one year or less.
+Added: The expense is reported in noninterest expense—sales and marketing on the consolidated statements of operations and comprehensive income (loss).
We earn fees in connection with facilitating investment-related transactions through our platform, which we refer to as brokerage revenue.
3 unchanged sentences
The table below presents revenue from contracts with customers disaggregated by type of service, which best depicts how the revenue and cash flows are affected by economic factors, and by the reportable segment to which each revenue stream relates, as well as a reconciliation of total revenue from contracts with customers to total noninterest income .
−Removed: Revenue from contracts with customers is presented within noninterest income—technology products and solutions and noninterest income—other in the consolidated statements of operations and comprehensive loss.
−Removed: There were no revenues from contracts with customers attributable to our Lending segment for any of the years presented.
Year Ended December 31,
2024 2023 2022
+Added: Revenue from contracts with customers
Financial Services
+Added: Referrals, loan platform business (1)
$ 52,129 $ 33,602 $ 31,540
+Added: Referrals, other (2)
+Added: Interchange (2)
66,829 35,247 17,391
+Added: Brokerage (2)
21,494 21,127 15,446
13 unchanged sentences
Servicing 22,244 37,328 43,547
−Removed: Other 30,455 3,424 4,427
+Added: Loan platform business, other (1)
Total other sources of revenue 455,255 439,595 612,343
1 unchanged sentence
_____________________
−Removed: (1) Financial Services includes revenues from enterprise services and equity capital markets services.
−Removed: Technology Platform includes revenues from software licenses and associated services, and payment network fees for serving as a transaction card program manager for enterprise customers that are the program marketers for separate card programs.
−Removed: (2) Related to these technology products and solutions arrangements, we had deferred revenue of $ 5,718 and $ 10,028 as of December 31, 2023 and 2022, respectively, which are presented within accounts payable, accruals and other liabilities in the consolidated balance sheets.
−Removed: During the years ended December 31, 2023, 2022 and 2021, we recognized revenue of $ 8,327 , $ 7,773 and $ 685 , respectively, associated with deferred revenue within noninterest income—technology products and solutions in the consolidated statements of operations and comprehensive loss.
−Removed: Contract Balances
−Removed: As of December 31, 2023 and 2022, accounts receivable, net associated with revenue from contracts with customers was $ 60,466 and $ 61,226 , respectively, which were reported within other assets in the consolidated balance sheets.
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: As of December 31, 2023, our loan portfolio consisted of (i) loans held for sale, including personal loans and home loans, which are measured at fair value under the fair value option, (ii) loans held for investment, including student loans, which are measured at fair value under the fair value option, and (iii) loans held for investment, including senior secured loans, credit cards, and commercial and consumer banking loans, which are measured at amortized cost.
+Added: (1) Presented within noninterest income—loan platform fees in the consolidated statements of operations and comprehensive income (loss).
+Added: (2) Presented within noninterest income—other in the consolidated statements of operations and comprehensive income (loss).
+Added: (3) Financial Services includes revenues from enterprise services and equity capital markets services.
+Added: Technology Platform includes revenues from software licenses and associated services, and payment network fees for serving as a transaction card program manager for enterprise customers that are the program marketers for separate card programs.
+Added: (4) Revenue from contracts with customers is presented within noninterest income—technology products and solutions and noninterest income—other in the consolidated statements of operations and comprehensive income (loss).
+Added: Related to these technology platform services, we had deferred revenue of $ 7,474 and $ 5,718 as of December 31, 2024 and 2023, respectively, which are presented within accounts payable, accruals and other liabilities in the consolidated balance sheets.
+Added: During the years ended December 31, 2024, 2023 and 2022, we recognized revenue of $ 7,112 , $ 8,327 and $ 7,773 , respectively, associated with deferred revenue within noninterest income—technology products and solutions in the consolidated statements of operations and comprehensive income (loss).
+Added: (5) Includes gain on extinguishment of convertible debt of $ 62,517 and $ 14,574 during the years ended December 31, 2024 and 2023, respectively.
+Added: Contract Balances
+Added: As of December 31, 2024 and 2023, accounts receivable, net associated with revenue from contracts with customers was $ 61,569 and $ 60,466 , respectively, reported within other assets in the consolidated balance sheets.
+Added: As of December 31, 2024, our loan portfolio consisted of (i) loans held for sale, including personal loans and home loans, which are measured at fair value under the fair value option, (ii) loans held for investment, including student loans, which are measured at fair value under the fair value option, and (iii) loans held for investment, including secured loans, credit cards, and commercial and consumer banking loans, which are measured at amortized cost.
Below is a disaggregated presentation of our loans, inclusive of fair market value adjustments and accrued interest income and net of the allowance for credit losses, as applicable:
2 unchanged sentences
$ 17,532,396 $ 15,330,573
−Removed: Student loans (2)
Home loans 152,496 66,198
2 unchanged sentences
Student loans (2)
+Added: 8,597,368 6,725,484
Total loans held for investment, at fair value
−Removed: Senior secured loans
8,597,368 6,725,484
+Added: Secured loans
+Added: 806,441 446,463
+Added: 289,159 272,628
Commercial and consumer banking:
10 unchanged sentences
(1) Includes $ 171,421 and $ 502,757 of personal loans in consolidated VIEs as of December 31, 2024 and 2023, respectively.
−Removed: (2) Includes $ 268,697 of student loans in consolidated VIEs as of December 31, 2022.
+Added: (2) Includes $ 2,034,559 and $ 2,459,103 of student loans covered by financial guarantee, and $ 80,812 and $ 221,461 of student loans in consolidated VIEs as of December 31, 2024 and December 31, 2023, respectively.
(3) See Note 1.
1 unchanged sentence
Allowance for Credit Losses for additional information on our loans at amortized cost as it pertains to the allowance for credit losses.
−Removed: (4) As of December 31, 2023, includes $ 2,459,103 of student loans covered by financial guarantees, and $ 221,461 of student loans in consolidated VIEs.
SoFi Technologies, Inc.
34 unchanged sentences
Fair value of loans 90 days or more delinquent (2)
+Added: $ 20,487 $ 2,986 $ 318 $ 23,791
December 31, 2023
9 unchanged sentences
(1) Our fair value assumption for annual default rate incorporates fair value markdowns on loans beginning when they are 10 days or more delinquent, with additional markdowns at 30, 60 and 90 days past due.
+Added: We record the initial fair value measurement and subsequent measurement changes in fair value in the period in which the changes occur within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss).
+Added: As such, the $ 82 million fair value adjustment as of December 31, 2024 has been recorded in noninterest income—loan origination, sales, and securitizations in the respective periods in which 10, 30, 60, and 90 days of delinquency occurred.
+Added: Organization, Summary of Significant Accounting Policies and New Accounting Standards for further discussion of the policies for determining the fair value of our loan portfolios.
+Added: (2) The fair value incorporates the expected price to be paid by buyers of these delinquent loans after charge-off occurs, implying that potential recoveries are expected to be in excess of these levels based on consistent demonstrated recoverability after a loan becomes delinquent and gets charged off.
Transfers of Financial Assets
3 unchanged sentences
Further, in the case of securitization-related transfers that qualify as sales, we have additional continuing involvement as an investor, albeit at insignificant levels relative to the expected gains and losses of the securitization.
−Removed: In instances where a transfer is accounted for as a secured borrowing, we perform servicing (but we do not recognize a servicing asset) and typically maintain a significant investment relative to the expected gains and losses of the securitization.
−Removed: In whole loan sales, we do not have a residual financial interest in the loans, nor do we have any other power over the loans that would constrain us from recognizing a sale.
−Removed: Additionally, we generally have no repurchase requirements related to transfers of personal loans, student loans and non-GSE home loans other than standard origination representations and warranties, for which we record a liability based on expected repurchase obligations.
−Removed: For GSE home loans, we have customary
+Added: In instances where a transfer is accounted for as a secured borrowing, we perform servicing (but we do not
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: GSE repurchase requirements, which do not constrain sale treatment but result in a liability for the expected repurchase requirement.
−Removed: The following table summarizes our personal loan and student loan securitization transfers qualifying for sale accounting treatment.
+Added: recognize a servicing asset) and typically maintain a significant investment relative to the expected gains and losses of the securitization.
+Added: In whole loan sales, we do not have a residual financial interest in the loans, nor do we have any other power over the loans that would constrain us from recognizing a sale.
+Added: Additionally, we generally have no repurchase requirements related to transfers of personal loans, student loans and non-GSE home loans other than standard origination representations and warranties, for which we record a liability based on expected repurchase obligations.
+Added: For GSE home loans, we have customary GSE repurchase requirements, which do not constrain sale treatment but result in a liability for the expected repurchase requirement.
+Added: The following table summarizes our personal loan securitization transfers qualifying for sale accounting treatment.
There were no loan securitization transfers qualifying for sale accounting treatment during the year ended December 31, 2022.
6 unchanged sentences
Repurchase liabilities recognized
+Added: ( 622 ) ( 113 )
Total consideration 1,275,269 394,774
2 unchanged sentences
$ 47,229 $ 19,004
−Removed: Student loans
+Added: Deconsolidation of debt reflects the impacts of previously consolidated VIEs that became deconsolidated during the period because we no longer hold a significant financial interest in the underlying securitization entity, which can fluctuate from period to period.
+Added: Gains and losses on deconsolidations are presented within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss).
+Added: During the year ended December 31, 2024, we had deconsolidation of debt on student loans of $ 98.0 million.
+Added: During the year ended December 31, 2023, we had deconsolidation of debt on student loans of $ 100.3 million.
+Added: During the year ended December 31, 2022, we had deconsolidation of debt on personal loans of $ 70.6 million and on student loans of $ 126.0 million.
+Added: For all periods, the impact on earnings from these deconsolidations was immaterial.
+Added: The following table summarizes our current whole loan sales:
+Added: Year Ended December 31,
+Added: 2024 2023 2022
+Added: Personal loans
Fair value of consideration received:
Cash $ 2,967,487 $ 567,904 $ 3,016,740
−Removed: Securitization investments — 62,783
Servicing assets recognized 178,919 30,168 21,925
+Added: Repurchase liabilities recognized ( 9,907 ) ( 2,069 ) ( 7,351 )
Total consideration
+Added: 3,141,787 596,003
Aggregate unpaid principal balance and accrued interest of loans sold 2,973,077 567,003 2,924,567
−Removed: Gain from loan sales
−Removed: Deconsolidation of debt reflects the impacts of previously consolidated VIEs that became deconsolidated during the period because we no longer hold a significant financial interest in the underlying securitization entity, which can fluctuate from period to period.
−Removed: Gains and losses on deconsolidations are presented within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive loss.
−Removed: During the year ended December 31, 2023, we had deconsolidation of debt on student loans of $ 100.3 million.
−Removed: During the year ended December 31, 2022, we had deconsolidation of debt on personal loans of $ 70.6 million and on student loans of $ 126.0 million.
−Removed: For all periods, the impact on earnings from these deconsolidations was immaterial.
+Added: Realized gain $ 168,710 $ 29,000 $ 106,747
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: The following table summarizes our whole loan sales:
Year Ended December 31,
2024 2023 2022
−Removed: Personal loans
+Added: Student loans
Fair value of consideration received:
2 unchanged sentences
Repurchase liabilities recognized ( 46 ) ( 16 ) ( 134 )
−Removed: Total consideration received 596,003 3,031,314 3,387,298
+Added: Total consideration 318,534 101,400 893,000
Aggregate unpaid principal balance and accrued interest of loans sold 303,578 99,916 881,922
Realized gain $ 14,956 $ 1,484 $ 11,078
−Removed: $ 29,000 $ 106,747 $ 133,653
−Removed: Student loans
Fair value of consideration received:
4 unchanged sentences
Aggregate unpaid principal balance and accrued interest of loans sold 1,738,036 1,029,623 1,095,882
−Removed: Realized gain
+Added: Realized gain (loss)
$ 24,392 $ 1,396 $ ( 25,518 )
+Added: The following table summarizes our delinquent whole loan sales during the year ended December 31, 2024.
+Added: There were no delinquent whole loan sales during the years ended December 31, 2023 and 2022.
+Added: Year Ended December 31,
+Added: Personal loans
Fair value of consideration received:
4 unchanged sentences
Aggregate unpaid principal balance and accrued interest of loans sold (1)
−Removed: Realized gain (loss)
+Added: Realized loss $ ( 275,387 )
__________________
−Removed: For certain transferred loans that qualified for sale accounting and are, therefore, off-balance sheet, we have continuing involvement through our servicing agreements.
+Added: (1) For the year ended December 31, 2024, includes $ 302.9 million of aggregate unpaid principal balance sold, related to late-stage delinquent loans for which we retained servicing and portions of recoveries.
+Added: For the year ended December 31, 2024, $ 197.4 million of unpaid principal balance was recorded in prior periods as a reduction in fair value in noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss).
+Added: These loans were sold prior to charge-off during the year ended December 31, 2024 and otherwise would have been charged off as of December 31, 2024 consistent with our policy.
+Added: In our other charged off whole loan sales, we typically do not retain servicing or recoveries.
+Added: The following table summarizes loans originated and subsequently sold as part of our Loan Platform Business, which are loans that we originate on behalf of a third-party for which we receive a fee.
+Added: There were no sales related to our Loan Platform Business during the years ended December 31, 2023 and 2022.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: Year Ended December 31,
+Added: Personal loans
+Added: Fair value of consideration received:
+Added: Cash $ 2,149,271
+Added: Servicing assets recognized 15,149
+Added: Repurchase liabilities recognized ( 856 )
+Added: Total consideration 2,163,564
+Added: Aggregate carrying amount and accrued interest of loans sold (1)
+Added: Loan fees, net (2)
+Added: Servicing assets recognized
+Added: Loan platform fees recognized (3)
+Added: __________________
+Added: (1) Includes unpaid principal balance of $ 2.1 billion for the year ended December 31, 2024.
+Added: (2) Represents loan platform fees earned less the repurchase liabilities recognized at the time of sale.
+Added: (3) Recorded in noninterest income—loan platform fees in the consolidated statements of operations and comprehensive income (loss).
+Added: In addition to the previously disclosed personal, student and home loan sale activity, the Company also sold secured loans at par during the year ended December 31, 2024, which had an unpaid principal balance and accrued interest of $ 555.9 million.
+Added: For certain transferred loans that qualified for sale accounting and are, therefore, derecognized, we have continuing involvement through our servicing agreements.
For such loans, our exposure to loss is generally limited to the extent we would be required to repurchase such a loan due to a breach of representations and warranties associated with the loan transfer or servicing contract.
12 unchanged sentences
_____________________
+Added: (1) Total transferred loans serviced includes loans in delinquency, as well as loans in repayment, loans in-school/grace period/deferment (related to student loans), and loans in forbearance.
+Added: The vast majority of total transferred loans serviced represent loans in repayment as of the dates indicated.
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: (1) Total transferred loans serviced includes loans in delinquency, as well as loans in repayment, loans in-school/grace period/deferment (related to student loans), and loans in forbearance.
−Removed: The vast majority of total transferred loans serviced represent loans in repayment as of the dates indicated.
The following table presents additional information about the servicing cash flows received and net charge-offs related to loans originated by us and subsequently transferred, but with which we have a continuing involvement:
24 unchanged sentences
December 31, 2024
−Removed: Senior secured loans
−Removed: $ 445,733 $ — $ — $ — $ — $ 445,733
+Added: Secured loans
Credit card 312,676 3,429 3,311 9,056 15,796 328,472
5 unchanged sentences
Total commercial and consumer banking 152,373 — 188 77 265 152,638
−Removed: Total loans $ 861,868 $ 5,452 $ 4,829 $ 12,241 $ 22,522 $ 884,390
December 31, 2023
+Added: Secured loans
+Added: $ 445,733 $ — $ — $ — $ — $ 445,733
Credit card 297,612 5,451 4,829 11,802 22,082 319,694
8 unchanged sentences
_____________________
−Removed: (1) All of the credit cards ≥ 90 days past due continued to accrue interest.
−Removed: As of the dates indicated, there were no credit cards on nonaccrual status.
−Removed: As of the dates indicated, commercial and consumer banking loans on nonaccrual status were immaterial.
+Added: (1) Generally, all of the credit cards ≥ 90 days past due continued to accrue interest.
+Added: As of the dates indicated, credit card, commercial and consumer banking loans on nonaccrual status were immaterial.
+Added: (2) For credit card, the balance is presented before allowance for credit losses of $ 44,350 and $ 52,385 as of December 31, 2024 and December 31, 2023, respectively, and accrued interest of $ 4,125 and $ 5,288 , respectively.
+Added: For secured loans, the balance is presented before accrued interest of $ 1,641 and
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: (2) For credit card, the balance is presented before allowance for credit losses of $ 52,385 and $ 39,110 as of December 31, 2023 and December 31, 2022, respectively, and accrued interest of $ 5,288 and $ 4,315 , respectively.
−Removed: For senior secured loans, the balance is presented before accrued interest of $ 730 as of December 31, 2023.
+Added: $ 730 as of December 31, 2024 and December 31, 2023, respectively.
For commercial and consumer banking, the balance is presented before allowance for credit losses of $ 2,334 and $ 2,310 , as of December 31, 2024 and December 31, 2023, respectively, and accrued interest of $ 554 and $ 415 , respectively.
52 unchanged sentences
$ 36,827 $ 24,284 $ 37,639 $ 7,125 $ 4,492 $ 35,033 $ 145,400 $ 7,238
+Added: Secured Loans
+Added: The amortized cost basis (excluding accrued interest) of our secured loans were $ 804.8 million and $ 445.7 million as of December 31, 2024 and December 31, 2023, respectively.
+Added: Secured loans are term loan arrangements secured by underlying loans owned by the debtor, which were previously originated, sold and in most cases continue to be serviced by the Company.
+Added: The borrowers of our secured loans are generally financial institutions, and the underlying collateral are personal loans originated by the Company.
+Added: The duration of these secured loans align with the underlying collateral, the majority of which have a term of seven years or less.
+Added: Our secured loans were originated in 2023 and 2024, are all current and there have been no charge-offs since origination.
Allowance for Credit Losses
−Removed: Our allowance for credit losses represents our current estimate of expected credit losses over the remaining contractual life of certain financial assets, including credit cards as well as commercial and consumer banking loans acquired in the Bank Merger, which relate to our Financial Services segment, and accounts receivables primarily related to our Technology Platform segment.
+Added: Our allowance for credit losses represents our current estimate of expected credit losses over the remaining contractual life of certain financial assets, including credit cards as well as commercial and consumer banking loans, which relate to our Financial Services segment, and accounts receivables primarily related to our Technology Platform segment.
Given our methods of collecting funds on servicing receivables, our historical experience of infrequent write-offs, and that we have not observed meaningful changes in our counterparties’ abilities to pay, we determined that the future exposure to credit losses on servicing related receivables was immaterial.
4 unchanged sentences
We evaluate whether to include qualitative reserves to cover losses that are expected but may not be adequately represented in the quantitative methods or the economic assumptions.
−Removed: The qualitative reserves address possible limitations within the models, such as external conditions including regulatory requirements, emerging portfolio trends, the nature and size of the portfolio, portfolio concentrations, the volume and severity of past due accounts, or management risk actions.
−Removed: When a credit card balance is charged off, we record a reduction to the allowance and the credit card balance.
+Added: The qualitative reserves address possible limitations
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: within the models, such as macroeconomic conditions, regulatory requirements, emerging portfolio trends, the nature and size of the portfolio, portfolio concentrations, the volume and severity of past due accounts, changes in underwriting or lending staff or other management risk actions.
+Added: When a credit card balance is charged off, we record a reduction to the allowance and the credit card balance.
The following table presents changes in our allowance for credit losses:
3 unchanged sentences
Balance at January 1, 2022
−Removed: $ 7,037 $ — $ 2,292
Provision for credit losses (2)
10 unchanged sentences
Balance at December 31, 2023 $ 52,385 $ 2,310 $ 1,837
+Added: Provision for credit losses (2)
31,599 113 3,685
+Added: Write-offs charged against the allowance
( 39,634 ) ( 89 ) ( 3,078 )
−Removed: (1) Credit cards and commercial and consumer banking loans measured at amortized cost, net of allowance for credit losses, are presented within loans held for investment in the consolidated balance sheets.
+Added: Balance at December 31, 2024 $ 44,350 $ 2,334 $ 2,444
+Added: _____________________
+Added: (1) Credit cards and commercial and consumer banking loans measured at amortized cost, net of allowance for credit losses, are presented within loans held for investment at amortized cost in the consolidated balance sheets.
Accounts receivable balances, net of allowance for credit losses, are presented within other assets in the consolidated balance sheets.
−Removed: (2) The provision for credit losses on credit cards and commercial and consumer banking loans is presented within noninterest expense—provision for credit losses in the consolidated statements of operations and comprehensive loss .
−Removed: During the year ended December 31, 2023, recoveries of amounts previously reserved related to credit cards were $ 2,895 , and immaterial during the year ended December 31, 2022.
