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We refer to our customers as “members” and “clients”.
−Removed: We offer personal loans, student loans, home loans and related servicing and offer a variety of financial services products, such as SoFi Money, SoFi Credit Card, SoFi Invest and SoFi Relay, that provide more daily interactions with our members, as well as products and capabilities, such as SoFi At Work, that are designed to appeal to enterprises.
+Added: We offer personal loans, student loans, home loans and related servicing and offer a variety of financial services products, such as SoFi Money, SoFi Credit Card, SoFi Crypto, SoFi Invest and SoFi Relay, that provide more daily interactions with our members, as well as products and capabilities, such as SoFi At Work, that are designed to appeal to enterprises.
Lending related services that we offer through our Loan Platform Business help a broader range of borrowers to find lending solutions, through our relationships with members as well as third-party enterprise partners.
−Removed: We have also made strategic acquisitions to further expand our technology platform capabilities for enterprises, which we believe deepen our participation in the entire technology ecosystem powering digital financial services.
+Added: Our Technology Platform supports innovation for a broad range of enterprises, with offerings that give clients the ability to create, launch and run financial products.
+Added: In addition, SoFi Plus is our premium financial membership that provides benefits that span our offerings and brings together all we have to offer.
We have built a personalized area within our digital native application, which we refer to as the member home experience.
−Removed: The member home experience is personalized and delivers content to a member about what they must do that day in their financial life, what they should consider doing that day in their financial life, and what they can do that day in their financial life.
+Added: The member home experience is personalized and delivers content to a member about what they must do that day in their financial life, what they should consider doing that day in their financial life, and what they could do that day in their financial life.
Through the member home experience, there are significant opportunities to build frequent engagement and, to date, the member home experience has been an important driver of new product adoption.
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Our three reportable segments and their primary product and service offerings as of December 31, 2025 were as follows:
−Removed: _________________
−Removed: (1) Loan Platform Business, formerly referred to as lending as a service, includes activity related to (i) certain loans which we originate on behalf of third-party partners, (ii) referred loans which are originated by a third-party partner to which we provide pre-qualified borrower referrals, (iii) certain loans
SoFi Technologies, Inc.
−Removed: associated with our Lantern financial services marketplace platform, and (iv) servicing rights assumed from third parties.
+Added: _________________
+Added: (1) Loan Platform Business includes activity related to (i) certain loans which we originate on behalf of third-party partners, (ii) referred loans which are originated by a third-party partner to which we provide pre-qualified borrower referrals, (iii) certain loans associated with our Lantern financial services marketplace platform, and (iv) servicing rights assumed from third parties.
Refer to “ Our Reportable Segments—Financial Services Segment ” and “ Our Reportable Segments—Lending Segment ” for more information.
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We refer to this virtuous cycle as our “Financial Services Productivity Loop”, which is further discussed below.
−Removed: In addition to benefiting our members, our products and capabilities are also designed to appeal to enterprises, such as financial services institutions that subscribe to our enterprise services and third-party partners in our Loan Platform Business, and have become interconnected with the SoFi platform.
−Removed: We have continued to expand our platform capabilities for enterprises through strategic acquisitions, including:
−Removed: (i) our acquisition of Galileo in 2020, which provides technology platform services to financial and non-financial institutions and which has allowed us to vertically integrate across more of our financial services, and (ii) the Technisys Merger in the first quarter of 2022, through which we added a cloud-native digital and core banking platform into our technology platform offerings and expanded our technology platform services to a broader international market.
−Removed: These expansions have deepened our participation in the entire technology ecosystem powering digital financial services, allowing us to not only reduce costs to operate our member-centric business, but also deliver increasing value to our enterprise customers.
+Added: In addition to benefiting our members, our products and capabilities are also designed to appeal to enterprises and have become interconnected with the SoFi platform, such as financial services institutions that subscribe to our enterprise services, third-party partners in our Loan Platform Business, and clients who utilize our technology platform services.
While our enterprises are not considered members, they are important contributors to the growth of the SoFi platform, and also have their own constituents who might benefit from our products in the future.
−Removed: In February 2022, we closed the Bank Merger, pursuant to which we became a bank holding company and began operating as SoFi Bank.
−Removed: Golden Pacific’s community bank business continues to operate as a division of SoFi Bank.
−Removed: As a bank holding company, we offer checking and savings accounts and credit cards through SoFi Bank.
−Removed: We are originating all new loans within SoFi Bank, and we intend to continue to explore other products for SoFi Bank over time.
+Added: SoFi Technologies is a bank holding company, and SoFi Bank is a nationally chartered association.
+Added: As a bank holding company, we offer checking and savings accounts, credit cards and crypto trading through SoFi Bank.
+Added: We are originating all new loans within SoFi Bank, and we intend to continue to explore other products for SoFi Bank over time, including stablecoin issuance and tokenized deposits.
The key current and expected financial benefits to us of operating a national bank include:
−Removed: (i) lowering our cost to fund loans, as we can utilize deposits held at SoFi Bank to fund loans, which generally have a lower borrowing cost of funds than warehouse and securitization financing, (ii) increasing our flexibility to hold loans on our balance sheet for longer periods, thereby enabling us to earn interest on these loans for a longer period, (iii) supporting origination volume growth by providing an alternative financing option, while also maintaining our warehouse capacity, and (iv) through deposits, providing us with meaningful member data that can allow us to better serve our members’ financial needs.
+Added: (i) lowering our cost to fund loans, as we can utilize deposits held at SoFi Bank to fund loans, which generally have a lower borrowing cost of funds than warehouse and securitization financing, (ii) increasing our flexibility to hold loans on our balance sheet for longer periods, thereby enabling us to earn interest on these loans for a longer period, (iii) supporting origination volume growth by providing an alternative financing option, while also maintaining our warehouse capacity, and (iv) through deposits, providing us with a channel to obtain meaningful member data that can allow us to better serve our members’ financial needs.
See Part I, Item 1A.
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International Operations
−Removed: While we primarily operate in the United States, we also operate internationally in Latin America and Canada, largely through our Technology Platform segment, as well as in Hong Kong through SoFi Holdings (Hong Kong) Limited (an investment business).
+Added: While we primarily operate in the United States, we also operate internationally in Latin America, Canada and Switzerland, largely through our Technology Platform segment, as well as in Hong Kong through SoFi Holdings (Hong Kong) Limited (an investment business).
Our Differentiation
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(2) Selection — Given the digital nature of our products, the permutations of features and services that can be made available to our members across their needs to borrow, save, spend, invest and protect are significant.
−Removed: We will continue
+Added: We will continue to iterate, learn and innovate to broaden our selection in the same way we did this year by providing our members with competitive interest rates on checking and savings accounts, options trading, “Pay in 4” (a buy now, pay later product), and SoFi Plus membership benefits.
SoFi Technologies, Inc.
−Removed: to iterate, learn and innovate to broaden our selection in the same way we did this year by providing our members with competitive interest rates on checking and savings accounts, options trading, “Pay in 4” (a buy now, pay later product), and SoFi Plus membership benefits.
(3) Content — Our financial education, insights, research content, actionable tools and advice are designed to provide meaningful value for our members.
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(4) Convenience — We hold ourselves accountable and aim to provide the most convenient member experience possible in terms of ease of use, ubiquity, functionality, simplicity and responsive customer service.
−Removed: Our long-term goal is to provide the most convenient 24x7 service and dispel the historical construct of financial service availability based on 9-5 Monday through Friday.
+Added: Our long-term goal is to provide the most convenient 24x7 service and dispel the historical construct of financial service availability based on 9-5 Monday through Friday through various means, such as supporting our members by offering a conversational AI engine to enhance the overall member experience.
Each product we offer is delivered in a member-centric way and is built and enhanced with these differentiators in mind.
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In order to deliver on our strategy, we must develop a comprehensive set of best-in-class products that build trust and reliability with our members and our platform.
−Removed: Members often come to us for a specific need, then later consider using
−Removed: SoFi Technologies, Inc.
−Removed: additional products from our offering.
+Added: Members often come to us for a specific need, then later consider using additional products from our offering.
Doing more business with existing members results in increased revenue per member and lower acquisition cost, resulting in higher lifetime value per member.
−Removed: This also reinforces the benefits of our platform, which simplifies the entire financial ecosystem for our members, helping them get their money right.
−Removed: We are able to use the increased revenue to further improve member benefits, such as those we provide through our SoFi Plus offering, and product experience.
+Added: This also reinforces the benefits of our platform, which
+Added: SoFi Technologies, Inc.
+Added: simplifies the entire financial ecosystem for our members, helping them get their money right.
+Added: We are able to use the increased revenue to further improve member benefits and product experience.
In addition to realizing the benefits of more of our members adopting multiple SoFi products, the Financial Services Productivity Loop strategy delivers operating and technology efficiencies to deliver improved unit economics.
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Through data derived at loan origination and throughout the servicing process, SoFi has life-of-loan performance data on each loan in our ecosystem that we originate and on which we retain servicing, which provides a meaningful data asset.
−Removed: Net interest income, which we define as the difference between the earned interest income and interest expense to finance loans, is a key component of the profitability of our Lending segment, along with fee income.
+Added: Net interest income, which we define as the difference between the earned interest income and interest expense to finance loans, is a key component of the profitability of our Lending segment, along with fee-based revenue, which includes loan origination fees.
Personal Loans.
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We regularly update the annual percentage rates offered on our fixed and variable-rate student loans.
−Removed: We offer agency, non-agency and certain government loans (e.g., VA and FHA loans) for members purchasing a home or refinancing an existing mortgage.
−Removed: For our home loan products, we offer competitive rates, flexible down payment options for as little as 3% (or 0% for VA loans), a close on time guarantee, and educational tools and calculators.
−Removed: For one-unit properties, we generally offer loan sizes of $75,000 to $806,500 in conforming normal cost areas (with exceptions for smaller loan sizes considered on a case-by-case basis), up to $1,209,750 in conforming high cost areas (GSE-eligible loans above the normal conforming limit, which is determined by county).
−Removed: For multi-unit properties, we offer loan sizes up to $2,326,875.
−Removed: In addition, we offer loan sizes up to $3,000,000 for jumbo loans (loans in the jumbo loan program), up to $1,500,000 for VA loans, and up to $524,225 for Federal Housing Administration loans in most areas.
+Added: We originate agency, non-agency, and certain government loan products (including FHA and VA loans) to members who are purchasing a home, refinancing an existing mortgage, or obtaining a home equity loan.
+Added: Across our home loan products, we provide competitive rates, flexible down payment options as low as 3% (or 0% for VA loans), a close-on-time guarantee, and educational tools and calculators to support members throughout the borrowing process.
+Added: When a member’s credit profile or other risk attributes do not align with our underwriting guidelines or risk appetite, we may broker home equity loans and home equity lines of credit to a third-party wholesale lender to help meet the member’s financing needs.
+Added: We originate loans in accordance with applicable loan limits and program requirements, including Federal National Mortgage Association (Fannie Mae) and Federal Home Loan Mortgage Corporation (Freddie Mac) conforming limits and FHA and VA program limits, with FHA and VA loan amounts capped at $1,500,000.
