10-K – 2026-02-17 – sofi-20251231.htm

SoFi Technologies, Inc.
TABLE OF CONTENTS
SoFi Technologies, Inc.
Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

value are recognized within noninterest income—loan origination, sales, securitizations and servicing in the consolidated statements of operations and comprehensive income (loss). See “Derivative Financial Instruments” in this Note for additional information on our derivative instruments.
See Note 15. Fair Value Measurements for the key inputs used in the fair value measurements of our loan commitments.
Borrowings and Financing Costs
We borrow from various financial institutions to finance our lending activities. Direct costs incurred in connection with financing, such as banker fees, origination fees and legal fees, are classified as deferred debt issuance costs. Generally, we capitalize these costs and report the amounts as a direct deduction from the carrying amount of the debt balance, however, beginning in the third quarter of 2024, for revolving debt, the unamortized debt issuance costs are reported in other assets in the consolidated balance sheets. For non-revolving debt, any difference between the stated principal amount of debt and the amount of cash proceeds received, net of debt issuance costs, is presented as a discount or premium. The capitalized debt issuance costs for both revolving and non-revolving debt and the original issue discount/premium on non-revolving debt are amortized into interest expense—securitizations and warehouses in the consolidated statements of operations and comprehensive income (loss) over the expected life of the related financing agreements using the straight-line method for revolving facilities and the effective interest method for securitization debt and our senior convertible notes, as defined and further discussed below. Remaining unamortized fees are expensed immediately upon early extinguishment of the debt. In a debt modification for revolving debt, the initial issuance costs and any additional fees incurred as a result of the modification are deferred over the term of the new agreement, if the borrowing capacity of the revolving facility is increased. In the case that a modification results in a decrease in our borrowing capacity, any fees paid to the creditor and any third-party costs incurred are considered to be associated with the new arrangement and are, therefore, deferred and amortized over the term of the new arrangement. Unamortized deferred costs relating to the old arrangement at the time of the modification are expensed immediately in proportion to the decrease in borrowing capacity of the old arrangement. Any remaining unamortized deferred costs relating to the old arrangement are deferred and amortized over the term of the new arrangement.
We elected the fair value option to measure certain securitization debt, with the intent to mitigate the accounting divergence between debt liabilities measured at historical cost and the corresponding loans securing these financings, which are risk-managed on a fair value basis. For securitization debt carried at fair value on a recurring basis, we record the initial fair value measurement and subsequent measurement changes in fair value in the period in which the changes occur within noninterest income—loan origination, sales, securitizations and servicing in the consolidated statements of operations and comprehensive income (loss). We determined the fair value of the applicable securitization debt using a discounted cash flow methodology, while also considering market data as it becomes available. The key inputs to the calculation include the underlying contractual coupons, terms, discount rate and expectations for defaults and prepayments.
Convertible Senior Notes
In October 2021, we issued $ 1.2  billion aggregate principal amount of convertible senior notes due 2026 (the “2026 convertible notes”), which do not bear regular interest, will mature on October 15, 2026 (unless earlier repurchased, redeemed or converted) and will be convertible by the noteholders beginning in April 2026 under certain circumstances. We will settle conversions of the 2026 convertible notes by paying or delivering, at our election, cash, shares of our common stock or a combination of cash and shares of our common stock, based on the applicable conversion rate(s). The 2026 convertible notes are redeemable, in whole or in part, at our option at any time, and from time to time, beginning on or after October 15, 2024 through the 30 th scheduled trading day immediately before the maturity date at a cash redemption price equal to the principal amount of the 2026 convertible notes to be redeemed, plus accrued interest, if any, but excluding the redemption date, but only if certain liquidity conditions described in the indenture are satisfied and certain conditions are met with respect to the last reported sale price per share of our common stock prior to conversion. Additionally, the 2026 convertible notes may incur special interest in the event of default, or additional interest if the Company has not satisfied certain reporting conditions or the 2026 convertible notes are not otherwise freely tradable, as such term is defined in the applicable indenture. If special interest or additional interest is incurred on the 2026 convertible notes, it could require an additional use of cash. In December 2023, March 2024, and August 2024, we entered into repurchase agreements to repurchase in aggregate principal amount of the 2026 convertible notes totaling $ 88.0  million, $ 600.0  million, and $ 84.0  million, respectively. See Note 12. Debt for more detailed disclosure of the term and features of the 2026 convertible notes.
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SoFi Technologies, Inc.
Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

In March 2024, we issued $ 862.5  million aggregate principal amount of convertible senior notes due 2029 (the “2029 convertible notes”). The 2029 convertible notes will mature on March 15, 2029, unless earlier repurchased, redeemed or converted. We will settle conversion of the 2029 convertible notes by paying or delivering cash, and if applicable, shares of our common stock for the amount in excess of the cash redemption price, based on the applicable conversion rate. The 2029 convertible notes will also be redeemable, in whole or in part, at our option at any time, and from time to time, on or after March 15, 2027 through the 30th scheduled trading day immediately before the maturity date, at a cash redemption price equal to the principal amount of the 2029 convertible notes to be redeemed, plus accrued and unpaid interest, if any, thereon to, but excluding, the redemption date, but only if certain liquidity conditions described in the indenture are satisfied and certain conditions are met with respect to the last reported sale price per share of our common stock prior to conversion. See Note 12. Debt for more detailed disclosure of the term and features of the 2029 convertible notes.
We elected to evaluate each embedded feature of the arrangement individually. We concluded that each of the conversion rights, optional redemption rights, fundamental change make-whole provision and repurchase rights did not require bifurcation as derivative instruments, which we reevaluate each reporting period. The additional interest and special interest that accrue on the notes in the event of our failure to comply with certain registration or reporting requirements are required to be bifurcated from the host contract, as the reporting requirement triggering event is not clearly and closely related to the host convertible debt contract, and therefore we measure the contingent interest feature at fair value each reporting period. The value was determined to be immaterial; therefore, we accounted for the convertible notes wholly as debt, which was recognized on the settlement date. Accordingly, we allocated all debt issuance costs to the debt instrument on the basis of materiality.
In connection with the pricing of the convertible notes, we entered into privately negotiated capped call transactions with certain financial institutions, as defined and further discussed below.
Capped Call Transactions
During 2021, we entered into privately negotiated capped call transactions (the “2026 capped call transactions”) with certain financial institutions (the “capped call counterparties”). The Capped Call Transactions initially cover, subject to customary anti-dilution adjustments, the number of shares of our common stock that initially underlie the 2026 convertible notes. The Capped Call Transactions are net purchased call options on our own common stock. The Capped Call Transactions are separate transactions entered into by the Company with each of the Capped Call Counterparties, are not part of the terms of the 2026 convertible notes, and do not affect any holder’s rights under the 2026 convertible notes. Holders of the 2026 convertible notes do not have any rights with respect to the 2026 capped call transactions. As the 2026 capped call transactions are legally detachable and separately exercisable from the 2026 convertible notes, they were evaluated as freestanding instruments. We concluded that the 2026 capped call transactions meet the scope exceptions for derivative instruments, and as such, the 2026 capped call transactions meet the criteria for classification in equity and are included as a reduction to additional paid-in capital .
In March 2024, we entered into privately negotiated capped call transactions (the “2029 capped call transactions”) with certain financial institutions (the “capped call counterparties”). The 2029 capped call transactions initially cover, subject to customary anti-dilution adjustments, the number of shares of our common stock that initially underlie the 2029 convertible notes. The capped call transactions are net purchased call options on our own common stock. The 2029 capped call transactions are separate transactions entered into by the Company with each of the capped call counterparties, are not part of the terms of the 2029 convertible notes, and do not affect any holder’s rights under the 2029 convertible notes. Holders of the 2029 convertible notes do not have any rights with respect to the 2029 capped call transactions. As the 2029 capped call transactions are legally detachable and separately exercisable from the 2029 convertible notes, they were evaluated as freestanding instruments. We concluded that the 2029 capped call transactions meet the scope exceptions for derivative instruments, and as such, the capped call transactions meet the criteria for classification in equity and are included as a reduction to additional paid-in capital .
See Note 13. Equity for additional information on the Capped Call Transactions.
Residual Interests Classified as Debt
Within consolidated securitizations, the residual interests held by third parties are presented as residual interests classified as debt in the consolidated balance sheets. We measure residual interests classified as debt at fair value on a recurring basis. We record subsequent measurement changes in fair value in the period in which the change occurs within noninterest
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

income—loan origination, sales, securitizations and servicing in the consolidated statements of operations and comprehensive income (loss). We determine the fair value of residual interests classified as debt using a discounted cash flow methodology, while also considering market data as it becomes available.
We recognize interest expense related to residual interests classified as debt over the expected life using the effective yield method, which reflects a portion of the overall fair value adjustment recorded each period on our residual interests classified as debt. Interest expense related to residual interests classified as debt is presented within interest expense—securitizations and warehouses in the consolidated statements of operations and comprehensive income (loss). On a quarterly basis, we reevaluate the cash flow estimates to determine if a change to the accretable yield is required on a prospective basis.
See Note 15. Fair Value Measurements for the key inputs used in the fair value measurements of residual interests classified as debt.
Foreign Currency Translation Adjustments
We revalue assets, liabilities, income and expense denominated in non-United States currencies into United States dollars using applicable exchange rates. For foreign subsidiaries in which the functional currency is the subsidiary’s local currency, gains and losses relating to foreign currency translation adjustments are included in accumulated other comprehensive income (loss) in our consolidated balance sheets. For foreign subsidiaries in which the functional currency is the United States Dollar, gains and losses relating to foreign currency transaction adjustments are included within earnings in the consolidated statements of operations and comprehensive income (loss) . Due to the highly inflationary economic environment in Argentina, we use the United States Dollar as the functional currency of our Argentinian operations. Our activities in Argentina are related to our Technology Platform segment and commenced in the first quarter of 2022 with the Technisys Merger.
Interest Income
Interest income on loans is accrued and recognized based on the contractual rate of interest within interest income—loans and securitizations in the consolidated statements of operations and comprehensive income (loss). We stop accruing interest and reverse all accrued but unpaid interest at the time a loan charges off. Loans are returned to accrual status if the loans are brought to nondelinquent status or have performed in accordance with the contractual terms for a reasonable period of time and, in management’s judgment, will continue to make scheduled periodic principal and interest payments.
Other interest income is primarily earned on our bank balances.
Loan Origination and Sales Activities
As part of our loan sale agreements, we may retain the rights to service sold loans. We calculate a gain or loss on the sale based on the sum of the proceeds from the sale and any servicing asset or liability recognized, less the carrying value of the loans sold. Our gain or loss calculation is also inclusive of repurchase liabilities recognized at the time of sale, and is recorded within noninterest income—loan origination, sales, securitizations and servicing in the consolidated statements of operations and comprehensive income (loss) or within noninterest income—loan platform fees in connection with transfers of loans held for sale and carried at the lower of amortized cost or fair value as part of our Loan Platform Business.
Revenue Recognition
In each of our revenue arrangements, revenue is recognized when control of the promised goods or services is transferred to the customer in an amount that reflects our expected consideration in exchange for those goods or services. Our primary revenue streams for the periods presented include the following:
• Technology Products and Solutions: We earn fees for providing an integrated platform as a service for financial and non-financial institutions.
• Referrals: We earn specified referral fees in connection with referral activities we facilitate through our platform, inclusive of referral fees generated through our Loan Platform Business, for providing pre-qualified borrower referrals to a third-party partner that offer services to end users who do not use one of our product offerings and referrals of pre-qualified borrowers to a third-party partner who separately contracts with a loan originator.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

• Interchange: We earn interchange fees from debit and credit cardholder transactions conducted through payment networks.
• Brokerage : We earn fees in connection with facilitating investment-related transactions through our platform, such as brokerage transactions, share lending and exchange conversion.
See Note 3. Revenue for additional information on our revenue recognition policy within each revenue stream.
Share-Based Compensation
Share-based compensation made to employees and non-employees, including stock options, RSUs, PSUs and employee stock purchase rights granted under the Company's ESPP, is measured based on the grant date fair value of the awards.
We used the Black-Scholes Option Pricing Model (the “Black-Scholes Model”) to estimate the grant-date fair value of stock options and employee stock purchase rights granted under the ESPP. RSUs are measured based on the fair value of the underlying stock on the dates of grant. We use a Monte Carlo simulation model to estimate the grant-date fair value of PSUs.
Compensation expense is typically recognized on a straight-line basis over the period during which the share-based award holder is required to perform services in exchange for the award (the vesting period) for stock options and RSUs, on an accelerated attribution basis for each vesting tranche over the respective derived service period for PSUs and over each offering period for our ESPP. Share-based compensation expense is allocated among the following categories of expenses within noninterest expense : (i) technology and product development , (ii) sales and marketing , (iii) cost of operations , and (iv) general and administrative in the consolidated statements of operations and comprehensive income (loss). We recognize forfeitures and withdrawals (relevant to the ESPP) as incurred and, therefore, reverse previously recognized share-based compensation expense at the time of forfeiture and withdrawal. See Note 16. Share-Based Compensation for further discussion of share-based compensation.
Advertising, Sales and Marketing
Advertising production costs and advertising communication costs, as well as amounts paid to various affiliates to market our products, are included within noninterest expense—sales and marketing in the consolidated statements of operations and comprehensive income (loss). Advertising costs are expensed either as incurred or when the advertising takes place, depending on the nature of the advertising activity. For the years ended December 31, 2025, 2024 and 2023, advertising totaled $ 426,233 , $ 321,951 and $ 284,176 , respectively.
Expenses incurred by us related to member acquisition, including brand development, business development and direct member marketing expenses, are also presented within noninterest expense—sales and marketing in the consolidated statements of operations and comprehensive income (loss).
Technology and Product Development
Expenses incurred by us related to technology, product design and implementation, which includes compensation and benefits, are classified as noninterest expense—technology and product development in the consolidated statements of operations and comprehensive income (loss).
Loss Contingencies
Loss contingencies, including claims and legal actions arising in the ordinary course of business, are recorded in accounts payable, accruals and other liabilities in the consolidated balance sheets. Such liabilities and associated expenses are recorded when the likelihood of loss is probable and an amount or range of loss can be reasonably estimated. Such estimates are based on the best information available at the time. As additional information becomes available, we reassess the potential liability and record an estimate in the period in which the adjustment is probable and an amount or range can be reasonably estimated. Due to the inherent uncertainties of loss contingencies, estimates may be different from the actual outcomes. With respect to legal proceedings, we recognize legal fees as they are incurred within noninterest expense—general and administrative in the consolidated statements of operations and comprehensive income (loss). See Note 18. Commitments, Guarantees, Concentrations and Contingencies for discussion of contingent matters.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Restructuring
During the years ended December 31, 2025, 2024 and 2023, we recognized restructuring charges of $ 948 , $ 1,530 and $ 12,749 , respectively, within the following categories of expenses within noninterest expense : (i) technology and product development , (ii) sales and marketing , (iii) cost of operations , and (iv) general and administrative in the consolidated statements of operations and comprehensive income (loss). Restructuring charges in 2025 and 2024 were primarily related to legal entity restructuring. Restructuring charges in 2023 were associated with a reduction in headcount in the Technology Platform segment in the first quarter of 2023, as well as expenses in the fourth quarter of 2023 related to a reduction in headcount across the Financial Services, Lending and corporate functions, which primarily included employee-related wages, benefits and severance.
Income Taxes
We recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities, as well as for net operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using the tax rates that are expected to apply to taxable income for the years in which those tax assets and liabilities are expected to be realized or settled. In assessing the realizability of deferred tax assets, management reviews all available positive and negative evidence. Generally, the weight we give to any particular factor is dependent upon the degree to which it can be objectively verified. As a result, we give greater weight to the recent cumulative income of a relevant jurisdiction than other more subjective factors. Valuation allowances are recorded if, in management’s judgment, it is determined that all or some portion of the deferred tax asset will not be realized.
Deferred tax assets and liabilities are offset when they related to income taxes levied by the same taxation authority and we intend to settle tax assets and liabilities on a net basis.
The tax effects from an uncertain tax position can be recognized in the financial statements only if the tax position would more likely than not be upheld on examination by the taxing authorities based on the merits of the tax position. Management is required to analyze all open tax years, as defined by the statute of limitations, for all jurisdictions. We accrue tax penalties and interest, if any, as incurred and recognize them within income tax (expense) benefit in the consolidated statements of operations and comprehensive income (loss).
Related Parties
We define related parties as members of our Board of Directors, entity affiliates, executive officers and principal owners of our outstanding stock and members of their immediate families. Related parties also include any other person or entity with significant influence over our management or operations.
Recently Adopted Accounting Standards
Improvements to Income Tax Disclosures
In December 2023, the FASB issued ASU 2023-09 , Income Taxes (Topic 740) — Improvements to Income Tax Disclosures. The ASU improves income tax disclosures primarily related to enhancements of the rate reconciliation and income taxes paid information. The standard is effective for annual periods beginning after December 15, 2024, with early adoption permitted. We adopted this standard effective for the reporting periods noted above on a prospective basis. The adoption of this standard did not have any impact on the Company’s financial condition, results of operations or cash flows, but resulted in enhancements to our income tax disclosures. See Note 17. Income Taxes for further information.
Crypto-Assets
On December 2023, the FASB issued ASU 2023-08, Intangibles — Goodwill and Other — Crypto Assets (Subtopic 350-60) . ASU 2023-08 amends ASC 350, Intangibles – Goodwill and Other , to provide guidance on the accounting for and disclosure of crypto assets and requires that the Company (i) subsequently remeasure crypto assets at fair value in the consolidated balance sheets and record gains and losses from remeasurement in net income (loss) in the consolidated statements of operations and comprehensive income (loss); (ii) present crypto assets separate from other intangible assets in the consolidated balance sheets; (iii) present the gains and losses from remeasurement of crypto assets separately in the consolidated statements of operations and comprehensive income (loss); and (iv) provide specific disclosures for crypto assets.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

The standard is effective for annual periods beginning after December 15, 2024, including interim periods within those fiscal years with early adoption permitted, and a cumulative-effect adjustment to the opening balance of retained earning as of the beginning of the annual reporting period in which the entity adopts the amendment.
We adopted this standard during the fourth quarter of 2025 concurrent with SoFi Bank’s launch of SoFi Crypto, which provides our members the ability to buy, sell and hold digital assets. To facilitate these member transactions and provide liquidity for the platform, we maintain an incidental inventory of crypto assets for operational purposes, none of which are held as long-term speculative investments and are immaterial. As a result, the adoption did not have a material impact on the Company's consolidated financial statements presented.
Safeguarding Crypto-Assets
In January 2025, the SEC released Staff Accounting Bulletin No. 122 (“SAB 122”), which rescinds the interpretive guidance provided in Staff Accounting Bulletin No. 121 (“SAB 121”) for reporting entities that have an obligation to safeguard customers' crypto assets. Under SAB 121, entities were required to recognize both a liability and a corresponding asset for their safeguarding obligations. With the new guidance, an entity that has a safeguarding obligation should assess whether it has any loss contingencies under ASC 450, Contingencies. SAB 122 must be applied retrospectively for annual periods beginning after December 15, 2024, with early adoption permitted in any interim or annual financial statement period filed with the SEC on or after January 30, 2025.
We adopted this standard during the fourth quarter of 2025 on a retrospective basis, concurrent with SoFi Bank’s launch of SoFi Crypto, which gives members the ability to buy, sell and hold digital assets. We had previously exited a similar crypto business in the first quarter of 2024, in connection with our approval as a bank holding company by the Federal Reserve. As a result of the adoption of SAB 122, we will not recognize a liability or a corresponding asset for safeguarding obligations for the periods presented.
We also considered whether a liability representing anticipated losses from crypto assets which we hold in custody (i.e. off balance sheet) on behalf of users should be recognized under the ASC 450-20 Loss Contingencies framework. As of December 31, 2025, the likelihood of loss from crypto assets which we held in custody on behalf of users was remote; as such, no liability was recorded on our consolidated balance sheets.
Recent Accounting Standards Issued, But Not Yet Adopted
Disaggregation of Income Statement Expenses
In November 2024, the FASB issued ASU 2024-03 , Income Statement — Reporting Comprehensive Income — Expense Disaggregation Disclosures (Subtopic 220-40) — Disaggregation of Income Statement Expenses. The ASU requires the disclosure of additional information about specific costs and expense categories in the notes to financial statements. The standard is effective for annual periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027, with early adoption permitted. The standard should be applied on a prospective basis with the option to apply the standard retrospectively. We are currently evaluating the impact of this standard on our disclosures.
Induced Conversions of Convertible Debt Instruments
In November 2024, the FASB issued ASU 2024-04, Debt-Debt with Conversion and Other Options (Subtopic 470-20)—Induced Conversions of Convertible Debt Instruments. The ASU clarifies the requirements for determining whether certain settlements of convertible debt instruments should be accounted for as an induced conversion. The standard is effective for annual periods beginning after December 15, 2025, and interim periods within those annual periods, with early adoption permitted for all entities that have adopted the amendments in ASU 2020-06. The standard may be applied on a prospective basis with the option to apply the standard retrospectively. We are currently evaluating the impact of this standard on our consolidated financial statements.
Measurement of Credit Losses for Accounts Receivable and Contract Assets
In July 2025, the FASB issued ASU 2025-05, Financial Instruments—Credit Losses (Topic 326)—Measurement of Credit Losses for Accounts Receivable and Contract Assets . The ASU provides an optional practical expedient related to the estimation of expected credit losses for current accounts receivable and current contract assets. The standard is effective for
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annual periods beginning after December 15, 2025, and interim periods within those annual periods, with early adoption permitted. The standard should be applied on a prospective basis. We are currently evaluating the impact of this standard on our consolidated financial statements.
Targeted Improvements to the Accounting for Internal-Use Software
In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40)—Targeted Improvements to the Accounting for Internal-Use Software . The ASU amendments modernize guidance to consider different methods of software development, updating the requirements for capitalization of software costs. The standard is effective for annual periods beginning after December 15, 2027, and interim periods within those annual periods, with early adoption permitted. The standard can be applied on a prospective, modified transition or retrospective basis. We are currently evaluating the impact of this standard on our consolidated financial statements.