+Added: (2) The provision for credit losses on credit cards and commercial and consumer banking loans is presented within provision for credit losses in the consolidated statements of operations and comprehensive income (loss) .
+Added: During the years ended December 31, 2024, 2023 and 2022, recoveries of amounts previously reserved related to credit cards were $ 4,166 , $ 2,895 and immaterial , respectively.
There were immaterial recoveries of amounts previously reserved related to commercial and consumer banking loans during the years ended December 31, 2024, 2023 and 2022.
−Removed: The provision for credit losses on accounts receivable is presented within noninterest expense—general and administrative in the consolidated statements of operations and comprehensive loss.
+Added: The provision for credit losses on accounts receivable is presented within noninterest expense—general and administrative in the consolidated statements of operations and comprehensive income (loss).
During the years ended December 31, 2024, 2023 and 2022, recoveries of amounts previously reserved related to accounts receivable were $ 1,227 , $ 1,252 and $ 2,912 , respectively.
1 unchanged sentence
Therefore, recognition of the initial allowance for credit losses did not impact earnings.
−Removed: Accrued interest receivables written off by reversing interest income were $ 9.2 million and $ 4.7 million during the years ended December 31, 2023 and 2022, respectively.
+Added: Accrued interest receivables written off by reversing interest income were $ 9.0 million, $ 9.2 million and $ 4.7 million during the years ended December 31, 2024, 2023 and 2022, respectively.
SoFi Technologies, Inc.
9 unchanged sentences
Treasury securities $ 277,555 $ 2,622 $ 77 $ ( 6,602 ) $ 273,652
−Removed: Multinational securities (2)
−Removed: 8,548 103 — ( 17 ) 8,634
−Removed: Corporate bonds 32,609 207 — ( 1,092 ) 31,724
Agency mortgage-backed securities 1,525,913 3,048 3,522 ( 6,089 ) 1,526,394
−Removed: Other asset-backed securities 7,272 4 — ( 154 ) 7,122
+Added: Corporate bonds 3,272 39 — ( 94 ) 3,217
946 8 — ( 174 ) 780
2 unchanged sentences
Treasury securities $ 518,673 $ 206 $ 978 $ ( 780 ) $ 519,077
+Added: Agency mortgage-backed securities 28,714 111 33 ( 1,016 ) 27,842
+Added: Corporate bonds 32,609 207 — ( 1,092 ) 31,724
Multinational securities (3)
8,548 103 — ( 17 ) 8,634
−Removed: Corporate bonds 41,890 257 — ( 2,644 ) 39,503
−Removed: Agency mortgage-backed securities 8,899 22 — ( 991 ) 7,930
Other asset-backed securities 7,272 4 — ( 154 ) 7,122
2 unchanged sentences
_____________________
−Removed: (1) As of December 31, 2023 and December 31, 2022, we concluded that there was no credit loss attributable to securities in unrealized loss positions, as (i) 92 % and 67 % of the amortized cost basis of our investments as of December 31, 2023 and December 31, 2022, respectively, was composed of U.S.
+Added: (1) As of December 31, 2024 and December 31, 2023, we concluded that there was no credit loss attributable to securities in unrealized loss positions, as (i) approximately 100 % and 92 % of the amortized cost basis of our investments as of December 31, 2024 and December 31, 2023, respectively, was composed of U.S.
Treasury securities, agency mortgage-backed securities and sovereign foreign bonds, which are of high credit quality and have no risk of credit-related impairment due to the nature of the counterparties and history of no credit losses, and (ii) we have not identified factors indicating credit-related impairment for the remaining investments and expect that the contractual principal and interest payments will be received.
Additionally, we do not intend to sell the securities in loss positions nor is it more likely than not that we will be required to sell the securities prior to recovery of the amortized cost basis.
−Removed: (2) Includes supranational and sovereign foreign bonds.
−Removed: (3) Includes state and city municipal bond securities.
+Added: (2) Includes state municipal bond securities.
+Added: (3) Includes supranational bonds.
SoFi Technologies, Inc.
7 unchanged sentences
Treasury securities $ 217,683 $ ( 6,497 ) $ 5,256 $ ( 105 ) $ 222,939 $ ( 6,602 )
−Removed: Multinational securities — — 8,634 ( 17 ) 8,634 ( 17 )
−Removed: Corporate bonds — — 31,724 ( 1,092 ) 31,724 ( 1,092 )
Agency mortgage-backed securities 614,081 ( 5,499 ) 7,319 ( 590 ) 621,400 ( 6,089 )
−Removed: Other asset-backed securities — — 7,122 ( 154 ) 7,122 ( 154 )
+Added: Corporate bonds — — 3,216 ( 94 ) 3,216 ( 94 )
Other — — 780 ( 174 ) 780 ( 174 )
2 unchanged sentences
Treasury securities $ 480,012 $ ( 58 ) $ 39,065 $ ( 722 ) $ 519,077 $ ( 780 )
−Removed: Multinational securities — — 19,043 ( 724 ) 19,043 ( 724 )
−Removed: Corporate bonds 4,480 ( 313 ) 35,023 ( 2,331 ) 39,503 ( 2,644 )
Agency mortgage-backed securities 20,930 ( 157 ) 6,912 ( 859 ) 27,842 ( 1,016 )
+Added: Corporate bonds — — 31,724 ( 1,092 ) 31,724 ( 1,092 )
+Added: Multinational securities — — 8,634 ( 17 ) 8,634 ( 17 )
Other asset-backed securities — — 7,122 ( 154 ) 7,122 ( 154 )
6 unchanged sentences
Treasury securities $ 54,815 $ 148,670 $ 74,070 $ — $ 277,555
−Removed: Multinational securities 8,548 — — — 8,548
−Removed: Corporate bonds 18,122 11,181 3,306 — 32,609
Agency mortgage-backed securities — 4,998 15,871 1,505,044 1,525,913
−Removed: Other asset-backed securities 87 5,283 1,902 — 7,272
+Added: Corporate bonds — — 3,272 — 3,272
Other — — 946 — 946
2 unchanged sentences
4.96 % 3.81 % 3.86 % 5.75 % 5.58 %
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: Due Within One Year Due After One Year Through Five Years Due After Five Years Through Ten Years Due After Ten Years Total
Investments in AFS debt securities—Fair value (2) :
Treasury securities $ 54,787 $ 145,329 $ 70,914 $ — $ 271,030
−Removed: Multinational securities 8,531 — — — 8,531
−Removed: Corporate bonds 17,785 10,733 2,999 — 31,517
Agency mortgage-backed securities — 5,045 15,592 1,502,709 1,523,346
−Removed: Other asset-backed securities 87 5,133 1,898 — 7,118
+Added: Corporate bonds — — 3,178 — 3,178
Other — — 772 — 772
3 unchanged sentences
(2) Presentation of fair values of our investments in AFS debt securities by contractual maturity excludes total accrued interest of $ 5,717 and $ 639 as of December 31, 2024 and December 31, 2023, respectively.
−Removed: Gross realized gains and losses on our investments in AFS debt securities were $ 3,356 and $ 509 , respectively, during the year ended December 31, 2023, and were immaterial during the years ended December 31, 2022 and 2021.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: Gross realized gains and losses on our investments in AFS debt securities were $ 4,247 and $ 679 , respectively, during the year ended December 31, 2024, and were $ 3,356 and $ 509 , respectively, during the year ended December 31, 2023.
+Added: Gross realized gains and losses on our investments in AFS debt securities were immaterial during the year ended December 31, 2022.
During the years ended December 31, 2024, 2023, and 2022 there were no transfers between classifications of our investments in AFS debt securities.
Equity for unrealized gains and losses on our investments in AFS debt securities and amounts reclassified out of AOCI.
−Removed: Securitization Investments
−Removed: The following table presents the aggregate outstanding value of asset-backed bonds and residual interests owned by the Company in nonconsolidated VIEs, which are presented within investment securities in the consolidated balance sheets:
−Removed: Personal loans $ 27,247 $ 20,172
−Removed: Student loans 79,501 181,159
−Removed: Securitization investments $ 106,748 $ 201,331
Securitization and Variable Interest Entities
11 unchanged sentences
The residual interest is the first VIE interest to absorb losses should the loans securing the debt obligations not provide adequate cash flows to satisfy more senior claims and is the interest that we expect to absorb the expected gains and losses of the VIE.
−Removed: Our exposure to credit risk in sponsoring SPEs is limited to our investment in the VIE.
+Added: Our maximum exposure to credit risk in sponsoring SPEs is limited to our investment in the VIE.
VIE creditors have no recourse against our general credit.
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: As of December 31, 2023 and December 31, 2022, we had six consolidated VIEs, respectively, on our consolidated balance sheets.
−Removed: During the year ended December 31, 2023, we established one consolidated VIE and consolidated one previously nonconsolidated VIE, and exercised securitization clean up calls related to two consolidated VIEs.
+Added: There are no liquidity arrangements, guarantees or other commitments that may affect the fair value or risk of our variable interests in consolidated VIEs.
+Added: As of December 31, 2024 and December 31, 2023, we had four and six consolidated VIEs, respectively, on our consolidated balance sheets.
+Added: During the year ended December 31, 2024, we exercised a securitization clean up call related to two consolidated VIEs.
The assets of consolidated VIEs that were included in our consolidated balance sheets may only be used to settle obligations of consolidated VIEs and were in excess of those obligations as of December 31, 2024, and December 31, 2023.
2 unchanged sentences
We have created and designed personal loan and student loan trusts to transfer associated credit and interest rate risk associated with the loans through the issuance of collateralized notes and residual certificates.
−Removed: We have a variable interest in the nonconsolidated loan trusts, as we own collateralized notes and residual certificates in the loan trusts that absorb variability.
−Removed: We also have continuing, non-controlling involvement with the trusts as the servicer.
−Removed: As servicer, we may have the power to perform the activities which most impact the economic performance of the VIE, but since either we hold an insignificant financial interest in the trusts or rights held by other variable interest holders convey power, we are not the primary beneficiary.
−Removed: This financial interest represents the equity ownership interest in the loan trusts, wherein there is an obligation to absorb losses and the right to receive benefits from residual certificate ownership.
−Removed: The maximum exposure to loss as a result of our involvement with the nonconsolidated VIEs is limited to our investment.
+Added: We have a variable interest in the nonconsolidated loan trusts through our ownership of collateralized notes in the form of asset-backed bonds and residual certificates in the loan trusts that absorb variability.
+Added: We have also transferred secured loans and personal loans, including the associated risks, to other SPEs that are considered VIEs.
+Added: In both the loan trusts and other VIEs, we have continuing, non-controlling involvement with the entity as the servicer.
+Added: When our servicing rights meet the definition of a variable interest, in that role, we may have the power to perform the activities which most impact the economic performance of the VIE, but since either we hold an insignificant financial interest in the trusts or rights held by other variable interest holders convey power, we are not the primary beneficiary.
+Added: In loan trusts, our collateralized notes and residual certificates represent the equity ownership interest in the loan trusts, wherein there is an obligation to absorb losses and the right to receive benefits from residual certificate ownership.
+Added: The maximum exposure to loss as a result of our involvement with the nonconsolidated loan trust VIEs is limited to our investment.
+Added: In other VIEs, our interest is represented by secured loans, servicing rights, or both, with our maximum exposure to loss is limited to the total amount of our secured loans and servicing rights.
We did not provide financial support to any nonconsolidated VIEs beyond our initial equity investment.
1 unchanged sentence
As of December 31, 2024, and December 31, 2023, we had investments in 23 and 22 nonconsolidated VIEs, respectively.
−Removed: During the year ended December 31, 2023, we established one nonconsolidated trust, exercised a securitization clean up call on one nonconsolidated VIE and collapsed the associated trust, as well as consolidated one previously nonconsolidated VIE.
+Added: During the year ended December 31, 2024, we established three nonconsolidated trusts and sold two risk retention interests of nonconsolidated trusts.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: The following table presents the carrying value of Company assets associated with these nonconsolidated VIEs as of the dates presented.
+Added: Securitization investments
+Added: $ 91,646 $ 106,748
+Added: Secured loans
+Added: 806,441 446,463
+Added: Servicing rights
+Added: 100,839 28,197
+Added: Securitization Investments
+Added: The following table presents additional detail of the aggregate outstanding value of asset-backed bonds and residual interests owned by the Company in nonconsolidated VIEs, which are presented within investment securities in the consolidated balance sheets.
+Added: These risk retention interests represent the carrying value of our holdings in nonconsolidated VIEs, and the maximum exposure to a loss as a result of our involvement as of the dates presented.
+Added: Personal loans $ 56,849 $ 27,247
+Added: Student loans 34,797 79,501
+Added: Securitization investments $ 91,646 $ 106,748
+Added: Fair Value Measurements for the key inputs used in the fair value measurements of these asset-backed bonds and residual interests.
Goodwill and Intangible Assets
7 unchanged sentences
Additional goodwill recognized (1)
−Removed: 17,688 724,464
Goodwill impairment (2)
4 unchanged sentences
(1) For the year ended December 31, 2023, related to the acquisition of Wyndham, which is attributable to our Lending reportable segment.
−Removed: For the year ended December 31, 2022, includes $ 713,217 related to the Technisys Merger and $ 11,247 related to the Bank Merger.
−Removed: (2) During the year ended December 31, 2023, we recognized goodwill impairment losses related to our Technology Platform reportable segment, which were reported within noninterest expense—goodwill impairment in the consolidated statements of operations and comprehensive loss.
+Added: (2) During the year ended December 31, 2023, we recognized goodwill impairment losses related to our Technology Platform reportable segment, which were reported within noninterest expense—goodwill impairment in the consolidated statements of operations and comprehensive income (loss).
These goodwill impairment losses represent non-cash charges and did not affect our liquidity position or regulatory capital ratios.
−Removed: (3) As of December 31, 2023, goodwill attributable to the Lending, Technology Platform and Financial services reportable segments was $ 17,688 , $ 1,338,658 and $ 37,159 , respectively.
−Removed: As of December 31, 2022, goodwill attributable to the Technology Platform and Financial services reportable segments was $ 1,585,832 and $ 37,159 , respectively.
+Added: (3) As of December 31, 2024 and 2023, goodwill attributable to the Lending, Technology Platform and Financial services reportable segments was $ 17,688 , $ 1,338,658 and $ 37,159 , respectively.
SoFi Technologies, Inc.
13 unchanged sentences
3.9 167,350 ( 149,949 ) 17,401
+Added: Capitalized software development costs (1)
+Added: 4.0 29,584 ( 10,312 ) 19,272
Trade names, trademarks and domain names
2 unchanged sentences
n/a 17,100 ( 17,100 ) —
−Removed: Capitalized software development costs (3)
−Removed: 4.0 20,344 ( 4,461 ) 15,883
Core deposits
8 unchanged sentences
3.9 167,350 ( 141,248 ) 26,102
+Added: Capitalized software development costs (1)
+Added: 4.0 20,344 ( 4,461 ) 15,883
Trade names, trademarks and domain names
2 unchanged sentences
n/a 17,100 ( 17,100 ) —
−Removed: Capitalized software development costs (3)
−Removed: 4.0 10,532 ( 737 ) 9,795
Core deposits
4 unchanged sentences
_____________________
−Removed: (1) During the year ended December 31, 2023, the Company acquired $ 17,000 in developed technology related to the acquisition of Wyndham.
−Removed: (2) Although the core banking infrastructure intangible asset was fully amortized as of December 31, 2023, it remains in use by the Company.
(1) Includes capitalized costs related to software products to be sold, leased or marketed within our technology products and solutions arrangements.
1 unchanged sentence
During the year ended December 31, 2024, total amortization expense related to capitalized software was $ 9,647 , and capitalized share-based compensation related to capitalized software development costs was immaterial.
+Added: (2) Although the core banking infrastructure intangible asset was fully amortized as of December 31, 2024 and December 31, 2023, it remains in use by the Company.
For the years ended December 31, 2024, 2023 and 2022, amortization expense associated with intangible assets was $ 75,494 , $ 104,919 and $ 93,016 , respectively.
11 unchanged sentences
The table below presents our major classes of depreciable and amortizable assets by function:
−Removed: Balance Accumulated Depreciation/Amortization Carrying
+Added: Gross Balance
+Added: Accumulated Depreciation/Amortization
+Added: Carrying Value
December 31, 2024
19 unchanged sentences
During the years ended December 31, 2024, 2023 and 2022, we capitalized $ 39,907 , $ 31,126 and $ 22,577 , respectively, of share-based compensation related to internally-developed software, and recognized associated amortization expense of $ 24,673 , $ 16,074 and $ 6,223 , respectively.
−Removed: (2) Finance lease ROU assets include our rights to certain physical signage within SoFi Stadium.
+Added: (2) Finance lease ROU assets include our rights to certain physical signage.
See below for additional information on our leases.
4 unchanged sentences
Our operating leases have terms expiring from 2025 to 2040, exclusive of renewal option periods.
−Removed: Our office leases contain renewal option periods ranging from three to ten years from the expiration dates.
+Added: Our office leases contain renewal option periods ranging from one to ten years from the expiration dates.
These options were not recognized as part of our ROU assets and operating lease liabilities, as we did not conclude at the commencement date of the leases that we were reasonably certain to exercise these options.
However, in our normal course of business, we expect our office leases to be renewed, amended or replaced by other leases.
−Removed: Our finance leases expire in 2040.
−Removed: Our operating and finance leases include leases from our September 2019 agreements associated with being the named sponsor of SoFi Stadium, which includes the stadium itself, a performance venue and a future shopping district.
−Removed: Operating leases that commenced in September 2020 included our rights to use two multi-purpose stadium suites, for which we elected the practical expedient to not bifurcate the lease component from the non-lease components, and our rights to certain event space
+Added: Our finance leases have terms expiring from 2029 to 2040.
+Added: Our operating and finance leases include leases associated with various naming and sponsorship rights agreements that commenced in September 2020 and December 2024.
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: within the stadium and performance venue on a rent-free basis, for which we applied the short-term lease exemption practical expedient.
+Added: Operating leases that commenced in September 2020 included our rights to use two multi-purpose stadium suites, for which we elected the practical expedient to not bifurcate the lease component from the non-lease components, and our rights to certain event space within the stadium and performance venue on a rent-free basis, for which we applied the short-term lease exemption practical expedient.
Finance leases that commenced in September 2020 included our rights to certain physical signage within the stadium.
1 unchanged sentence
We bifurcated lease components from non-lease components of certain of the arrangements, the latter of which represent sponsorship and advertising opportunities rather than the rights to physical assets that we control.
−Removed: We recognize the non-lease components within noninterest expense—sales and marketing in the consolidated statements of operations and comprehensive loss.
+Added: Operating leases that commenced in December 2024 included our rights to one multi-purpose suite and use of certain event space within the facility, for which we elected the practical expedient to not bifurcate the lease component from the non-lease components.
+Added: Finance leases that commenced in December 2024 included our rights to certain physical signage within the facility.
+Added: We bifurcated lease components from non-lease components of certain of the arrangements, the latter of which represent sponsorship and advertising opportunities rather than the rights to physical assets that we control.
+Added: We recognize the non-lease components within noninterest expense—sales and marketing in the consolidated statements of operations and comprehensive income (loss).
The components of lease expense and supplemental cash flow and non-cash information related to our leases were as follows.
2 unchanged sentences
Operating lease cost
−Removed: $ 21,905 $ 20,805 $ 20,188
Finance lease cost – amortization of ROU assets
−Removed: 2,157 2,157 2,157
Finance lease cost – interest expense on lease liabilities
Short-term lease cost
−Removed: 1,718 2,031 1,335
Variable lease cost (1)
−Removed: 3,509 3,483 3,979
Sublease income
−Removed: ( 1,034 ) — ( 717 )
Total lease cost
−Removed: $ 28,707 $ 28,945 $ 27,427
Cash paid for amounts included in the measurement of lease liabilities
Operating cash outflows from operating leases
−Removed: $ 26,997 $ 21,682 $ 19,811
Operating cash outflows from finance leases
2 unchanged sentences
Non-cash operating lease ROU assets obtained in exchange for lease liabilities (2)
−Removed: $ 8,553 $ ( 3,885 ) $ 12,734
+Added: Non-cash finance lease ROU assets obtained in exchange for lease liabilities
_____________________
1 unchanged sentence
We elected the practical expedient to not bifurcate the lease component from the non-lease components.
+Added: (2) For the year ended December 31, 2024 we had no operating lease ROU assets obtained through acquisitions.
For the years ended December 31, 2023 and 2022 includes $ 6,995 and $ 764 , respectively, of operating lease ROU assets obtained through acquisitions.
Also includes impacts from lease modifications.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
Supplemental balance sheet information related to our leases was as follows:
15 unchanged sentences
(2) Finance lease liabilities are presented within accounts payable, accruals and other liabilities in the consolidated balance sheets.