+Added: We also offer jumbo loans with loan amounts up to $3,000,000 and fixed-rate home equity loans up to $750,000.
Our fixed-rate home loans generally have terms of 10, 15, 20, 25 or 30 years.
−Removed: We offer adjustable rate mortgage products for conforming and jumbo loans, with a fixed rate for 5, 7 or 10 years followed by rate adjustments every six months for the remainder of the 30-year term, and for VA and FHA loans, with a fixed rate for 5 years followed by rate adjustments every year for the remainder of the 30-year term.
+Added: We also offer adjustable-rate mortgage products for conforming and jumbo loans, with an initial fixed-rate period of 5, 7 or 10 years, followed by rate adjustments every six months for the remaining term.
+Added: For FHA and VA loans, we offer adjustable-rate products with a fixed rate for five years followed by rate adjustments every year for the remainder of the term.
We regularly update the annual percentage rates offered on our home loans.
−Removed: During 2024, we began offering fixed rate home equity loans and variable rate HELOCs.
Lending Model
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We sell our whole loans primarily to large financial institutions.
−Removed: In securitization transactions that do not qualify for sale accounting, the related assets remain on our balance sheet and cash proceeds received are reported as liabilities, with related interest expense recognized over the life of the
+Added: In securitization transactions that do not qualify for sale accounting, the related assets remain on our balance sheet and cash proceeds received are reported as liabilities, with related interest expense recognized over the life of the related borrowing.
+Added: In securitization transactions that qualify for sale accounting, we typically have insignificant continuing
SoFi Technologies, Inc.
−Removed: related borrowing.
−Removed: In securitization transactions that qualify for sale accounting, we typically have insignificant continuing involvement as an investor.
+Added: involvement as an investor.
In the case of both whole loan sales and securitizations, and with the exception of certain of our home loans, we also continue to retain servicing rights to our originated loans following transfer.
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Our personal loan and student loan underwriting models are typically based on credit reports, standard industry credit scores, custom credit assessment models, and debt capacity analysis, as indicated by borrower free cash flow.
−Removed: Our underwriting strategy utilizes an advanced risk model that provides refined risk separation.
Home loans originated by SoFi that are agency-conforming loans are subject to credit, debt-to-income, and collateral eligibility established by the GSEs.
Government loans, such as VA and Federal Housing Administration loans, are subject to the underwriting requirements established by the appropriate government agency.
−Removed: In addition to these requirements, agency-conforming and government loans are subject to credit eligibility overlays imposed by SoFi as well as individual investor requirements.
−Removed: Other non-agency loans originated by us, such as jumbo loans, are subject to investor credit criteria, which typically includes a minimum tri-bureau credit score, established credit history requirements, income verification, as well as maximum limits on debt-to-income and caps on loan-to-value.
+Added: In addition to these requirements, agency-conforming and government loans are subject to credit eligibility criteria established by SoFi as well as individual investor requirements.
+Added: Other non-agency loans originated by us, such as jumbo loans and home equity loans, are subject to credit eligibility established by SoFi and/or investor credit criteria, which typically includes established credit history requirements, credit score requirements, income verification, as well as maximum limits on debt-to-income and caps on loan-to-value.
We also leverage our data to provide existing members a streamlined application process through automation.
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We provide technology platform services through a diversified suite of offerings which include an event and authorization platform accessed via application programming interfaces, a cloud-native digital and core banking platform and services related to both platforms.
−Removed: Our customers include financial institutions, government entities and non-financial institutions in primarily North America and Latin America.
−Removed: We earn technology product and solutions revenue through the use of the platforms, either as a stand ready obligation, or from overall license and maintenance fee service arrangements related to those respective platforms.
+Added: Our customers and partners include financial institutions, government entities and non-financial institutions primarily in North America and Latin America.
+Added: We earn technology product and solutions fee-based revenue through the use of the platforms, either as a stand ready obligation, or from overall license and maintenance fee service arrangements related to those respective platforms.
We also offer additional add-on technology solutions to support our clients and drive engagement, such as a conversational AI engine for customers of banks and financial institutions, and a real-time payment risk platform which employs AI and machine learning technology to enhance payment fraud mitigation strategies for financial customers.
+Added: We continue to leverage investments made to integrate our services and offerings to position the Technology Platform segment for diversified durable growth.
SoFi Technologies, Inc.
−Removed: continue to leverage investments made to integrate Galileo and Technisys and position the Technology Platform segment for diversified durable growth.
Financial Services Segment
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Our interactive investing experience fosters engagement by allowing members to view and monitor other investors’ activity on the platform.
−Removed: Our active investing service enables members to buy and sell stocks and ETFs, as well as alternative investment funds, mutual funds and money market funds beginning in January 2024, to engage in options trading, to participate in IPOs, to buy and sell fractional shares, to engage in margin investing and to access a retirement investment account.
+Added: Our active investing service enables members to buy and sell stocks and ETFs, as well as alternative investment funds, mutual funds and money market funds, to engage in options trading, to participate in IPOs, to buy and sell fractional shares, to engage in margin investing and to access a retirement investment account.
Our robo-advisory service offers a variety of managed portfolios comprising ETFs and mutual funds that are built and managed by our investment committee with support from an asset management partner.
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In connection with our approval as a bank holding company in February 2022, the Federal Reserve determined that the activities of SoFi Digital Assets, LLC in providing members with the ability to buy or sell various digital currencies through SoFi Digital Assets, LLC's omnibus account with a third-party custodian is not a permissible activity under the Bank Holding Company Act and Regulation Y.
−Removed: However, under Section 4 of the Bank Holding Company Act, the Federal Reserve permitted us to continue our current digital assets related offering for a two-year conformance period from the date we became a bank holding company, with the possibility for three one-year extensions, provided that we do not expand our impermissible activities, except as authorized by the Bank Holding Company Act and Regulation Y, or increase our established risk limits for total customer digital assets maintained in wallets that are accessible online, referred to as “hot wallets”, or held on balance sheet.
+Added: Under Section 4 of the Bank Holding Company Act, the Federal Reserve permitted us to continue our current digital assets related offering for a two-year conformance period from the date we became a bank holding company.
Based on this, in the fourth quarter of 2023, we made the decision to transfer the crypto services provided within SoFi Digital Assets, LLC, and began closing existing digital assets accounts.
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Organization, Summary of Significant Accounting Policies and New Accounting Standards to the Notes to Consolidated Financial Statements for additional information on the transfer of the crypto services.
+Added: The digital asset activities described above related to SoFi Digital Assets, LLC and reflect a legacy operating structure that was discontinued in 2023.
+Added: During the fourth quarter of 2025, we launched SoFi Crypto, a new digital asset trading platform, as part of our Financial Services segment that is structured differently from the prior offering and is designed to operate within the Company’s current regulatory framework.
+Added: SoFi Crypto gives members the ability to buy, sell and hold digital assets through SoFi Bank.
+Added: The platform is integrated with our existing banking products, allowing members to fund digital asset transactions directly from their SoFi Money Checking or Savings accounts without the need to transfer funds to an external account, providing a consolidated financial experience within a single application.
+Added: The platform leverages our existing technology infrastructure, compliance
+Added: SoFi Technologies, Inc.
+Added: framework, and security controls applicable to our bank and brokerage operations.
+Added: In addition, SoFi provides educational content and in-app disclosures designed to improve accessibility and help members understand digital assets and related risks, particularly for members who are new to cryptocurrency transactions.
+Added: Activities related to the platform are subject to evolving regulatory, operational, and technology risks, which are further described in Item 1A.
+Added: Risk Factors .
Loan Platform Business
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Revenue from the Loan Platform Business is fee-based.
−Removed: This includes (i) 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, (ii) referred loans originated by a third-party partner to which we provide pre-qualified borrower referrals, and
−Removed: SoFi Technologies, Inc.
−Removed: (iii) activity related to certain loans associated with our Lantern financial services marketplace platform.
+Added: This includes (i) 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, (ii) referred loans originated by a third-party partner to which we provide pre-qualified borrower referrals, and (iii) activity related to certain loans associated with our Lantern financial services marketplace platform.
In addition, we offer loan servicing support through our lending business.
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• SoFi Credit Card :
−Removed: Designed to help eligible members spend better with cash back rewards on every purchase and without limits.
−Removed: We offer three different credit card products, all of which feature no annual fee, no foreign transaction fees and cash back rewards on trips booked through SoFi Travel.
−Removed: The SoFi Essential credit card offers a reliable credit line for those focused on building or improving their credit scores.
−Removed: Our SoFi Unlimited and Everyday Cash Rewards cash back credit cards also feature flexible options to redeem cash back rewards through statement credit or other SoFi products, with a 10% boost on cash back rewards earned for credit card members with direct deposit through SoFi Checking and Savings.
+Added: We offer credit card products designed to help eligible members spend better, with benefits and features that fit our members’ everyday spending, borrowing and lifestyle needs, including flexible options to redeem cash back rewards through statement credit or other SoFi products.
• SoFi Relay:
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We compete at multiple levels, including:
−Removed: (i) competition among other personal loan, student loan, credit card and residential lenders, (ii) competition for deposits among other banks, some challenger banks and a variety of technology and retail companies, (iii) competition with social media and other commerce platforms and applications that offer peer-to-peer, in-app and social commerce payment capabilities, (iv) competition for investment accounts among other introductory brokerage firms and a variety of technology and other companies, (v) competition for subscribers to financial services content, and (vi) competition among other technology platforms for the enterprise services we provide, such as platform as a service and cloud-native digital and core banking services.
+Added: (i) competition among other personal loan, student loan, credit card and residential lenders, (ii) competition for deposits among other banks, some challenger banks and a variety of technology and retail companies, (iii) competition with social media and other commerce platforms and applications that offer peer-to-peer, in-app and social commerce payment capabilities, (iv) competition for investment accounts among other introductory brokerage firms and a variety of technology and other companies, (v) competition with other digital asset trading platforms and banks that offer digital asset trading and other services and products, (vi) competition for subscribers to financial services content, and (vii) competition among other technology platforms for the enterprise services we provide, such as platform as a service and cloud-native digital and core banking services.
Competition to fund prime loans.
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Some large technology and retail companies have large consumer bases and strong balance sheets, which could enhance their competitive ability.
−Removed: Competition to acquire investment brokerage accounts.
−Removed: We face competition from brokerage platforms that provide some of the same features as us, such as a mobile brokerage experience, robo-investing, fractional share investing and options trading.
+Added: SoFi Technologies, Inc.
+Added: Competition to acquire investment brokerage and crypto trading accounts.
+Added: We face competition from brokerage platforms that provide some of the same features as us, such as a mobile brokerage experience, robo-investing, fractional share investing, crypto investing and options trading.
In addition, the leading incumbent brokerage firms are larger, have been in business longer and generally have greater brand awareness than us.
Technology and other companies have begun to offer some basic investing features and the ability to buy and sell digital and other assets.
−Removed: SoFi Technologies, Inc.