Note 2. Business Combinations

Acquisition of Golden Pacific Bancorp, Inc.
On February 2, 2022, we acquired Golden Pacific, pursuant to an Agreement and Plan of Merger dated as of March 8, 2021 by and among the Company, a wholly-owned subsidiary of the Company, and Golden Pacific. In the business combination, we acquired all of the outstanding equity interests in Golden Pacific for total cash purchase consideration of $ 22.3  million (the “Bank Merger”). The acquisition was not determined to be a significant acquisition. After closing the Bank Merger, we became a bank holding company and Golden Pacific began operating as SoFi Bank.
The closing of the Bank Merger was subject to regulatory approval. On January 18, 2022, we received approval from the Federal Reserve of our application to become a bank holding company under the Bank Holding Company Act, and we received conditional approval from the OCC to close the Bank Merger. The OCC also approved our application to change the composition of Golden Pacific’s assets in connection with the Bank Merger. The OCC conditional approval imposed a number of conditions, including that SoFi Bank have initial paid-in capital of no less than $ 750  million and adhere to an operating agreement. Golden Pacific’s community bank business continues to operate as a division of SoFi Bank.
We held back a $ 3.3  million payable to a dissenting Golden Pacific shareholder pending resolution of the shareholder’s dissenter’s rights appraisal claim. During the fourth quarter of 2023, the appraisal claim was settled and payment was released.
Acquisition of Technisys S.A.
On March 3, 2022, we acquired Technisys S.A., a Luxembourg société anonyme, (“Technisys”), pursuant to an Agreement and Plan of Merger dated as of February 19, 2022 and amended as of March 3, 2022, by and among the Company, Technisys, Atom New Delaware, Inc., a Delaware corporation and a wholly owned subsidiary of Atom, and Atom Merger Sub Corporation, a Delaware corporation and wholly owned subsidiary of SoFi Technologies (the “Technisys Merger”). In the business combination, we acquired all of the outstanding equity interests in Technisys for a total purchase consideration of $ 913.8  million.
We settled vested employee performance awards, which were a component of the purchase consideration above, with payments during the years ended December 31, 2023 and 2022 of $ 19,656 and $ 17,641 , respectively. During the year ended December 31, 2023, we released 6,259,736 escrow shares during the second and fourth quarters of 2023. The remaining 45,859 shares continued to be held in escrow as of December 31, 2025 pending resolution of outstanding indemnification claims by SoFi. These claims were resolved and all shares were released in January 2026.
Acquisition of Wyndham Capital Mortgage
On April 3, 2023, we acquired all of the outstanding equity interests in Wyndham for cash consideration. With the acquisition of Wyndham, a fintech mortgage lender, we broadened our suite of home loan products and now manage the technology for a digitized mortgage experience. The acquisition was accounted for as a business combination. The purchase consideration was allocated to the tangible and intangible assets acquired and liabilities assumed based on the estimated fair values as of the acquisition date. The excess of the total purchase consideration over the fair value of the net assets acquired was allocated to goodwill, which was expected to be deductible for tax purposes. The fair value estimates were subject to change for
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up to one year after the acquisition date as additional information became available. The acquisition was not determined to be a significant acquisition.

Note 3. Revenue

In each of our revenue arrangements, revenue is recognized when control of the promised goods or services is transferred to the customer in an amount that reflects our expected consideration in exchange for those goods or services.
Technology Products and Solutions
We earn fees for providing an integrated technology platform as a service for financial and non-financial institutions. Our single performance obligation is the promise to stand ready to provide integrated technology platform services as needed throughout the contract term. The integrated technology platform service fees are determined based on the number of accounts supported on the platform and on the volume of transactions generated on the platform. We satisfy our performance obligation continuously throughout the contractual arrangements and our customers receive and consume the benefits simultaneously as we perform. Our integrated technology platform as a service is a stand-ready obligation, as we provide the service regardless of the timing and quantity of accounts on the platform and transactions generated on the platform. Under this stand-ready obligation, our performance obligation is satisfied over time throughout the contract term rather than at a point in time. The service of standing ready to fulfill our integrated platform as a service offering is substantially the same each day and has the same pattern of transfer to the customer. Therefore, we determined that our stand-ready performance obligation comprises a series of distinct days of service. We are the principal in our integrated technology platform services arrangements as we control the service of completing transactions on the platform.
We earn fees for providing software licenses and associated services, including implementation and maintenance, related to our cloud-native digital and core banking platform. We charge a recurring fee for the software license and related maintenance services. Other software-related services are billed on a periodic basis as the services are provided.
The Company’s software license arrangements provide the customer with the right to use functional intellectual property for the duration of the contract term. We recognize revenue related to software licenses at a point in time upon delivery of the license and the close of the user-acceptance testing period. When implementation services are distinct, we recognize revenue over time during the implementation period. We recognize maintenance services ratably over the contractual maintenance term.
We allocate fees charged for software licenses and associated services to our performance obligations on the basis of the relative standalone selling price using observable standalone selling prices and the adjusted market assessment approach. The standalone selling prices either represent the prices at which we separately sell each license or service or are estimated using available information, such as market conditions and internal pricing policies. The standalone selling price of the software license and related maintenance are determined based on the value relationship for these products as well as the term of the software license.
Referrals
We earn specified referral fees in connection with certain referral activities we facilitate through our platform. In one type of referral arrangement, we refer end users through our platform to third-party enterprise partners. Our referral fee is calculated as either a fixed price per successful referral or a percentage of the transaction volume between the enterprise partners and referred consumers. In another type of referral arrangement, we earn referral fulfillment fees for providing pre-qualified borrower referrals to a third-party partner who separately contracts with a loan originator. Our referral fees are based on the referred loan amount, subject to a referral fulfillment fee penalty if a loan is determined to be ineligible and becomes a charged-off loan as defined in the contract. We recognize revenue upon origination for each referred loan, less the estimated referral fulfillment fee penalty. The estimated referral fulfillment fee penalty was immaterial for the years ended December 31, 2025, 2024 and 2023.
Interchange
We earn interchange fees from debit and credit cardholder transactions conducted through payment networks. Interchange fees from cardholder transactions represent a percentage of the underlying transaction value and are recognized
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(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

daily, concurrently with the transaction processing services provided to the cardholder. Interchange is presented net of cardholder rewards associated with card transactions.
Costs of Obtaining Contracts with Customers
We capitalize incremental costs of obtaining a contract with a customer, which are certain commissions paid to third-parties in connection with the acquisition of member accounts. Capitalized costs are amortized over the life of the account. We elected the practical expedient to expense the incremental costs of obtaining a contract when the amortization period is one year or less. The expense is reported in noninterest expense—sales and marketing on the consolidated statements of operations and comprehensive income (loss).
Brokerage
We earn fees in connection with facilitating investment-related transactions through our platform, which we refer to as brokerage revenue. Our brokerage revenue performance obligation is generally completely satisfied upon the completion of an investment-related transaction. In general, we act as the agent in these arrangements as we do not oversee the execution of the transactions and ultimately lack the requisite control.
Disaggregated Revenue
The table below presents revenue from contracts with customers disaggregated by type of service, which best depicts how the revenue and cash flows are affected by economic factors, and by the reportable segment to which each revenue stream relates, as well as a reconciliation of total revenue from contracts with customers to total noninterest income .

Year Ended December 31,

2025 2024 2023
Revenue from contracts with customers

Financial Services

Referrals, loan platform business (1)
$ 79,985   $ 52,129   $ 33,602  
Referrals, other (2)
12,454   8,197  

4,841  

Interchange (2)
114,315   66,829   35,247  
Brokerage (2)
39,666   21,494   21,127  
Other (2)(3)
12,141   2,797   2,647  
Total financial services
258,561   151,446   97,464  
Technology Platform

Technology services
355,721   346,185   319,845  
Other (3)
5,071   5,492   4,145  
Total technology platform (4)
360,792   351,677   323,990  
Total revenue from contracts with customers
619,353   503,123   421,454  
Other sources of revenue

Loan origination, sales, securitizations and servicing 242,947   278,114   409,140  
Loan platform business, other (1)
495,926   89,479   —  
Other (5)
36,172  

87,662  

30,455  
Total other sources of revenue 775,045   455,255   439,595  
Total noninterest income $ 1,394,398   $ 958,378   $ 861,049  
_____________________
(1) Presented within noninterest income—loan platform fees in the consolidated statements of operations and comprehensive income (loss).
(2) Presented within noninterest income—other in the consolidated statements of operations and comprehensive income (loss).
(3) Financial Services includes revenues from wire fee income, enterprise services, SoFi Plus subscriptions, and equity capital markets services. Technology Platform includes revenues from software licenses and associated services, and payment network fees for serving as a transaction card program manager for enterprise customers that are the program marketers for separate card programs.
(4) Revenue from contracts with customers is presented within noninterest income—technology products and solutions and noninterest income—other in the consolidated statements of operations and comprehensive income (loss). Related to these technology platform services, we had deferred revenue of $ 8,535
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(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

and $ 7,474 as of December 31, 2025 and 2024, respectively, which are presented within accounts payable, accruals and other liabilities in the consolidated balance sheets. During the years ended December 31, 2025, 2024 and 2023, we recognized revenue of $ 10,260 , $ 7,112 and $ 8,327 , respectively, associated with deferred revenue within noninterest income—technology products and solutions in the consolidated statements of operations and comprehensive income (loss).
(5) Includes gain on extinguishment of convertible debt of $ 62,517 during the year ended December 31, 2024.
Contract Balances
As of December 31, 2025 and 2024, accounts receivable, net associated with revenue from contracts with customers was $ 56,154 and $ 61,569 , respectively, reported within other assets in the consolidated balance sheets.

Note 4. Loans

As of December 31, 2025, our loan portfolio consisted of (i) loans held for sale, including personal loans, which are measured at fair value under the fair value option or at lower of amortized cost or fair value, and home loans, which are measured at fair value under the fair value option, (ii) loans held for investment, including student loans, which are measured at fair value under the fair value option, and (iii) loans held for investment, including secured loans, credit cards, and commercial and consumer banking loans, which are measured at amortized cost. Below is a disaggregated presentation of our loans, inclusive of fair market value adjustments and accrued interest income and net of the allowance for credit losses, as applicable:

December 31,

2025 2024
Loans held for sale
At fair value

Personal loans (1)
$ 21,540,668   $ 17,532,396  
Home loans 1,205,115   152,496  
Total loans held for sale, at fair value 22,745,783   17,684,892  
At lower of amortized cost or fair value

Personal loans (2)
116,966   —  
Total loans held for sale, at lower of amortized cost or fair value
116,966   —  
Total loans held for sale
22,862,749   17,684,892  
Loans held for investment

Student loans (3)
13,657,578   8,597,368  
Total loans held for investment, at fair value
13,657,578   8,597,368  
Secured loans
873,981   806,441  
Credit card
467,854   289,159  
Commercial and consumer banking:
Commercial real estate 159,265   136,474  
Commercial and industrial 4,161   4,986  
Residential real estate and other consumer 11,475   9,398  
Total commercial and consumer banking 174,901   150,858  
Total loans held for investment, at amortized cost (4)
1,516,736   1,246,458  
Total loans held for investment
15,174,314   9,843,826  
Total loans
$ 38,037,063   $ 27,528,718  

_____________________
(1) There were no personal loans in consolidated VIEs as of December 31, 2025. Includes $ 171,421 of personal loans in consolidated VIEs as of December 31, 2024.
(2) Includes loans originated as part of the loan platform business on behalf of third party partners.
(3) Includes $ 4,410,038 and $ 2,034,559 of student loans covered by financial guarantees, and $ 65,796 and $ 80,812 of student loans in consolidated VIEs as of December 31, 2025 and 2024, respectively.
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(4) See Note 1. Organization, Summary of Significant Accounting Policies and New Accounting Standards and Note 5. Allowance for Credit Losses for additional information on our loans at amortized cost as it pertains to the allowance for credit losses.
Loans Measured at Fair Value
The following table summarizes the aggregate fair value of our loans for which we elected the fair value option. See Note 15. Fair Value Measurements for the assumptions used in our fair value model.