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
As of December 31, 2024, future maturities of lease liabilities and a reconciliation of the total undiscounted cash flows to the lease liabilities in the consolidated balance sheets were as follows:
12 unchanged sentences
Occupancy-related expenses are presented within the following categories of expenses within noninterest expense :
−Removed: (i) technology and product development , (ii) sales and marketing , (iii) cost of operations , and (iv) general and administrative in the consolidated statements of operations and comprehensive loss.
+Added: (i) technology and product development , (ii) sales and marketing , (iii) cost of operations , and (iv) general and administrative in the consolidated statements of operations and comprehensive income (loss).
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
Other Assets and Other Liabilities
2 unchanged sentences
$ 587,496 $ 169,852
+Added: Derivative financial instruments (2)
+Added: 290,714 6,916
Prepaid expenses and capitalized contract costs (3)
276,931 112,748
−Removed: Credit default swap (3)
+Added: Deferred tax assets, net (4)
Restricted investments (5)
109,417 83,551
+Added: Credit default swap (6)
+Added: 91,206 103,204
Investments in equity securities (7)
1 unchanged sentence
Digital assets safeguarding asset (8)
−Removed: 9,292 106,826
−Removed: Derivative financial instruments (7)
Other 62,185 45,883
3 unchanged sentences
Allowance for Credit Losses for information on the allowance for credit losses on accounts receivable.
−Removed: (2) Includes capitalized incremental costs of obtaining certain contracts of $ 60,729 as of December 31, 2023 which are amortized over the life of the account through noninterest expense—sales and marketing on the consolidated statements of operations and comprehensive loss.
−Removed: (3) We entered into a credit default swap related to our student loans which meets the definition of a financial guarantee and is excluded from derivative accounting treatment.
−Removed: We apply the insurance contract claim method by deferring the full estimated amount of premiums paid and payable at inception.
+Added: (2) See Note 14.
+Added: Derivative Financial Instruments and Note 15.
+Added: Fair Value Measurements for additional information on derivative financial instruments.
+Added: (3) Includes capitalized incremental costs of obtaining certain contracts of $ 213,417 and $ 60,729 as of December 31, 2024 and December 31, 2023, respectively, During the year ended December 31, 2024, we recognized associated amortization expense of $ 23,872 .
+Added: Revenue for additional information.
+Added: (4) As of the December 31, 2024 the Company’s net deferred tax asset position primarily reflected the release of the majority of its valuation allowance during the year.
+Added: Income Taxes for additional information.
(5) Includes investments in FRB stock and FHLB stock, which are restricted investment securities that are not marketable.
These investments are carried at cost and assessed for impairment.
−Removed: (5) As of December 31, 2023, primarily included an investment that was entered into in 2021 and recorded as an equity method investment until January 2022 in conjunction with relinquishing our seat on the investee’s board of directors.
−Removed: Our equity method investment income for the year ended December 31, 2023 was immaterial and we did not receive any distributions.
+Added: (6) We entered into a credit default swap related to our student loans which meets the definition of a financial guarantee and is excluded from derivative accounting treatment.
+Added: We apply the insurance contract claim method by deferring the full estimated amount of premiums paid and payable at inception.
+Added: (7) As of December 31, 2024 and December 31, 2023, primarily included an investment that was entered into in 2021 and recorded as an equity method investment until January 2022 in conjunction with relinquishing our seat on the investee’s board of directors.
+Added: Our equity method investment income for the year ended December 31, 2024 and December 31, 2023 was immaterial and we did not receive any distributions.
(8) See Note 1.
1 unchanged sentence
Fair Value Measurements for additional information on the digital assets safeguarding asset.
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: (7) See Note 14.
−Removed: Derivative Financial Instruments and Note 15.
−Removed: Fair Value Measurements for additional information on derivative financial instruments.
The following table presents the components of accounts payable, accruals and other liabilities :
1 unchanged sentence
$ 265,316 $ 202,259
−Removed: Credit default swap (2)
Accounts payable 106,343 93,301
−Removed: Accrued interest 66,614 17,700
−Removed: Deferred tax liabilities, net (3)
+Added: Credit default swap (2)
91,206 103,204
+Added: Accrued interest 26,441 66,614
Finance lease liability (3)
13,520 13,172
−Removed: Digital assets safeguarding liability (5)
−Removed: 9,292 106,826
Deferred revenue (4)
+Added: Deferred tax liabilities, net (5)
+Added: 20,164 40,229
+Added: Digital assets safeguarding liability (6)
Derivative financial instruments (7)
2 unchanged sentences
_____________________
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
(1) Includes accrued compensation and compensation-related expenses, accrued taxes and other accrued expenses.
1 unchanged sentence
(3) See Note 9.
−Removed: Income Taxes for additional information on income taxes.
−Removed: (4) See Note 9.
Property, Equipment, Software and Leases for additional information on finance leases.
(4) See Note 3.
+Added: Revenue for additional information on deferred revenue.
+Added: (5) See Note 17.
+Added: Income Taxes for additional information on income taxes.
+Added: (6) See Note 1.
Organization, Summary of Significant Accounting Policies and New Accounting Standards and Note 15.
1 unchanged sentence
(7) See Note 14.
−Removed: Revenue for additional information on deferred revenue.
−Removed: (7) See Note 14.
Derivative Financial Instruments and Note 15.
1 unchanged sentence
We offer deposit accounts (referred to as “checking and savings” accounts within SoFi Money) to our members through SoFi Bank, which include interest-bearing deposits and noninterest-bearing deposits.
−Removed: The following table presents a detail of interest-bearing deposits:
+Added: The following table presents detail of our deposits:
Savings deposits $ 22,838,858 $ 12,902,033
4 unchanged sentences
Total interest-bearing deposits 25,861,400 18,568,993
+Added: Noninterest-bearing deposits 116,804 51,670
+Added: Total deposits
$ 25,978,204 $ 18,620,663
−Removed: (1) As of December 31, 2023 and December 31, 2022, includes brokered deposits of $ 3,160,414 and $ 1,026,400 , respectively, of which $ 2,971,462 and $ 940,000 , respectively, are time deposits and $ 188,952 and $ 86,400 , respectively, are demand deposits.
+Added: _____________________
+Added: (1) As of December 31, 2024, includes brokered deposits of $ 772,914 consisting of time deposits.
+Added: As of December 31, 2023, includes brokered deposits of $ 3,160,414 , of which $ 2,971,462 and $ 188,952 are time deposits and demand deposits, respectively.
(2) As of December 31, 2024 and December 31, 2023, the amount of time deposits that exceeded the insured limit (referred to as “uninsured deposits”) totaled $ 20,305 and $ 21,268 , respectively.
+Added: As of December 31, 2024, future maturities of our total time deposits were as follows:
+Added: 2025 $ 814,691
+Added: Total $ 817,165
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: As of December 31, 2023, future maturities of our total time deposits were as follows:
−Removed: 2024 $ 2,578,881
−Removed: Total $ 3,003,625
The following table summarizes the components of our debt:
9 unchanged sentences
5.09 % – 6.49 %
−Removed: 6.20 % January 2024 – January 2032
+Added: 5.73 % January 2025 – November 2027
Student loan warehouse facilities 1,269,479
4.99 % – 6.24 %
−Removed: 6.72 % April 2024 – December 2026
−Removed: Credit card warehouse facility —
−Removed: — % June 2025
+Added: 5.59 % May 2025 – January 2027
Risk retention warehouse facilities (6)
5.99 % – 5.99 %
−Removed: 7.03 % January 2024 – October 2027
+Added: 7.20 % October 2027 – October 2027
Revolving credit facility (7)
6.02 % April 2028
−Removed: Convertible senior notes (8)
+Added: Convertible senior notes, due 2026 (8)
0.43 % October 2026
+Added: Convertible senior notes, due 2029 (9)
Other financing (10)
5 unchanged sentences
3.09 % – 3.73 %
−Removed: 3.83 % May 2040 – August 2048
+Added: 3.64 % August 2048 – August 2048
Total, before unamortized debt issuance costs, premiums and discounts
6 unchanged sentences
The interest on our variable-rate debt is typically designed as a reference rate plus a spread.
−Removed: Reference rates as of December 31, 2023 included overnight SOFR, one-month SOFR, three-month SOFR, prime rate and commercial paper rates determined by the facility lenders.
+Added: Reference rates as of December 31, 2024 included overnight SOFR, one-month SOFR and commercial paper rates determined by the facility lenders.
As debt arrangements are renewed, the reference rate and/or spread are subject to change.
−Removed: Unused commitment fees ranging from 0 to 65 bps on our various warehouse facilities are recognized within noninterest expense—general and administrative in our consolidated statements of operations and comprehensive loss.
+Added: Unused commitment fees ranging from 0 to 40 bps on our various warehouse facilities are recognized within noninterest expense—general and administrative in our consolidated statements of operations and comprehensive income (loss).
(3) Weighted average effective interest rates are calculated based on the interest rates in effect as of December 31, 2024 and include the amortization of debt issuance costs.
2 unchanged sentences
Securitization debt matures as loan collateral payments are made.
−Removed: (5) There were no debt discounts or premiums issued during the year ended December 31, 2023.
+Added: (5) There were $ 17.3 million of debt discounts issued during the year ended December 31, 2024.
(6) For risk retention warehouse facilities, we only state capacity amounts for facilities wherein we can pledge additional asset-backed bonds and residual investments as of the balance sheet date.
3 unchanged sentences
Additionally, the interest rate presented is the interest rate on standard withdrawals on our revolving credit facility, while same-day withdrawals incur interest based on the prime rate.
+Added: (8) The original issue discount and debt issuance costs related to the convertible senior notes due 2026 are amortized into interest expense—corporate borrowings in the consolidated statements of operations and comprehensive income (loss) using the effective interest method over the contractual term of the notes.
+Added: For the years ended December 31, 2024, 2023 and 2022, total interest expense on the convertible notes was $ 2.7 million, $ 5.1 million and $ 5.1 million, respectively, and the effective interest rate was 0.43 %, 0.43 % and 0.42 %, respectively, related to amortization of debt discount and issuance
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: (8) The original issue discount and debt issuance costs related to the convertible senior notes are amortized into interest expense—corporate borrowings in the consolidated statements of operations and comprehensive loss using the effective interest method over the contractual term of the notes.
−Removed: For the years ended December 31, 2023, 2022 and 2021, total interest expense on the convertible notes was $ 5.1 million, $ 5.1 million and $ 1.2 million, respectively, and the effective interest rate was 0.43 %, 0.42 % and 0.43 %, respectively, related to amortization of debt discount and issuance costs.
−Removed: As of December 31, 2023 and December 31, 2022, unamortized debt discount and issuance costs were $ 13.3 million and $ 19.4 million, respectively, and the net carrying amount was $ 1.10 billion and $ 1.18 billion, respectively.
+Added: As of December 31, 2024 and December 31, 2023, unamortized debt discount and issuance costs were $ 3.3 million and $ 13.3 million, respectively, and the net carrying amount was $ 424.7 million and $ 1.1 billion, respectively.
+Added: (9) The original issue discount and debt issuance costs related to the convertible senior notes due 2029 are amortized into interest expense—corporate borrowings in the consolidated statements of operations and comprehensive income (loss) using the effective interest method over the contractual term of the notes.
+Added: For the year ended December 31, 2024, total interest expense on the convertible notes was $ 12.3 million, which was composed of $ 8.7 million of contractual interest expense and $ 3.6 million of amortization of discounts and issuance costs;
+Added: and the effective interest rate was 1.75 %.
+Added: As of December 31, 2024, unamortized debt discount and issuance costs were $ 18.3 million, and the net carrying amount was $ 844.2 million.
(10) Includes $ 51.2 million of loans and $ 142.6 million of investment securities pledged as collateral to secure $ 170.4 million of available borrowing capacity with the FHLB, of which $ 25.2 million was not available as it was utilized to secure letters of credit.
2 unchanged sentences
Also includes unsecured available borrowing capacity of $ 50.0 million with correspondent banks.
−Removed: The total accrued interest payable on borrowings of $ 11,189 and $ 13,538 as of December 31, 2023 and 2022, respectively, was presented within accounts payable, accruals and other liabilities in the consolidated balance sheets.
+Added: (11) As of December 31, 2024, $ 1.5 million of unamortized debt issuance costs related to revolving debt are reported in other assets in the consolidated balance sheets.
+Added: As of December 31, 2023, both revolving and non-revolving unamortized debt issuance costs were presented as a reduction to debt in the consolidated balance sheets.
+Added: The total accrued interest payable on borrowings of $ 7.5 million and $ 11.2 million as of December 31, 2024 and 2023, respectively, was presented within accounts payable, accruals and other liabilities in the consolidated balance sheets.
Convertible Senior Notes
−Removed: In October 2021, we issued $ 1.2 billion aggregate principal amount of convertible notes due 2026, pursuant to an indenture, dated October 4, 2021, between the Company and U.S.
−Removed: Bank National Association, as trustee.
+Added: Convertible Senior Notes, Due 2026
+Added: In October 2021, we issued $ 1.2 billion aggregate principal amount of convertible notes, pursuant to an indenture, dated October 4, 2021, between the Company and U.S.
+Added: Bank National Association, as trustee (“2026 convertible notes”).
The 2026 convertible notes are unsecured, unsubordinated obligations.
3 unchanged sentences
The debt issuance costs of $ 1.7 million included third-party legal and accounting fees.
−Removed: The original issue discount and debt issuance costs are amortized into interest expense—corporate borrowings in the consolidated statements of operations and comprehensive loss using the effective interest method over the contractual term of the convertible notes.
+Added: The original issue discount and debt issuance costs are amortized into interest expense—corporate borrowings in the consolidated statements of operations and comprehensive income (loss) using the effective interest method over the contractual term of the convertible notes.
In December 2023, the Company entered into separate, privately negotiated repurchase agreements with a limited number of holders of the 2026 convertible notes to repurchase $ 88.0 million aggregate principal amount of the 2026 convertible notes, which were settled through the issuance of 9,490,000 shares of common stock.
−Removed: Following these repurchases, $ 1.1 billion aggregate principal amount of the convertible notes remain outstanding.
+Added: In March 2024, the Company entered into separate, privately negotiated repurchase agreements with a limited number of holders of the 2026 convertible notes to repurchase $ 600.0 million aggregate principal amount of the 2026 convertible notes, which were settled through the issuance of 72,621,879 shares of common stock.
+Added: In August 2024, the Company entered into separate, privately negotiated repurchase agreements with a limited number of holders of the 2026 convertible notes to repurchase $ 84.0 million aggregate principal amount of the 2026 convertible notes, which were settled through the issuance of 10,591,795 shares of common stock.
+Added: Following these repurchases, $ 428.0 million aggregate principal amount of the 2026 convertible notes remain outstanding.
+Added: As of December 31, 2024, the 2026 convertible notes are potentially convertible into 19,096,202 shares of common stock.
These transactions were determined to be an extinguishment of debt.
−Removed: The difference between the consideration used to repurchase the convertible notes and the carrying value of the convertible notes, less retirement of discount and issuance costs, resulted in a gain on extinguishment of $ 14.6 million recorded within noninterest income—other in the consolidated statements of operations and comprehensive loss for the year ended December 31, 2023.
−Removed: We used a portion of the net proceeds from the October 2021 offering to fund the cost of entering into the Capped Call Transactions, as described in Note 13.
−Removed: The remainder of the net proceeds from the offering were used to pay related expenses and were allocated for general corporate purposes.
−Removed: All of these transactions are expected to remain in effect notwithstanding the December 2023 repurchases.
−Removed: The convertible notes are convertible by the noteholders prior to the close of business on the business day immediately preceding April 15, 2026 if certain conditions related to the Company’s share price are met, there are certain corporate events or distributions of the Company’s stock, or the Company calls the notes for redemption, each as set forth in the indenture.
+Added: The difference between the consideration used to repurchase the convertible notes and the carrying value of the convertible notes, less retirement of discount and issuance costs, resulted in a gain on extinguishment of $ 62.5 million and $ 14.6 million recorded within noninterest income—other in the consolidated statements of operations and comprehensive income (loss) for the years ended December 31, 2024 and 2023, respectively.
+Added: We used a portion of the net proceeds from the October 2021 offering to fund the cost of entering into the 2026 capped call transactions.
+Added: In connection with the March 2024 repurchase agreements, the Company entered into unwind agreements to terminate a portion of the 2026 capped call transactions.
+Added: Refer to Note 13.
+Added: Equity for additional detail.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: The convertible notes are convertible by the noteholders prior to the close of business on the business day immediately preceding April 15, 2026 if certain conditions related to the notes trading price or Company’s share price are met, there are certain corporate events or distributions of the Company’s stock, or the Company calls the notes for redemption, each as set forth in the indenture.
On and after April 15, 2026 until the close of business on the second scheduled trading day immediately preceding the maturity date, the convertible notes are freely convertible by the noteholders.
The conversion rate is 44.6150 shares of our common stock per $1,000 principal amount of convertible notes, which represents an initial conversion price of approximately $ 22.41 per share of our common stock.
−Removed: As of December 31, 2023, the convertible notes are potentially convertible into 49,610,631 shares of common stock.
We will settle conversions by paying or delivering, at our election, cash, shares of our common stock or a combination of cash and shares of our common stock, based on the applicable conversion rate(s).
If we elect to deliver cash or a combination of cash and shares of our common stock, then the consideration due upon conversion will be determined over an observation period consisting of 30 “VWAP Trading Days” (as defined in the indenture).
−Removed: The conversion rate and conversion price will be
+Added: The conversion rate and conversion price will be subject to customary adjustments upon the occurrence of certain events.
+Added: In addition, if certain corporate events that constitute a “Make-Whole Fundamental Change” (as defined in the indenture) occur, then the conversion rate will, in certain circumstances, be increased for a specified period of time.
+Added: The convertible notes will also be redeemable, in whole or in part, at our option at any time, and from time to time, on or after October 15, 2024 through the 30 th scheduled trading day immediately before the maturity date, at a cash redemption price equal to the principal amount of the convertible notes to be redeemed, plus accrued interest, if any, thereon to, but excluding, the redemption date, but only if certain liquidity conditions described in the indenture are satisfied and certain conditions are met with respect to the last reported sale price per share of our common stock prior to conversion.
+Added: In addition, calling any note for redemption will also constitute a Make-Whole Fundamental Change with respect to that note, in which case the conversion rate applicable to the conversion of that note will be increased in certain circumstances if it is converted after it is called for redemption.
+Added: Convertible Senior Notes, Due 2029
+Added: In March 2024, we issued $ 862.5 million aggregate principal amount of convertible notes, pursuant to an indenture, dated March 8, 2024, between the Company and U.S.
+Added: Bank National Association, as trustee (“2029 convertible notes”).
+Added: The 2029 convertible notes are unsecured, unsubordinated obligations.
+Added: The 2029 convertible notes will pay interest at a rate of 1.25 %, payable semi-annually beginning in September 2024.
+Added: The 2029 convertible notes will mature on March 15, 2029, unless earlier repurchased, redeemed or converted.
+Added: The net proceeds from the offering were $ 845.3 million, after deducting the 2 % initial purchasers’ discount of $ 17.3 million, and before the cost of the 2029 capped call transactions, as described below, and offering expenses payable by the Company.
+Added: The debt issuance costs of $ 4.6 million included third-party legal and accounting fees.
+Added: The original issue discount and debt issuance costs are amortized into interest expense—corporate borrowings in the consolidated statements of operations and comprehensive income (loss) using the effective interest method over the contractual term of the 2029 convertible notes.
+Added: We used a portion of the net proceeds from the March 2024 offering to fund the cost of entering into 2029 capped call transactions, as described in Note 13.
+Added: The remainder of the net proceeds from the offering, together with cash on hand, were used (i) to pay expenses relating to this offering, (ii) to redeem Series 1 Preferred Stock and (iii) for general corporate purposes.
+Added: The 2029 convertible notes are convertible by the noteholders prior to the close of business on the business day immediately preceding September 15, 2028 if certain conditions related to the notes trading price or Company’s share price are met, upon the occurrence of certain corporate events or distributions of the Company’s stock, or the Company calls the notes for redemption, each as set forth in the indenture.
+Added: On and after September 15, 2028 until the close of business on the second scheduled trading day immediately preceding the maturity date, the 2029 convertible notes are freely convertible by the
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: subject to customary adjustments upon the occurrence of certain events.
+Added: The conversion rate is 105.8089 shares of our common stock per $1,000 principal amount of 2029 convertible notes, which represents an initial conversion price of approximately $ 9.45 per share of our common stock.
+Added: During the three months ended December 31, 2024, a conditional conversion feature of the 2029 convertible notes was met.
+Added: Specifically, the last reported sale price of the Company’s common stock was more than or equal to 130 % of the conversion price for at least 20 trading days in the period of 30 consecutive trading days.
+Added: As a result of this condition being met, the 2029 convertible notes are convertible, in whole or in part, at the option of the holders from January 1, 2025 to March 31, 2025.
+Added: Through February 24, 2025, no holder has elected to convert their notes.
+Added: Whether the 2029 convertible notes will be convertible following March 31, 2025 will depend on the continued satisfaction of this conversion condition or another conversion condition in the future.