Competition to attract financial services content viewership.
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This summary is not a comprehensive analysis of all applicable laws, and is qualified by reference to the full text of statutes and regulations referenced below, which may be modified or amended from time to time.
−Removed: In addition, significant political, policy or regulatory developments stemming from the change in U.S.
−Removed: presidential administration may impact the agencies that regulate us and result in substantial changes to the laws outlined below.
+Added: In addition, significant political, policy or regulatory developments stemming from government actions and shifting regulatory priorities may impact the agencies that regulate us and result in substantial changes to the laws outlined below.
Such changes are difficult to predict and may have a material adverse effect on us.
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SoFi Securities is subject to regulation by FINRA and the SEC, and the Company and its affiliates are subject to supervision and examination by various state regulators.
+Added: Financial Holding Company and Bank Holding Company Status and Activities
Bank Holding Company Regulation.
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Under the Dodd-Frank Act, we are required to serve as a source of financial strength for SoFi Bank.
−Removed: This means that we may be required to provide capital or liquidity support to SoFi Bank, even at times when we may not have the resources to provide such support to SoFi Bank.
+Added: This means that we may be required to provide capital or liquidity support to SoFi Bank, even at times when we may not have the resources to provide such support to SoFi Bank, and capital loans by the Company to SoFi Bank are subordinate in right of payment to deposits and to certain other indebtedness of SoFi Bank.
+Added: In the event of a bank holding company’s bankruptcy, any commitment by the bank holding company to a federal bank regulatory agency to maintain the capital of a bank subsidiary will be assumed by the bankruptcy trustee and entitled to a priority of payment.
Acquisitions and Activities.
−Removed: The BHCA prohibits a bank holding company, without prior approval of the Federal Reserve, from acquiring all or substantially all the assets of a bank, acquiring control of a bank, merging or consolidating with another bank holding company, or acquiring direct or indirect ownership or control of any voting shares of another bank or bank holding company if, after such acquisition, the acquiring bank holding company would control more than 5% of any class of the voting shares of such other bank or bank holding company.
+Added: The BHCA prohibits a bank holding company, without prior approval of the Federal Reserve, from acquiring all or substantially all the assets of a bank, acquiring control of a bank, merging or consolidating with another bank holding company, or acquiring direct or indirect ownership or control of any voting shares of another bank or
+Added: SoFi Technologies, Inc.
+Added: bank holding company if, after such acquisition, the acquiring bank holding company would control more than 5% of any class of the voting shares of such other bank or bank holding company.
The BHCA also prohibits a bank holding company from engaging directly or indirectly in activities other than those of banking, managing or controlling banks or furnishing services to its subsidiary banks.
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The Company has elected to be treated as a financial holding company pursuant to Section 4(l) of the BHCA.
−Removed: 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, including insurance underwriting and broker-dealer services as well as activities that are jointly determined by the Federal Reserve and the U.S.
−Removed: Treasury to be financial in nature or
−Removed: SoFi Technologies, Inc.
−Removed: incidental to such financial activity.
+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, including insurance underwriting, broker-dealer services and acting as a finder as well as activities that are jointly determined by the Federal Reserve and the U.S.
+Added: Treasury to be financial in nature or incidental to such financial activity.
Financial holding companies may also engage in activities that are determined by the Federal Reserve to be complementary to financial activities.
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Secretary of the Treasury, determines to be financial in nature, incidental to such financial activities, or complementary activities that do not pose a substantial risk to the safety and soundness of depository institutions or the financial system generally.
−Removed: If a financial holding company or any depository institution subsidiary of a financial holding company fails to remain well capitalized and well managed, the Federal Reserve may impose such limitations on the conduct or activities of the financial holding company as the Federal Reserve determines to be appropriate, and the company and its affiliates may not commence any new activity or acquire control of shares of any company engaged in any activity that is authorized particularly for financial holding companies without first obtaining the approval of the Federal Reserve.
−Removed: The Company must also comply with all applicable Federal Reserve requirements for financial holding companies.
+Added: The Company must comply with all applicable Federal Reserve requirements for financial holding companies.
If a financial holding company remains out of compliance for 180 days or such longer period as the Federal Reserve permits, the Federal Reserve may require the financial holding company to divest either its insured depository institution or all of its non-banking subsidiaries engaged in activities not permissible for a bank holding company.
If an insured depository institution subsidiary of a financial holding company fails to maintain a “satisfactory” or better record of performance under the CRA, the financial holding company will be prohibited, until the rating is raised to “satisfactory” or better, from engaging in new activities authorized particularly for financial holding companies or acquiring companies engaged in such activities.
+Added: If a financial holding company or any depository institution subsidiary of a financial holding company fails to remain well capitalized and well managed, the Federal Reserve may impose such limitations on the conduct or activities of the financial holding company as the Federal Reserve determines to be appropriate, and the bank holding company and its affiliates may not commence any new activity or acquire control of shares of any company engaged in any activity that is authorized particularly for financial holding companies without first obtaining the approval of the Federal Reserve.
Limitations on Acquisitions of Our Common Stock.
+Added: Acquisitions of our common stock are governed by both the Change in Bank Control Act and the BHCA.
The Change in Bank Control Act prohibits a person or group of persons acting in concert from acquiring “control” of a bank holding company unless the Federal Reserve has been notified and has not objected to the transaction.
Under a rebuttable presumption established by the Federal Reserve, the acquisition by a person or group of persons acting in concert of 10% or more of a class of voting securities of a bank holding company with a class of securities registered under Section 12 of the Exchange Act constitutes the acquisition of control of a bank holding company for purposes of the Change in Bank Control Act.
−Removed: On July 30, 2024, the FDIC approved a notice of proposed rulemaking to amend the FDIC’s rules implementing the Change in Bank Control Act.
−Removed: If adopted, the proposed rule would eliminate an exemption from prior notice to the FDIC for a proposed change in control involving the acquisition of voting securities of a depository institution holding company for which the Federal Reserve reviews a notice pursuant to the Change in Bank Control Act.
−Removed: As a result, if the proposed rule is adopted, the acquisition of control of a bank holding company for an insured state nonmember bank would require prior notice to both the FDIC and the Federal Reserve.
−Removed: In addition, the BHCA prohibits any company from acquiring control of a bank or bank holding company without first having obtained the approval of the Federal Reserve.
+Added: The BHCA prohibits any company from acquiring control of a bank or bank holding company without first having obtained the approval of the Federal Reserve.
Under the BHCA, a company is deemed to control a bank or bank holding company if the company owns, controls or holds with power to vote 25% or more of a class of voting securities of the bank or bank holding company, controls in any manner the election of a majority of directors or trustees of the bank or bank holding company, or the Federal Reserve determines that the company has the power to exercise a controlling influence over the management or policies of the bank or bank holding company.
−Removed: Under a rebuttable presumption of control established by the Federal Reserve, the acquisition of control of more than 5% of a class of voting securities of a bank holding company, together with other factors enumerated by the Federal Reserve, could constitute the acquisition of control of a bank holding company under the BHCA.
−Removed: Bank Regulation.
+Added: Under a rebuttable presumption of control established by the Federal Reserve, the acquisition of control of 5% or more of a class of voting securities of a bank holding company, together with other factors enumerated by the Federal Reserve, could constitute the acquisition of control of a bank holding company under the BHCA.
+Added: Banking Regulation
SoFi Bank is subject to regulation, supervision and examination by the OCC.
Additionally, the FDIC has secondary supervisory authority as the insurer of SoFi Bank’s deposits.
−Removed: Pursuant to the Dodd-Frank Act, the Federal Reserve may directly examine the subsidiaries of the Company, including SoFi Bank.
−Removed: The enforcement powers available to the federal banking regulators include, among other things, the ability to issue cease and desist or removal orders, to terminate insurance of deposits, to assess civil money penalties, to issue directives to increase capital, to place SoFi Bank into receivership, and to initiate injunctive actions against banking organizations and institution-affiliated parties.
−Removed: CFPB Regulation.
−Removed: Beginning January 1, 2024, SoFi Bank and its affiliates became subject to supervision and regulation by the CFPB with respect to federal consumer protection laws, including laws relating to fair lending and the prohibition of unfair, deceptive or abusive acts or practices in connection with the offer, sale or provision of consumer financial products and services.
−Removed: As part of its regulatory oversight, the CFPB has authority to take enforcement actions against firms that offer certain products and services to consumers using practices that are deemed to be unfair, deceptive or abusive.
−Removed: Under the Trump administration, the CFPB’s supervisory and enforcement activities are undergoing material changes.
+Added: Pursuant to the BHCA as amended by the Dodd-Frank Act, the Federal Reserve may also directly examine the subsidiaries of the Company, including SoFi Bank.
+Added: Beginning January 1, 2024, SoFi Bank and its affiliates became subject to supervision and examination by the CFPB.
+Added: The enforcement powers available to the federal banking regulators include, among other things, the ability to issue cease and desist or removal orders, to terminate insurance of deposits, to assess civil money penalties, to issue directives to increase capital, to place SoFi Bank into receivership, and to initiate injunctive actions against banking organizations and institution-affiliated parties, any of which could compromise our competitive position.
+Added: SoFi Technologies, Inc.
Deposit Insurance.
−Removed: Deposit obligations of SoFi Bank are insured by the FDIC’s Deposit Insurance Fund up to $250,000 per depositor.
+Added: Deposit obligations of SoFi Bank are insured by the FDIC’s Deposit Insurance Fund up to $250,000 per depositor for deposits held in the same right and capacity.
Deposit insurance premiums are based on assets, while taking into account various factors, including certain financial metrics and a bank’s supervisory ratings.
1 unchanged sentence
Further, through SoFi Money, members have access to expanded FDIC insurance coverage of up to $3 million through a reciprocal deposit network of participating banks in our Insured Deposit Program.
−Removed: Under the FDIA, insurance of
−Removed: SoFi Technologies, Inc.
−Removed: deposits may be terminated by the FDIC if the FDIC finds that the insured depository institution has engaged in unsafe and unsound practices, is in an unsafe or unsound condition to continue operations or has violated any applicable law, regulation, rule, order or condition imposed by the FDIC.
+Added: Under the FDIA, insurance of deposits may be terminated by the FDIC if the FDIC finds that the insured depository institution has engaged in unsafe and unsound practices, is in an unsafe or unsound condition to continue operations or has violated any applicable law, regulation, rule, order or condition imposed by the FDIC.
For 2025, the FDIC insurance expense for SoFi Bank was $19.3 million.
8 unchanged sentences
The FDIA and FDIC regulations generally limit the ability of an insured depository institution to accept, renew or roll over any brokered deposit unless the institution’s capital category is “well capitalized” or, with the FDIC’s approval, “adequately capitalized.” Certain depository institutions that have brokered deposits in excess of 10% of total assets are subject to increased FDIC deposit insurance premium assessments;
−Removed: however, for institutions that are “well capitalized” and have a CAMELS composite rating of 1 or 2, reciprocal deposits are deducted from brokered deposits.