Personal Loans Student Loans Home Loans Total
December 31, 2025
Unpaid principal balance $ 20,243,217   $ 12,875,440   $ 1,133,329   $ 34,251,986  
Accumulated interest 151,079   58,277   4,888   214,244  
Cumulative fair value adjustments
1,146,372   723,861   66,898   1,937,131  
Total fair value of loans (1)
$ 21,540,668   $ 13,657,578   $ 1,205,115   $ 36,403,361  
December 31, 2024
Unpaid principal balance $ 16,589,623   $ 8,215,629   $ 149,862   $ 24,955,114  
Accumulated interest 128,733   44,603   260   173,596  
Cumulative fair value adjustments
814,040   337,136   2,374   1,153,550  
Total fair value of loans (1)
$ 17,532,396   $ 8,597,368   $ 152,496   $ 26,282,260  
_____________________
(1) Each component of the fair value of loans is impacted by charge-offs during the period. Our fair value assumption for annual default rate incorporates fair value markdowns on loans beginning when they are 10 days or more delinquent, with additional markdowns at 30, 60 and 90 days past due.
The following table summarizes the aggregate fair value of loans 90 days or more delinquent. As delinquent personal loans and student loans are charged off after 120 days of delinquency, amounts presented below represent the fair value of loans that are 90 to 120 days delinquent.

Personal Loans Student Loans
Home Loans
Total

December 31, 2025
Unpaid principal balance
$ 104,486   $ 18,141   $ 920   $ 123,547  
Accumulated interest
5,286   384   —   5,670  
Cumulative fair value adjustments (1)
( 85,843 ) ( 13,512 ) ( 377 ) ( 99,732 )
Fair value of loans 90 days or more delinquent (2)
$ 23,929   $ 5,013   $ 543   $ 29,485  
December 31, 2024
Unpaid principal balance
$ 91,477   $ 9,578   $ 339   $ 101,394  
Accumulated interest
4,400   168   1   4,569  
Cumulative fair value adjustments (1)
( 75,390 ) ( 6,760 ) ( 22 ) ( 82,172 )
Fair value of loans 90 days or more delinquent (2)
$ 20,487   $ 2,986   $ 318   $ 23,791  

__________________
(1) Our fair value assumption for annual default rate incorporates fair value markdowns on loans beginning when they are 10 days or more delinquent, with additional markdowns at 30, 60 and 90 days past due. We record the initial fair value measurement and subsequent measurement changes in fair value in the period in which the changes occur within noninterest income—loan origination, sales, securitizations and servicing in the consolidated statements of operations and comprehensive income (loss). As such, the $ 100 million fair value adjustment as of December 31, 2025 has been recorded in noninterest income—loan origination, sales, securitizations and servicing in the respective periods in which 10, 30, 60, and 90 days of delinquency occurred. See Note 1. Organization, Summary of Significant Accounting Policies and New Accounting Standards for further discussion of the policies for determining the fair value of our loan portfolios.
(2) The fair value incorporates the expected price to be paid by buyers of these delinquent loans after charge-off occurs, implying that potential recoveries are expected to be in excess of these levels based on consistent demonstrated recoverability after a loan becomes delinquent and gets charged off.
Transfers of Financial Assets
We regularly transfer financial assets and account for such transfers as either sales or secured borrowings depending on the facts and circumstances of the transfer. When a transfer of financial assets qualifies as a sale, in many instances we have continuing involvement as the servicer of those financial assets. As we expect the benefits of servicing to be more than just
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adequate, we recognize a servicing asset. Further, in the case of securitization-related transfers that qualify as sales, we have additional continuing involvement as an investor, albeit at insignificant levels relative to the expected gains and losses of the securitization. In instances where a transfer is accounted for as a secured borrowing, we perform servicing (but we do not recognize a servicing asset) and typically maintain a significant investment relative to the expected gains and losses of the securitization. In whole loan sales, we do not have a residual financial interest in the loans, nor do we have any other power over the loans that would constrain us from recognizing a sale. Additionally, we generally have no repurchase requirements related to transfers of personal loans, student loans and non-GSE home loans other than standard origination representations and warranties, for which we record a liability based on expected repurchase obligations. For GSE home loans, we have customary GSE repurchase requirements, which do not constrain sale treatment but result in a liability for the expected repurchase requirement.
The following table summarizes our loan securitization transfers, other than those related to our Loan Platform Business, that qualified for sale accounting treatment. There were no such loan securitization transfers qualifying for sale accounting treatment during the year ended December 31, 2025.

Year Ended December 31,
2024 2023
Personal loans
Fair value of consideration received:
Cash $ 1,170,235   $ 359,927  
Securitization investments 61,901   18,985  

Servicing assets recognized 43,755   15,975  
Repurchase liabilities recognized
( 622 ) ( 113 )
Total consideration 1,275,269   394,774  
Aggregate unpaid principal balance and accrued interest of loans sold 1,228,040   375,770  
Gain from loan sales
$ 47,229   $ 19,004  

Deconsolidation of debt reflects the impacts of previously consolidated VIEs that became deconsolidated during the period because we no longer hold a significant financial interest in the underlying securitization entity, which can fluctuate from period to period. Gains and losses on deconsolidations are presented within noninterest income—loan origination, sales, securitizations and servicing in the consolidated statements of operations and comprehensive income (loss).
During the year ended December 31, 2025, we had deconsolidation of debt on personal loans of $ 13.2 million. During the year ended December 31, 2024, we had deconsolidation of debt on student loans of $ 98.0 million. During the year ended December 31, 2023, we had deconsolidation of debt on student loans of $ 100.3 million. For all periods, the impact on earnings from these deconsolidations was immaterial.
The following table summarizes our current whole loan sales:

Year Ended December 31,
2025 2024 2023
Personal loans
Fair value of consideration received:
Cash $ 1,588,982   $ 2,967,487   $ 567,904  
Receivable
—   5,288  

—  
Servicing assets recognized 98,420   178,919   30,168  
Repurchase liabilities recognized ( 2,432 ) ( 9,907 ) ( 2,069 )
Total consideration
1,684,970   3,141,787  

596,003  
Aggregate unpaid principal balance and accrued interest of loans sold 1,589,607   2,973,077   567,003  
Realized gain $ 95,363   $ 168,710   $ 29,000  

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(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Year Ended December 31,
2025 2024 2023
Student loans
Fair value of consideration received:
Cash $ 405,538   $ 310,331   $ 98,624  
Servicing assets recognized 11,221   8,249   2,792  
Repurchase liabilities recognized ( 38 ) ( 46 ) ( 16 )
Total consideration 416,721   318,534   101,400  
Aggregate unpaid principal balance and accrued interest of loans sold 393,579   303,578   99,916  
Realized gain $ 23,142   $ 14,956   $ 1,484  
Home loans
Fair value of consideration received:
Cash $ 2,417,586   $ 1,750,711   $ 1,022,600  
Servicing assets recognized 18,310   14,675   10,184  
Repurchase liabilities recognized ( 4,351 ) ( 2,958 ) ( 1,765 )
Total consideration 2,431,545   1,762,428   1,031,019  
Aggregate unpaid principal balance and accrued interest of loans sold 2,379,280   1,738,036   1,029,623  
Realized gain
$ 52,265   $ 24,392   $ 1,396  

The following table summarizes our delinquent whole loan sales during the years ended December 31, 2025 and 2024. There were no delinquent whole loan sales during the year ended December 31, 2023.

Year Ended December 31,
2025 2024
Personal loans

Fair value of consideration received:
Cash $ 28,794   $ 24,228  
Servicing assets recognized 25,197   20,259  
Repurchase liabilities recognized ( 378 ) ( 136 )
Total consideration 53,613   44,351  
Aggregate unpaid principal balance and accrued interest of loans sold (1)(2)
378,780   319,738  
Realized loss $ ( 325,167 ) $ ( 275,387 )
__________________
(1) For the years ended December 31, 2025 and 2024, includes $ 359.9  million and $ 302.9  million, respectively, of aggregate unpaid principal balance sold, related to late-stage delinquent loans for which we retained servicing and portions of recoveries.
(2) For the years ended December 31, 2025 and 2024, $ 209.2  million and $ 197.4  million, respectively, of unpaid principal balance was recorded in prior periods as a reduction in fair value in noninterest income—loan origination, sales, securitizations and servicing in the consolidated statements of operations and comprehensive income (loss). These loans were sold prior to charge-off during the respective periods and otherwise would have been charged off as of December 31, 2025 and 2024, respectively, consistent with our policy. In our other charged off whole loan sales, we typically do not retain servicing or recoveries.
The following table summarizes loans originated and subsequently sold as part of our Loan Platform Business, which are loans that we originate on behalf of a third-party for which we receive a fee during the years ended December 31, 2025 and 2024. There were no sales related to our Loan Platform Business during the year ended December 31, 2023.
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(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Year Ended December 31,
2025 2024
Personal loans
Fair value of consideration received:
Cash $ 10,970,840   $ 2,149,271  
Servicing assets recognized 79,251   15,149  
Repurchase liabilities recognized ( 10,661 ) ( 856 )
Total consideration 11,039,430   2,163,564  
Aggregate carrying amount and accrued interest of loans sold (1)
10,557,465   2,077,243  
Loan fees, net (2)
402,714   71,172  
Servicing assets recognized
79,251   15,149  
Loan platform fees recognized (3)
$ 481,965   $ 86,321  
__________________
(1) Includes unpaid principal balance of $ 10.8 billion and $ 2.1 billion for the years ended December 31, 2025 and 2024, respectively.
(2) Represents loan platform fees earned less the repurchase liabilities recognized at the time of sale.
(3) Recorded in noninterest income—loan platform fees in the consolidated statements of operations and comprehensive income (loss).
The following table summarizes the results of the transfer related to the portion of personal loans that we contributed as part of a securitization that qualified for sale accounting treatment, which related to incremental loans originated and subsequently sold as part of our Loan Platform Business. There were no loan securitization transfers related to our Loan Platform Business qualifying for sale accounting treatment during the year ended December 31, 2024.

Year Ended December 31,

2025
Personal loans

Fair value of consideration received:

Cash (1)
$ ( 568 )
Securitization investments retained (2)
128,835  
Servicing assets recognized 925  
Repurchase liabilities recognized ( 118 )
Total consideration
129,074  
Aggregate carrying amount and accrued interest of loans sold (3)
124,978  
Gain from loan sales (4)
$ 4,096  
_____________________
(1) Relates to payments for securitization-related expenses.
(2) Represents asset-backed bonds and residual investments retained pursuant to risk retention rules. See Note 1. Organization, Summary of Significant Accounting Policies and New Accounting Standards and Note 15. Fair Value Measurements for our accounting policy and key inputs used in the fair value measurements related to these asset-backed bonds and residual investments.
(3) Includes unpaid principal balance of $ 126.9 million for the year ended December 31, 2025.
(4) Recorded in noninterest income—loan platform fees in the consolidated statements of operations and comprehensive income (loss).
For certain transferred loans that qualified for sale accounting and are, therefore, derecognized, we have continuing involvement through our servicing agreements. For such loans, our exposure to loss is generally limited to the extent we would be required to repurchase such a loan due to a breach of representations and warranties associated with the loan transfer or servicing contract.
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(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

The following table presents information about the unpaid principal balances of loans originated by us and subsequently transferred, but with which we have continuing involvement:

Personal Loans Student Loans Home Loans Total
December 31, 2025

Loans in delinquency (30+ days past due) $ 235,479   $ 30,523   $ 49,819   $ 315,821  
Total loans in delinquency 396,827   57,225   49,819   503,871  
Total transferred loans serviced (1)
13,215,980  

2,653,191   7,037,366   22,906,537  
December 31, 2024

Loans in delinquency (30+ days past due) $ 109,169   $ 67,234   $ 35,910   $ 212,313  
Total loans in delinquency 168,403   129,317   35,910   333,630  
Total transferred loans serviced (1)
6,060,329   5,230,303   6,234,859   17,525,491  
_____________________
(1) Total transferred loans serviced includes loans in delinquency, as well as loans in repayment, loans in-school/grace period/deferment (related to student loans), and loans in forbearance. The vast majority of total transferred loans serviced represent loans in repayment as of the dates indicated.
The following table presents additional information about the servicing cash flows received and net charge-offs related to loans originated by us and subsequently transferred, but with which we have a continuing involvement:

Year Ended December 31,

2025 2024 2023
Personal loans
Servicing fees collected from transferred loans
$ 96,116   $ 72,681   $ 20,577  
Charge-offs, net of recoveries, of transferred loans
654,030   387,700   167,643  
Student loans

Servicing fees collected from transferred loans
18,334   23,537   27,401  
Charge-offs, net of recoveries, of transferred loans
41,524   41,639   41,642  
Home loans
Servicing fees collected from transferred loans
18,487   17,166   14,530  

Total
Servicing fees collected from transferred loans
$ 132,937   $ 113,384   $ 62,508  
Charge-offs, net of recoveries, of transferred loans
695,554   429,339   209,285  

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(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Loans Measured at Amortized Cost
Loan Portfolio Composition and Aging
The following table presents the amortized cost basis of our credit card and commercial and consumer banking portfolios (excluding accrued interest, deferred origination costs and before the allowance for credit losses) by either current status or delinquency status:

Delinquent Loans
Current 30–59 Days 60–89 Days ≥ 90 Days (1)
Total Delinquent Loans Total Loans (2)

December 31, 2025
Secured loans
$ 872,253  

$ —  

$ —  

$ —  

$ —  

$ 872,253  
Credit card 483,803   4,650   3,713   9,161   17,524   501,327  
Commercial and consumer banking:
Commercial real estate 159,854   —   373   —   373   160,227  
Commercial and industrial 4,048   57   —   73   130   4,178  
Residential real estate and other consumer (3)
11,536   —   —   —   —   11,536  
Total commercial and consumer banking 175,438   57   373   73   503   175,941  
Total loans
$ 1,531,494  

$ 4,707  

$ 4,086  

$ 9,234  

$ 18,027  

$ 1,549,521  
December 31, 2024
Secured loans
$ 804,800   $ —   $ —   $ —   $ —   $ 804,800  
Credit card 312,676   3,429   3,311   9,056   15,796   328,472  
Commercial and consumer banking:
Commercial real estate 138,172   —   —   —   —   138,172  
Commercial and industrial 4,831   —   188   77   265   5,096  
Residential real estate and other consumer (3)
9,370   —   —   —   —   9,370  
Total commercial and consumer banking
152,373   —   188   77   265   152,638  
Total loans
$ 1,269,849   $ 3,429   $ 3,499   $ 9,133   $ 16,061   $ 1,285,910  
_____________________
(1) Generally, all of the credit cards ≥ 90 days past due continued to accrue interest. As of the dates indicated, credit card, commercial and consumer banking loans on nonaccrual status were immaterial.
(2) For credit card, the balance is presented before allowance for credit losses of $ 49,205 and $ 44,350 as of December 31, 2025 and 2024, respectively, accrued interest of $ 7,045 and $ 4,125 , respectively, and deferred origination costs of $ 8,687 and $ 912 as of December 31, 2025 and 2024, respectively. For secured loans, the balance is presented before accrued interest of $ 1,728 and $ 1,641 as of December 31, 2025 and 2024, respectively. For commercial and consumer banking, the balance is presented before allowance for credit losses of $ 1,729 and $ 2,334 , as of December 31, 2025 and 2024, respectively, and accrued interest of $ 689 and $ 554 , respectively.
(3) Includes residential real estate loans originated by Golden Pacific for which we did not elect the fair value option.
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(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Credit Quality Indicators
Credit Card
The following table presents the amortized cost basis of our credit card portfolio (excluding accrued interest and before the allowance for credit losses) based on FICO scores, which are obtained at origination of the account and are refreshed monthly thereafter. The pools estimate the likelihood of borrowers with similar FICO scores to pay credit obligations based on aggregate credit performance data.

December 31,
FICO 2025 2024
≥ 800 $ 47,275   $ 38,076  
780 – 799 26,942   24,566  
760 – 779 29,154   24,533  
740 – 759 34,503   26,321  
720 – 739 44,021   30,215  
700 – 719 56,155   36,050  
680 – 699 60,183   37,994  
660 – 679 56,007   30,504  
640 – 659 45,315   21,206  
620 – 639 32,084   14,098  
600 – 619 20,397   9,393  
≤ 599 49,291   35,516  
Total credit card $ 501,327   $ 328,472  

Commercial and Consumer Banking
We analyze loans in our commercial and consumer banking portfolio by classification based on their associated credit risk, and perform an analysis on an ongoing basis as new information is obtained. Risk rating classifications are further described below. Loans with a lower expectation of credit losses are classified as Pass, while loans with a higher expectation of credit losses are classified as Substandard.
• Pass — Loans that management believes will fully repay in accordance with the contractual loan terms.
• Watch  — Loans that management believes will fully repay in accordance with the contractual loan terms, but for which certain credit attributes have changed from origination and warrant further monitoring.
• Special mention — Loans with a potential weakness or weaknesses that deserves management’s close attention. If left uncorrected, the potential weaknesses may result in deterioration of the repayment prospects for the loan or our credit position at some future date.
• Substandard  — Loans that are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the full repayment. They are characterized by the distinct possibility that we will sustain some loss if the deficiencies are not corrected.
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(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

The following table presents the amortized cost basis of our commercial and consumer banking portfolio (excluding accrued interest and before the allowance for credit losses) by origination year and credit quality indicator:

Term Loans by Origination Year
December 31, 2025 2025 2024 2023 2022 2021 Prior Total Term Loans Revolving Loans
Commercial real estate

Pass $ 35,440   $ 33,002   $ 18,782   $ 23,797   $ 6,960   $ 20,815   $ 138,796   $ 161  
Watch —   —   2,215   9,227   —   1,174   12,616   —  
Special mention —   2,445   2,929   —   —   708   6,082   —  
Substandard —   —   —   —   —   2,572   2,572   —  
Total commercial real estate $ 35,440   $ 35,447   $ 23,926   $ 33,024   $ 6,960   $ 25,269   $ 160,066   $ 161  
Commercial and industrial
Pass $ —   $ 120   $ 41   $ —   $ —   $ 2,728   $ 2,889   $ 1,145  

Substandard —   —   —   —   —   144   144   —  
Total commercial and industrial $ —   $ 120   $ 41   $ —   $ —   $ 2,872   $ 3,033   $ 1,145  
Residential real estate and other consumer
Pass $ 264   $ —   $ —   $ —   $ —   $ 4,021   $ 4,285   $ 7,251  

Total residential real estate and other consumer $ 264   $ —   $ —   $ —   $ —   $ 4,021   $ 4,285   $ 7,251  
Total commercial and consumer banking
$ 35,704   $ 35,567   $ 23,967   $ 33,024   $ 6,960   $ 32,162   $ 167,384   $ 8,557  

Secured Loans
The amortized cost basis (excluding accrued interest) of our secured loans were $ 872.3  million and $ 804.8  million as of December 31, 2025 and 2024, respectively. Secured loans are term loan arrangements secured by underlying loans owned by the debtor, which were previously originated, sold and in most cases continue to be serviced by the Company. The borrowers of our secured loans are generally financial institutions, and the underlying collateral are personal loans originated by the Company. The duration of these secured loans align with the underlying collateral, the majority of which have a term of 7 years or less. Our secured loans were originated in 2023, 2024 and 2025 are all current and there have been no charge-offs since origination.
We evaluate the credit quality of our secured loan portfolio relative to the fair value of the underlying collateral, reassessing it quarterly based on relevant information, including funded loan rates and historical loss experience. An allowance for credit losses is required when there is an expected credit loss after considering the fair value of the collateral as well as any anticipated future changes in the underlying collateral. As of December 31, 2025 and 2024, based on this evaluation we did no t recognize an allowance for credit losses on our secured loans.

Note 5. Allowance for Credit Losses

Our allowance for credit losses represents our current estimate of expected credit losses over the remaining contractual life of certain financial assets, including credit cards as well as commercial and consumer banking loans, which relate to our Financial Services segment, and accounts receivables primarily related to our Technology Platform segment. Given our methods of collecting funds on servicing receivables, our historical experience of infrequent write-offs, and that we have not observed meaningful changes in our counterparties’ abilities to pay, we determined that the future exposure to credit losses on servicing related receivables was immaterial.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

The following table presents changes in our allowance for credit losses:

Credit Card (1)
Commercial and Consumer Banking (1)
Accounts Receivable (1)

Balance at January 1, 2023
$ 39,110  

$ 1,678  

$ 2,785  
Provision for credit losses (2)
54,267   678   773  
Net charge-offs (3)
( 40,992 ) ( 46 ) ( 1,721 )
Balance at December 31, 2023 $ 52,385   $ 2,310   $ 1,837  
Provision for credit losses (2)
31,599   113   3,685  
Net charge-offs (3)
( 39,634 ) ( 89 ) ( 3,078 )
Balance at December 31, 2024 $ 44,350   $ 2,334   $ 2,444  
Provision for credit losses (2)
30,898   ( 579 ) 698  
Net charge-offs (3)
( 26,043 ) ( 26 ) ( 144 )
Balance at December 31, 2025 $ 49,205   $ 1,729   $ 2,998  
_____________________
(1) Credit cards and commercial and consumer banking loans measured at amortized cost, net of allowance for credit losses, are presented within loans held for investment, at amortized cost in the consolidated balance sheets. Accounts receivable balances, net of allowance for credit losses, are presented within other assets in the consolidated balance sheets.
(2) The provision for credit losses on credit cards and commercial and consumer banking loans is presented within provision for credit losses in the consolidated statements of operations and comprehensive income (loss) . The provision for credit losses on accounts receivable is presented within noninterest expense—general and administrative in the consolidated statements of operations and comprehensive income (loss).
(3) During the years ended December 31, 2025, 2024 and 2023, recoveries of amounts previously reserved related to credit cards were $ 5,468 , $ 4,166 and $ 2,895 , respectively. There were immaterial recoveries of amounts previously reserved related to commercial and consumer banking loans during the years ended December 31, 2025, 2024 and 2023. During the years ended December 31, 2025, 2024 and 2023, recoveries of amounts previously reserved related to accounts receivable were $ 943 , $ 1,227 and $ 1,252 , respectively.
Credit card: Accrued interest receivables written off by reversing interest income were $ 6.5  million, $ 9.0  million and $ 9.2  million during the years ended December 31, 2025, 2024 and 2023, respectively.

