SoFi Technologies Files 8-K Update

TL;DR

SoFi filed an 8-K on 3/5/24 with SEC. All good.

AI Summary

SoFi Technologies, Inc. filed an 8-K on March 5, 2024, reporting other events and financial statements. The filing details the company's principal executive offices located at 234 1st Street, San Francisco, California, 94105, and its primary business phone number. This report serves as a current update for the Securities and Exchange Commission.

Why It Matters

This filing provides an official update on SoFi Technologies' corporate information and events, which is crucial for investors and stakeholders to stay informed about the company's status.

Risk Assessment

Risk Level: low — This filing is a routine corporate disclosure and does not contain information that suggests a significant change in risk for the company.

Key Players & Entities

• SoFi Technologies, Inc. (company) — Registrant
• March 5, 2024 (date) — Date of earliest event reported
• 234 1st Street San Francisco , California 94105 (address) — Address of principal executive offices
• ( 855 ) 456-7634 (phone_number) — Registrant's telephone number
• Delaware (jurisdiction) — State of incorporation

FAQ

Key Financial Figures

• $0.0001 — ange on which registered Common stock, $0.0001 par value per share SOFI The Nasdaq Glo
• $750 million — s") in an aggregate principal amount of $750 million. The Notes will be sold in the private
• $112.5 million — option to purchase up to an additional $112.5 million aggregate principal amount of Notes. In

Filing Documents

• sofi-20240305.htm (8-K) — 30KB
• march52024pricingsofipress.htm (EX-99.1) — 21KB
• 0001818874-24-000039.txt ( ) — 178KB
• sofi-20240305.xsd (EX-101.SCH) — 2KB
• sofi-20240305_lab.xml (EX-101.LAB) — 21KB
• sofi-20240305_pre.xml (EX-101.PRE) — 12KB
• sofi-20240305_htm.xml (XML) — 3KB

01 Other Events

Item 8.01 Other Events. On March 5, 2024, SoFi Technologies, Inc. ("SoFi" or the "Company") announced the pricing of its previously announced private offering of convertible senior notes due 2029 (the "Notes") in an aggregate principal amount of $750 million. The Notes will be sold in the private offering only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The Company also granted the initial purchasers of the Notes an option to purchase up to an additional $112.5 million aggregate principal amount of Notes. In connection with the pricing of the Notes, the Company entered into capped call transactions with certain financial institutions and agreements with one or more financial institutions to terminate a portion of the privately negotiated capped call transactions entered into in connection with the Company's 0% Convertible Senior Notes due 2026 (the "capped called terminations"). The issuance and sale of the Notes is scheduled to settle on or about March 8, 2024, subject to customary closing conditions. A copy of the press release is being filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. This Current Report on Form 8-K does not and will not constitute an offer to sell, or the solicitation of an offer to buy, the Notes, any shares of the Company's common stock issuable upon conversion of the Notes, or any other securities, nor will there be any sale of the Notes or any such shares or other securities, in any state or other jurisdiction in which such offer, sale or solicitation would be unlawful. Any offer will be made only by means of a private offering memorandum.

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K includes forward-looking statements, including statements regarding the completion of the offering, the expected amount and intended use of the net proceeds and the effects of entering into the capped call transactions, and the effects of the capped call terminations. Forward-looking statements represent SoFi's current expectations regarding future events and are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those implied by the forward-looking statements, and there can be no assurance that future developments affecting SoFi will be those that it has anticipated. Among those risks and uncertainties are market conditions, including market interest rates, the trading price and volatility of SoFi's common stock and risks relating to SoFi's business, including those described in periodic reports that SoFi files from time to time with the Securities and Exchange Commission (the "SEC"). SoFi may not consummate the offering described in this Current Report on Form 8-K and, if the offering is consummated, cannot provide any assurances regarding its ability to effectively apply the net proceeds as described above. For additional information on these and other factors that could affect SoFi's actual results, see the risk factors set forth in SoFi's filings with the SEC, including the most recent Annual Report filed with the SEC on February 27, 2024. The forward-looking statements included in this Current Report on Form 8-K speak only as of the date of this Current Report on Form 8-K, and SoFi does not undertake to update the statements included in this Current Report on Form 8-K for subsequent developments, except as may be required by law.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1 Press release dated March 5, 2024 by SoFi Technologies, Inc. 104 Cover Page Interactive Data File (embedded within the inline XBRL document) 1 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. SoFi Technologies, Inc. Date: March 5, 2024 By: /s/ Christopher Lapointe Name: Christopher Lapointe Title: Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR