Affirm Holdings Announces Leadership and Compensation Changes

TL;DR

Affirm's leadership team is shuffling, with new directors coming on board and exec comp plans being updated.

AI Summary

Affirm Holdings, Inc. announced on September 18, 2025, changes in its executive and director roles. The filing details the departure of certain officers and directors, the election of new directors, and updates to compensatory arrangements for key executives. Specific details regarding the individuals involved and the exact nature of the compensatory changes were not fully elaborated in the provided text, but the report signifies a restructuring within the company's leadership and governance.

Why It Matters

Changes in executive and director positions can signal shifts in company strategy, operational focus, or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Leadership changes and adjustments to compensatory arrangements can introduce uncertainty regarding future strategy and execution.

Key Players & Entities

• Affirm Holdings, Inc. (company) — Registrant
• September 18, 2025 (date) — Date of earliest event reported
• 650 California Street, San Francisco, California 94108 (address) — Principal executive offices
• 415-960-1518 (phone_number) — Registrant's telephone number

FAQ

Key Financial Figures

• $0.00001 — which registered Class A common stock, $0.00001 par value AFRM Nasdaq Global Select Mar

Filing Documents

• afrm-20250918.htm (8-K) — 33KB
• 0001628280-25-042335.txt ( ) — 146KB
• afrm-20250918.xsd (EX-101.SCH) — 2KB
• afrm-20250918_lab.xml (EX-101.LAB) — 21KB
• afrm-20250918_pre.xml (EX-101.PRE) — 12KB
• afrm-20250918_htm.xml (XML) — 3KB

From the Filing

afrm-20250918 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 18, 2025 Affirm Holdings, Inc. (Exact name of registrant as specified in charter) Nevada 001-39888 84-2224323 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 650 California Street San Francisco , California 94108 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: ( 415 ) 960-1518 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class: Trading symbol(s) Name of exchange on which registered Class A common stock, $0.00001 par value AFRM Nasdaq Global Select Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers (e) Annual Grants of Equity Awards to Certain Executive Officers On September 18, 2025, the Compensation Committee (the "Committee") of the Board of Directors of Affirm Holdings, Inc. (the "Company") approved grants of annual equity awards under the Company's Amended and Restated 2012 Stock Plan (the "Plan") consisting of both restricted stock units ("RSUs") and performance stock units ("PSUs") that vest into shares of the Company's Class A Common Stock, par value $0.00001 per share (the "Class A Common Stock"), to certain of its executive officers as set forth in the table below: Executive Officer PSUs RSUs Rob O'Hare 33,366 33,366 Chief Financial Officer Katherine Adkins 19,463 19,463 Chief Legal Officer and Chief Compliance Officer Michael Linford 44,488 44,488 Chief Operating Officer Libor Michalek 44,488 44,488 President PSUs The grants of PSUs are subject to time-based, service-based, and Company financial performance-based conditions. The shares of Class A Common Stock subject to the PSUs may be earned, if at all, based on Company financial performance during a three-year performance period (the "Performance Period") that commenced on July 1, 2025. The Committee selected annual growth rates of revenue less transaction costs (weighted at 50%) and adjusted operating income (weighted at 50%) as the Company financial performance measures for the PSUs. Performance targets for each of the three Company fiscal years occurring during the Performance Period were approved by the Committee at the time of grant, with each annual performance target expressed in terms of growth over the level of actual performance achieved during the preceding fiscal year. Actual Company performance against the applicable targets will be measured at the end of each of the three fiscal years during the Performance Period and averaged at the end of the Performance Period such that no shares of Class A Common Stock may be earned until the end of the Performance Period. If the average performance over the Performance Period represents at least a threshold level of performance, the number of shares of Class A Common Stock earned will range from 50% (threshold performance) to 200% (maximum performance) of the number of PSUs granted, with target performance set at 100%. Once earned based on the satisfaction of the applicable performance conditions, as determined and certified by the Committee, the earned PSUs will vest in full, if at all, at the end of the Performance Period subject to the executive officer's continued service with the Company through the end of that period. The PSU grants are subject to the terms and conditions of the Plan and a form of PSU grant agreement, a copy of which will be filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the f

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