−Removed: Section 202 of the Economic Growth, Regulatory Relief, and Consumer Protection Act (the “Economic Growth Act”), which was enacted in 2018, amended the FDIA to exempt a capped amount of reciprocal deposits from treatment as brokered deposits for certain insured depository institutions.
+Added: however, Section 202 of the Economic Growth, Regulatory Relief, and Consumer Protection Act (the “Economic Growth Act”), which was enacted in 2018, amended the FDIA to exempt a capped amount of reciprocal deposits from treatment as brokered deposits for insured depository institutions that are “well capitalized” and have a CAMELS composite rating of 1 or 2.
Community Reinvestment Act.
1 unchanged sentence
A bank’s performance under the CRA is taken into consideration when evaluating and approving applications for charters, bank mergers, acquisitions, and branch openings.
−Removed: On January 1, 2023, SoFi Bank began operating under a five-year CRA strategic plan which includes measurable goals relating to:
+Added: On January 1, 2023, SoFi Bank began operating under a five-year CRA strategic plan which includes five measurable goals relating to:
(i) CD Lending and CD Investments, (ii) CD Contributions, (iii) CD Services, (iv) Small Business Lending, and (v) Retail Services and Products.
1 unchanged sentence
The OCC rates a national bank’s compliance with the CRA as “Outstanding”, “Satisfactory”, “Needs to Improve” or “Substantial Noncompliance”.
−Removed: On October 23, 2023, the Federal Reserve, OCC and FDIC approved changes to their CRA regulations, maintaining the existing CRA ratings (Outstanding, Satisfactory, Needs to Improve, and Substantial Noncompliance) but modifying the evaluation framework to replace the existing tests generally applicable to banks with at least $2 billion in assets (the lending, investment, and services tests) with four new tests and associated performance metrics.
−Removed: On February 5, 2024, the American Bankers Association, the U.S.
−Removed: Chamber of Commerce, the Independent Community Bankers of America, along with four state trade associations jointly sued the Federal Reserve, FDIC, and Office of Comptroller of the Currency for exceeding their statutory authority in adopting revised regulations to implement the Community Reinvestment Act.
−Removed: The lawsuit filed in the U.S.
−Removed: District Court for the Northern District of Texas requested the regulatory agencies vacate the rule and sought a preliminary injunction pausing the new rules while the court decided the merits of the case.
−Removed: On March 29, 2024, the district court judge granted a temporary injunction to pause the implementation of CRA final rule with respect to the plaintiff trade associations while the case moves forward.
−Removed: The banking agencies have appealed the issuance of the injunction to the U.S.
−Removed: Court of Appeals for the Fifth Circuit.
−Removed: The new CRA regulations are currently expected to become effective on January 1, 2026.
Failure of SoFi Bank to receive at least a “Satisfactory” rating could inhibit SoFi Bank or the Company from undertaking certain activities, including acquisitions of other financial institutions.
Golden Pacific Bank, the predecessor to SoFi Bank, received a “Satisfactory” rating as of April 1, 2019.
+Added: On October 23, 2023, the Federal Reserve, OCC and FDIC approved changes to their CRA regulations (the “2023 rule”).
+Added: These changes were challenged in U.S.
+Added: District Court for the Northern District of Texas, seeking, among other things, a preliminary injunction pausing implementation of the new rules while the court decided the merits of the case.
+Added: On July 16, 2025, the Federal Reserve, FDIC and the OCC jointly issued a proposal to rescind the 2023 rule and replace it with the 1995 CRA regulations, with certain technical amendments.
Lending Restrictions .
−Removed: Federal law limits a bank’s authority to extend credit to directors and executive officers of the bank or its affiliates and persons or companies that own, control or have power to vote more than 10% of any class of securities of a bank or an affiliate of a bank, as well as to entities controlled by such persons.
+Added: Federal law limits a bank’s authority to extend credit to “insiders”, which includes directors and executive officers of the bank and certain of its affiliates and persons or companies that own, control or have power to vote more than 10% of any class of securities of a bank or an affiliate of a bank, as well as to entities controlled by such persons.
Among other things, extensions of credit to insiders are required to be made on terms that are substantially the same as, and follow credit underwriting procedures that are not less stringent than, those prevailing for comparable transactions with unaffiliated persons.
The terms of such extensions of credit may not involve more than the normal risk of repayment or present other unfavorable features and may not exceed certain limitations on the amount of credit extended to such persons, individually and in the aggregate, which limits are based, in part, on the amount of the bank’s capital.
−Removed: SoFi Technologies, Inc.
Lending Obligations.
−Removed: Government-Sponsored Enterprises (GSEs), like the Federal National Mortgage Association (Fannie Mae) or the Federal Home Loan Mortgage Corporation (Freddie Mac), are financial services corporations created by Congress to enhance the flow of credit to specific sectors of the economy.
+Added: Government-Sponsored Enterprises (GSEs), like the Federal National Mortgage Association (Fannie Mae) or the Federal Home Loan Mortgage Corporation (Freddie Mac), are financial services corporations created by
+Added: SoFi Technologies, Inc.
+Added: Congress to enhance the flow of credit to specific sectors of the economy.
GSEs invest in and purchase mortgage loans in the secondary mortgage market.
6 unchanged sentences
Both SoFi Bank and the Company, which controls SoFi Bank, had total consolidated assets in excess of $10 billion as of December 31, 2025 which subjects them to additional regulatory requirements under the Dodd-Frank Act and other federal banking laws.
−Removed: Section 1025 of the Dodd-Frank Act and the CFPB’s interpretations thereof provide that the CFPB has authority to examine any insured depository institution and with total assets of more than $10 billion for four consecutive quarters and any affiliate thereof.
+Added: Section 1025 of the Dodd-Frank Act and the CFPB’s interpretations thereof provide that the CFPB has authority to examine any insured depository institution with total assets of more than $10 billion for four consecutive quarters and any affiliate thereof.
Beginning January 1, 2024, SoFi Bank and its affiliates became subject to CFPB supervision and regulation with respect to federal consumer protection laws, including laws relating to fair lending and the prohibition of unfair, deceptive or abusive acts or practices in connection with the offer, sale or provision of consumer financial products and services.
As part of its regulatory oversight, the CFPB has authority to take enforcement actions against firms that offer certain products and services to consumers using practices that are deemed to be unfair, deceptive or abusive.
+Added: Durbin Amendment.
Section 1075 of the Dodd-Frank Act, which is commonly known as the “Durbin Amendment”, amended the Electronic Fund Transfer Act to restrict the amount of interchange fees that may be charged and prohibit network exclusivity for debit card transactions.
The restrictions on interchange fees became applicable to SoFi Bank on July 1, 2023, which may negatively impact future interchange fees.
−Removed: In addition, Section 619 of the Dodd-Frank Act, commonly known as the “Volcker Rule”, which generally prohibits banking entities from engaging in proprietary trading and from acquiring or retaining an ownership interest in or sponsoring certain types of investment funds, applies to insured depository institutions if it, and every company that controls it, has total consolidated assets of $10 billion or more and consolidated trading assets and liabilities that are 5% or more of consolidated assets.
−Removed: The Volcker Rule, while applicable, does not significantly impact the operations of the Company and SoFi Bank, as we do not engage in a significant amount of activity that is subject to the Volcker Rule.
−Removed: Finally, Section 165 of the Dodd-Frank Act, as amended by the Economic Growth, Regulatory Relief and Consumer Protection Act, and 12 C.F.R.
−Removed: Part 30 require the Federal Reserve and the OCC, respectively, to implement enhanced prudential regulation applicable to bank holding companies with consolidated assets of $100 billion or more and national banks with total assets of $50 billion or more.
+Added: Volcker Rule.
+Added: Section 619 of the Dodd-Frank Act, commonly known as the “Volcker Rule”, which generally prohibits banking entities from engaging in proprietary trading and from acquiring or retaining an ownership interest in or sponsoring certain types of investment funds, applies to insured depository institutions, companies that control an insured depository institution, companies and foreign banks that are subject to the BHCA, and their affiliates and subsidiaries.
+Added: There is an exception from the Volcker Rule that excludes an institution from the definition of insured depository institution if neither it, nor any company that controls it, has total consolidated assets of more than $10 billion and consolidated trading assets and liabilities that are 5% or more of consolidated assets.
+Added: The Company and our subsidiaries are subject to the Volcker Rule and do not qualify for this exception.
+Added: Heightened Standards.
+Added: Section 165 of the Dodd-Frank Act, as amended by the Economic Growth Act, and 12 C.F.R.
+Added: Part 30 require the Federal Reserve and the OCC, respectively, to implement enhanced prudential regulation, referred to as “heightened standards”, of bank holding companies with consolidated assets of $100 billion or more and national banks with total assets of $50 billion or more.
The enhanced prudential standards include risk-based and leverage capital requirements, liquidity standards, requirements for overall risk management, and stress-test requirements.
+Added: On December 23, 2025, the OCC proposed raising the asset threshold for heightened standards for banks from $50 billion to $700 billion in total consolidated assets.
Once the Company’s or SoFi Bank’s assets are equal to or greater than the applicable asset thresholds, we will be subject to these enhanced prudential regulations.
7 unchanged sentences
Common equity Tier 1 capital generally includes common stock and related surplus, retained earnings and, in certain cases and subject to certain limitations, minority interests in consolidated subsidiaries, less goodwill, other non-qualifying intangible assets and certain other deductions.
−Removed: Tier 1 capital for banks and bank holding companies generally consists of the sum of common equity Tier 1 capital, non-cumulative perpetual preferred stock, and related surplus and, in certain cases and subject to limitations, minority interests in consolidated subsidiaries that do not qualify as common equity Tier 1 capital, less certain deductions.
−Removed: Tier 2 capital generally consists of hybrid capital instruments, perpetual debt and mandatory convertible debt securities, cumulative perpetual preferred stock, term
+Added: Tier 1 capital for
SoFi Technologies, Inc.
−Removed: subordinated debt and intermediate-term preferred stock, and, subject to limitations, allowances for loan losses.
+Added: banks and bank holding companies generally consists of the sum of common equity Tier 1 capital, non-cumulative perpetual preferred stock, and related surplus and, in certain cases and subject to limitations, minority interests in consolidated subsidiaries that do not qualify as common equity Tier 1 capital, less certain deductions.
+Added: Tier 2 capital generally consists of hybrid capital instruments, perpetual debt and mandatory convertible debt securities, cumulative perpetual preferred stock, term subordinated debt and intermediate-term preferred stock, and, subject to limitations, allowances for loan losses.
The sum of Tier 1 and Tier 2 capital less certain required deductions represents qualifying total risk-based capital.
17 unchanged sentences
In general, these guidelines require, among other things, appropriate systems and practices to identify and manage the risk and exposures specified in the guidelines.
−Removed: The guidelines prohibit excessive compensation as an unsafe and unsound practice and describe compensation as excessive when the amounts paid are unreasonable or disproportionate to the services performed by an executive officer, employee, director or principal shareholder.