+Added: We will settle conversions of the 2029 convertible notes by paying or delivering, cash, and if applicable, shares of our common stock for the amount in excess of the cash redemption price, based on the applicable conversion rate.
+Added: Consideration due upon conversion will be determined over an observation period consisting of 30 “VWAP Trading Days” (as defined in the indenture).
+Added: The conversion rate and conversion price will be subject to customary adjustments upon the occurrence of certain events.
In addition, if certain corporate events that constitute a “Make-Whole Fundamental Change” (as defined in the indenture) occur, then the conversion rate will, in certain circumstances, be increased for a specified period of time.
−Removed: The convertible notes will also be redeemable, in whole or in part, at our option at any time, and from time to time, on or after October 15, 2024 through the 30 th scheduled trading day immediately before the maturity date, at a cash redemption price equal to the principal amount of the convertible notes to be redeemed, plus accrued interest, if any, thereon to, but excluding, the redemption date, but only if certain liquidity conditions described in the indenture are satisfied and certain conditions are met with respect to the last reported sale price per share of our common stock prior to conversion.
−Removed: In addition, calling any note for redemption will also constitute a Make-Whole Fundamental Change with respect to that note, in which case the conversion rate applicable to the conversion of that note will be increased in certain circumstances if it is converted after it is called for redemption.
+Added: The 2029 convertible notes will also be redeemable, in whole or in part, at our option at any time, and from time to time, on or after March 15, 2027 through the 30 th scheduled trading day immediately before the maturity date, at a cash redemption price equal to the principal amount of the 2029 convertible notes to be redeemed, plus accrued and unpaid interest, if any, thereon to, but excluding, the redemption date, but only if certain liquidity conditions described in the indenture are satisfied and certain conditions are met with respect to the last reported sale price per share of our common stock prior to conversion.
+Added: In addition, calling any note for redemption will also constitute a Make-Whole Fundamental Change with respect to that 2029 convertible note, in which case the conversion rate applicable to the conversion of that 2029 convertible note will be increased in certain circumstances if it is converted after it is called for redemption.
Organization, Summary of Significant Accounting Policies and New Accounting Standards for our accounting policy as it relates to the convertible notes.
4 unchanged sentences
The Amended and Restated Credit Agreement also contains financial covenants that require the Company to maintain a certain amount of unrestricted cash and cash equivalents and to meet certain risk-based capital ratios and a leverage ratio.
−Removed: During the year ended December 31, 2023, we opened two personal loan warehouse facilities with an aggregate maximum available capacity of $ 1.0 billion, two student loan warehouse facilities with an aggregate maximum available capacity of $ 550.0 million and closed one risk retention warehouse facility.
+Added: During the year ended December 31, 2024, we closed seven warehouse facilities which had an aggregate maximum available capacity of $ 2.0 billion, and closed two risk retention warehouse facilities.
+Added: One warehouse facility matured and one risk retention warehouse facility matured.
+Added: We did not open any warehouse facilities.
Our warehouse and securitization debt is secured by a continuing lien and security interest in the loans financed by the proceeds.
3 unchanged sentences
Our debt covenants can lead to restricted cash classifications in our consolidated balance sheets.
−Removed: Our subsidiaries are restricted in the amount that can be distributed to the parent company only to the extent that such distributions would cause the financial covenants to not be met.
−Removed: We were in compliance with all financial covenants.
−Removed: We act as a guarantor for our wholly-owned subsidiaries in several arrangements in the case of default.
−Removed: As of December 31, 2023, we have not identified any risks of nonpayment by our wholly-owned subsidiaries.
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: subsidiaries are restricted in the amount that can be distributed to the parent company only to the extent that such distributions would cause the financial covenants to not be met.
+Added: We were in compliance with all financial covenants.
+Added: We act as a guarantor for our wholly-owned subsidiaries in several arrangements in the case of default.
+Added: As of December 31, 2024, we have not identified any risks of nonpayment by our wholly-owned subsidiaries.
Maturities of Borrowings
1 unchanged sentence
December 31, 2024
−Removed: 2026 1,111,972
Total $ 1,776,522
4 unchanged sentences
Shares of SoFi Technologies Series 1 Redeemable Preferred Stock that are redeemed, purchased or otherwise acquired by the Company will be canceled and may not be reissued by the Company.
−Removed: The Series 1 Redeemable Preferred Stock remains classified as temporary equity because the Series 1 Redeemable Preferred Stock is not fully controlled by the issuer, SoFi Technologies.
−Removed: See “Series 1 Preference and Rights” for additional provisions of the SoFi Technologies Series 1 Redeemable Preferred Stock.
−Removed: As of December 31, 2023, there were 3,234,000 shares of SoFi Technologies Series 1 Redeemable Preferred Stock issued and outstanding, which had an original issuance price of $ 100.00 .
−Removed: Recent Issuances and Redemptions
−Removed: In conjunction with the Business Combination, we redeemed and canceled 15,000,000 shares of redeemable SoFi Technologies common stock for a purchase price of $ 150.0 million.
−Removed: Series 1 Preference and Rights
−Removed: On January 7, 2021, the Company and (i) entities affiliated with Silver Lake, which is affiliated with Michael Bingle, one of the directors of SoFi, (ii) entities affiliated with the QIA, which is affiliated with Ahmed Al-Hammadi, one of the directors of SoFi, and (iii) Mr.
−Removed: Noto, the Chief Executive Officer and one of the directors of SoFi, entered into the Amended and Restated Series 1 Preferred Stock Investors’ Agreement (the “Amended Series 1 Agreement”), which amended the Series 1 Preferred Stock Investors’ Agreement dated May 29, 2019 (the “Original Series 1 Agreement”).
−Removed: In conjunction with the Business Combination, the Amended Series 1 Agreement amended the special payment provision under the original agreement to provide for a one-time special payment of $ 21.2 million to the holders of Series 1 Redeemable Preferred Stock, which was paid from the proceeds of the Business Combination and settled contemporaneously with the Business Combination.
−Removed: The special payment was recognized within noninterest expense—general and administrative in the consolidated statements of operations and comprehensive loss, as this feature was accounted for as an embedded derivative that was not clearly and closely
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: related to the host contract, and did not have a subsequent impact on our consolidated financial results.
−Removed: The Series 1 Redeemable Preferred Stock has no stated maturity.
−Removed: In addition, in connection with the Business Combination, the Series 1 preferred stockholders entered into the Series 1 Registration Rights Agreement upon request by QIA, which provides Series 1 preferred stockholders with certain registration rights, provides for certain shelf registration filing obligations by SoFi and limits the future registration rights that SoFi may grant other parties.
−Removed: Prior to the Business Combination, no dividends were declared or paid subject to the preferred stock dividend provisions.
−Removed: Subsequent to the Business Combination, the dividend provisions were no longer in effect.
−Removed: Pursuant to the SoFi Technologies Certificate of Incorporation, the SoFi Technologies Series 1 preferred stock are entitled to receive cumulative cash dividends from and including the date of issuance of such shares at a fixed rate equal to $ 12.50 per annum per share, or 12.5 % per annum, of the SoFi Technologies Series 1 Redeemable Preferred Stock share price of $ 100.00 (“Series 1 Dividend Rate”).
−Removed: The Series 1 Dividend Rate resets to a new fixed rate on the fifth anniversary of May 29, 2019, the original Series 1 preferred stock issue date (“Series 1 Original Issue Date”) and on every subsequent one-year anniversary of the Series 1 Original Issue Date (“Dividend Reset Date”), equal to the term benchmark rate applicable to revolving loans denominated in U.S.
−Removed: dollars in our revolving credit facility, i.e.
−Removed: a benchmark rate equal to Term SOFR plus a credit spread adjustment of 0.10 % as in effect on the dividend determination date plus a spread of 9.94 % per annum.
−Removed: Series 1 preferred stockholders prior to the Business Combination who received shares of SoFi Technologies Series 1 Redeemable Preferred Stock at the effective time of the Merger remained entitled to receive dividends accrued but unpaid as of the date of the Agreement in respect of such shares of Series 1 Redeemable Preferred Stock.
+Added: The Series 1 Redeemable Preferred Stock remained classified as temporary equity through redemption in May 2024 because the Series 1 Redeemable Preferred Stock was not fully controlled by the issuer, SoFi Technologies.
+Added: In May 2024, the Company redeemed all of the 3,234,000 shares of Series 1 Redeemable Preferred Stock outstanding for a total redemption price of $ 339,903 or $ 105.1027 per share.
+Added: The total redemption price included:
+Added: (i) a reduction to redeemable preferred stock of $ 320,374 for the carrying value of redeemable preferred stock at the time of exercise, (ii) a reduction to additional paid-in capital of $ 3,026 for the amount paid upon redemption over the carrying value of the redeemable preferred stock, and (iii) payment for accrued but unpaid dividends at the time of redemption of $ 16,503 .
+Added: As of December 31, 2024, the Company has no shares of Series 1 Redeemable Preferred Stock outstanding.
During the years ended December 31, 2024, 2023 and 2022, the Series 1 preferred stockholders were entitled to dividends of $ 16,503 , $ 40,425 and $ 40,425 , respectively.
−Removed: There were no dividends payable as of December 31, 2023.
−Removed: Dividends are payable semiannually in arrears on the 30th day of June and 31st day of December of each year, when and as authorized by the Board of Directors .
−Removed: The Company may defer any scheduled dividend payment for up to three semiannual dividend periods, subject to such deferred dividend accumulating and compounding at the applicable Series 1 Dividend Rate.
−Removed: If the Company defers any single scheduled dividend payment on the Series 1 Redeemable Preferred Stock for four or more semiannual dividend periods, the Series 1 Dividend Rate applicable to:
−Removed: (i) the compounding following the date of such default on all then-deferred dividend payments (whether or not deferred for four or more semiannual dividend periods) is applied on a go-forward basis and not retroactively, and (ii) new dividends declared following the date of such default and the compounding on such dividends if such new dividends are deferred shall be equal to the otherwise applicable Series 1 Dividend Rate plus 400 basis points.
−Removed: This default-related increase shall continue to apply until the Company pays all deferred dividends and related compounding.
−Removed: Once the Company is current on all such dividends, it may again commence deferral of any pre-scheduled dividend payment for up to three semiannual dividend periods, following the same procedure as outlined in the foregoing.
−Removed: Subsequent to the Business Combination, the conversion provisions in respect of each series of preferred stock were no longer in effect, other than the Series 1 Redeemable Preferred Stock, which did not have any rights of conversion.
−Removed: Pursuant to the SoFi Technologies Certificate of Incorporation, the Series 1 Redeemable Preferred Stock continue not to have any rights to convert into shares of any other class or series of securities of the Company.
−Removed: Subsequent to the Business Combination, the liquidation provisions in respect of every series of preferred stock, other than Series 1 Redeemable Preferred Stock, were no longer in effect.
−Removed: Pursuant to the SoFi Technologies Certificate of Incorporation, with respect to rights to the distribution of assets upon the Company’s liquidation, dissolution or winding up, the Series 1 Redeemable Preferred Stock is senior to all classes or series of common stock, non-voting common stock, SoFi Technologies Preferred Stock and any other class or series of capital stock of the Company now or hereafter authorized, issued or outstanding that, by its terms, does not expressly provide that it ranks senior to or pari passu with the Series 1 Redeemable Preferred Stock.
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: Settlement Rights
−Removed: Pursuant to the SoFi Technologies Certificate of Incorporation, the Series 1 Redeemable Preferred Stock is redeemable at SoFi’s option in certain circumstances.
−Removed: SoFi may, at any time but no more than three times, at its option, settle the Series 1 Redeemable Preferred Stock, in whole or in part, but if in part, in an amount no less than:
−Removed: (i) one-third of the total amount of Series 1 Redeemable Preferred Stock outstanding as of May 28, 2021 or (ii) the remainder of Series 1 Redeemable Preferred Stock outstanding (the “Minimum Redemption Amount”).
−Removed: In addition, SoFi may, at its option, settle for cash the Series 1 Redeemable Preferred Stock in whole, but not in part, within 120 days of the occurrence of a Change of Control (as that term is defined in the SoFi Technologies Certificate of Incorporation), which would result in a payment of the initial purchase price of the Series 1 preferred stock of $ 323.4 million plus any unpaid dividends on such stock (whether deferred or otherwise) (the “Series 1 Redemption Price”).
−Removed: Such settlement is determined at the discretion of the Board of Directors .
−Removed: If any such optional redemption by the Company occurs either:
−Removed: (i) prior to the fifth anniversary of the Series 1 Original Issue Date or (ii) after the fifth anniversary of the Series 1 Original Issue Date and not on a Dividend Reset Date, the Series 1 Redeemable Preferred Stock is entitled to receive an amount in cash equal to any such dividends that would have otherwise been payable to the holder on its redeemed shares of Series 1 Redeemable Preferred Stock for all dividend periods following the applicable optional redemption date up to and including the Dividend Reset Date immediately following such optional redemption date.
−Removed: If the Series 1 Redeemable Preferred Stock is not earlier redeemed by the Company, each holder of Series 1 Redeemable Preferred Stock has the right to require SoFi to settle for cash some or all of their Series 1 Redeemable Preferred Stock, in each case at the Series 1 Redemption Price, in the following circumstances:
−Removed: (i) within 120 days of the occurrence of a Change of Control, or (ii) during the six-month period following (a) a default in payment of any dividend on the Series 1 Redeemable Preferred Stock, or (b) the cure period for any covenant default under the SoFi Technologies Certificate of Incorporation.
−Removed: The Series 1 preferred stock had similar redemption provisions under the Original Series 1 Agreement.
−Removed: Pursuant to the Amended Series 1 Agreement, in January 2021, the Series 1 preferred stockholders waived their rights in the event of a liquidation, including the right to immediately receive the Series 1 proceeds.
−Removed: Therefore, the Series 1 preferred stock redemption value remained at $ 323.4 million subsequent to the Business Combination.
−Removed: The Series 1 Redeemable Preferred Stock remains in temporary equity following the Business Combination because the Series 1 Redeemable Preferred Stock is not fully controlled by SoFi.
−Removed: Voting Rights
−Removed: Subsequent to the Business Combination, the liquidation provisions in respect of every series of preferred stock, other than Series 1 Redeemable Preferred Stock, were no longer in effect.
−Removed: Pursuant to the SoFi Technologies Certificate of Incorporation, the Series 1 preferred stockholders do not have explicit board of director rights.
−Removed: In connection with the Series 1 and Series H preferred stock issuances during the year ended December 31, 2019, we also issued 12,170,990 Series H warrants, which were initially accounted for as liabilities, and were included within accounts payable, accruals and other liabilities in the consolidated balance sheets.
−Removed: The Series H preferred stock was converted into shares of SoFi Technologies common stock in conjunction with the Business Combination.
−Removed: Prior to the Business Combination, the Series H warrants were measured at fair value on a recurring basis and classified as Level 3 because of our reliance on unobservable assumptions, with fair value changes recognized within noninterest expense—general and administrative in the consolidated statements of operations and comprehensive loss.
−Removed: On May 28, 2021, in conjunction with the Closing of the Business Combination, we measured the final fair value of our Series H warrants.
−Removed: Subsequently, we reclassified the Series H warrant liability of $ 161,775 into permanent equity, as the terms of the Series H instrument no longer necessitated liability accounting.
−Removed: Therefore, we did not measure the warrants at fair value subsequent to May 28, 2021.
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: The key inputs into our Black-Scholes Model valuation as of May 28, 2021, the final measurement date, were as follows:
−Removed: Input May 28, 2021
−Removed: Risk-free interest rate 0.3 %
−Removed: Expected term (years) 2.9
−Removed: Expected volatility 33.9 %
−Removed: Dividend yield —
−Removed: Exercise price $ 8.86
−Removed: Fair value of Series H preferred stock $ 21.89
−Removed: The Company’s use of the Black-Scholes Model required the use of subjective assumptions:
−Removed: • Risk-free interest rate — Based on the five-year U.S.
−Removed: Treasury rate, which was commensurate with the expected term of the warrants.
−Removed: At inception, we assumed that the term would be five years, given by design the warrants were only expected to extend for greater than five years if the Company was still not publicly traded by that point in time.
−Removed: The expected term assumption used reflects the five-year term less time elapsed since initial measurement.
−Removed: An increase in the expected term, in isolation, would typically correlate to a higher risk-free interest rate and result in an increase in the fair value measurement of the warrant liabilities and vice versa.
−Removed: • Expected volatility — Reflected the expectation that the Series H warrants would convert into common stock upon consummation of the Business Combination, and the Series H preference would be of no further effect, in which case the Series H preference would not have a material impact on the stock volatility measure.
−Removed: As such, the expected volatility assumptions reflect our common stock volatilities as of May 28, 2021.
−Removed: An increase in the expected volatility, in isolation, would result in an increase in the fair value measurement of the warrant liabilities and vice versa.
−Removed: • Fair value of Series H preferred stock — Determined as of May 28, 2021, which was informed from a common stock transaction during December 2020 at a price of $ 10.57 per common share.
−Removed: We determined that this common stock transaction was a reasonable proxy for the valuation of the Series H preferred stock as of May 28, 2021 due to the proximity to an expected Business Combination;
−Removed: therefore, other than adjusting for the Series H exchange ratio, no further adjustments were made for the Series H concluded price per share.
−Removed: As of May 28, 2021, the fair value measurement of the Series H redeemable preferred stock was determined based on the observable closing price of SCH stock (ticker symbol “IPOE”) on the measurement date multiplied by the weighted average exchange ratio of the Series H preferred stock.
−Removed: • Dividend yield — We assumed no dividend yield because we have historically not paid out dividends to our preferred stockholders, other than to the Series 1 preferred stockholders, which is considered a special circumstance.
−Removed: The following table presents the changes in the fair value of the Series H warrant liabilities during the year ended December 31, 2021, prior to the Closing of the Business Combination.
−Removed: Warrant Liabilities
−Removed: Fair value as of January 1, 2021 $ 39,959
−Removed: Change in valuation inputs or other assumptions (1)
−Removed: Reclassification to permanent equity in conjunction with the Business Combination (2)
−Removed: Fair value as of December 31, 2021
−Removed: _____________________
−Removed: (1) Changes in valuation inputs or other assumptions are recognized within noninterest expense—general and administrative in the consolidated statements of operations and comprehensive loss.
−Removed: (2) Upon the Closing of the Business Combination, Social Finance Series H warrants were converted into SoFi Technologies common stock warrants and reclassified to permanent equity, as the warrants no longer had features requiring liability based accounting and, therefore, represented a non-cash activity.
+Added: Permanent Equity
+Added: On June 1, 2021, the Company’s common stock began trading on the Nasdaq Global Select Market under the ticker symbol “SOFI”.
+Added: Pursuant to SoFi Technologies’ Certificate of Incorporation, the Company is authorized to issue 3,000,000,000 shares of common stock, with a par value of $ 0.0001 per share, and 100,000,000 shares of non-voting common stock, with a
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: Permanent Equity
−Removed: On June 1, 2021, the Company’s common stock began trading on the Nasdaq Global Select Market under the ticker symbol “SOFI”.
−Removed: Pursuant to SoFi Technologies’ Certificate of Incorporation, the Company is authorized to issue 3,000,000,000 shares of common stock, with a par value of $ 0.0001 per share, and 100,000,000 shares of non-voting common stock, with a par value of $ 0.0001 per share.
+Added: par value of $ 0.0001 per share.
As of December 31, 2024, the Company had 1,095,357,781 shares of common stock and no shares of non-voting common stock issued and outstanding.
2 unchanged sentences
89,282,474 99,016,409
−Removed: Outstanding common stock warrants 12,170,990 12,170,990
+Added: Possible future issuance under stock plans
+Added: 81,764,571 45,384,011
Conversion of convertible notes (1)
19,096,202 49,610,631
−Removed: Possible future issuance under stock plans 45,384,011 26,434,957
+Added: Outstanding common stock warrants (2)
Total common stock reserved for future issuance 190,143,247 206,182,041
1 unchanged sentence
(1) Represents the number of common stock issuable upon conversion of all convertible notes at the conversion rate in effect at the balance sheet date.
+Added: As of December 31, 2024, the 2026 convertible notes are potentially convertible into 19,096,202 shares of common stock, and the 2029 convertible notes were not convertible.
+Added: Debt for additional information.
+Added: (2) All remaining unexercised common stock warrants expired in May 2024.
+Added: As of December 31, 2024, the Company has no outstanding common stock warrants.
Common stockholders and non-voting common stockholders are entitled to dividends when and if declared by the Board of Directors and subject to government regulation over banks and bank holding companies, as discussed further in Note 21.
5 unchanged sentences
Capped Call Transactions
−Removed: During 2021, we entered into privately negotiated Capped Call Transactions for a total cost of $ 113.8 million.
+Added: Capped Call Transactions, Due 2026
+Added: During 2021, we entered into privately negotiated capped call transactions (“2026 capped call transactions”) for a total cost of $ 113.8 million.