Note 6. Investment Securities

The following table presents our investments in AFS debt securities:

Amortized Cost
Accrued Interest Gross Unrealized Gains Gross Unrealized Losses (1)
Fair Value
December 31, 2025
U.S. Treasury securities $ 74,540   $ 1,115   $ 166   $ ( 465 ) $ 75,356  
Agency mortgage-backed securities 2,335,501   5,095   15,362   ( 1,352 ) 2,354,606  
Corporate bonds 184   3   —   ( 2 ) 185  
Asset-backed bonds (2)
19,626   83   —   ( 6 ) 19,703  
Residual investments (2)
3,825   38   —   ( 93 ) 3,770  
Other (3)
951   8   —   ( 126 ) 833  
Total investments in AFS debt securities $ 2,434,627   $ 6,342   $ 15,528   $ ( 2,044 ) $ 2,454,453  
December 31, 2024
U.S. Treasury securities $ 277,555   $ 2,622   $ 77   $ ( 6,602 ) $ 273,652  
Agency mortgage-backed securities 1,525,913   3,048   3,522   ( 6,089 ) 1,526,394  
Corporate bonds 3,272   39   —   ( 94 ) 3,217  
Other (3)
946   8   —   ( 174 ) 780  
Total investments in AFS debt securities $ 1,807,686   $ 5,717   $ 3,599   $ ( 12,959 ) $ 1,804,043  
_____________________
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

(1) As of December 31, 2025 and 2024, we concluded that there was no credit loss attributable to securities in unrealized loss positions, as (i) approximately 99 % and 100 % of the amortized cost basis of our investments as of December 31, 2025 and 2024, respectively, was composed of U.S. Treasury securities and agency mortgage-backed securities, which are of high credit quality and have no risk of credit-related impairment due to the nature of the counterparties and history of no credit losses, and (ii) we have not identified factors indicating credit-related impairment for the remaining investments and expect that the contractual principal and interest payments will be received. Additionally, we do not intend to sell the securities in loss positions nor is it more likely than not that we will be required to sell the securities prior to recovery of the amortized cost basis.
(2) These assets represent the carrying value of our holdings in VIEs wherein we were not deemed the primary beneficiary, classified as AFS debt securities. See Note 7. Securitization and Variable Interest Entities for additional information.
(3) Includes state municipal bond securities.
The following table presents information about our investments in AFS debt securities with gross unrealized losses and the length of time that individual securities have been in a continuous unrealized loss position as of December 31, 2025 and 2024.

Less than 12 Months 12 Months or Longer Total
Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses
December 31, 2025
U.S. Treasury securities $ 49,962   $ ( 465 ) $ —   $ —   $ 49,962   $ ( 465 )
Agency mortgage-backed securities 202,845   ( 497 ) 19,661   ( 855 ) 222,506   ( 1,352 )
Corporate bonds —   —   185   ( 2 ) 185   ( 2 )
Asset-backed bonds
19,703   ( 6 ) —   —   19,703   ( 6 )
Residual investments
3,770   ( 93 ) —   —   3,770   ( 93 )
Other —   —   834   ( 126 ) 834   ( 126 )
Total investments in AFS debt securities $ 276,280   $ ( 1,061 ) $ 20,680   $ ( 983 ) $ 296,960   $ ( 2,044 )
December 31, 2024
U.S. Treasury securities $ 217,683   $ ( 6,497 ) $ 5,256   $ ( 105 ) $ 222,939   $ ( 6,602 )
Agency mortgage-backed securities 614,081   ( 5,499 ) 7,319   ( 590 ) 621,400   ( 6,089 )
Corporate bonds —   —   3,216   ( 94 ) 3,216   ( 94 )
Other —   —   780   ( 174 ) 780   ( 174 )
Total investments in AFS debt securities $ 831,764   $ ( 11,996 ) $ 16,571   $ ( 963 ) $ 848,335   $ ( 12,959 )

The following table presents the amortized cost and fair value of our investments in AFS debt securities by contractual maturity:

Due Within One Year Due After One Year Through Five Years Due After Five Years Through Ten Years Due After Ten Years Total
December 31, 2025
Investments in AFS debt securities—Amortized cost:
U.S. Treasury securities $ 387   $ —   $ 74,153   $ —   $ 74,540  
Agency mortgage-backed securities —   46,555   206   2,288,740   2,335,501  
Corporate bonds —   184   —   —   184  
Asset-backed bonds
—   —   19,626   —   19,626  
Residual investments
—   —   3,825   —   3,825  
Other —   —   951   —   951  
Total investments in AFS debt securities

$ 387  

$ 46,739  

$ 98,761  

$ 2,288,740  

$ 2,434,627  
Weighted average yield for investments in AFS debt securities (1)
4.60   % 4.52   % 5.69   % 5.24   % 5.19   %

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(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Due Within One Year Due After One Year Through Five Years Due After Five Years Through Ten Years Due After Ten Years Total
Investments in AFS debt securities—Fair value (2) :

U.S. Treasury securities $ 395   $ —   $ 73,846   $ —   $ 74,241  
Agency mortgage-backed securities —   46,916   197   2,302,398   2,349,511  
Corporate bonds —   182   —   —   182  
Asset-backed bonds
—   —   19,620   —   19,620  
Residual investments
—   —   3,732   —   3,732  
Other —   —   825   —   825  
Total investments in AFS debt securities $ 395   $ 47,098   $ 98,220   $ 2,302,398   $ 2,448,111  
_____________________
(1) The weighted average yield represents the effective yield for the investment securities owned at the end of the period and is computed based on the amortized cost of each security .
(2) Presentation of fair values of our investments in AFS debt securities by contractual maturity excludes total accrued interest of $ 6.3 million as of December 31, 2025.
Gross realized gains on our investments in AFS debt securities were $ 7.2  million, $ 4.2  million, and $ 3.4  million, respectively, during the years ended December 31, 2025, 2024, and 2023. Gross realized losses on our investments in AFS debt securities were $ 0.4  million, $ 0.7  million, and $ 0.5  million, respectively, during the years ended December 31, 2025, 2024, and 2023. During the years ended December 31, 2025, 2024 and 2023, there were no transfers between classifications of our investments in AFS debt securities. See Note 13. Equity for unrealized gains and losses on our investments in AFS debt securities and amounts reclassified out of AOCI.

Note 7. Securitization and Variable Interest Entities

Consolidated VIEs
We consolidate certain securitization trusts in which we have a variable interest and are deemed to be the primary beneficiary. Our consolidation policy is further discussed in Note 1. Organization, Summary of Significant Accounting Policies and New Accounting Standards .
The VIEs are SPEs with portfolio loans securing debt obligations. The SPEs were created and designed to transfer credit and interest rate risk associated with consumer loans through the issuance of collateralized notes and trust certificates. We make standard representations and warranties to repurchase or replace qualified portfolio loans. Aside from these representations, the holders of the asset-backed debt obligations have no recourse to the Company if the cash flows from the underlying portfolio loans securing such debt obligations are not sufficient to pay all principal and interest on the asset-backed debt obligations. We hold a significant interest in these financing transactions through our ownership of a portion of the residual interest in certain VIEs. In addition, in some cases, we invest in the debt obligations issued by the VIE. Our investments in consolidated VIEs eliminate in consolidation. The residual interest is the first VIE interest to absorb losses should the loans securing the debt obligations not provide adequate cash flows to satisfy more senior claims and is the interest that we expect to absorb the expected gains and losses of the VIE. Our maximum exposure to credit risk in sponsoring SPEs is limited to our investment in the VIE. VIE creditors have no recourse against our general credit. There are no liquidity arrangements, guarantees or other commitments that may affect the fair value or risk of our variable interests in consolidated VIEs.
As of December 31, 2025 and 2024, we had one and four consolidated VIEs, respectively, on our consolidated balance sheets. During the year ended December 31, 2025, we exercised a securitization clean up call related to three consolidated VIEs. The assets of consolidated VIEs that were included in our consolidated balance sheets may only be used to settle obligations of consolidated VIEs and were in excess of those obligations as of December 31, 2025, and 2024. Intercompany balances are eliminated upon consolidation.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Nonconsolidated VIEs
We have created and designed personal loan and student loan trusts to transfer associated credit and interest rate risk associated with the loans through the issuance of collateralized notes and residual certificates. We have a variable interest in the nonconsolidated loan trusts through our ownership of collateralized notes in the form of asset-backed bonds and residual certificates in the loan trusts that absorb variability. We have also transferred secured loans and personal loans, including the associated risks, to other SPEs that are considered VIEs. In both the loan trusts and other VIEs, we have continuing, non-controlling involvement with the entity as the servicer. When our servicing rights meet the definition of a variable interest, in that role, we may have the power to perform the activities which most impact the economic performance of the VIE, but since either we hold an insignificant financial interest in the trusts or rights held by other variable interest holders convey power, we are not the primary beneficiary. In loan trusts, our collateralized notes and residual certificates represent the equity ownership interest in the loan trusts, wherein there is an obligation to absorb losses and the right to receive benefits from residual certificate ownership. The maximum exposure to loss as a result of our involvement with the nonconsolidated loan trust VIEs is limited to our investment. In other VIEs, our interest is represented by secured loans, servicing rights, or both, with our maximum exposure to loss is limited to the total amount of our secured loans and servicing rights. We did not provide financial support to any nonconsolidated VIEs beyond our initial equity investment. There are no liquidity arrangements, guarantees or other commitments by third parties that may affect the fair value or risk of our variable interests in nonconsolidated VIEs.
As of December 31, 2025, and December 31, 2024, we had investments in 22 and 23 nonconsolidated VIEs, respectively. During the year ended December 31, 2025, we established four nonconsolidated trusts and called five nonconsolidated trusts.
The following table presents the carrying value of Company assets associated with these nonconsolidated VIEs as of the dates presented.

December 31,

2025 2024
Securitization investments
$ 144,627   $ 91,646  
Secured loans
873,981   806,441  
Servicing rights
72,077   100,839  

Securitization Investments
The following table presents additional detail of the aggregate outstanding value of asset-backed bonds and residual investments owned by the Company in nonconsolidated VIEs, which are presented within investment securities in the consolidated balance sheets. These risk retention interests represent the carrying value of our holdings in nonconsolidated VIEs, and the maximum exposure to a loss as a result of our involvement as of the dates presented.

December 31,
2025 2024
Personal loans $ 117,322   $ 56,849  
Student loans 27,305   34,797  
Securitization investments (1)
$ 144,627   $ 91,646  
_____________________
(1) As of December 31, 2025, this includes $ 19.6 million and $ 3.8 million of asset-backed bonds and residual investments, respectively, classified as available for sale. See Note 6. Investment Securities for additional information.
See Note 15. Fair Value Measurements for the key inputs used in the fair value measurements of these asset-backed bonds and residual interests.
Low Income Housing Tax Credit Investments
In addition to the nonconsolidated VIEs noted above, the Company also makes equity investments as a limited partner in various entities that sponsor affordable housing projects that qualify for the LIHTC program. The purpose of these
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

investments is not only to support the Company’s community reinvestment initiatives, but also to provide an investment return, primarily through the realization of tax benefits. Each of these entities is managed by an unrelated third-party general partner or managing member that has the power to direct the activities which most significantly affect the performance of each entity. Therefore, the Company has determined that it is not the primary beneficiary of any of these LIHTC entities and accordingly, does not consolidate the VIEs.
The Company's funding requirements are limited to its invested capital and any additional unfunded commitments for future equity contributions. The Company's maximum exposure to loss as a result of its involvement is limited to the carrying amounts of the investments, including the unfunded commitments, which are included in other assets and accounts payable, accruals and other liabilities , respectively, in the consolidated balance sheets. Our investments were $ 53.5 million and $ 12.6 million as of December 31, 2025 and 2024, respectively. The unfunded commitments, included as part of our investments, were $ 47.2 million and $ 11.1 million as of December 31, 2025 and 2024, respectively, the majority of which are expected to be funded over the next 3 years.
The Company accounts for its LIHTC investments under the proportional amortization method. Under this method, the Company amortizes the initial cost of the investment in proportion to the tax credits and other tax benefits received and recognizes the net investment performance as a component of income tax expense .
The related tax credits and other benefits recognized, as well as the amortization of the related investments were $ 1.6 million for the year ended December 31, 2025 . The related tax credits and other benefits recognized, as well as the amortization of the related investments were immaterial for the year ended December 31, 2024.