+Added: For example, the guidelines prohibit excessive compensation as an unsafe and unsound practice and describe compensation as excessive when the amounts paid are unreasonable or disproportionate to the services performed by an executive officer, employee, director or principal shareholder.
In addition, the federal banking agencies adopted regulations that authorize, but do not require, an agency to order an institution that has been given notice by an agency that it is not satisfying any of such safety and soundness standards to submit a compliance plan.
−Removed: If, after being so notified, an institution fails to submit an acceptable compliance plan or fails in any material respect to implement an acceptable compliance plan, the agency must issue an order restricting asset growth, requiring an institution to increase its ratio of tangible equity to assets or directing action to correct the deficiency and may issue an order other actions of the types to which an undercapitalized institution is subject under the “prompt corrective action” provisions of the FDIA.
+Added: If, after being so notified, an institution fails to submit an acceptable compliance plan or fails in any material respect to implement an acceptable compliance plan, the agency must issue an order restricting asset growth, requiring the institution to increase its ratio of tangible equity to assets or directing action to correct the deficiency and may issue an order requiring other actions of the types to which an undercapitalized institution is subject under the “prompt corrective action” provisions of the FDIA.
See “Regulatory Capital Requirements” above.
If an institution fails to comply with such an order, the agency may seek to enforce such order in judicial proceedings and to impose civil money penalties.
+Added: SoFi Technologies, Inc.
Dividend Restrictions
The Company is a legal entity separate and distinct from its subsidiaries.
−Removed: The right of the Company, and consequently the right of shareholders of the Company, to participate in any distribution of the assets or earnings of its subsidiaries through
−Removed: SoFi Technologies, Inc.
−Removed: the payment of dividends or otherwise is subject to the prior claims of creditors of the subsidiaries, including, with respect to SoFi Bank, depositors of SoFi Bank, except to the extent that certain claims of the Company in a creditor capacity may be recognized.
+Added: The right of the Company, and consequently the right of shareholders of the Company, to participate in any distribution of the assets or earnings of its subsidiaries through the payment of dividends or otherwise is subject to the prior claims of creditors of the subsidiaries, including, with respect to SoFi Bank, depositors of SoFi Bank, except to the extent that certain claims of the Company in a creditor capacity may be recognized.
Restrictions on Bank Holding Company Dividends .
24 unchanged sentences
We are subject to federal and state laws designed to protect consumers and prohibit unfair or deceptive business practices.
−Removed: These laws and regulations mandate certain disclosure requirements and regulate the manner in which financial institutions must interact with customers when taking deposits, making loans, collecting loans and providing other services.
−Removed: The CFPB also has a broad mandate to prohibit unfair, deceptive or abusive acts and practices, which can be referred to as “UDAAP”, and is specifically empowered to require certain disclosures to consumers and draft model disclosure forms.
+Added: These laws and regulations mandate certain disclosure requirements and regulate the manner in which financial institutions must interact with customers when taking deposits, extending credit, collecting or servicing credit or loan accounts and providing other services.
+Added: The CFPB also has a broad mandate to prohibit unfair, deceptive or abusive acts and practices, which can be referred to as “UDAAP”, and is specifically empowered to require certain disclosures to consumers, including on certain model disclosure forms, and prohibit certain practices.
Failure to comply with consumer protection laws and regulations can subject financial institutions to enforcement actions, fines and other penalties.
+Added: State attorneys general may also have certain limited authority to enforce general UDAAP requirements against SoFi.
Prior to January 1, 2024, the OCC examined SoFi Bank for compliance with CFPB rules and enforced CFPB rules with respect to SoFi Bank.
−Removed: As noted above, beginning January 1, 2024, SoFi Bank and its affiliates became subject to supervision and regulation by the CFPB as an insured depository institution with total assets of more than $10 billion.
+Added: As noted above, beginning January 1, 2024, SoFi Bank and its affiliates became subject to supervision and regulation by the CFPB as an insured depository
+Added: SoFi Technologies, Inc.
+Added: institution with total assets of more than $10 billion.
+Added: Below are certain regulations to which our consumer financial services are subject.
Truth in Lending Act.
The TILA and Regulation Z, which implements it, require lenders to provide consumers with uniform, understandable information concerning certain terms and conditions of their loan and credit transactions prior to the consummation of a credit transaction and, in the case of certain education, mortgage, personal, credit card, overdraft, and other open-end loans, at the time of a loan solicitation, application, approval and origination of a credit transaction.
−Removed: SoFi Technologies, Inc.
−Removed: regulates the advertising of credit, including limitations on co-branding private education lender’s products with educational institutions in the marketing of private education loans, and gives borrowers, among other things, certain rights regarding updated disclosures and periodic statements, security interests taken to secure the credit, the right to rescind certain loan transactions, a right to an investigation and resolution of billing errors, and the treatment of credit balances.
+Added: TILA also regulates the advertising of credit, including limitations on co-branding private education lender’s products with educational institutions in the marketing of private education loans, and gives borrowers, among other things, certain rights regarding updated disclosures and periodic statements, security interests taken to secure the credit, the right to rescind certain loan transactions, a right to an investigation and resolution of billing errors, and the treatment of credit balances.
For certain types of credit transactions, lenders are not permitted to originate loans with certain high-risk features, such as negative amortization and balloon payments, and must provide certain consumer protections during the underwriting and origination process, such as providing a right to an appraisal of mortgaged property, and verifying the consumer’s ability to repay the loan prior to making a decision to approve an application for the loan.
20 unchanged sentences
Secure and Fair Enforcement for Mortgage Licensing Act.
−Removed: We employ and contract with mortgage loan originators which are required by state and federal law to be licensed as mortgage loan originators in the relevant jurisdictions where they operate.
+Added: We employ and contract with mortgage loan originators who are required by state and federal law to be licensed as mortgage loan originators in the relevant jurisdictions where they operate.
To obtain and maintain licensure, the mortgage loan originator must meet the minimum education, experience and character requirements set forth by the relevant state’s law, and periodically renew their licenses.
2 unchanged sentences
The federal FCRA, as amended by the Fair and Accurate Credit Transactions Act, promotes the accuracy, fairness and privacy of information in the files of consumer reporting agencies.
−Removed: FCRA requires a permissible purpose to obtain a consumer credit report and requires persons that furnish loan payment information to credit bureaus to report such information accurately.
+Added: FCRA requires a permissible purpose to obtain a consumer credit report and requires persons that furnish loan payment information to credit
+Added: SoFi Technologies, Inc.
+Added: bureaus to report such information accurately.
We are also required to perform a reasonable investigation in the event we receive indirect disputes from the credit bureaus about the accuracy of our credit reporting for a particular consumer and to update any inaccurate information we discover.
FCRA also imposes disclosure requirements on creditors who take adverse action on credit applications based on information contained in a consumer report or received from a third party and requires creditors who use consumer reports in establishing loan terms to provide risk-based pricing or credit score notices to affected consumers.
−Removed: FCRA also imposes rules and disclosure requirements on creditors’ use of consumer reports for marketing
−Removed: SoFi Technologies, Inc.
−Removed: purposes, which impacts our ability to use consumer reports and prescreened lists to market consumer loans through direct mail and other means.
+Added: FCRA also imposes rules and disclosure requirements on creditors’ use of consumer reports for marketing purposes, which impacts our ability to use consumer reports and prescreened lists to market consumer loans through direct mail and other means.
Fair Debt Collection Practices Act.
5 unchanged sentences
Servicemembers Civil Relief Act.
−Removed: The federal SCRA allows military members to suspend or postpone certain civil obligations so that the military member can devote his or her full attention to military duties.
−Removed: The SCRA requires us to adjust the interest rate of borrowers who qualify for and request relief.
+Added: The federal SCRA allows military members to suspend, limit or postpone certain civil obligations so that the military member can devote his or her full attention to military duties.
+Added: The SCRA requires us to adjust the interest rate on pre-service obligations of borrowers who qualify for and request relief.
The SCRA also places limitations on remedies that may otherwise be available to a creditor, such as foreclosures and default judgments.
11 unchanged sentences
The federal EFTA, and Regulation E that implements it, provide guidelines and restrictions on the provision of electronic fund transfer services to consumers, and on making an electronic transfer of funds from consumers’ bank accounts.
−Removed: The EFTA and Regulation E require that financial institutions and providers of electronic fund transfer services limit a consumer’s liability for, and reimburse consumers for, fraud and unauthorized transactions, and impose requirements on remittance transfer, P2P transfer, and overdraft features.
+Added: Among other requirements, the EFTA and Regulation E require that financial institutions and providers of electronic fund transfer services limit a consumer’s liability for, and reimburse consumers for, confirmed theft and unauthorized transactions, and impose requirements on remittance transfer, P2P transfer, and overdraft features.
In addition, transfers performed by electronic transfers using the ACH network are subject to detailed timing and notification rules and guidelines administered by the NACHA.
2 unchanged sentences
EFTA requires that lenders make available loan payment methods other than automatic preauthorized electronic fund transfers, and prohibits lenders from conditioning the approval of a loan transaction on the borrower’s agreement to repay the loan through automatic fund transfers.
−Removed: Recently, the NACHA Board of Directors approved a change in the NACHA Operating Rules that requires ACH Originators to perform account validation as part of their commercially reasonable fraudulent transaction detection systems.
+Added: The NACHA Operating Rules require ACH Originators to perform account validation as part of their commercially reasonable fraudulent transaction detection systems.
Electronic Signatures in Global and National Commerce Act/Uniform Electronic Transactions Act.
The federal ESIGN, and similar state laws, particularly the UETA, authorize the creation of legally binding and enforceable agreements utilizing electronic records and signatures.
−Removed: ESIGN and UETA require businesses that want to use electronic records or signatures in consumer transactions and to provide electronic disclosures and other electronic communications to consumers, to obtain the consumer’s consent to receive information electronically.
−Removed: Bank Secrecy Act .
−Removed: We have implemented various anti-money laundering policies and procedures to comply with applicable federal anti-money laundering laws, regulations and requirements, such as designating a BSA officer, conducting an annual risk assessment, developing internal controls, independent testing, training, and suspicious activity monitoring and
+Added: ESIGN and UETA require businesses that want to use electronic records or
SoFi Technologies, Inc.
+Added: signatures in consumer transactions and to provide electronic disclosures and other electronic communications to consumers, to obtain the consumer’s consent to receive information electronically.
+Added: Bank Secrecy Act .
+Added: We have implemented various anti-money laundering policies and procedures to comply with applicable federal anti-money laundering laws, regulations and requirements, such as designating a BSA officer, conducting an annual risk assessment, developing internal controls, independent testing, training, and suspicious activity monitoring and reporting.
We apply the customer identification and verification program rules pursuant to the USA PATRIOT Act amendments to the BSA and its implementing regulations and screen certain customer information against the list of specially designated nationals and other lists of sanctioned countries, persons, and entities maintained by the U.S.
Treasury Department’s OFAC.
−Removed: Additionally, SoFi Digital Assets, LLC is registered with and regulated by the FinCEN as a MSB with respect to its digital assets business activities, which were transferred in the first quarter of 2024.