+Added: In connection with the March 2024 repurchase agreements of a portion of 2026 convertible notes, the Company entered into unwind agreements to terminate a portion of the 2026 capped call transactions up to the notional amount corresponding to the amount of 2026 convertible notes exchanged of $ 600.0 million.
The 2026 capped call transactions initially cover, subject to customary anti-dilution adjustments, the number of shares of our common stock that initially underlie the 2026 convertible notes.
3 unchanged sentences
Settlement is subject to acceleration pursuant to the occurrence of certain corporate events, as well as postponement no later than January 12, 2027.
−Removed: Organization, Summary of Significant Accounting Policies and New Accounting Standards for our accounting policy as it relates to the Capped Call Transactions.
+Added: Capped Call Transactions, Due 2029
+Added: During 2024, we entered into privately negotiated capped call transactions (“2029 capped call transactions”) for a total cost of $ 90.6 million.
+Added: The 2029 capped call transactions initially cover, subject to customary anti-dilution adjustments, the number of shares of our common stock that initially underlie the 2029 convertible notes.
+Added: The 2029 capped call transactions are
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: expected generally to reduce the potential dilutive effect on the common stock upon any conversion of 2029 convertible notes and/or offset any potential cash payments we are required to make in excess of the principal amount of converted 2029 convertible notes, as the case may be, with such reduction and/or offset subject to a cap, subject to certain adjustments under the terms of the 2029 capped call transactions.
+Added: The 2029 capped call transactions allow the Company to purchase shares of our common stock at a strike price equal to the initial conversion price of approximately $ 9.45 per share, and are subject to a cap of $ 14.54 per share, subject to certain adjustments under the terms of the 2029 capped call transactions.
+Added: 2029 capped call transactions are subject to automatic exercise if they are in-the-money as of certain expiration dates during 2029.
+Added: Settlement is subject to acceleration pursuant to the occurrence of certain corporate events, as well as postponement no later than June 6, 2029.
+Added: Organization, Summary of Significant Accounting Policies and New Accounting Standards for our accounting policy as it relates to our capped call transactions.
Accumulated Other Comprehensive Income (Loss)
3 unchanged sentences
Balance at January 1, 2022 $ ( 1,351 ) $ ( 120 ) $ ( 1,471 )
−Removed: $ — $ ( 166 ) $ ( 166 )
Other comprehensive income (loss) before reclassifications (1)
5 unchanged sentences
$ ( 8,611 ) $ 315 $ ( 8,296 )
−Removed: Other comprehensive income (loss) before reclassifications (1)
+Added: Other comprehensive income before reclassifications (1)
6,238 677 6,915
Amounts reclassified from AOCI into earnings 172 — 172
−Removed: Net current-period other comprehensive income (loss) (2)
+Added: Net current-period other comprehensive income (2)
6,410 677 7,087
1 unchanged sentence
$ ( 2,201 ) $ 992 $ ( 1,209 )
−Removed: Other comprehensive income before reclassifications (1)
+Added: Other comprehensive income (loss) before reclassifications (1)
( 7,324 ) 2 ( 7,322 )
Amounts reclassified from AOCI into earnings 166 — 166
−Removed: Net current-period other comprehensive income (2)
+Added: Net current-period other comprehensive income (loss) (2)
( 7,158 ) 2 ( 7,156 )
2 unchanged sentences
_____________________
−Removed: (1) Gross realized gains and losses from sales of our investments in AFS debt securities that were reclassified from AOCI to earnings are recorded within noninterest income—other in the consolidated statements of operations and comprehensive loss.
+Added: (1) Gross realized gains and losses from sales of our investments in AFS debt securities that were reclassified from AOCI to earnings are recorded within noninterest income—other in the consolidated statements of operations and comprehensive income (loss).
There were no reclassifications related to foreign currency translation adjustments during the years ended December 31, 2024, 2023 and 2022.
−Removed: (2) There were no material tax impacts during any of the years presented due to reserves against deferred tax assets in jurisdictions where other comprehensive loss activity was generated.
+Added: (2) There were no material tax impacts during any of the years presented.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
Derivative Financial Instruments
11 unchanged sentences
5,045 876 15,064
+Added: ( 928 ) 1,576 ( 3,543 )
Interest rate caps (1)
3,276 5,975 ( 8,583 )
+Added: Credit derivatives (3)
Purchase price earn-out (1)(4)
−Removed: 9 1,094 9,312
Third party warrants (5)
$ 315,837 $ ( 3,620 ) $ 358,845
−Removed: Special payment (5)
_____________________
−Removed: $ ( 3,620 ) $ 358,845 $ 25,740
−Removed: _____________________
−Removed: (1) Recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive loss.
−Removed: (2) Represents derivative contracts to manage securitization investment interest rate risk, which are recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive loss.
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: (1) Recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss).
+Added: (2) Represents gains (losses) on derivative contracts to manage securitization investment interest rate risk, which are recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss).
+Added: (3) Represents gains (losses) on derivative contracts to manage credit risk associated with consumer loans, which are recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss).
(4) In conjunction with a loan sale agreement, we are entitled to receive payments from the buyer of the loans underlying the agreement if the internal rate of return (as defined in the loan sale agreement) on such loans exceeds a specified hurdle, subject to a dollar cap.
−Removed: (4) Includes amounts recorded within noninterest income—other, noninterest expense—cost of operations and noninterest expense—general and administrative in the consolidated statements of operations and comprehensive loss, the latter of which represents the amortization of a deferred liability recognized at the initial fair value of the third party warrants acquired, as we are also a customer of the third party.
−Removed: (5) In conjunction with the Business Combination, we made a one-time special payment to the holders of Series 1 Redeemable Preferred Stock, which was paid from the proceeds of the Business Combination and settled contemporaneously with the Business Combination.
−Removed: The special payment was recognized within noninterest expense—general and administrative in the consolidated statements of operations and comprehensive loss, as this feature was accounted for as an embedded derivative that was not clearly and closely related to the host contract, and will not have a subsequent impact on our consolidated financial results.
−Removed: The Series 1 Redeemable Preferred Stock has no stated maturity.
+Added: (5) Includes amounts recorded within noninterest income—other, noninterest expense—cost of operations and noninterest expense—general and administrative in the consolidated statements of operations and comprehensive income (loss), the latter of which represents the amortization of a deferred liability recognized at the initial fair value of the third party warrants acquired, as we are also a customer of the third party.
The following table presents information about derivative instruments subject to enforceable master netting arrangements:
10 unchanged sentences
(1) We did not have a cash collateral requirement related to these instruments as of December 31, 2024 and December 31, 2023.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
The following table presents the notional amount of derivative contracts outstanding:
4 unchanged sentences
Interest rate caps (1)
−Removed: 405,000 405,000
Interest rate swaps (2)
32 unchanged sentences
— 288,990 — 288,990 — 2,209 — 2,209
−Removed: Purchase price earn-out (5)(9)
— — 1,227 1,227 — — 2,155 2,155
−Removed: IRLCs (5)(10)
−Removed: — — 2,155 2,155 — — 216 216
Student loan commitments (5)(9)
9 unchanged sentences
— 43 — 43 — 5,951 — 5,951
−Removed: Student loan commitments (5)(10)
−Removed: — — — — — — 236 236
Digital assets safeguarding liability (5)(10)
11 unchanged sentences
We classify the residual investments as Level 3 due to the reliance on significant unobservable valuation inputs.
+Added: (4) Home loans classified as Level 2 have observable pricing sources utilized by management.
+Added: Personal loans, student loans and home loans classified as Level 3 do not trade in an active market with readily observable prices.
+Added: Personal loans and home loans are presented within loans held for sale, at fair value, and student loans are presented within loans held for investment, at fair value .
During the year ended December 31, 2023, we transferred $ 66,198 out of Level 3 into Level 2 relating to home loans due to an update to pricing sources utilized by third-party valuation specialists, as part of the integration of Wyndham.
−Removed: Personal loans and student loans classified as Level 3 do not trade in an active market with readily observable prices.
−Removed: Personal loans and home loans are presented within loans held for sale, at fair value .
−Removed: As of December 31, 2023 and December 31, 2022, student loans are presented within loans held for investment, at fair value and loans held for sale, at fair value , respectively.
(5) These assets and liabilities are presented within other assets and accounts payable, accruals and other liabilities , respectively, in the consolidated balance sheets.
7 unchanged sentences
(8) Home loan pipeline hedges represent TBAs used as economic hedges of loan fair values and are classified as Level 2, as we rely on quoted market prices from similar loan pools that transact in the marketplace.
−Removed: Interest rate swaps and interest rate caps are classified as Level 2, because these financial
+Added: Interest rate swaps and interest rate caps are classified as Level 2, because these financial instruments do not trade in active markets with observable prices, but rely on observable inputs other than quoted prices.
+Added: As of December 31, 2024 and December 31, 2023, interest rate swaps and interest rate caps were valued using the overnight SOFR curve and the implied volatilities suggested by the
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: instruments do not trade in active markets with observable prices, but rely on observable inputs other than quoted prices.
−Removed: As of December 31, 2023 and December 31, 2022, interest rate swaps and interest rate caps were valued using the overnight SOFR curve and the implied volatilities suggested by the SOFR rate curve.
+Added: SOFR rate curve.
These were determined to be observable inputs from active markets.
−Removed: (9) The purchase price earn-out provision is classified as Level 3 because of our reliance on unobservable inputs related to the underlying loan portfolio performance, such as conditional prepayment rates, annual default rates and discount rates.
+Added: Credit derivatives classified as Level 2 are valued using tradable credit default swap indices, which were determined to be observable inputs from active markets.
(9) IRLCs and student loan commitments are classified as Level 3 because of our reliance on assumed loan funding probabilities.
1 unchanged sentence
(10) The digital assets safeguarding liability and corresponding safeguarding asset are classified as Level 2, because they do not trade in active markets, and are valued using quoted prices on an active exchange that has been identified as the principal market for the underlying digital assets that are being held by our third-party custodians for the benefit of our members.
+Added: In the fourth quarter of 2023, we transferred the crypto services provided by SoFi Digital Assets, LLC, and began closing existing digital assets accounts.
+Added: This process was completed in the first quarter of 2024, subsequent to which we have no digital assets safeguarding liability and safeguarding asset.
Refer to Note 1.
3 unchanged sentences
For the years ended December 31, 2024, 2023 and 2022, losses from changes in fair value were $ 4,696 , $ 2,969 and $ 586 , respectively.
−Removed: The estimated amounts of gains (losses) included in earnings attributable to changes in instrument-specific credit risk, which were derived principally from observable changes in credit spread as observed in the bond market, were immaterial for the years ended December 31, 2023 and 2022.
+Added: The estimated amounts of gains (losses) included in earnings attributable to changes in instrument-specific credit risk, which were derived principally from observable changes in credit spread as observed in the bond market and default assumptions, were immaterial for the years ended December 31, 2024 and 2023.
Level 3 Recurring Fair Value Rollforward
The following tables present the changes in our assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3).
+Added: During the year ended December 31, 2024, we had no transfers out of Level 3 and no transfers into Level 3.
During the year ended December 31, 2023, we had transfers out of Level 3 of $ 66,198 and no transfers into Level 3.
−Removed: During the year ended December 31, 2022, we did not have any transfers into or out of Level 3.
Fair Value at Fair Value at
−Removed: 2023 Impact on Earnings Purchases Sales Issuances Settlements Other Changes Transfers Out of Level 3
+Added: 2024 Impact on Earnings Purchases Sales Issuances Settlements Other Changes Transfers Out of Level 3 December 31,
Personal loans $ 15,330,573 $ ( 554,796 ) $ 168,114 $ ( 4,483,253 ) $ 15,499,773 $ ( 8,415,255 ) $ ( 12,760 ) $ — $ 17,532,396
12 unchanged sentences
630 ( 90 ) — — — — — — 540
−Removed: Purchase price earn out (6)
−Removed: 54 9 — — — ( 63 ) — — —
Residual interests classified as debt (3)
6 unchanged sentences
Fair Value at Fair Value at
−Removed: January 1, 2022 Impact on Earnings Purchases Sales Issuances Settlements Other Changes December 31, 2022
+Added: 2023 Impact on Earnings Purchases Sales Issuances Settlements Other Changes Transfers Out of Level 3
Personal loans $ 8,610,434 $ ( 5,045 ) $ 61,951 $ ( 938,403 ) $ 13,801,065 $ ( 6,197,997 ) $ ( 1,432 ) $ — $ 15,330,573
8 unchanged sentences
216 5,323 363 — — ( 3,747 ) — — 2,155
+Added: Student loan commitments (4)
+Added: ( 236 ) 7,480 — — — ( 1,779 ) — — 5,465
Third party warrants (5)
4 unchanged sentences
( 17,048 ) ( 425 ) ( 1,203 ) — — 11,280 — — ( 7,396 )
−Removed: Student loan commitments (4)
−Removed: 2,220 ( 1,876 ) — — — ( 580 ) — ( 236 )
Net impact on earnings $ 224,116
1 unchanged sentence
(1) For loans at fair value, purchases reflect unpaid principal balance and relate to previously transferred loans.
−Removed: Purchase activity included securitization clean-up calls of $ 39,936 during the year ended December 31, 2023, and $ 518,659 during the year ended December 31, 2022.
+Added: Purchase activity included elective repurchases of $ 165.3 million during the year ended December 31, 2024.
+Added: There were no elective repurchases during the year ended December 31, 2023.
+Added: Purchase activity included securitization clean-up calls of $ 39,936 during the year ended December 31, 2023.
+Added: There were no securitization clean-up calls during the year ended December 31, 2024.
The remaining purchases during the periods presented related to standard representations and warranties pursuant to our various loan sale agreements.
3 unchanged sentences
During the year ended December 31, 2023, we had $ 66,198 of transfers out of Level 3 related to our home loans related to an update to pricing sources utilized by third-party valuation specialists.
−Removed: Impacts on earnings for loans at fair value are recorded within interest income—loans and securitizations , within noninterest income—loan origination, sales, and securitizations , and within noninterest expense—general and administrative in the consolidated statements of operations and comprehensive loss .
−Removed: (2) For servicing rights, impacts on earnings are recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive loss .
+Added: Impacts on earnings for loans at fair value are recorded within interest income—loans and securitizations , within noninterest income—loan origination, sales, and securitizations , and within noninterest expense—general and administrative in the consolidated statements of operations and comprehensive income (loss) .
+Added: (2) For servicing rights, impacts on earnings are recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss) .
(3) For residual investments, sales include the derecognition of investments associated with securitization clean up calls.
The estimated amounts of gains and losses for residual investments included in earnings attributable to changes in instrument-specific credit risk were immaterial during the periods presented.
−Removed: For residual investments and residual interests classified as debt, impacts on earnings are recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive loss, a portion of which is subsequently reclassified to interest expense—securitizations and warehouses for residual interests classified as debt and to interest income—loans and securitizations for residual investments, but does not impact the liability or asset balance, respectively.
+Added: For residual investments and residual interests classified as debt, impacts on earnings are recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss), a portion of which is subsequently reclassified to interest expense—securitizations and warehouses for residual interests classified as debt and to interest income—loans and securitizations for residual investments, but does not impact the liability or asset balance, respectively.
(4) For IRLCs and student loan commitments, settlements reflect funded and unfunded adjustments representing the unpaid principal balance of funded and unfunded loans during the quarter multiplied by the IRLC or student loan commitment price in effect at the beginning of the quarter.
1 unchanged sentence
For year-to-date periods, amounts represent the summation of the per-quarter effects.
−Removed: For IRLCs and student loan commitments, impacts on earnings are recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive loss.
−Removed: (5) For purchase price earn out, impacts on earnings are recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive loss.
−Removed: (6) For third party warrants, impacts on earnings are recorded within noninterest income—other in the consolidated statements of operations and comprehensive loss.
+Added: For IRLCs and student loan commitments, impacts on earnings are recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss).
+Added: (5) For third party warrants, impacts on earnings are recorded within noninterest income—other in the consolidated statements of operations and comprehensive income (loss).
+Added: (6) For purchase price earn out, impacts on earnings are recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss).
Loans at Fair Value
1 unchanged sentence
Changes in fair value are primarily impacted by valuation assumption changes as well as sales price execution.
−Removed: The estimated amount of gains (losses) included in earnings attributable to changes in instrument-specific credit risk was $( 26,625 ), $( 49,453 ) and $ 4,143 during the years ended December 31, 2023, 2022 and 2021, respectively.
+Added: The estimated amount of gains (losses) included in earnings attributable to changes in instrument-specific credit risk was $ 73.3 million, $( 26.6 ) million and $( 49.5 ) million during the years ended December 31, 2024, 2023 and 2022, respectively.
The gains (losses) attributable to instrument-specific credit risk were estimated by incorporating our current default and loss severity assumptions for the loans.
−Removed: These assumptions are based on historical performance, market trends and performance expectations over the term of the underlying instrument.
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: assumptions are based on historical performance, market trends and performance expectations over the term of the underlying instrument.
Level 3 Significant Inputs
21 unchanged sentences
Home loans (1)
−Removed: Conditional prepayment rate n/m n/m 2.0 % – 10.2 %
−Removed: Annual default rate n/m n/m 0.1 % – 1.3 %
−Removed: Discount rate n/m n/m 5.7 % – 14.1 %
+Added: Conditional prepayment rate 6.7 % – 23.6 %
+Added: Annual default rate 0.1 % – 3.5 %
+Added: Discount rate 5.0 % – 9.2 %
_____________________
133 unchanged sentences
_____________________
−Removed: (1) The aggregate amount of student loans we committed to fund was $ 89,369 as of December 31, 2023.
−Removed: The higher assumptions in the 2023 period reflect the home loan funding pipeline associated with our acquisition of Wyndham.
+Added: (1) The aggregate amount of student loans we committed to fund was $ 149,402 and $ 89,369 as of December 31, 2024 and December 31, 2023, respectively.
Derivative Financial Instruments for the aggregate notional amount associated with IRLCs.
5 unchanged sentences
Safeguarding Assets and Liabilities
−Removed: The following table presents the significant digital assets held by our third-party custodians on behalf of our members:
−Removed: December 31, 2023 December 31, 2022
+Added: The following table presents the significant digital assets held by our third-party custodians on behalf of our members as of December 31, 2023.
+Added: We had no digital assets safeguarding liability or corresponding safeguarding asset as of December 31, 2024.
+Added: December 31, 2023
Bitcoin (BTC) $ 5,425
3 unchanged sentences
Dogecoin (DOGE) 8
−Removed: Cardano (ADA) (1)
−Removed: Solana (SOL) (1)
All other (1)
1 unchanged sentence
___________________
−Removed: ___________________
−Removed: (1) Effective June 9, 2023, we ended support of these digital assets, as well as several others included in the “all other” category.
−Removed: (2) Includes 17 and 23 digital assets as of December 31, 2023 and December 31, 2022, respectively, none of which were determined to be individually significant.
+Added: (1) Includes 17 digital assets as of December 31, 2023, none of which were determined to be individually significant.
+Added: (2) Refer to Note 1.
+Added: Organization, Summary of Significant Accounting Policies and New Accounting Standards for additional information about our digital assets activities.
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: (3) Refer to Note 1.
−Removed: Organization, Summary of Significant Accounting Policies and New Accounting Standards for additional information about our digital assets activities.
Financial Instruments Not Measured at Fair Value
32 unchanged sentences
(2) The fair value of our credit cards was determined using a discounted cash flow model with key inputs relating to weighted average lives, expected lifetime loss rates and discount rate.
−Removed: The fair value of our commercial and consumer banking and senior secured loans was determined using a discounted cash flow model with key inputs relating to the underlying contractual coupons, terms, discount rate and expectations for defaults.
+Added: The fair value of our commercial and consumer banking and secured loans was determined using a discounted cash flow model with key inputs relating to the underlying contractual coupons, terms, discount rate and expectations for defaults.
(3) Other investments include FRB stock and FHLB stock, which are presented within other assets in the consolidated balance sheets.
(4) The fair values of our deposits without contractually defined maturities (such as demand and savings deposits) and our noninterest-bearing deposits approximate their carrying values.
−Removed: The fair value of our time-based deposits was determined using a discounted cash flow model based on rates currently offered for deposits of similar remaining maturities.
+Added: The fair value of our time-based deposits was determined using a discounted cash flow model based on interest rates currently offered for deposits of similar remaining maturities.
(5) The carrying value of our debt is net of unamortized discounts and debt issuance costs.
The fair value of our convertible notes was classified as Level 1, as it was based on an observable market quote.
+Added: The estimated fair value of our 2026 convertible notes was $ 453.5 million and $ 955.3 million as of December 31, 2024 and 2023, respectively.
+Added: The estimated fair value of our 2029 convertible note was $ 1.5 billion as of December 31, 2024.
The fair values of our warehouse facility debt and revolving credit facility debt were classified as Level 2 based on market factors and credit factors specific to these financial instruments.