Note 8. Goodwill and Intangible Assets

Goodwill
A rollforward of our goodwill balance is presented below:

Year Ended December 31,

2025 2024
Beginning balance
$ 1,393,505   $ 1,393,505  

Changes during the period
—  

—  
Ending balance (1)
$ 1,393,505   $ 1,393,505  

_____________________
(1) As of each of December 31, 2025 and 2024, goodwill attributable to the Lending, Technology Platform and Financial services reportable segments was $ 17,688 , $ 1,338,658 and $ 37,159 , respectively.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Intangible Assets
The following is a summary of the carrying amount and estimated useful lives of our intangible assets by class:

Weighted Average Useful Life (Years)
Gross Balance
Accumulated Amortization
Net Book Value

December 31, 2025
Developed technology
8.5 $ 461,438   $ ( 262,695 ) $ 198,743  
Capitalized software development costs (1)
4.0 38,288   ( 18,016 ) 20,272  
Customer-related
3.9 167,350   ( 158,357 ) 8,993  
Trade names, trademarks and domain names
5.9 20,060   ( 16,610 ) 3,450  
Core deposits
7.3 1,000   ( 539 ) 461  
Broker-dealer license and trading rights (2)
n/a 250   ( 250 ) —  
Core banking infrastructure (2)
n/a 17,100   ( 17,100 ) —  
Total

$ 705,486  

$ ( 473,567 )

$ 231,919  
December 31, 2024
Developed technology
8.5 $ 461,438   $ ( 207,516 ) $ 253,922  
Capitalized software development costs (1)
4.0 29,584   ( 10,312 ) 19,272  
Customer-related
3.9 167,350   ( 149,949 ) 17,401  
Trade names, trademarks and domain names
5.9 20,060   ( 13,503 ) 6,557  
Core deposits
7.3 1,000   ( 402 ) 598  
Broker-dealer license and trading rights
5.7 250   ( 206 ) 44  
Core banking infrastructure (2)
n/a 17,100   ( 17,100 ) —  
Total

$ 696,782  

$ ( 398,988 ) $ 297,794  

_____________________
(1) Includes capitalized costs related to software products to be sold, leased or marketed within our technology products and solutions arrangements. During the year ended December 31, 2025, the increase in capitalized software development costs relates to increased Technology Platform activity. During the year ended December 31, 2025, total amortization expense related to capitalized software was $ 6,917 , and capitalized share-based compensation related to capitalized software development costs was immaterial.
(2) These intangible assets were fully amortized but remain in use by the Company.
For the years ended December 31, 2025, 2024 and 2023, amortization expense associated with intangible assets was $ 74,579 , $ 75,494 and $ 104,919 , respectively. There were no abandonments or impairments during any of the years presented.
Estimated future amortization expense associated with intangible assets as of December 31, 2025 is as follows:

2026 $ 72,017  
2027 58,512  
2028 55,723  
2029 23,047  
2030 20,880  
Thereafter 1,740  
Total $ 231,919  

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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Note 9. Property, Equipment, Software and Leases

Property, Equipment and Software
The table below presents our major classes of depreciable and amortizable assets by function:

Gross Balance
Accumulated Depreciation/Amortization
Carrying Value

December 31, 2025
Software (1)
$ 588,849   $ ( 208,328 ) $ 380,521  
Leasehold improvements 39,449   ( 27,968 ) 11,481  
Computer hardware 40,104   ( 25,606 ) 14,498  
Furniture and fixtures 16,090   ( 13,408 ) 2,682  
Finance lease ROU assets (2)
15,978   ( 11,692 ) 4,286  
Building and land 3,277   ( 297 ) 2,980  
Total $ 703,747   $ ( 287,299 ) $ 416,448  
December 31, 2024
Software (1)
$ 400,334   $ ( 150,178 ) $ 250,156  
Leasehold improvements 38,625   ( 23,684 ) 14,941  
Computer hardware 30,641   ( 21,455 ) 9,186  
Furniture and fixtures 15,997   ( 12,012 ) 3,985  
Finance lease ROU assets (2)
15,978   ( 9,362 ) 6,616  
Building and land 3,199   ( 214 ) 2,985  
Total $ 504,774   $ ( 216,905 ) $ 287,869  

_____________________
(1) Software primarily includes internally-developed software related to significant developments and enhancements for our products. During the years ended December 31, 2025, 2024 and 2023, we capitalized $ 51,118 , $ 39,907 and $ 31,126 , respectively, of share-based compensation related to internally-developed software, and recognized associated amortization expense of $ 30,973 , $ 24,673 and $ 16,074 , respectively.
(2) Finance lease ROU assets include our rights to certain physical signage. See below for additional information on our leases.
For the years ended December 31, 2025, 2024 and 2023, total depreciation and amortization expense associated with property, equipment and software, inclusive of the amortization of capitalized share-based compensation, was $ 159,572 , $ 128,004 and $ 96,497 , respectively.
For the years ended December 31, 2025, 2024 and 2023, we recognized no property, equipment and software abandonment and no impairments, and had immaterial losses on disposals.
Leases and Occupancy
Leases
We primarily lease our office premises under multi-year, non-cancelable operating leases. Our operating leases have terms expiring from 2026 to 2040, exclusive of renewal option periods. Our office leases contain renewal option periods ranging from one to ten years from the expiration dates. These options were not recognized as part of our ROU assets and operating lease liabilities, as we did not conclude at the commencement date of the leases that we were reasonably certain to exercise these options. However, in our normal course of business, we expect our office leases to be renewed, amended or replaced by other leases. Our finance leases have terms expiring from 2029 to 2040.
Our operating and finance leases include leases associated with various naming and sponsorship rights agreements that commenced in September 2020 and December 2024.
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(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Operating leases that commenced in September 2020 included our rights to use two multi-purpose stadium suites, for which we elected the practical expedient to not bifurcate the lease component from the non-lease components, and our rights to certain event space within the stadium and performance venue on a rent-free basis, for which we applied the short-term lease exemption practical expedient. Finance leases that commenced in September 2020 included our rights to certain physical signage within the stadium. The agreement associated with the shopping district commenced in 2023. We bifurcated lease components from non-lease components of certain of the arrangements, the latter of which represent sponsorship and advertising opportunities rather than the rights to physical assets that we control.
Operating leases that commenced in December 2024 included our rights to one multi-purpose suite and use of certain event space within the facility, for which we elected the practical expedient to not bifurcate the lease component from the non-lease components. Finance leases that commenced in December 2024 included our rights to certain physical signage within the facility. We bifurcated lease components from non-lease components of certain of the arrangements, the latter of which represent sponsorship and advertising opportunities rather than the rights to physical assets that we control.
We recognize the non-lease components within noninterest expense—sales and marketing in the consolidated statements of operations and comprehensive income (loss).
The components of lease expense and supplemental cash flow and non-cash information related to our leases were as follows.

Year Ended December 31,

2025 2024 2023
Operating lease cost
$ 21,917  

$ 21,445  

$ 21,905  
Finance lease cost – amortization of ROU assets
2,330   2,171  

2,157  
Finance lease cost – interest expense on lease liabilities
455  

438  

452  
Short-term lease cost
1,219   1,391  

1,718  
Variable lease cost (1)
4,489  

3,435  

3,509  
Sublease income
( 1,609 )

( 1,381 )

( 1,034 )
Total lease cost
$ 28,801  

$ 27,499  

$ 28,707  
Cash paid for amounts included in the measurement of lease liabilities

Operating cash outflows from operating leases
$ 26,517  

$ 24,848  

$ 26,997  
Operating cash outflows from finance leases
455   438  

452  
Financing cash outflows from finance leases
766  

530  

509  
Supplemental non-cash information

Non-cash operating lease ROU assets obtained in exchange for lease liabilities (2)
$ 29,942  

$ 2,950  

$ 8,553  
Non-cash finance lease ROU assets obtained in exchange for lease liabilities
—  

878  

—  
_____________________
(1) Variable lease cost includes non-lease components classified as lease costs, such as common area maintenance fees, property taxes and utilities, that vary in amount for reasons other than the passage of time. We elected the practical expedient to not bifurcate the lease component from the non-lease components.
(2) Includes impacts from lease modifications. For the years ended December 31, 2025 and 2024, we had no operating lease ROU assets obtained through acquisitions. For the year ended December 31, 2023, this includes $ 6,995 of operating lease ROU assets obtained through acquisitions.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Supplemental balance sheet information related to our leases was as follows:

December 31,

2025 2024
Operating Leases

ROU assets
$ 93,941   $ 81,219  
Operating lease liabilities
106,190   97,389  
Weighted average remaining lease term (in years)
5.8 6.1
Weighted average discount rate
5.7   % 5.8   %
Finance Leases

ROU assets (1)
$ 4,286   $ 6,616  
Finance lease liabilities (2)
12,753   13,520  
Weighted average remaining lease term (in years)
13.7 14.6
Weighted average discount rate
3.5   % 3.5   %

_____________________
(1) Finance lease ROU assets are presented within property, equipment and software in the consolidated balance sheets.
(2) Finance lease liabilities are presented within accounts payable, accruals and other liabilities in the consolidated balance sheets.
As of December 31, 2025, future maturities of lease liabilities and a reconciliation of the total undiscounted cash flows to the lease liabilities in the consolidated balance sheets were as follows:

Operating Leases
Finance Leases

2026 $ 26,577   $ 1,251  
2027 25,556   1,256  
2028 22,552   1,269  
2029 19,370   1,281  
2030 12,691   1,061  
Thereafter 19,613   9,810  
Total 126,359   15,928  
Less: imputed interest ( 20,169 ) ( 3,175 )
Lease liabilities $ 106,190   $ 12,753  

Occupancy
Occupancy-related costs, which primarily relate to the operations of our leased office spaces, were $ 32,239 , $ 32,810 , and $ 31,946 for the years ended December 31, 2025, 2024 and 2023, respectively. Occupancy-related expenses are presented within the following categories of expenses within noninterest expense : (i) technology and product development , (ii) sales and marketing , (iii) cost of operations , and (iv) general and administrative in the consolidated statements of operations and comprehensive income (loss).
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Note 10. Other Assets and Other Liabilities

The following table presents the components of other assets :

December 31,
2025 2024
Accounts receivable, net (1)
$ 893,480   $ 587,496  
Prepaid expenses and capitalized contract costs (2)
477,745   276,931  
Deferred tax assets, net (3)
249,336   267,220  
Credit default swap (4)
155,687   91,206  
Restricted investments (5)
146,204   109,417  
Derivative financial instruments (6)
71,961   290,714  
LIHTC investments (7)
53,506   12,614  
Investments in equity securities (8)
51,083   29,500  
Other 78,042   49,571  
Other assets $ 2,177,044   $ 1,714,669  
_____________________
(1) Includes accounts receivable, net of allowance for credit losses, associated with revenue from contracts with customers, deposit-related receivables and other receivables. See Note 5. Allowance for Credit Losses for information on the allowance for credit losses on accounts receivable.
(2) Includes capitalized incremental costs of obtaining certain contracts of $ 407,662 and $ 213,417 as of December 31, 2025 and 2024, respectively. During the years ended December 31, 2025 and 2024, we recognized associated amortization expense of $ 50,787 and $ 23,872 , respectively. See Note 3. Revenue for additional information.
(3) See Note 17. Income Taxes for additional information on income taxes.
(4) We entered into credit default swaps related to our student loans which meets the definition of a financial guarantee and is excluded from derivative accounting treatment. We apply the insurance contract claim method by deferring the full estimated amount of premiums paid and payable at inception.
(5) Includes investments in FRB stock and FHLB stock, which are restricted investment securities that are not marketable. These investments are carried at cost and assessed for impairment.
(6) See Note 14. Derivative Financial Instruments and Note 15. Fair Value Measurements for additional information on derivative financial instruments.
(7) See Note 7. Securitization and Variable Interest Entities for additional information on LIHTC investments.
(8) See Note 15. Fair Value Measurements for additional information on investments in equity securities. Our equity method investment income for the years ended December 31, 2025 and 2024 was immaterial and we did not receive any distributions.
The following table presents the components of accounts payable, accruals and other liabilities :

December 31,
2025 2024
Accrued expenses (1)
$ 364,164   $ 265,316  
Credit default swap (2)
155,687   91,206  
Accounts payable 64,707   95,270  
LIHTC commitments (3)
47,208   11,073  
Accrued interest 25,103   26,441  
Deferred tax liabilities, net (4)
21,426   20,164  
Finance lease liability (5)
12,753   13,520  
Deferred revenue (6)
8,535   7,474  
Derivative financial instruments (7)
4,547   —  
Other 39,586   26,459  
Accounts payable, accruals and other liabilities $ 743,716   $ 556,923  
_____________________
(1) Includes accrued compensation and compensation-related expenses, accrued taxes and other accrued expenses.
(2) See footnote (3) to the table above.
(3) See Note 7. Securitization and Variable Interest Entities for additional information on LIHTC investments.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

(4) See Note 17. Income Taxes for additional information on income taxes.
(5) See Note 9. Property, Equipment, Software and Leases for additional information on finance leases.
(6) See Note 3. Revenue for additional information on deferred revenue.
(7) See Note 14. Derivative Financial Instruments and Note 15. Fair Value Measurements for additional information on derivative financial instruments.