−Removed: As an MSB, we are subject to FinCEN regulations implementing the BSA, which requires MSBs to develop and implement risk-based anti-money laundering programs, report large cash transactions and suspicious activity, and maintain transaction records, among other requirements.
−Removed: Similarly, SoFi Bank is a financial institution under the BSA that is required to implement a risk-based anti-money laundering program, including customer identification procedures, currency transaction reporting, suspicious activity monitoring and reporting and other recordkeeping requirements.
+Added: Additionally, SoFi Bank is a financial institution under the BSA that is required to implement a risk-based anti-money laundering program, including customer identification procedures, currency transaction reporting, suspicious activity monitoring and reporting and other recordkeeping requirements.
+Added: Furthermore, the Federal Reserve expects non-bank subsidiaries of bank holding companies to comply with certain BSA reporting requirements.
In addition, our contracts with financial institution partners and other third parties may contractually require us to maintain an anti-money laundering program.
11 unchanged sentences
Loan Servicing.
−Removed: We are subject to CFPB supervision and regulation of our loan servicing activities conducted by SoFi Bank and SoFi Lending Corp.
−Removed: even in scenarios where we have engaged third-party servicers to service our private education loans and home loans.
+Added: We are subject to federal laws regulating loan servicing, including CFPB supervision and regulation, in connection with our loan servicing activities conducted by SoFi Bank and SoFi Lending Corp.
In addition, for so long as SoFi Lending Corp.
−Removed: acts as servicer of any of our private education loans, we are subject to certain state licensing requirements applicable to student loan servicers even though we have engaged third-party servicers to service our private education loans, as we retain master servicing rights.
−Removed: With respect to our broader consumer loan business, we are subject to federal and state laws regulating loan servicers.
−Removed: We are impacted by these rules even though we service loans we originate, and engage third parties to service certain types of loans, because some state laws, such as the California Rosenthal Act, apply to creditors and first party servicers.
−Removed: Some state laws also apply to parties that indirectly service loans through the use of third-party servicer contracts.
−Removed: Additionally, we sell some of the loans we originate to third parties and are therefore subject to laws governing parties that service loans on behalf of another person to whom the debt is owed.
+Added: acts as servicer or holds master servicing rights for any of our loans, we are subject to certain state requirements applicable to loan servicers, including licensing.
+Added: We are subject to such federal supervision and state requirements even in scenarios where we have engaged third-party servicers to perform servicing for our loans.
+Added: Certain state laws, such as the California Rosenthal Act, apply to creditors and first party servicers, and certain federal and state laws apply to parties that indirectly service loans through the use of third-party servicer contracts.
+Added: Additionally, we sell certain of the loans we originate to third parties and are therefore subject to laws governing parties that service loans on behalf of another person to whom the debt is owed.
We are currently licensed as a loan servicer in several states and may be required to seek additional licenses.
1 unchanged sentence
Other State Lending Laws.
−Removed: SoFi Lending Corp.
−Removed: will continue to service certain of our loans.
−Removed: Consequently, in addition to applicable federal laws and regulations governing our operations, our ability to service loans through SoFi Lending Corp.
−Removed: in any particular state, and transmit money to or from any particular state, is subject to that state’s laws, regulations and licensing requirements, which may differ from the laws, regulations and licensing requirements of other states.
−Removed: State laws often include fee limitations and disclosure and other requirements.
−Removed: Many states have adopted lending regulations that prohibit various forms of high-risk or sub-prime lending and place obligations on lenders to substantiate that a member will derive a tangible benefit from the proposed credit transaction and/or have the ability to repay the loan.
−Removed: These laws have required most lenders to devote considerable resources to building and maintaining automated systems to perform loan-by-loan analysis of points, fees and other factors set forth in the laws, which often vary depending on the location of the mortgaged property.
+Added: In addition to the state laws applicable to loan servicing to which SoFi Lending Corp.
+Added: is subject as a holder of servicing rights for certain of our loans, and in addition to applicable federal laws and regulations governing our operations, one or more of our subsidiaries may need, and have obtained, one or more state licenses to broker, acquire, service and/or enforce loans, or to transmit money to or from any particular state.
+Added: Where we have obtained or may in the future obtain licenses, state licensing statutes may impose a variety of requirements and restrictions on us, including:
+Added: • record-keeping requirements;
+Added: • restrictions on servicing and collection practices, including limits on finance charges and fees;
+Added: • restrictions on collections;
+Added: • restrictions on permissible terms in consumer agreements;
+Added: • disclosure requirements;
+Added: • examination requirements;
+Added: • surety bond and minimum net worth requirements;
+Added: • permissible investment requirements;
+Added: • financial reporting requirements;
+Added: • reporting and license renewal requirements;
+Added: SoFi Technologies, Inc.
+Added: • notification and approval requirements for changes in principal officers, directors, stock ownership or corporate control;
+Added: • restrictions on marketing and advertising;
+Added: • qualified individual requirements;
+Added: • anti-money laundering and compliance program requirements;
+Added: • data security and privacy requirements;
+Added: • review requirements for loan forms and other customer-facing documents.
+Added: Each state’s laws, regulations and licensing requirements may differ from the laws, regulations and licensing requirements of other states, and state laws often include fee limitations and disclosure and other requirements.
Many of these state lending laws are vague and subject to differing interpretation, which exposes us to some risks.
3 unchanged sentences
Any ambiguity under the laws and regulations to which we are subject may lead to regulatory investigations or enforcement actions and private causes of action, such as class-action lawsuits, with respect to our compliance with applicable laws and regulations.
−Removed: SoFi Technologies, Inc.
+Added: These statutes may also subject us to the supervisory and examination authority of state regulators in certain cases, and we have experienced, are currently and will likely continue to be subject to and experience exams by state regulators.
+Added: These examinations have and may continue to result in findings or recommendations that require us to modify our internal controls and/or business practices.
+Added: If we are found to have engaged in activities that require a state license without having the requisite license, the licensing authority may impose fines, impose restrictions on our operations in the relevant state, or seek other remedies for activities conducted in the state.
Risk Retention Regulations.
4 unchanged sentences
For example, we and the FTC entered into the FTC Consent Order regarding savings calculations in our student loan refinancing advertisements.
−Removed: In addition, we are subject to the TCPA, which regulates, among other things:
−Removed: (i) the use of automated telephone dialing systems to make certain calls or text messages to cellphones without prior consent, and (ii) certain calls and text messages to numbers properly registered on the federal do not call list without permission or an established business relationship, and the Federal CAN-SPAM Act and the Telemarketing Sales Rule, and analogous state laws, to the extent that we market credit or other products and services by use of email or telephone marketing.
+Added: In addition, we are subject to the TCPA and other federal and state laws, which regulate, among other things:
+Added: (i) the use of automated telephone dialing systems to make certain calls or text messages to cellphones without prior consent, and (ii) certain calls and text messages to numbers properly registered on the federal do not call list without permission or an established business relationship.
+Added: We are also subject to the Federal CAN-SPAM Act and the Telemarketing Sales Rule, and analogous state laws, to the extent that we market credit or other products and services by use of email or telephone marketing.
Bankruptcy Laws.
We are subject to the United States Bankruptcy Code, which limits the extent to which creditors may seek to enforce debts against parties who have filed for bankruptcy protection.
−Removed: In the event of a bank holding company’s bankruptcy, any commitment by the bank holding company to a federal bank regulatory agency to maintain the capital of a bank subsidiary will be assumed by the bankruptcy trustee and entitled to a priority of payment.
+Added: In particular, SoFi Bank’s consumer lending activities are subject to federal and state bankruptcy and insolvency laws, which may affect the enforceability and collectability of consumer loan obligations.
+Added: In the event of a borrower bankruptcy, SoFi Bank may be subject to automatic stays, court-approved repayment plans, or discharge of indebtedness, any of which could reduce or delay recoveries on consumer loans.
Federal and State Securities Laws .
5 unchanged sentences
SoFi Invest and SoFi Money.
−Removed: SoFi Invest is the brand name for the following legal entities:
−Removed: SoFi Wealth LLC, SoFi Capital Advisors, LLC, SoFi Securities, and SoFi Digital Assets, LLC, each of which provides different products and services.
−Removed: We offer investment management services through SoFi Wealth LLC, an internet-based investment adviser and SoFi Capital Advisors, LLC, which provides portfolio management services for pooled investment vehicles that invest in asset-backed securitizations.
−Removed: Both SoFi Wealth LLC and SoFi Capital Advisors, LLC are registered as investment advisers under the Investment Advisers Act of 1940, as amended (the “Advisers Act”), and are subject to regulation by the SEC.
−Removed: SoFi Securities is an affiliated registered broker-dealer and FINRA member.
−Removed: We offer cash management accounts, which are brokerage products, through SoFi Securities.
−Removed: Although we have exited our digital assets business, the Company, including SoFi Digital Assets, LLC, may still be subject to regulatory scrutiny related to our prior business practices.
−Removed: The investment advisers are subject to the anti-fraud provisions of the Advisers Act and to fiduciary duties derived from these provisions, which apply to our relationships with our advisory members, including the funds we manage.
−Removed: These provisions and duties impose restrictions and obligations on us with respect to our dealings with our members, fund investors and our investments, including, for example, restrictions on transactions with our affiliates.
−Removed: Our investment advisers and our broker-dealer have in the past been, and will in the future be, subject to periodic SEC examinations.
−Removed: Our investment advisers and our broker-dealer are also subject to other requirements under the Advisers Act and the Exchange Act, respectively, and related regulations.
+Added: SoFi Invest is the brand name under which investment and brokerage services are offered through SoFi Wealth, an SEC-registered investment adviser (the “Investment Adviser”) under the Investment Advisers
+Added: SoFi Technologies, Inc.
+Added: Act of 1940, as amended (the “Advisers Act”) and SoFi Securities, an SEC-registered broker-dealer under the Exchange Act and FINRA member.
+Added: We offer investment advisory services through the Investment Adviser, and we offer cash management accounts, which are brokerage products, through SoFi Securities.
+Added: The Investment Adviser is subject to the anti-fraud provisions of the Advisers Act and to fiduciary duties derived from these provisions, which apply to its customer’s advisory relationships, including, where applicable, any investment products or accounts for which it provides discretionary advisory services.
+Added: These provisions and duties impose restrictions and obligations on the Investment Adviser with respect to its dealings with our members, including, for example, restrictions on transactions with our affiliates.
+Added: Our Investment Adviser and our broker-dealer have in the past been, and will in the future be, subject to periodic SEC examinations.
+Added: Our Investment Adviser and our broker-dealer are also subject to other requirements under the Advisers Act and the Exchange Act, respectively, and related regulations.
These additional requirements relate to matters including maintaining effective and comprehensive compliance programs, record-keeping and reporting and disclosure requirements.
−Removed: The Advisers Act and the Exchange Act generally grant the SEC broad administrative powers, including the power to limit or restrict an investment adviser or our broker-dealer from conducting advisory or brokerage activities, respectively, in the event they fail to comply with federal securities laws.