3 unchanged sentences
The fair value measurements are classified within Level 3 of the fair value hierarchy due to the use of unobservable inputs in the fair value measurements.
−Removed: The balances were primarily composed of a $ 19,739 investment valued under the measurement alternative method during 2022 that was a former equity method investment.
+Added: The balances were primarily composed of a $ 27,500 and $ 19,739 investment, as of December 31, 2024 and 2023, respectively, valued under the measurement alternative method.
SoFi Technologies, Inc.
7 unchanged sentences
The Company also had shares authorized under a stock plan assumed in a 2020 business combination, which were assumed by the 2011 Plan.
−Removed: Upon the Closing, the remaining unallocated share reserve under the 2011 Plan was cancelled and no new awards may be granted under such plan.
−Removed: Awards outstanding under the 2011 Plan were assumed by SoFi Technologies upon the Closing and continue to be governed by the terms of the 2011 Plan.
+Added: Upon the closing of the Business Combination, the remaining unallocated share reserve under the 2011 Plan was cancelled and no new awards may be granted under such plan.
+Added: Awards outstanding under the 2011 Plan were assumed by SoFi Technologies upon the closing of the Business Combination and continue to be governed by the terms of the 2011 Plan.
2021 Stock Option and Incentive Plan
11 unchanged sentences
DSU activity is presented with RSUs in the disclosures below.
−Removed: Share-based compensation expense related to stock options, RSUs and PSUs is presented within the following line items in the consolidated statements of operations and comprehensive loss:
+Added: 2024 Employee Stock Purchase Plan
+Added: In 2024, the Company adopted the 2024 Employee Stock Purchase Plan (the “2024 ESPP”), which authorized for issuance an aggregate of 16,589,650 shares of common stock.
+Added: The 2024 ESPP provides that the number of shares reserved and available for issuance will automatically increase each January 1, beginning on January 1, 2025, by the lesser of 16,589,650 shares of Common Stock, 1 % of the outstanding number of shares of Common Stock on the immediately preceding December 31, or such lesser amount as determined by the 2024 ESPP administrator.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: Share-based compensation expense related to stock options, RSUs, PSUs and ESPP is presented within the following line items in the consolidated statements of operations and comprehensive income (loss):
Year Ended December 31,
5 unchanged sentences
Total $ 246,152 $ 271,216 $ 305,994
−Removed: Common Stock Valuations
−Removed: Subsequent to the Business Combination, we determine the value of our common stock based on the observable daily closing price of SoFi’s stock (ticker symbol “SOFI”).
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: Compensation and Benefits
+Added: Total compensation and benefits, inclusive of share-based compensation expense, was $ 927,258 , $ 894,720 and $ 830,298 for the years ended December 31, 2024, 2023 and 2022, respectively.
+Added: Compensation and benefits expenses are presented within the following categories of expenses within noninterest expense :
+Added: (i) technology and product development , (ii) sales and marketing , (iii) cost of operations , and (iv) general and administrative in the consolidated statements of operations and comprehensive income (loss).
Stock Options
1 unchanged sentence
At the discretion and determination of our Board of Directors , the 2021 Amended and Restated Plan allows for stock options to be granted that may be exercised before the stock options have vested.
−Removed: The 2011 Plan, which continues to govern awards outstanding under that plan that were assumed by SoFi Technologies upon the Closing, had a similar provision.
+Added: The 2011 Plan, which continues to govern awards outstanding under that plan that were assumed by SoFi Technologies upon the closing of the Business Combination, had a similar provision.
Stock options were typically granted at exercise prices equal to the fair value of our common stock at the date of grant.
3 unchanged sentences
The following is a summary of stock option activity:
−Removed: Stock Options Weighted Average
−Removed: Exercise Price Weighted Average
−Removed: Contractual Term
+Added: Number of Stock Options
+Added: Weighted Average Exercise Price
+Added: Weighted Average Remaining Contractual Term
Outstanding as of January 1, 2024 17,896,732 $ 7.70 3.8
5 unchanged sentences
As of December 31, 2024, the aggregate intrinsic value of stock options outstanding and stock options exercisable was $ 111.8 million and $ 111.8 million, respectively.
−Removed: Total compensation cost related to unvested stock options not yet recognized as of December 31, 2023 was immaterial.
+Added: As of December 31, 2024, there was no unrecognized compensation cost related to unvested stock options.
Restricted Stock Units
RSUs, inclusive of DSUs, are equity awards granted to employees that entitle the holder to shares of our common stock when the awards vest.
+Added: For employees hired during 2024, new hire RSU grants typically vest between 12.5 % to 16.7 % on
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: the first vesting date, which occurs approximately six months after the date of grant, and ratably each quarter of the ensuing 10 - to 14 -quarter period.
For employees hired during 2023, new hire RSU grants typically vest between 12.5 % to 25 % on the first vesting date, which occurs approximately six months after the date of grant, and ratably each quarter of the ensuing 6 - to 14 -quarter period.
4 unchanged sentences
The following table summarizes RSU activity:
−Removed: RSUs Weighted Average Grant Date Fair Value
+Added: Number of RSUs
+Added: Weighted Average Grant Date Fair Value
Outstanding as of January 1, 2024 64,879,496 $ 7.95
6 unchanged sentences
(1) The total fair value, based on grant date fair value, of RSUs that vested during the years ended December 31, 2024, 2023 and 2022 was $ 290.0 million, $ 282.6 million, and $ 249.9 million, respectively.
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
The weighted average grant date fair value of RSUs issued during the years ended December 31, 2023 and 2022 was $ 6.51 and $ 7.32 , respectively.
3 unchanged sentences
During 2021 and 2023, we granted PSUs that will vest, if at all, on a graded basis during the four-year period commencing on May 28, 2022, subject to the achievement of specified performance goals, such as the volume-weighted average closing price of our stock over a 90 -trading day period (“Target Hurdles”) and, now that we are a bank holding company, maintaining certain minimum standards applicable to bank holding companies.
−Removed: All PSUs are subject to continued employment on the date of vesting.
In the event of a Sale Event (as defined in the 2021 Amended and Restated Plan), the awards may automatically vest subject to the satisfaction of the Target Hurdles by reference to the sale price, without regard to any other vesting conditions.
+Added: During 2024, we granted PSUs, that will vest, if at all, at the conclusion of a three-year measurement period, subject to the achievement of specific performance goals, such as absolute growth in tangible book value, total risk weighted capital ratio, and relative total shareholder return.
The following table summarizes PSU activity:
−Removed: PSUs Weighted Average Grant Date Fair Value
+Added: Number of PSUs
+Added: Weighted Average Grant Date Fair Value
Outstanding as of January 1, 2024 16,240,181 $ 10.29
4 unchanged sentences
Compensation cost associated with PSUs is recognized using the accelerated attribution method for each of the three vesting tranches over the respective derived service period.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
We determined the grant-date fair value of PSUs utilizing a Monte Carlo simulation model.
16 unchanged sentences
As of December 31, 2024, there was $ 7.1 million of unrecognized compensation cost related to unvested PSUs, which will be recognized over a weighted average period of approximately 2.0 years.
+Added: Employee Stock Purchase Plan
+Added: Our ESPP provides permitted eligible employees the right to purchase shares of the Company's common stock through payroll deductions of up to 15 % of their eligible compensation, subject to certain limitations.
+Added: The purchase price of the shares under the ESPP equals 85 % of the lower of the fair market value of the Company's common stock on either the first or last day of each six-month offering period (i.e.
+Added: a 15 % discount).
+Added: The ESPP does not include post-purchase holding requirements and does not include certain features that could trigger modification, such as increases to contribution rates, resets, and rollovers.
+Added: Employees are allowed to terminate their participation in the ESPP at any time during the purchase period prior to the purchase of shares.
+Added: Compensation expense for the ESPP relates to the 15 % discount and is calculated as of the beginning of the offering period as the fair value of the employees’ purchase rights utilizing the Black-Scholes Model and compensation expense is recognized over the offering period.
+Added: The first offering period was initiated in December 2024.
+Added: The table below presents the fair value assumptions used for the period indicated:
+Added: Input Year Ended December 31, 2024
+Added: Risk-free interest rate
+Added: Expected term (in years)
+Added: Expected volatility
+Added: Fair value of common stock
+Added: Dividend yield
+Added: Our use of a Black-Scholes Model requires the use of subjective assumptions:
+Added: • Risk-free interest rate — Based on the U.S.
+Added: Treasury rate at the time of grant commensurate with the offering period.
+Added: • Expected term — Based on the 6-month offering period and corresponding purchase period.
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: Loss before income taxes consisted of the following:
+Added: • Expected volatility — Based on the historical volatility at the offering date, over a historical period equal to the expected term.
+Added: • Fair value of common stock — Based on the closing stock price on the date of grant (first day of offering period).
+Added: • Dividend yield — We assumed no dividend yield because we have historically not paid out dividends to common stockholders.
+Added: As of December 31, 2024, there was $ 3.8 million of unrecognized compensation cost related to the ESPP over the remaining six-month offering period, ending in June 2025.
+Added: Income (loss) before income taxes consisted of the following:
Year Ended December 31,
2 unchanged sentences
( 58,981 ) ( 169,259 ) ( 18,970 )
−Removed: Loss before income taxes $ ( 301,158 ) $ ( 318,721 ) $ ( 481,177 )
+Added: Income (loss) before income taxes $ 233,345 $ ( 301,158 ) $ ( 318,721 )
_________________
7 unchanged sentences
12,552 8,640 4,275
+Added: 2,151 930 909
Total current tax expense
3 unchanged sentences
( 98,556 ) ( 115 ) 543
−Removed: ( 15,713 ) ( 4,041 ) ( 18 )
−Removed: Total deferred tax expense (benefit)
+Added: Total deferred tax benefit
( 286,917 ) ( 15,828 ) ( 3,498 )
1 unchanged sentence
$ ( 265,320 )
−Removed: Our income tax benefit position in 2023 was primarily attributable to income tax benefits from foreign losses in jurisdictions with net deferred tax liabilities related to Technisys.
−Removed: These benefits were offset by income tax expense associated with the profitability of SoFi Bank in state jurisdictions where separate filings are required, as well as federal taxes where our tax credits and loss carryforwards may be limited.
−Removed: Business Combinations and Note 8.
−Removed: Goodwill and Intangible Assets for additional information.
+Added: The income tax benefit for the year ended December 31, 2024 was $ 265.3 million, primarily due to the release in the fourth quarter of a $ 258.4 million valuation allowance against certain deferred tax assets based on our reassessment of their realizability.
+Added: The timing of this valuation allowance release was primarily due to our cumulative income combined with projections of continued profitability.
+Added: Management defines cumulative income as the most recent three years of pre-tax income when adjusted for certain non-recurring, non-taxable, or non-deductible transactions.
SoFi Technologies, Inc.
5 unchanged sentences
2024 2023 2022
−Removed: Expected income tax benefit at federal statutory rate $ ( 63,243 ) $ ( 66,944 ) $ ( 101,047 )
−Removed: Goodwill impairment
−Removed: Valuation allowance for deferred tax assets 14,461 27,101 92,197
+Added: Expected income tax expense (benefit) at federal statutory rate
Non-deductible compensation expense (1)
10,786 15,579 23,100
−Removed: State and local income taxes, net of federal benefit 6,725 4,591 2,096
Share-based compensation
6,071 554 19,811
−Removed: Research and development tax credits ( 22,249 ) ( 12,496 ) ( 7,067 )
−Removed: Change in fair value of warrants — — 22,539
−Removed: ( 4,150 ) 6,523 4,154
+Added: Tax credits (2)
+Added: State and local income taxes, net of federal benefit ( 66,027 ) 6,725 4,591
+Added: Valuation allowance for deferred tax assets ( 239,787 ) 14,461 27,101
+Added: Goodwill impairment
Income tax expense (benefit) $ ( 265,320 ) $ ( 416 ) $ 1,686
2 unchanged sentences
(1) Reflects the impact of applying Section 162(m), which prohibits deduction of certain excess employee compensation to certain “covered employees”.
+Added: (2) Primarily relates to research and development tax credits.
The table below presents a reconciliation of unrecognized tax benefits:
8 unchanged sentences
Unrecognized tax benefits at end of year $ 36,235 $ 29,687 $ 23,730
−Removed: _________________
−Removed: (1) Increases to our unrecognized tax benefits in 2022 were primarily related to the recognition of historical tax reserves that existed at the time of the Technisys Merger and were primarily recorded through goodwill.
−Removed: As of December 31, 2023 and 2022 unrecognized tax benefits of $ 7,525 and $ 6,812 , respectively, if recognized, would affect our effective tax rate in a future period.
−Removed: As of December 31, 2021, none of the unrecognized tax benefits, if recognized, would affect our effective tax rate in a future period, as the tax benefit would increase a deferred tax asset, which is offset with a valuation allowance.
+Added: As of December 31, 2024, 2023, and 2022 unrecognized tax benefits of $ 32.4 million, $ 7.5 million and $ 6.8 million, respectively, if recognized, would affect our effective tax rate in a future period.
We expect to continue to accrue unrecognized tax benefits for certain recurring tax positions;
however, we do not expect any other significant increases or decreases to unrecognized tax benefits within the next twelve months.
−Removed: Interest and penalties recorded during the year ended December 31, 2023 and 2022 were immaterial .
−Removed: No interest and penalties were recorded during the year ended December 31, 2021.
+Added: Interest and penalties recorded during the years ended December 31, 2024, 2023 and 2022 were immaterial .
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: The table below presents the significant components of the Company’s net deferred tax liabilities:
+Added: The table below presents the significant components of the Company’s net deferred taxes:
Deferred tax assets:
Net operating loss carryforwards $ 192,819 $ 236,492
+Added: 91,913 77,395
+Added: Capitalized research and software expenditures
+Added: 60,496 38,451
Operating lease liabilities 18,032 21,554
Share-based compensation 14,242 24,730
−Removed: Research and development credits 77,395 56,811
Accruals and other 63,480 20,913
3 unchanged sentences
Deferred tax liabilities:
−Removed: Amortization $ ( 42,261 ) $ ( 101,971 )
−Removed: Operating lease ROU assets ( 18,790 ) ( 20,597 )
Servicing rights $ ( 87,946 ) $ ( 49,202 )
+Added: Intangible assets
+Added: ( 51,878 ) ( 42,261 )
+Added: Operating lease ROU assets ( 15,509 ) ( 18,790 )
Other ( 7,940 ) ( 3,900 )
Total deferred tax liabilities ( 163,273 ) ( 114,153 )
−Removed: Deferred tax liabilities, net
+Added: Deferred tax assets (liabilities), net
$ 247,056 $ ( 40,229 )
13 unchanged sentences
345,611 4,800 — ( 319,758 ) 30,653
−Removed: During the years ended December 31, 2023, 2022, and 2021, we maintained a full valuation allowance against our net deferred tax assets, in applicable jurisdictions, increasing our valuation allowance by $ 27,201 , $ 37,536 and $ 125,347 , respectively.
−Removed: In certain foreign and state jurisdictions where sufficient deferred tax liabilities exist, no valuation allowance is recognized.
−Removed: We will continue to recognize a full valuation allowance until there is sufficient positive evidence to support its release.
−Removed: The table below provides information about our net operating loss carryforwards by jurisdiction:
−Removed: December 31, 2023 Expiration
−Removed: $ 47,943 2036 – 2037
−Removed: 633,125 Indefinite
−Removed: 879,425 2024 – 2042
−Removed: 85,254 Indefinite
−Removed: Foreign 35,411 2024 – 2043
−Removed: 80,417 Indefinite
+Added: In connection with recording deferred taxes, management assesses the likelihood that deferred tax assets are more likely than not to be realized.
+Added: We evaluate our deferred tax assets quarterly to determine whether adjustments to our valuation allowance are appropriate in light of changes in facts and circumstances.
+Added: Management reviews all evidence, both positive and negative, to determine whether it is more likely than not that our deferred tax assets are realizable.
+Added: Examples of positive or negative evidence include cumulative income, projections of future profitability, future reversal of deferred tax liabilities, history of U.S.
+Added: federal and material state tax attributes expiring unused, as well as tax planning strategies.
+Added: Management defines cumulative income as the most recent three years of pre-tax income when adjusted for certain non-recurring, non-taxable, or non-deductible transactions.
+Added: Generally, the weight we give to any particular factor is dependent upon the degree to which it can be objectively verified.
+Added: As a result, we give greater weight to the recent cumulative income of a relevant jurisdiction than other more subjective factors.
+Added: During 2024, the valuation allowance decreased by $ 315.0 million , of which $ 258.4 million related to our fourth quarter assessment in which management concluded that cumulative income combined with projections of future profitability provided substantial positive evidence that outweighs the negative evidence to support the realization of certain of the Company's deferred tax assets, primarily related to U.S.
+Added: and certain state jurisdictions.
+Added: As a result, during the fourth quarter of
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: _____________________
−Removed: (1) Federal net operating loss carryforwards generated in periods after December 31, 2017 are subject to an 80% limitation when used in future tax periods as a result of the TCJA passed in 2017.
−Removed: The CARES Act provided for the temporary elimination of the 80% limitation for any net operating loss utilization prior to January 1, 2021.
−Removed: (2) State conformity to either TCJA or the CARES Act, which was signed into law in March 2020, is established by each state’s local statutes and conformity to one act does not require conformity to both acts.
−Removed: Federal and state research and development tax credits of $ 95,211 as of December 31, 2023 will expire at various dates beginning in 2031, if not utilized.
+Added: 2024, the Company released $ 258.4 million of its valuation allowance.
+Added: We continue to maintain a valuation allowance of $ 30.7 million, in certain state and foreign jurisdictions where sufficient positive evidence does not exist to support the realizability of deferred tax assets.
+Added: Management will continue to assess the need for a valuation allowance in future periods.
+Added: During 2023, and 2022, we maintained a full valuation allowance against our net deferred tax assets, in applicable jurisdictions, increasing our valuation allowance by $ 27.2 million and $ 37.5 million, respectively.
+Added: Net operating loss carryforwards by jurisdiction :
+Added: As of December 31, 2024, the Company had federal, state, and foreign net operating loss carryforwards (prior to the application of statutory tax rates) of approximately $ 505.1 million, $ 1.2 billion and $ 126.1 million, respectively.
+Added: Federal and foreign net operating loss carryforwards of approximately $ 485.2 million and $ 74.8 million, respectively, carry forward indefinitely, while the remaining federal and foreign net operating loss carryforwards primarily start expiring in 2043.
+Added: Most state net operating loss carryforwards are limited and primarily begin expiring in 2042.
+Added: The carryforwards, net of the valuation allowance for certain states, are expected to be fully utilized prior to expiration.
+Added: Additionally, as of December 31, 2024, the Company had federal and state research and development credit carryforwards of $ 86.0 million and $ 32.5 million, respectively.
+Added: The federal research credit carryforwards will expire beginning in 2036 and the state research credits will expire beginning in 2031.
The Company files a federal income tax return in the United States and also files in various state and foreign jurisdictions.
3 unchanged sentences
California 2012
−Removed: New York State and City 2016
−Removed: Argentina 2018
−Removed: A portion of our foreign operations benefit from tax holidays in two jurisdictions.
−Removed: However, due to loss carryforwards, tax holidays do not result in cash tax benefits for any period presented.
−Removed: First, we qualify for a tax holiday in Argentina by fulfilling certain requirements of the “Regime for the Promotion of the Knowledge Economy (Law 27,506)”.
+Added: A portion of our foreign operations benefit from tax holidays.
+Added: However, due to loss carryforwards, tax holidays do not result in any material cash tax benefits for any period presented.
+Added: We qualify for a tax holiday in Argentina by fulfilling certain requirements of the “Regime for the Promotion of the Knowledge Economy (Law 27,506)”.
The regime is in effect from January 1, 2020, through December 31, 2029.
1 unchanged sentence
The regime reduces the statutory federal income tax rate from 35% to 28%.
−Removed: Second, we are operating under a 100% tax holiday in Uruguay due to our software-related services.
−Removed: There is no current expiration date for this holiday.
Commitments, Guarantees, Concentrations and Contingencies
As of December 31, 2024, we had $ 685.6 million in financial commitments outstanding related to sponsorship, advertising, and cloud computing agreements under which we are required to make payments over the life of the agreements ranging from one to 15 years.
−Removed: We made payments related to these commitments totaling $ 67,277 , $ 50,829 and $ 22,017 during the years ended December 31, 2023, 2022 and 2021, respectively.
+Added: We made payments related to these commitments totaling $ 80.8 million, $ 67.3 million and $ 50.8 million during the years ended December 31, 2024, 2023 and 2022, respectively.
Amounts payable in future periods are as follows:
3 unchanged sentences
Total $ 685,630
−Removed: We also have commitments to fund home loans and student loans that are only cancellable at the option of the borrower.
−Removed: The commitments are measured at fair value on a recurring basis.
−Removed: Fair Value Measurements for additional information.
−Removed: As part of our community reinvestment initiatives, we have a commitment to fund a line of credit to be used to finance housing and stimulate economic development in low- to moderate-income communities.
−Removed: As of December 31, 2023, we funded
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: $ 1.2 million of loans, which are presented within loans held for investment in the consolidated balance sheets, and had $ 18.8 million of the total $ 20.0 million commitment outstanding.
+Added: We also have commitments to fund home loans and student loans that are only cancellable at the option of the borrower.
+Added: The commitments are measured at fair value on a recurring basis.
+Added: Fair Value Measurements for additional information.
+Added: As part of our community reinvestment initiatives, we have a commitment to fund a line of credit to be used to finance housing and stimulate economic development in low- to moderate-income communities.
+Added: As of December 31, 2024, we funded $ 6.0 million of loans, which are presented within loans held for investment, at amortized cost in the consolidated balance sheets, and had $ 19.0 million of the total $ 25.0 million commitment outstanding.
For information on our leases, see Note 9.
14 unchanged sentences
Likewise, the Company is not overly concentrated within a group of channel partners or other customers, with the exception of our distribution of personal loan residual interests in our sponsored personal loan securitizations, which we market to third parties, and the aforementioned whole loan buyers.
−Removed: Given we have a limited number of prospective buyers for our personal loan securitization residual interests, this might result in us utilizing a significant amount of deposits or our own capital to fund future residual interests in personal loan securitizations, or impact the execution of future securitizations if we are limited in our own ability to invest in the residual interest portion of future securitizations, or find willing buyers for securitization residual interests.
+Added: Given we have a limited number of prospective buyers for our personal loan securitization residual interests, this might result in our utilization of a significant amount of deposits or our own capital to fund future residual interests in personal loan securitizations, or impact the execution of future securitizations if we are limited in our own ability to invest in the residual interest portion of future securitizations, or find willing buyers for securitization residual interests.
Contingencies
8 unchanged sentences
We have a three-year repurchase obligation from the time of origination to buy back originated loans that do not meet GSE guidelines, and we are required to pay the full initial purchase price back to the GSE.
−Removed: We recognize a liability for the full amount of expected loan repurchases, which we estimate based on historical repurchase activity for similar types of loans and assess whether adjustments to our historical loss experience are required based on current conditions and forecasts of future conditions, as appropriate, as our exposure under the guarantee is typically short-term in nature.
−Removed: The liability we record is equal to what we expect to buy back and, therefore, approximates fair value.
−Removed: Second, we make standard representations and warranties related to other loan transfers, breaches of which would require us to repurchase the transferred loans.
−Removed: Finally, we have limited repurchase obligations for certain loan transfers associated with credit-related events, such as early prepayment or events of default within 90 days after origination.
−Removed: In the event of a repurchase, we are typically required to pay the purchase price of the loans transferred.
+Added: We recognize a liability for the full amount of expected loan repurchases, which we estimate based on historical repurchase activity for similar types of loans and assess whether adjustments to our historical loss experience are required based on current
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: As of December 31, 2023 and 2022, we accrued liabilities within accounts payable, accruals and other liabilities in the consolidated balance sheets of $ 5.9 million and $ 1.4 million, respectively, related to our estimated repurchase obligation, the former of which includes liabilities assumed in our acquisition of Wyndham.
−Removed: The corresponding charges for changes in the estimated obligation are recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive loss.
+Added: conditions and forecasts of future conditions, as appropriate, as our exposure under the guarantee is typically short-term in nature.
+Added: The liability we record is equal to what we expect to buy back.
+Added: Second, we make standard representations and warranties related to other loan transfers, breaches of which would require us to repurchase the transferred loans.
+Added: Finally, we have limited repurchase obligations for certain loan transfers associated with credit-related events, such as early prepayment or events of default within 90 days after origination.
+Added: In the event of a repurchase, we are typically required to pay the purchase price of the loans transferred.
+Added: As of December 31, 2024, and 2023, we accrued liabilities within accounts payable, accruals and other liabilities in the consolidated balance sheets of $ 11.9 million and $ 5.9 million, respectively, related to our estimated repurchase obligation.
+Added: The corresponding charges for changes in the estimated obligation are recorded within noninterest income—loan origination, sales, and securitizations in the consolidated statements of operations and comprehensive income (loss) or within noninterest income - loan platform fees in the consolidated statements of operations and comprehensive income (loss) in connection with transfers of loans held for sale and carried at the lower of amortized cost or fair value as part of our Loan Platform Business.
As of December 31, 2024 and 2023, the amounts associated with loans sold that were subject to the terms and conditions of our repurchase obligations totaled $ 12.5 billion and $ 6.7 billion, respectively.
6 unchanged sentences
Future events or changes in mandates may affect our ability to meet mortgage banking regulatory requirements.
−Removed: As of December 31, 2023 and 2022, we were in compliance with all minimum net worth requirements and, therefore, have not accrued any liabilities related to fines or penalties.
+Added: As of December 31, 2024 and 2023, we were in compliance with all minimum net worth requirements;
+Added: therefore, we have not accrued any liabilities related to fines or penalties.
Retirement Plans
−Removed: We have a 401(k) plan that covers all employees meeting certain eligibility requirements.
+Added: We have a 401(k) plan that covers all U.S.
+Added: employees meeting certain eligibility requirements.
The 401(k) plan is designed to provide tax-deferred retirement benefits in accordance with the provisions of Section 401(k) of the Internal Revenue Code.
2 unchanged sentences
We have not made any contributions to the plan to date.
−Removed: Loss Per Share
−Removed: Prior to the Business Combination, our participating interests included all series of our preferred stock, and we computed loss per share attributable to common stock using the two-class method required for participating interests.
−Removed: Prior to the Business Combination, all other classes of preferred stock, except for Series C, had stated dividend rights, which had priority over undistributed earnings.
−Removed: The remaining losses were shared pro-rata among the preferred stock (with the exception of Series 1 preferred stock) and common stock outstanding during the measurement period, as if all of the losses for the period had been distributed.
−Removed: While our calculation of loss per share accounted for a loss allocation to all participating shares, we only presented loss per share below for our common stock.
−Removed: Subsequent to the Business Combination, we did not have any participating interests.
+Added: Earnings (Loss) Per Share
Series 1 Redeemable Preferred Stock has preferential cumulative dividend rights.
−Removed: For each period presented, we increased net loss by the contractual amount of dividends payable to holders of Series 1 Redeemable Preferred Stock.
−Removed: Basic loss per share of common stock is computed by dividing net loss, adjusted for the impact of Series 1 Redeemable Preferred Stock dividends, by the weighted average number of shares of common stock outstanding during the period.
−Removed: Diluted earnings (loss) per share of common stock is computed by dividing net income, adjusted for the impact of Series 1 Redeemable Preferred Stock dividends, by the weighted average number of shares of common stock outstanding during the period plus amounts representing the dilutive effect of contingently issuable shares including PSU awards which require future service as a condition of delivery of the underlying common stock, RSUs, outstanding options, outstanding warrants and dilution resulting from the conversion of convertible notes, if applicable.
−Removed: The adjustment for convertible notes reflects the conversion price at the end of the reporting period.
−Removed: We excluded the effect of all potentially dilutive common stock elements from the denominator in the computation of diluted earnings (loss) per share in the periods where their inclusion would have been anti-dilutive.
+Added: To calculate net income (loss) attributable to common stockholders for each period presented, we adjust the numerator for basic and diluted EPS for the impact of the contractual amount of dividends payable to holders of Series 1 Redeemable Preferred Stock and the impact of redemption activity, if applicable.
+Added: In May 2024, the Company redeemed all Series 1 Redeemable Preferred Stock outstanding.
+Added: Equity for additional information.
+Added: Basic EPS is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period.
+Added: Diluted EPS is computed by dividing net income (loss) attributable to common stockholders, as adjusted for activity related to convertible notes, net of tax, if dilutive and applicable, by the weighted average number of shares of common stock outstanding during the period plus the effect of dilutive potential common shares.
+Added: These potential common shares relate to (i) contingently issuable shares including PSU awards which require future service as a condition of delivery of the underlying common stock as determined using contingently issuable share guidance, (ii) outstanding RSUs, options, warrants and shares issuable under the ESPP as determined using the treasury stock method, and (iii) shares issuable upon conversion of convertible
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: The calculations of basic and diluted loss per share were as follows:
+Added: notes as determined using the if-converted method.
+Added: The adjustment for convertible notes reflects the conversion price at the end of the reporting period.
+Added: We excluded the effect of all potentially dilutive common stock elements from the denominator in the computation of diluted EPS in the periods where their inclusion would have been anti-dilutive.
+Added: The calculations of basic and diluted earnings (loss) per share were as follows:
Year Ended December 31,
+Added: ($ and shares in thousands, except per share amounts)
2024 2023 2022
−Removed: Net loss $ ( 300,742 ) $ ( 320,407 ) $ ( 483,937 )
+Added: Net income (loss) $ 498,665 $ ( 300,742 ) $ ( 320,407 )
Redeemable preferred stock dividends
( 16,503 ) ( 40,425 ) ( 40,425 )
−Removed: Net loss attributable to common stockholders – basic and diluted
+Added: Redeemable preferred stock redemptions, net (1)
+Added: Net income (loss) attributable to common stockholders – basic
$ 479,136 $ ( 341,167 ) $ ( 360,832 )
+Added: Dilutive effect of convertible notes, net (2)
+Added: Net income (loss) attributable to common stockholders – diluted (2)
+Added: $ ( 341,167 )
+Added: $ ( 360,832 )
Weighted average common stock outstanding – basic 1,050,219 945,024 900,886
+Added: Convertible notes (3)
+Added: Unvested RSUs
+Added: Common stock options
Weighted average common stock outstanding – diluted 1,101,390 945,024 900,886
−Removed: Loss per share – basic
+Added: Earnings (loss) per share – basic
$ 0.46 $ ( 0.36 ) $ ( 0.40 )
−Removed: Loss per share – diluted
+Added: Earnings (loss) per share – diluted (2)
$ 0.39 $ ( 0.36 ) $ ( 0.40 )
−Removed: We excluded the effect of the below elements from our calculation of diluted loss per share, as their inclusion would have been anti-dilutive, as there were no earnings attributable to common stockholders.
−Removed: These amounts represent the number of instruments outstanding at the end of the year.
−Removed: Year Ended December 31,
____________________
−Removed: Common stock options
+Added: (1) In May 2024, we redeemed all outstanding Series 1 Redeemable Preferred Stock.
+Added: The premium of $ 3,026 for the excess of the amount paid upon redemption over the carrying value of redeemable preferred stock at the time of exercise is considered to be akin to a dividend, and as such is deducted from net income (loss) to determine the net income (loss) attributable to common stockholders.
+Added: Equity for additional information.
+Added: (2) For the year ended December 31, 2024, diluted earnings per share of $ 0.39 and diluted net income attributable to common stockholders of $ 434,776 exclude gain on extinguishment of debt, net of tax, as well as interest expense incurred, net of tax, associated with convertible note activity during the period as evaluated under the if-converted method.
+Added: (3) For the year ended December 31, 2024, includes incremental dilutive shares from 2026 convertible notes and 2029 convertible notes.
+Added: The following table presents the securities that were not included in the computation of diluted EPS as the effect would have been anti-dilutive.
+Added: For the year ended December 31, 2023 and December 31, 2022, all elements were excluded from our calculation of diluted EPS as there were no earnings attributable to common stockholders, and amounts reflect the number of instruments outstanding at the end of the period.
+Added: Year Ended December 31,
+Added: (Shares in thousands)
2024 2023 2022
−Removed: Common stock warrants 12,170,990 12,170,990 12,170,990
Unvested RSUs (1)
14,985 64,879 69,538
+Added: Common stock options (1)
+Added: 6,658 17,897 18,750
Unvested PSUs 14,049 16,240 19,564
+Added: Contingent common stock (2)
Convertible notes
— 49,611 53,538
−Removed: Contingent common stock (3)
+Added: Common stock warrants (3)
— 12,171 12,171
____________________
−Removed: (1) As of December 31, 2023, includes DSUs granted to non-employee directors.
−Removed: Share-Based Compensation for additional information.
−Removed: (2) Represents the shares of common stock issuable upon conversion of all convertible notes at the conversion rate in effect at the date indicated.
−Removed: Organization, Summary of Significant Accounting Policies and New Accounting Standards and Note 12.
−Removed: Debt for additional information.
−Removed: (3) As of December 31, 2023 and December 31, 2022, includes contingently returnable common stock in connection with the Technisys Merger during 2022, which consists of shares held in escrow pending resolution of outstanding indemnification claims by SoFi.
+Added: (1) Amounts reflect weighted average instruments outstanding for the year ended December 31, 2024.
+Added: (2) Represents contingently returnable common stock in connection with the Technisys Merger, which consists of shares that continue to be held in escrow pending resolution of outstanding indemnification claims by SoFi.
These shares were issued in 2022 and partially released in 2023.
Business Combinations for additional information.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: (3) All remaining unexercised common stock warrants expired in May 2024.
+Added: As of December 31, 2024, the Company has no outstanding common stock warrants.
Business Segment and Geographic Information
6 unchanged sentences
Each segment has a segment manager who reports directly to the CODM.
+Added: Our CODM is the company’s chief executive officer.
The CODM has ultimate authority and responsibility over resource allocation decisions and performance assessment.
The operations of acquired businesses have been integrated into, or managed as part of, our existing reportable segments.
−Removed: Activities that are not part of a reportable segment, such as management of our corporate investment portfolio and asset/liability management by our centralized treasury function (as further discussed below), are included in the Corporate/Other non-reportable segment.
−Removed: Contribution profit (loss) is the primary measure of segment profit and loss reviewed by the CODM and is intended to measure the direct profitability of each segment in the manner in which management evaluates performance and makes
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: decisions about funding our operations and allocating resources.
+Added: Activities that are not part of a reportable segment, such as management of our corporate investment portfolio and asset/liability management by our centralized treasury function (as further discussed below), are included in our Corporate/Other segment.
+Added: Contribution profit (loss) is the measure of segment profit and loss reviewed by the CODM.
+Added: Contribution profit (loss) is used by the CODM to evaluate segment performance and make decisions about funding our operations and allocating resources, primarily through periodic segment performance reviews.
Contribution profit (loss) is defined as total net revenue for each reportable segment less:
3 unchanged sentences
• expenses directly attributable to the corresponding reportable segment.
−Removed: Directly attributable expenses primarily include compensation and benefits and sales and marketing, and vary based on the amount of activity within each segment.
−Removed: Directly attributable expenses also include loan origination and servicing expenses, professional services, product fulfillment, lead generation and occupancy-related costs.
+Added: Directly attributable expenses are the significant expenses of each of our respective segments, and primarily include compensation and benefits, direct advertising and lead generation, and vary based on the amount of activity within each segment.
+Added: Directly attributable expenses also include loan origination and servicing expenses, professional services, product fulfillment, and occupancy-related costs.
Expenses are attributed to the reportable segments using either direct costs of the segment or labor costs that can be attributed based upon the allocation of employee time for individual products.
−Removed: During the first quarter of 2022, we implemented an FTP framework to attribute net interest income to our business segments based on their usage and/or provision of funding.
+Added: • the provision for credit losses which primarily relates to the financial services segment.
+Added: We apply an FTP framework to attribute net interest income to our business segments based on their usage and/or provision of funding, implemented beginning in the first quarter of 2022.
The primary objective of the FTP framework is to transfer interest rate risk from the business segments by providing matched duration of funding of assets and liabilities to allocate interest income and interest expense to each segment.
Therefore, the financial impact, management and reporting of interest rate risk is centralized in Corporate/Other, where it is monitored and managed.
−Removed: Under the FTP framework, treasury provides a funds credit for sources of funds, such as deposits, and a funds charge for the use of funds, such as loan originations and credit card.
+Added: Under the FTP framework, treasury provides a funds credit for sources of funds, such as deposits, and a funds charge for the use of funds, such as loans and credit cards.
The process for determining FTP credits and charges is based on a number of factors and assumptions, including prevailing market interest rates, the expected duration of interest-earning and interest-bearing assets and liabilities, contingent risks and behaviors, and our broader funding profile.
2 unchanged sentences
The application of the FTP framework impacts the measure of net interest income and, thereby, total net revenue and contribution profit (loss) for our reportable segments, as well as the total net revenue of Corporate/Other, but has no impact on our consolidated results of operations.
−Removed: Prior to implementing the FTP framework, the presentation of our Lending and Financial Services segments’ net interest income reflected the difference between interest income earned on our loans and the actual interest expense incurred on any loans that were financed.
−Removed: Under the FTP framework, such interest expense is incurred by treasury within Corporate/Other and replaced by an FTP charge.
−Removed: Application of our current FTP framework during the comparative year ended December 31, 2021 would not have had a material impact on Lending or Financial Services segment net interest income.
The accounting policies of our reportable segments are consistent with those described in Note 1.
1 unchanged sentence
Assets are not allocated to reportable segments, as our CODM does not evaluate reportable segments using discrete asset information.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
Segment Information
The Lending segment includes our personal loan, student loan and home loan products and the related servicing activities.
+Added: We also provide servicing in support of our Loan Platform Business on loans originated on behalf of third-party partners and servicing rights assumed from third parties.
Revenues in the Lending segment are driven by changes in the fair value of our whole loans and securitization interests (inclusive of our economic hedging activities), gains or losses recognized on transfers that meet the true sale requirements, and our servicing-related activities, which mainly consist of servicing fees and the changes in our servicing assets over time.
−Removed: In our Lending segment, we also earn the difference between interest income earned on our loans and interest expense as determined using the FTP framework for the year ended December 31, 2023 and the majority of the year ended December 31, 2022, and from our warehouse financing for the year ended December 31, 2021.
−Removed: Our CODM considers net interest income in addition to contribution profit in evaluating the performance of our Lending segment and making resource allocation decisions.
−Removed: Therefore, we present interest income net of interest expense.
+Added: In our Lending segment, we also earn the difference between interest income earned on our loans and interest expense as determined using the FTP framework.
Technology Platform .
The Technology Platform segment includes:
−Removed: (i) technology products and solutions revenue, which is primarily related to our platform as a service through Galileo, which provides the infrastructure to facilitate core client-facing and back-end capabilities, such as account setup, account funding, direct deposit, authorizations and processing, payments functionality and check account balance features, (ii) beginning in March 2022, revenue earned by Technisys, which
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: expanded our segment to include a cloud-native digital and core banking platform offering and which results in the sale of software licenses and the provision of related technology solutions, and (iii) beginning in the third quarter of 2023, interest income earned on segment cash balances, for which prior period amounts were determined to be immaterial.
+Added: (i) technology products and solutions revenue, which is primarily related to our integrated technology platform as a service through Galileo, which provides the infrastructure to facilitate core client-facing and back-end capabilities, such as account setup, account funding, direct deposit, authorizations and processing, payments functionality and check account balance features, (ii) beginning in March 2022, revenue earned by Technisys, which expanded our segment to include a cloud-native digital and core banking platform offering and which results in the sale of software licenses and associated services, including implementation and maintenance, and (iii) beginning in the third quarter of 2023, interest income earned on segment cash balances, for which prior period amounts were determined to be immaterial.
+Added: Our CODM considers contribution profit in evaluating the performance of our Technology Platform segment and making resource allocation decisions.
Business Combinations for additional information on the Technisys Merger.
Financial Services.
−Removed: The Financial Services segment primarily includes our SoFi Money product (primarily inclusive of checking and savings accounts, as well as cash management accounts), SoFi Invest product, SoFi Credit Card product, SoFi Relay personal finance management product and other financial services, such as lead generation and content for other financial services institutions and our members.
−Removed: Checking and savings provides members a digital banking experience that offers no account fees, 2-day early paycheck and a competitive annual percentage yield.
−Removed: SoFi Money cash management provides members a digital cash management experience.
−Removed: SoFi Invest provides investment features and financial planning services that we offer to our members.
−Removed: Revenues in the Financial Services segment include interest income earned and interest expense incurred under the FTP framework, interchange fees on our member debit and credit transactions, and fees related to pay for order flow and share lending arrangements in SoFi Invest.
−Removed: We also earn referral fees in connection with referral activity we facilitate through our platform.
−Removed: Our CODM considers net interest income in addition to contribution profit (loss) in evaluating the performance of our Financial Services segment and making resource allocation decisions.
+Added: The Financial Services segment includes:
+Added: (i) our SoFi Money product, primarily inclusive of checking and savings accounts which provide members with a digital banking experiences, as well as cash management accounts, (ii) SoFi Invest product which provides investment features and financial planning services, (iii) SoFi Credit Card products, (iv) our Loan Platform Business, through which we provide lending related services and includes activity through which third-party partners leverage our end-to-end origination and servicing platform to acquire loans within their credit specifications on a fee per loan basis, referred loans originated by a third-party partner to which we provide pre-qualified borrower referrals, and certain loans associated with our Lantern financial services marketplace platform, developed to help applicants that do not qualify for SoFi products and small business owners to seek alternative products from other providers, (v) SoFi Relay personal finance management product and (vi) other financial services, such as a product comparison experience through Lantern and content for other financial services institutions, employers and our members.