+Added: The Advisers Act and the Exchange Act generally grant the SEC broad administrative powers, including the power to limit or restrict an investment adviser or broker-dealer from conducting advisory or brokerage activities, respectively, in the event they fail to comply with federal securities laws.
Additional sanctions that may be imposed for failure to comply with applicable requirements include the prohibition of individuals from associating with an investment adviser or broker-dealer, the revocation of registrations and other censures and fines.
1 unchanged sentence
SoFi Securities is subject to Rule 15c3-1 under the Exchange Act, the “SEC Net Capital Rule”, which requires the maintenance of minimum levels of net capital.
−Removed: The SEC Net Capital Rule is designed to protect members, counterparties, and creditors by requiring a broker-dealer to have sufficient liquid resources available to satisfy its financial obligations.
−Removed: Net capital is a measure of a broker-dealer’s readily available liquid assets, reduced by its total liabilities (other than approved subordinated
−Removed: SoFi Technologies, Inc.
+Added: The SEC Net Capital Rule is designed to protect customers, counterparties, and creditors by requiring a broker-dealer to have sufficient liquid resources available to satisfy its financial obligations.
+Added: Net capital is a measure of a broker-dealer’s readily available liquid assets, reduced by its total liabilities (other than approved subordinated debt).
Among other things, the SEC Net Capital Rule requires that a broker-dealer provide notice to the SEC and FINRA if its net capital is below certain required levels.
3 unchanged sentences
SoFi Securities is a broker-dealer that does not carry customer security accounts;
−Removed: rather, customer security accounts are carried by an unaffiliated broker-dealer that also clears transactions for these accounts and maintains segregated cash and investments pursuant to Rule 15c3-3 under the Exchange Act (the “Customer Protection Rule”).
−Removed: SoFi Securities carries customer cash accounts (i.e., the SoFi Money cash management accounts) that are subject to the Customer Protection Rule.
+Added: rather, customer security accounts are carried by an unaffiliated broker-dealer that also clears transactions for these accounts and maintains segregated cash and investments pursuant to Rule 15c3-3 under the Exchange Act (the “Customer Protection Rule”).SoFi Securities operates a cash management account program and, in connection with that program, is subject to the Customer Protection Rule, which requires the maintenance of cash or qualified securities in a segregated reserve account for the exclusive benefit of customers.
FINRA has adopted extensive regulatory requirements relating to sales practices, registration of personnel, compliance and supervision, and compensation and disclosure, to which SoFi Securities and its personnel are subject.
FINRA and the SEC also have the authority to conduct periodic examinations of SoFi Securities, and may also conduct administrative proceedings, and have the authority to levy fines and other penalties on SoFi Securities.
−Removed: SoFi Securities is registered with the MSRB and subject to the MSRB’s regulatory regime, including applicable MSRB rules.
−Removed: SoFi Securities is a Participant of DTC and is, therefore, subject to DTC’s regulatory regime, including applicable DTC rules and bylaws.
+Added: SoFi Securities is (i) registered with the MSRB and subject to the MSRB’s regulatory regime, including applicable MSRB rules, and (ii) a Participant of DTC and is, therefore, subject to DTC’s regulatory regime, including applicable DTC rules and bylaws.
Moreover, through SoFi Securities, we are licensed to underwrite securities offerings and have served as a firm commitment underwriter of, or as selling agent on, registered equity securities offerings.
−Removed: State Licensing Requirements
−Removed: One or more of our subsidiaries may need, and have obtained, one or more state licenses to broker, acquire, service and/or enforce loans.
−Removed: Where we have obtained licenses, state licensing statutes may impose a variety of requirements and restrictions on us, including:
−Removed: • record-keeping requirements;
−Removed: • restrictions on servicing and collection practices, including limits on finance charges and fees;
−Removed: • restrictions on collections;
−Removed: • usury rate caps to the extent the non-bank subsidiary originates loans;
−Removed: • restrictions on permissible terms in consumer agreements;
−Removed: • disclosure requirements;
−Removed: • examination requirements;
−Removed: • surety bond and minimum net worth requirements;
−Removed: • permissible investment requirements;
−Removed: • financial reporting requirements;
−Removed: • annual or biennial activity reporting and license renewal requirements;
−Removed: • notification and approval requirements for changes in principal officers, directors, stock ownership or corporate control;
−Removed: • restrictions on marketing and advertising;
−Removed: • qualified individual requirements;
−Removed: • anti-money laundering and compliance program requirements;
−Removed: • data security and privacy requirements;
−Removed: • review requirements for loan forms and other customer-facing documents.
−Removed: These statutes may also subject us to the supervisory and examination authority of state regulators in certain cases, and we have experienced, are currently and will likely continue to be subject to and experience exams by state regulators.
−Removed: These examinations have and may continue to result in findings or recommendations that require us to modify our internal controls and/or business practices.
−Removed: If we are found to have engaged in activities that require a state license without having the requisite
+Added: The current regulatory framework for digital assets activities is unclear and governments around the world have taken different approaches to regulation.
+Added: In some jurisdictions, such as the U.S., digital assets are subject to overlapping, uncertain and evolving regulatory requirements.
+Added: For example, the U.S.
+Added: Executive Branch, Congress and a number of U.S.
+Added: federal and state agencies, including FinCEN, CFTC, the SEC, FINRA, CFPB, the Department of Justice, the Department of Homeland Security, the Federal Bureau of Investigation, the IRS and state financial regulators, have been examining the operations of digital asset networks, digital asset users and digital asset service providers, with particular focus on the extent to which digital assets can be used to violate state or federal laws, including to facilitate the laundering of proceeds of illegal activities or the funding of criminal or terrorist enterprises, and the safety and soundness and consumer-protection practices of entities that hold, transfer, or facilitate transactions in digital assets.
+Added: Many of these state and federal agencies have issued consumer advisories regarding the risks posed by digital assets to consumers and market participants.
+Added: In addition, federal and state agencies, and other countries have issued laws, regulations, rules and guidance regarding the treatment of digital asset transactions and requirements for businesses engaged in activities related to digital assets.
SoFi Technologies, Inc.
−Removed: license, the licensing authority may impose fines, impose restrictions on our operations in the relevant state, or seek other remedies for activities conducted in the state.
−Removed: Regulation of Other Activities
−Removed: Through the Company’s website and mobile application under the brand name “SoFi Protect”, we offer members access to multiple insurance products and services, which today include life insurance, auto insurance, homeowners insurance, renters insurance and cyber insurance.
−Removed: All such insurance products are offered through third-party insurance carriers, and may be made available to customers through Social Finance Life Insurance Agency LLC.
−Removed: Certain insurance products may be offered by outside insurance providers through a marketing arrangement with the Company.
−Removed: Social Finance Life Insurance Agency LLC is subject to certain state insurance brokering and agency statutes and regulations.
+Added: We have made available to members the ability to buy, hold, sell and trade certain digital assets, including Bitcoin, Ethereum and Solana, through SoFi Bank.
+Added: Digital assets held by SoFi Bank as a non-fiduciary safekeeping custodian are not insured by the FDIC or the Securities Investor Protection Corporation, are not deposit or other obligations of SoFi Bank or any other bank or depository institution, are not guaranteed by SoFi Bank or any other bank or depository institution, and may lose value.
+Added: The OCC regulates national banks’ participation in crypto-asset activities under the existing federal banking framework, requiring that such activities be conducted in a safe and sound manner and in compliance with applicable laws.
+Added: The OCC has clarified through interpretive guidance that national banks may engage in certain crypto-related activities, such as custody of digital assets in either a fiduciary or non-fiduciary capacity, perform certain incidental or related functions, including facilitating a customer’s cryptocurrency and fiat currency exchange transactions, transaction settlement, trade execution, record keeping, valuation, tax services, reporting, and other services.
+Added: The OCC has advised that banks should implement effective internal controls to safeguard assets under custody, produce reliable financial reports, and comply with applicable laws and regulations, including anti-money laundering, sanctions, and consumer protection requirements.
+Added: These activities remain subject to supervisory expectations, ongoing examination, and applicable capital, liquidity, and third-party risk management standards.
+Added: The OCC’s approach does not establish a separate crypto-specific regulatory regime, but instead applies traditional banking supervision principles to crypto-asset activities, reflecting heightened supervisory scrutiny given the evolving risks associated with digital assets.
+Added: The laws and regulations governing digital assets are rapidly evolving and increasing in scope.
+Added: We are monitoring legislative and administrative updates, including Executive Orders that may affect the digital assets industry, to promptly implement any compliance measures as may be necessary to support the SoFi Crypto business.
+Added: As a result of regulatory uncertainties, we may be required to change our business practices, obtain additional licenses or registrations, restructure certain activities, products or services, or suspend or discontinue support for particular digital assets or features, any of which could harm our reputation, reduce revenue, increase compliance costs, or otherwise have a material adverse effect on our business, financial condition and results of operations.
+Added: SoFiUSD Stablecoin.
+Added: SoFi Bank launched a stablecoin named SoFiUSD (“SoFiUSD”) in December 2025.
+Added: In July 2025, the U.S.
+Added: enacted the Guiding and Establishing National Innovation for U.S.
+Added: Stablecoins Act of 2025 (the “GENIUS Act”), which is the first comprehensive regulatory framework for stablecoins in the U.S.
+Added: The GENIUS Act requires regulators, including the OCC, to issue regulations to implement various requirements of the law, and will become effective on the earlier of January 18, 2027 or 120 days after the primary federal payment stablecoin regulators issue final implementing regulations.
+Added: The GENIUS Act provides for the first comprehensive federal regulatory scheme related to payment stablecoins in the United States and is intended to provide increased certainty for market participants and accelerate institutional adoption.
+Added: For example, the GENIUS Act amends the U.S.
+Added: federal securities laws to exclude payment stablecoins issued by a “permitted payment stablecoin issuer”, as defined under the GENIUS Act (a “Permitted Issuer”) from the definition of “security”.
+Added: The GENIUS Act prohibits any person from issuing a payment stablecoin in the United States unless the person is a Permitted Issuer or a foreign payment stablecoin issuer in a jurisdiction that has been found to have a regulatory and supervisory framework “comparable” to the framework established under the GENIUS Act and that meets certain other requirements.
+Added: Depending on a number of factors and determinations, a Permitted Issuer may be primarily regulated at the federal or state level.
+Added: The GENIUS Act also contains certain prohibitions on digital asset service providers offering or selling unlawful stablecoins beginning on July 18, 2028.
+Added: Insured depository institutions such as SoFi Bank are not permitted to be Permitted Issuers under the GENIUS Act.
+Added: However, among other types of entities that may become Permitted Issuers, a subsidiary of an insured depository institution that meets certain requirements may become a Permitted Issuer with the approval of the appropriate federal banking agency with respect to the parent insured depository institution, which is the OCC in the case of SoFi Bank.
+Added: The GENIUS Act permits the primary federal payment stablecoin regulators to waive the application of certain requirements of GENIUS Act for a period not to exceed 12 months beginning on the effective date of the GENIUS Act, with respect to a subsidiary of an insured depository institution, if the insured depository institution has an application pending on the effective date of the GENIUS Act for the subsidiary to become a Permitted Issuer.