+Added: Revenues in the Financial Services segment include interest income earned and interest expense incurred under the FTP framework, interchange fees on our member debit and credit transactions, and brokerage fees related to pay for order flow and share lending arrangements in SoFi Invest.
+Added: We earn revenue on loans originated on behalf of third-party partners through our Loan Platform Business, for which we receive a specified fee upon sale which includes a fixed price per loan sold.
+Added: We also earn referral fees in connection with referral activity we facilitate through our platform, inclusive of referral fees generated through our Loan Platform Business for providing pre-qualified borrower referrals to a third-party partner who separately contracts with a loan originator.
+Added: Certain products, such as our complementary product SoFi Relay, do not provide direct sources of revenue.
Under the FTP framework, the Financial Services segment earns interest income that is reflective of an FTP credit for deposits provided to the overall business, as well as incurs interest expense that is reflective of an FTP charge related to the use of funding for SoFi Credit Card.
Corporate/Other.
−Removed: Non-segment operations are classified as Corporate/Other, which includes net revenues associated with corporate functions that are not directly related to a reportable segment.
+Added: Corporate/Other includes net revenues associated with corporate functions that are not directly related to a reportable segment.
Beginning in the first quarter of 2022, net interest income (expense) within Corporate/Other reflects the residual impact from FTP charges and FTP credits allocated to our reportable segments under our FTP framework.
6 unchanged sentences
The following tables present financial information, including the measure of contribution profit (loss), for each reportable segment.
−Removed: Year Ended December 31, 2023 Lending Technology
+Added: The following tables also reconcile reportable segments total contribution profit (loss) to consolidated income (loss) before income taxes.
+Added: Directly attributable expenses are the significant expenses of each of our respective segments relative to those regularly provided to our CODM.
+Added: Expenses not allocated to reportable segments represent items that are not considered by our CODM in evaluating segment performance or allocating resources.
+Added: Year Ended December 31, 2024 Lending Technology Platform
Financial Services
−Removed: Reportable Segments Total Corporate/Other (1)
+Added: Reportable Segments Total (1)
+Added: Corporate/Other (1)
Net interest income (expense) $ 1,207,226 $ 2,158 $ 573,422 $ 1,782,806 $ ( 66,325 ) $ 1,716,481
−Removed: Noninterest income (expense) (2)
+Added: Noninterest income (2)
277,996 393,020 248,089 919,105 39,273 958,378
Total net revenue (loss) $ 1,485,222 $ 395,178 $ 821,511 $ 2,701,911 $ ( 27,052 ) $ 2,674,859
+Added: Provision for credit losses (3)
+Added: — — ( 31,659 ) ( 31,659 )
Servicing rights – change in valuation inputs or assumptions (4)
2 unchanged sentences
Directly attributable expenses (6) :
−Removed: Contribution profit (loss) $ 823,273 $ 94,786 $ ( 262 ) $ 917,797
−Removed: Year Ended December 31, 2022 Lending Technology
+Added: Compensation and benefits ( 126,394 ) ( 152,158 ) ( 137,097 )
+Added: Direct advertising ( 218,566 ) — ( 36,729 )
+Added: Lead generation ( 149,481 ) — ( 50,325 )
+Added: Loan origination and servicing costs ( 51,415 ) — —
+Added: Product fulfillment — ( 58,247 ) ( 73,194 )
+Added: Tools and subscriptions — ( 28,081 ) —
+Added: Member incentives — — ( 80,837 )
+Added: Professional services ( 11,957 ) ( 12,088 ) ( 22,972 )
+Added: Intercompany technology platform expenses ( 2,706 ) — ( 23,924 )
+Added: ( 27,988 ) ( 17,649 ) ( 57,767 )
+Added: Directly attributable expenses
+Added: ( 588,507 ) ( 268,223 ) ( 482,845 ) ( 1,339,575 )
+Added: Contribution profit
+Added: $ 890,543 $ 126,955 $ 307,007 $ 1,324,505
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: Year Ended December 31, 2023 Lending Technology Platform
Financial Services
−Removed: Reportable Segments Total Corporate/Other (1)
+Added: Reportable Segments Total (1)
+Added: Corporate/Other (1)
Net interest income (expense) $ 960,773 $ 1,514 $ 334,847 $ 1,297,134 $ ( 35,394 ) $ 1,261,740
2 unchanged sentences
Total net revenue (loss) $ 1,370,621 $ 352,340 $ 436,515 $ 2,159,476 $ ( 36,687 ) $ 2,122,789
+Added: Provision for credit losses (3)
+Added: — — ( 54,945 ) ( 54,945 )
Servicing rights – change in valuation inputs or assumptions (4)
1 unchanged sentence
Residual interests classified as debt – change in valuation inputs or assumptions (5)
+Added: Directly attributable expenses (6) :
+Added: Compensation and benefits ( 119,266 ) ( 151,041 ) ( 125,143 )
+Added: Direct advertising ( 183,885 ) — ( 44,347 )
+Added: Lead generation ( 115,388 ) — ( 36,447 )
+Added: Loan origination and servicing costs ( 46,241 ) — —
+Added: Product fulfillment — ( 47,731 ) ( 49,829 )
+Added: Tools and subscriptions — ( 26,384 ) —
+Added: Member incentives — — ( 54,616 )
+Added: Professional services ( 9,592 ) ( 13,230 ) ( 12,719 )
+Added: Intercompany technology platform expenses ( 948 ) — ( 12,961 )
( 37,753 ) ( 19,168 ) ( 45,770 )
1 unchanged sentence
Contribution profit (loss) $ 823,273 $ 94,786 $ ( 262 ) $ 917,797
−Removed: Year Ended December 31, 2021 Lending Technology
−Removed: Financial Services (1)
−Removed: Reportable Segments Total Corporate/Other (1)
+Added: Year Ended December 31, 2022 Lending Technology Platform
+Added: Financial Services Reportable Segments Total (1)
+Added: Corporate/Other (1)
Net interest income (expense) $ 531,480 $ — $ 92,574 $ 624,054 $ ( 39,958 ) $ 584,096
−Removed: $ 258,102 $ ( 29 ) $ 3,765 $ 261,838 $ ( 9,594 ) $ 252,244
−Removed: Noninterest income (2)
+Added: Noninterest income (expense) (2)
608,511 315,133 75,102 998,746 ( 9,307 ) 989,439
Total net revenue (loss) $ 1,139,991 $ 315,133 $ 167,676 $ 1,622,800 $ ( 49,265 ) $ 1,573,535
+Added: Provision for credit losses (3)
+Added: — — ( 54,332 ) ( 54,332 )
Servicing rights – change in valuation inputs or assumptions (4)
3 unchanged sentences
Directly attributable expenses (6) :
+Added: Compensation and benefits ( 103,996 ) ( 143,843 ) ( 110,288 )
+Added: Direct advertising ( 178,263 ) — ( 36,660 )
+Added: Lead generation ( 87,716 ) — ( 30,418 )
+Added: Loan origination and servicing costs ( 41,535 ) — —
+Added: Product fulfillment — ( 39,237 ) ( 33,713 )
+Added: Tools and subscriptions — ( 21,745 ) —
+Added: Member incentives — — ( 45,923 )
+Added: Professional services ( 6,649 ) ( 11,460 ) ( 4,590 )
+Added: Intercompany technology platform expenses — — ( 4,600 )
+Added: ( 24,786 ) ( 22,335 ) ( 46,578 )
+Added: Directly attributable expenses ( 442,945 ) ( 238,620 ) ( 312,770 ) ( 994,335 )
Contribution profit (loss)
+Added: $ 664,003 $ 76,513 $ ( 199,426 ) $ 541,090
SoFi Technologies, Inc.
9 unchanged sentences
Revenue for a reconciliation of revenue from contracts with customers to total noninterest income (expense).
−Removed: (3) Reflects changes in fair value inputs and assumptions, including market servicing costs, conditional prepayment, default rates and discount rates.
−Removed: This non-cash change, which is recorded within noninterest income in the consolidated statements of operations and comprehensive loss, is unrealized during the period and, therefore, has no impact on our cash flows from operations.
−Removed: As such, the changes in fair value attributable to assumption changes are adjusted to provide management and financial users with better visibility into the cash flows available to finance our operations.
−Removed: (4) Reflects changes in fair value inputs and assumptions, including conditional prepayment, default rates and discount rates.
−Removed: When third parties finance our consolidated VIEs through purchasing residual interests, we receive proceeds at the time of the securitization close and, thereafter, pass along contractual cash flows to the residual interest owner.
−Removed: These obligations are measured at fair value on a recurring basis, with fair value changes recorded within noninterest income in the consolidated statements of operations and comprehensive loss.
−Removed: The fair value change attributable to assumption changes has no impact on our initial financing proceeds, our future obligations to the residual interest owner (because future residual interest claims are limited to securitization collateral cash flows), or the general operations of our business.
−Removed: As such, this non-cash change in fair value during the period is adjusted to provide management and financial users with better visibility into the cash flows available to finance our operations.
−Removed: The following table reconciles reportable segments total contribution profit to loss before income taxes.
+Added: (3) In the fourth quarter of 2024, we made a presentation change to present the provision for credit losses below total net revenue and above total noninterest expense , from its previous presentation within total noninterest expense .
+Added: Respective prior period amounts were recast to conform to the current period presentation.
+Added: (4) Reflects changes in fair value inputs and assumptions on servicing rights, including conditional prepayment, default rates and discount rates.
+Added: These assumptions are highly sensitive to market interest rate changes and are not indicative of our performance or results of operations.
+Added: These non-cash charges, which are recorded within noninterest income in the consolidated statements of operations and comprehensive income (loss), are unrealized during the period and, therefore, have no impact on our cash flows from operations.
+Added: (5) Reflects changes in fair value inputs and assumptions on residual interests classified as debt, including conditional prepayment, default rates and discount rates.
+Added: When third parties finance our consolidated securitization VIEs by purchasing residual interests, we receive proceeds at the time of the closing of the securitization and, thereafter, pass along contractual cash flows to the residual interest owner.
+Added: These obligations are measured at fair value on a recurring basis, with fair value changes recorded within noninterest income in the consolidated statements of operations and comprehensive income (loss).
+Added: These residual debt obligations are measured at fair value on a recurring basis, but they have no impact on our initial financing proceeds, our future obligations to the residual interest owner (because future residual interest claims are limited to contractual securitization collateral cash flows), or the general operations of our business.
+Added: (6) The significant expense categories and amounts presented align with the segment-level information that is regularly provided to the CODM.
+Added: Other expenses for our Lending segment primarily include loan marketing expenses, member promotional expenses, tools and subscriptions, travel and occupancy-related costs, and third-party loan fraud (net of related insurance recoveries).
+Added: Other expenses for our Technology platform are primarily related to travel and occupancy-related costs, advertising and marketing, and accounts receivable write-offs.
+Added: Other expenses for our Financial Services segment primarily include operational product losses, third party fraud expense, network servicing fees, travel and occupancy-related costs, tools and subscriptions, and marketing expenses.
+Added: The following table reconciles reportable segments total contribution profit to consolidated income (loss) before income taxes.
Expenses not allocated to reportable segments represent items that are not considered by our CODM in evaluating segment performance or allocating resources.
2 unchanged sentences
Reportable segments total contribution profit $ 1,324,505 $ 917,797 $ 541,090
−Removed: Corporate/Other total net loss ( 36,687 ) ( 49,265 ) ( 6,415 )
+Added: Corporate/Other total net revenue (loss)
+Added: ( 27,052 ) ( 36,687 ) ( 49,265 )
Intercompany expenses 36,765 22,199 7,604
1 unchanged sentence
Residual interests classified as debt – change in valuation inputs or assumptions ( 108 ) ( 425 ) ( 6,608 )
−Removed: Expenses not allocated to segments:
+Added: Not allocated to segments:
Share-based compensation expense ( 246,152 ) ( 271,216 ) ( 305,994 )
3 unchanged sentences
Goodwill impairment expense — ( 247,174 ) —
−Removed: Fair value change of warrant liabilities — — ( 107,328 )
−Removed: Special payment (2)
−Removed: — — ( 21,181 )
−Removed: Other corporate and unallocated expenses (3)
+Added: Other corporate and unallocated (2)
( 368,628 ) ( 268,610 ) ( 209,075 )
−Removed: Loss before income taxes $ ( 301,158 ) $ ( 318,721 ) $ ( 481,177 )
+Added: Income (loss) before income taxes $ 233,345 $ ( 301,158 ) $ ( 318,721 )
_____________________
−Removed: (1) Includes compensation, benefits, restructuring charges, recruiting, certain occupancy-related costs and various travel costs of executive management, certain technology groups and general and administrative functions that are not directly attributable to the reportable segments.
−Removed: (2) Represents a special payment to the Series 1 preferred stockholders in connection with the Business Combination.
−Removed: (3) Represents corporate overhead costs that are not allocated to reportable segments, which primarily includes corporate marketing and advertising costs, tools and subscription costs, professional services costs, corporate and FDIC insurance costs, foreign currency translation adjustments and transaction-related expenses.
+Added: (1) Includes expenses related to compensation, benefits, restructuring charges, recruiting, certain occupancy-related costs and various travel costs of executive management, certain technology groups and general and administrative functions that are not directly attributable to the reportable segments.
+Added: (2) Represents corporate overhead costs that are not allocated to reportable segments, which primarily includes corporate marketing and advertising costs, tools and subscription costs, professional services costs, amortization of premiums on a credit default swap, corporate and FDIC insurance costs, foreign currency translation adjustments and transaction-related expenses.
Geographic Information
The following tables present total net revenue from external customers and total assets attributed to the United States and to all foreign countries in total in which we operate.
−Removed: We attribute total net revenue and total assets based on the country of domicile of the legal entity.
−Removed: No individual foreign country had material total net revenue during any of the years presented.
+Added: We attribute total net revenue and total assets based on the country of
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: long-lived assets as of the dates indicated were not considered by management to be significant relative to total assets.
+Added: domicile of the legal entity.
+Added: No individual foreign country had material total net revenue during any of the years presented.
+Added: Our long-lived assets as of the dates indicated were not considered by management to be significant relative to total assets.
The majority of our long-lived assets were located in the United States as of the dates indicated.
54 unchanged sentences
There have been no events or conditions since December 31, 2024 that management believes would change the categorization.
−Removed: Parent Company Condensed Financial Information
−Removed: The following parent company condensed financial statements are prepared in accordance with Regulation S-X of the SEC, which require such disclosures when the restricted net assets of consolidated subsidiaries exceed 25% of consolidated net assets.
−Removed: The condensed balance sheets as of December 31, 2023 and 2022 reflect balances at SoFi Technologies, Inc.
−Removed: The condensed statement of operations and comprehensive loss and condensed statement of cash flows reflect the activity of Social Finance, Inc.
−Removed: from January 1, 2021 through the close of the Business Combination in May 2021, and reflect the activity of SoFi Technologies, Inc.
−Removed: subsequent to the close of the Business Combination.
−Removed: Refer to Note 2.
−Removed: Business Combinations for additional information on the Business Combination.
SoFi Technologies, Inc.
2 unchanged sentences
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: Parent Company Condensed Financial Information
+Added: The following parent company condensed financial statements are prepared in accordance with Regulation S-X of the SEC, which require such disclosures when the restricted net assets of consolidated subsidiaries exceed 25% of consolidated net assets.
SoFi Technologies, Inc.
1 unchanged sentence
(Parent Company Only)
−Removed: ( In Thousands, Except for Share Data )
Cash and cash equivalents $ 30,760 $ 201
12 unchanged sentences
100,000,000 and 100,000,000 shares authorized;
−Removed: 3,234,000 and 3,234,000 shares issued and outstanding as of December 31, 2023 and 2022, respectively
−Removed: 320,374 320,374
+Added: — and 3,234,000 shares outstanding as of December 31, 2024 and 2023, respectively
Permanent equity:
8 unchanged sentences
_______________
−Removed: (1) Redemption amount is $ 323,400 as of December 31, 2023 and 2022.
−Removed: (2) Includes 100,000,000 non-voting common shares authorized and no non-voting common shares issued and outstanding as of December 31, 2023 and December 31, 2022.
+Added: (1) Redemption amount was $ 323,400 as of December 31, 2023.
+Added: (2) Includes 100,000,000 non-voting common shares authorized and no non-voting common shares issued and outstanding as of December 31, 2024 and 2023.
SoFi Technologies, Inc.
3 unchanged sentences
SoFi Technologies, Inc.
−Removed: Condensed Statements of Operations and Comprehensive Loss
+Added: Condensed Statements of Operations and Comprehensive Income (Loss)
(Parent Company Only)
−Removed: ( In Thousands )
Year Ended December 31,
15 unchanged sentences
399,862 10,696 —
−Removed: Loss before equity in loss of subsidiaries
+Added: Income (loss) before equity in loss of subsidiaries
372,924 ( 172,701 ) ( 47,189 )
1 unchanged sentence
125,741 ( 128,041 ) ( 273,218 )
+Added: Net income (loss)
$ 498,665 $ ( 300,742 ) $ ( 320,407 )
5 unchanged sentences
( 7,156 ) 7,087 ( 6,825 )
−Removed: Comprehensive loss
+Added: Comprehensive income (loss)
$ 491,509 $ ( 293,655 ) $ ( 327,232 )
SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: SoFi Technologies, Inc.
Condensed Statements of Cash Flows
(Parent Company Only)
−Removed: (In Thousands)
Year Ended December 31,
5 unchanged sentences
Changes in investments in subsidiaries $ ( 336,819 ) $ 79,185 $ ( 284,295 )
−Removed: Issuances of notes to subsidiaries
−Removed: Proceeds from securitization investments
−Removed: Proceeds from non-securitization investments — — 107,534
−Removed: Other investing activities — — 13,122
−Removed: Net cash provided by (used in) investing activities
+Added: Net cash (used in) provided by investing activities
$ ( 336,819 ) $ 79,185 $ ( 284,295 )
Financing activities
−Removed: Net change in debt facilities $ — $ — $ 144,339
Proceeds from other debt issuances
$ 845,250 $ — $ —
−Removed: Repayment of other debt
−Removed: — — ( 250,000 )
Taxes paid related to net share settlement of share-based awards
1 unchanged sentence
Payment of redeemable preferred stock dividends ( 16,503 ) ( 20,213 ) —
−Removed: Redemptions of redeemable common and preferred stock — — ( 282,859 )
−Removed: Proceeds from Business Combination and PIPE Investment — — 1,989,851
−Removed: Proceeds from warrant exercises — — 95,047
+Added: Redemption of Series 1 preferred stock
+Added: ( 323,400 ) — —
Purchase of capped calls ( 90,649 ) — —
+Added: Unwind of capped calls
Other financing activities 18,393 ( 1,054 ) 2,610
−Removed: Net cash (used in) provided by financing activities $ ( 36,567 ) $ ( 6,373 ) $ 2,546,097
+Added: Net cash provided by (used in) financing activities
+Added: $ 420,670 $ ( 36,567 ) $ ( 6,373 )
Effect of exchange rates on cash and cash equivalents — — 571
−Removed: Net increase (decrease) in cash, cash equivalents, restricted cash and restricted cash equivalents $ — $ 201 $ ( 593,967 )
+Added: Net increase in cash, cash equivalents, restricted cash and restricted cash equivalents
+Added: $ 30,559 $ — $ 201
Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of period 201 201 —
Cash, cash equivalents, restricted cash and restricted cash equivalents at end of period $ 30,760 $ 201 $ 201
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
Notes to Parent Company Condensed Financial Information
+Added: Convertible Senior Notes, Due 2026
In October 2021, SoFi Technologies, Inc.
−Removed: issued $ 1.2 billion aggregate principal amount of convertible notes due 2026.
+Added: issued $ 1.2 billion aggregate principal amount of convertible notes due 2026 (“2026 convertible notes”).
In December 2023, SoFi Technologies, Inc.
repurchased $ 88.0 million aggregate principal amount of the 2026 convertible notes, which were settled through the issuance of 9,490,000 shares of common stock.
+Added: In March 2024, SoFi Technologies, Inc.
+Added: repurchased $ 600.0 million aggregate principal amount of the 2026 convertible notes, which were settled through the issuance of 72,621,879 shares of common stock.
+Added: In August 2024, SoFi Technologies, Inc.
+Added: repurchased $ 84.0 million aggregate principal amount of the 2026 convertible notes, which were settled through the issuance of 10,591,795 shares of common stock.
+Added: Following these repurchases, $ 428.0 million aggregate principal amount of the 2026 convertible notes remain outstanding.
+Added: Convertible Senior Notes, Due 2029
+Added: In March 2024, SoFi Technologies, Inc.
+Added: issued $ 862.5 million aggregate principal amount of convertible notes due 2029 (“2029 convertible notes”).
In April 2023, SoFi Technologies, Inc.
4 unchanged sentences
Equity for information on the redeemable preferred stock held at SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
Subsequent Events
3 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.