+Added: SoFi Bank expects to request approval of the OCC to form a subsidiary that will become a Permitted Issuer with respect to SoFiUSD.
+Added: The GENIUS Act establishes certain prudential standards applicable to Permitted Issuers.
+Added: Among other requirements, the GENIUS Act prohibits Permitted Issuers from paying interest or yield solely in connection with the holding, use, or retention of a payment stablecoin of the Permitted Issuer, requires Permitted Issuers to maintain reserves fully backing payment stablecoin obligations, limits the assets permissible for payment stablecoin issuers to hold as reserves and generally requires that reserve assets be maintained free from encumbrances, establishes capital, liquidity and risk management requirements for Permitted Issuers, treats Permitted Issuers as financial institutions required to implement an effective anti-money laundering
+Added: SoFi Technologies, Inc.
+Added: program under the BSA, as amended by the USA PATRIOT Act, limits the permissible activities of Permitted Issuers, and specifies certain periodic disclosure requirements.
+Added: As noted above, the laws and regulations governing digital assets, including stablecoin, are rapidly evolving and increasing in scope.
+Added: We are monitoring legislative and administrative updates, including Executive Orders that may affect the stablecoin industry, to promptly implement any compliance measures as may be necessary to support the use of SoFiUSD.
+Added: As a result of regulatory uncertainties, we may be required to change our business practices, obtain additional licenses or registrations, restructure certain activities, products or services, or discontinue or modify SoFiUSD or related features, any of which could harm our reputation, reduce revenue, increase compliance costs, or otherwise have a material adverse effect on our business, financial condition and results of operations.
+Added: SoFi Protect.
+Added: SoFi operates SoFi Insurance Agency, LLC (“SoFi Insurance”), which in some cases offers products using the brand name “SoFi Protect.” SoFi Insurance maintains agency agreements with insurance carriers and marketing agreements that enable SoFi Insurance to offer members access to multiple insurance products and services, which today include life insurance, automobile insurance, homeowners insurance, renters insurance and “cyber” insurance.
+Added: We may add new products from time to time.
+Added: All such insurance products are offered by insurance carriers, not SoFi Insurance.
+Added: SoFi Insurance Agency, LLC is subject to certain state insurance statutes and regulations.
Privacy and Consumer Information Security
10 unchanged sentences
While personal information that we process that is subject to the GLBA is exempt from the CCPA, the CCPA regulates other personal information that we collect and process in connection with the business.
−Removed: Effective January 1, 2023, the CPRA, which amended the CCPA, imposed additional obligations on companies covered by the legislation, including by expanding consumers’ rights with respect to certain sensitive personal information.
−Removed: The CPRA also created a new state agency that is vested with authority to implement and enforce the CCPA and the CPRA.
+Added: Effective January 1, 2023, an amendment to CCPA imposed additional obligations on companies covered by the legislation, including by expanding consumers’ rights with respect to certain sensitive personal information.
+Added: The amended CCPA also created a new state agency that is vested with authority to implement and enforce the CCPA.
+Added: In 2025, the CCPA regulations were amended.
+Added: Effective January 1, 2026, the amended regulations introduce new requirements for periodic risk assessments and mandatory cybersecurity audits for large organizations.
+Added: In addition, they impose strict obligations on businesses that use automated decision-making technology (ADMT), including for AI-based profiling.
In addition to California, several other states have passed comprehensive privacy laws similar to the CCPA.
7 unchanged sentences
These various privacy and security laws may impact our business activities, including our identification of research subjects, relationships with business partners and ultimately the marketing and distribution of our products.
+Added: SoFi Technologies, Inc.
The existence of comprehensive privacy laws in different U.S.
states would make our compliance obligations more complex and costly and may increase the likelihood that we may be subject to enforcement actions, civil litigation or otherwise incur liability for noncompliance.
−Removed: Our broker-dealer and investment advisers are subject to SEC Regulation S-P, which requires that these businesses maintain policies and procedures addressing the protection of customer information and records.
+Added: Our broker-dealer and investment adviser is subject to SEC Regulation S-P, which requires that these businesses maintain policies and procedures addressing the protection of customer information and records.
This includes protecting against any anticipated threats or hazards to the security or integrity of customer records and information and against unauthorized access to or use of customer records or information.
Regulation S-P also requires these businesses to provide initial and annual privacy notices to customers describing information sharing policies and informing customers of their rights.
−Removed: SoFi Technologies, Inc.
On October 22, 2024, the CFPB finalized a new regulation, implementing personal financial data rights established by the Dodd-Frank Act.
1 unchanged sentence
It also requires us to implement privacy protections if we seek consumer financial data from another financial institution, as an authorized third party of a consumer.
−Removed: Assuming the new regulation will be permitted to mandate compliance as currently written, the mandated compliance date for depository institutions like SoFi Bank, which hold between $10 billion and $250 billion in total assets, will be April 1, 2027.
+Added: The CFPB is expected to release a Notice of Proposed Rulemaking (NPRM) in the first quarter of 2026.
+Added: The rule’s original compliance deadlines are currently stayed as part of ongoing litigation, and are not being enforced while CFPB reconsiders the rule.
Intellectual Property
−Removed: We seek to protect our intellectual property by relying on a combination of federal, state and common law in the United States, as well as on contractual measures.
+Added: We seek to protect our intellectual property by relying on a combination of federal, state and common law in the United States, the laws of foreign countries, as applicable, including Switzerland, as well as on contractual measures.
We use a variety of measures, such as trademarks, trade secrets and patents, to protect our intellectual property.
4 unchanged sentences
In addition, our Technology Platform has been granted several patents.
+Added: SoFi Technologies, Inc.
Our Culture and Human Capital Resources
2 unchanged sentences
We challenge our employees to integrate each distinct SoFi value enumerated below into their work.
−Removed: These core values are at the center of how we think about serving our members, building our company, and most importantly, how we work together.
+Added: These core values are at the center of how we serve our members, build our company, and work together, as they form the foundation of the SoFi Way—our shared commitment to acting as founders, problem solvers, and partners.
At SoFi, we believe our long-term growth and success depend on our ability to attract, develop and retain a high-performing workforce.
We believe supporting, developing and inspiring our employees will ultimately unlock the potential of the organization, drive excellence across the business and solidify SoFi as a top career destination where people love to work.
−Removed: SoFi Technologies, Inc.
+Added: We are committed to equal employment opportunity and to making employment decisions based on job-related criteria.
As of December 31, 2025, we employed approximately 6,100 employees, of which approximately 82% were located in the United States and 18% were located internationally.
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These opportunities range from internship programs for students to entry-level, management and executive careers.
−Removed: Attracting talent from diverse backgrounds and perspectives is important to us, and aligns with one of our core values.
+Added: Attracting talent from all backgrounds and perspectives is important to us, and aligns with one of our core values.
We believe in fostering a strong sense of inclusion and belonging for all employees with a lens on representation.
2 unchanged sentences
We believe strongly in investing in our employees throughout the employee life cycle.
−Removed: Great care is taken to onboard new hires and set them up for success, both in terms of a broad understanding of SoFi’s mission, values, strategic points of differentiation and products, as well as role-specific learning.
+Added: Great care is taken to onboard new hires and set them up for success, both in terms of a broad understanding of SoFi’s mission, values, strategic points of
+Added: SoFi Technologies, Inc.
+Added: differentiation and products, as well as role-specific learning.
To this end, throughout the year we offer ongoing learnings including regular company-level “All Hands” meetings and periodic programming on a diverse range of business topics.
3 unchanged sentences
We use employee feedback to inform the ongoing development of our employee programs directly.
−Removed: In addition to administering an annual survey to gather input from our global workforce, we also conducted specific surveys to gather direct employee feedback on specific topics.
+Added: In addition to administering a semi-annual survey to gather input from our global workforce, we also conducted specific surveys to gather direct employee feedback on specific topics.
Compensation and Employee Benefits
3 unchanged sentences
As we continue to evolve our programs and practices, we strive for a fair, competitive, transparent, equitable, and well governed approach in recognizing and rewarding our employees.
+Added: We also have an Employee Stock Purchase Plan (ESPP) pursuant to which employees have the right to purchase shares of the Company’s common stock at a discount.
Additionally, our employees’ and their families health and wellness are integral to SoFi’s success.
We have a comprehensive benefits program to support the physical, mental and financial well-being of our employees.
−Removed: based workforce we have one core medical plan in which SoFi pays 95% of the monthly premium and additional medical plans with subsidized premiums.
+Added: based workforce we have one core medical plan in which SoFi pays approximately 95% of the monthly premium and additional medical plans with subsidized premiums.
In addition to core medical, we offer fertility and parental benefits to help employees who are looking to grow their family, including a reimbursement solution for eligible family building expenses, a paid parental leave benefit, as well as a partially subsidized back-up family care benefit.
2 unchanged sentences
provide financial support to our employees, allowing them to advance their education and pay off existing student loan debt.
−Removed: Our benefits packages also include, among other things, basic life insurance and supplemental life insurance, short-term and long-term disability insurance, a Section 401(k) retirement savings plan, the right to purchase shares of the Company’s common stock at a discount through our ESPP, and competitive paid time off.
+Added: Beginning in 2026, we also began offering matching contributions for eligible participants of our Section 401(k) retirement savings plan.
+Added: Our benefits packages also include, among other things, basic life insurance and supplemental life insurance, short-term and long-term disability insurance, and competitive paid time off.
Additionally, our program SoFi Gives is a benefit that provides eligible employees with paid time off to engage in volunteer opportunities within their communities.
−Removed: SoFi Technologies, Inc.
Environmental, Social, and Corporate Governance
Sustainable business practices are embedded into our day-to-day operations, as we continue to make critical investments in our team and infrastructure to be further able to scale and support new avenues of growth.
−Removed: We believe this not only aligns with our number one company priority of making our culture better every second, in tandem with our first core value “Putting Our Members’ and Clients’ Interests First”, but also improves our profitability and supports long-term value creation for our shareholders.
−Removed: In August 2024, we published our second comprehensive ESG report which shares how our company priorities, core values, mission and commitments to the communities we serve shape how we do business, support our employees, and create a meaningful and lasting impact for our members and customers.
+Added: We believe this not only aligns with our top company priority of making our culture better every second of every day, but also improves our profitability and supports long-term value creation for our shareholders.
+Added: In 2025, we published our third comprehensive ESG report which shares how our company priorities, core values, mission and commitments to the communities we serve shape how we do business, support our employees, and create a meaningful and lasting impact for our members and customers.
This report covers a broad set of ESG-related efforts which have been key to informing our approach, including our people programs, product development processes, community investments and social impact, environmental footprint, corporate governance strategies, risk management operations, public policy initiatives and more.
1 unchanged sentence
This and any other ESG-related reports and information included on our investor relations website are not incorporated by reference into, and do not form any part of, this Annual Report on Form 10-K.
+Added: SoFi Technologies, Inc.
Additional Information
6 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.