Note 11. Deposits

We offer deposit accounts (referred to as “checking and savings” accounts within SoFi Money) to our members through SoFi Bank, which include interest-bearing deposits and noninterest-bearing deposits.
Below is a disaggregated presentation of our deposits:

December 31,
2025 2024
Savings deposits $ 32,461,228   $ 22,838,858  
Demand deposits (1)
3,685,409   2,205,377  
Time deposits (1)(2)
1,240,713   817,165  
Total interest-bearing deposits 37,387,350   25,861,400  
Noninterest-bearing deposits 118,045   116,804  
Total deposits
$ 37,505,395   $ 25,978,204  
_____________________
(1) As of December 31, 2025 and 2024, includes brokered deposits of $ 1,402,355 and $ 772,914 , respectively, consisting of time deposits.
(2) As of December 31, 2025 and 2024, the amount of time deposits that exceeded the insured limit (referred to as “uninsured deposits”) totaled $ 26,317 and $ 20,305 , respectively.
As of December 31, 2025, future maturities of our total time deposits were as follows:

2026 $ 1,240,353  
2027 46  
2028 170  
2029 117  
2030 27  
Thereafter —  
Total $ 1,240,713  

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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Note 12. Debt

The following table summarizes the components of our debt:

December 31, 2025 December 31, 2024
Borrowing Description Total Collateral (1)
Stated Interest Rate (2)
Weighted Average Effective Interest Rate (3)
Termination/Maturity (4)
Total Capacity Total Outstanding (5)
Total Outstanding
Debt Facilities

Personal loan warehouse facilities $ —  

4.46 % – 5.07 %

4.77 %

June 2026 – October 2028

$ 3,700,000  

$ —  

$ 205,367  
Student loan warehouse facilities —  

4.37 % – 4.90 %

4.92 %

May 2026 – November 2028

3,480,000  

—  

1,044,682  

Risk retention warehouse facilities (6)
—  

—

6.20 % —

—  

—  

6,834  
Revolving credit facility (7)

5.29 %

5.38 % April 2028

645,000  

486,000  

486,000  
Other Debt

Convertible senior notes, due 2026 (8)

— %

0.43 % October 2026

428,022  

428,022  
Convertible senior notes, due 2029 (9)

1.25 %

1.75 %

March 2029

862,500  

862,500  
Other financing (10)
282,663  

335,535  

—  

—  
Securitizations

Personal loan securitizations
—  

—

2.04 % —

—  

14,377  
Student loan securitizations
63,173  

3.09 % – 3.73 %

3.40 % August 2048

54,107  

66,501  
Total, before unamortized debt issuance costs, premiums and discounts

$ 1,830,629  

$ 3,114,283  
Less: unamortized debt issuance costs, premiums and discounts (11)

( 15,467 )

( 21,591 )
Total debt

$ 1,815,162  

$ 3,092,692  

_____________________
(1) As of December 31, 2025, represents the total of the unpaid principal balances within each debt category, with the exception of the risk retention warehouse facilities, which include securitization-related investments carried at fair value. In addition, certain securitization interests that eliminate in consolidation are pledged to risk retention warehouse facilities. Collateral balances relative to debt balances may vary period to period due to the timing of the next scheduled payment to the warehouse facility.
(2) For variable-rate debt, the ranges of stated interest rates are based on the interest rates in effect as of December 31, 2025. The interest on our variable-rate debt is typically designed as a reference rate plus a spread. Reference rates as of December 31, 2025 included overnight SOFR, one-month SOFR and commercial paper rates determined by the facility lenders. As debt arrangements are renewed, the reference rate and/or spread are subject to change. Unused commitment fees ranging from 0 to 50 bps on our various warehouse facilities are recognized within noninterest expense—general and administrative in our consolidated statements of operations and comprehensive income (loss).
(3) Weighted average effective interest rates are calculated based on the interest rates in effect as of December 31, 2025 and include the amortization of debt issuance costs.
(4) For securitization debt, the maturity of the notes issued by the various trusts occurs upon either the maturity of the loan collateral or full payment of the loan collateral held in the trusts. Our maturity date represents the legal maturity of the last class of maturing notes. Securitization debt matures as loan collateral payments are made.
(5) There were no debt discounts issued during the year ended December 31, 2025.
(6) For risk retention warehouse facilities, we only state capacity amounts for facilities wherein we can pledge additional asset-backed bonds and residual investments as of the balance sheet date.
(7) As of December 31, 2025, $ 11.4 million of the revolving credit facility total capacity was not available for general borrowing purposes because it was utilized to secure letters of credit. Refer to our letter of credit disclosures in Note 18. Commitments, Guarantees, Concentrations and Contingencies for more details. Additionally, the interest rate presented is the interest rate on standard withdrawals on our revolving credit facility, while same-day withdrawals incur interest based on the prime rate.
(8) The original issue discount and debt issuance costs related to the convertible senior notes due 2026 are amortized into interest expense—corporate borrowings in the consolidated statements of operations and comprehensive income (loss) using the effective interest method over the contractual term of the notes. For the years ended December 31, 2025, 2024 and 2023, total interest expense on the convertible notes was $ 1.8 million, $ 2.7 million and $ 5.1 million, respectively, and the effective interest rate was 0.43 %, 0.43 % and 0.43 %, respectively. For all periods, interest expense was related to
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

amortization of debt discount and issuance costs. As of December 31, 2025 and 2024, unamortized debt discount and issuance costs were $ 1.5 million and $ 3.3 million, respectively, and the net carrying amount was $ 426.6 million and $ 424.7 million, respectively.
(9) The original issue discount and debt issuance costs related to the convertible senior notes due 2029 are amortized into interest expense—corporate borrowings in the consolidated statements of operations and comprehensive income (loss) using the effective interest method over the contractual term of the notes. For the years ended December 31, 2025 and 2024, total interest expense on the convertible notes was $ 15.1 million and $ 12.3 million, respectively, which was composed of $ 10.8 million and $ 8.7 million, respectively, of contractual interest expense, and $ 4.3 million and $ 3.6 million, respectively, of amortization of discounts and issuance costs; and the effective interest rate was 1.75 % and 1.75 %, respectively. As of December 31, 2025 and 2024, unamortized debt discount and issuance costs were $ 14.0 million and $ 18.3 million, respectively, and the net carrying amount was $ 848.5 million and $ 844.2 million, respectively.
(10) Includes $ 63.0 million of loans and $ 219.6 million of investment securities pledged as collateral to secure $ 285.5 million of available borrowing capacity with the FHLB, of which $ 46.7 million was not available as it was utilized to secure letters of credit. Refer to our letter of credit disclosures in Note 18. Commitments, Guarantees, Concentrations and Contingencies for more details. Also includes unsecured available borrowing capacity of $ 50.0 million with correspondent banks.
(11) As of December 31, 2025 and 2024, unamortized debt issuance costs related to revolving debt of $ 1.0 million and $ 1.5 million, respectively, was reported in other assets in the consolidated balance sheets.
The total accrued interest payable on borrowings of $ 3.3 million and $ 7.5 million as of December 31, 2025 and 2024, respectively, was presented within accounts payable, accruals and other liabilities in the consolidated balance sheets.
Convertible Senior Notes
Convertible Senior Notes, Due 2026
In October 2021, we issued $ 1.2  billion aggregate principal amount of convertible notes, pursuant to an indenture, dated October 4, 2021, between the Company and U.S. Bank National Association, as trustee (“2026 convertible notes”). The 2026 convertible notes are unsecured, unsubordinated obligations. The 2026 convertible notes do not bear regular interest. The 2026 convertible notes will mature on October 15, 2026, unless earlier repurchased, redeemed or converted.
The net proceeds from the offering were $ 1.176  billion, after deducting the 2 % initial purchasers’ discount of $ 24  million, and before the cost of the Capped Call Transactions, as described below, and offering expenses payable by the Company. The debt issuance costs of $ 1.7  million included third-party legal and accounting fees. The original issue discount and debt issuance costs are amortized into interest expense—corporate borrowings in the consolidated statements of operations and comprehensive income (loss) using the effective interest method over the contractual term of the convertible notes.
In December 2023, the Company entered into separate, privately negotiated repurchase agreements with a limited number of holders of the 2026 convertible notes to repurchase $ 88.0  million aggregate principal amount of the 2026 convertible notes, which were settled through the issuance of 9,490,000 shares of common stock.
In March 2024, the Company entered into separate, privately negotiated repurchase agreements with a limited number of holders of the 2026 convertible notes to repurchase $ 600.0 million aggregate principal amount of the 2026 convertible notes, which were settled through the issuance of 72,621,879 shares of common stock. In August 2024, the Company entered into separate, privately negotiated repurchase agreements with a limited number of holders of the 2026 convertible notes to repurchase $ 84.0 million aggregate principal amount of the 2026 convertible notes, which were settled through the issuance of 10,591,795 shares of common stock. Following these repurchases, $ 428.0 million aggregate principal amount of the 2026 convertible notes remain outstanding.
These transactions were determined to be an extinguishment of debt. The difference between the consideration used to repurchase the convertible notes and the carrying value of the convertible notes, less retirement of discount and issuance costs, resulted in a gain on extinguishment of $ 62.5  million and $ 14.6  million recorded within noninterest income—other in the consolidated statements of operations and comprehensive income (loss) for the years ended December 31, 2024 and 2023, respectively.
We used a portion of the net proceeds from the October 2021 offering to fund the cost of entering into the 2026 capped call transactions. In connection with the March 2024 repurchase agreements, the Company entered into unwind agreements to terminate a portion of the 2026 capped call transactions. Refer to Note 13. Equity for additional detail.
As of December 31, 2025, the 2026 convertible notes are potentially convertible into 19,096,202 shares of common stock.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Conversion
The convertible notes are convertible by the noteholders prior to the close of business on the business day immediately preceding April 15, 2026 if certain conditions related to the notes trading price or Company’s share price are met, there are certain corporate events or distributions of the Company’s stock, or the Company calls the notes for redemption, each as set forth in the indenture. On and after April 15, 2026 until the close of business on the second scheduled trading day immediately preceding the maturity date, the convertible notes are freely convertible by the noteholders. The conversion rate is 44.6150 shares of our common stock per $1,000 principal amount of convertible notes, which represents an initial conversion price of approximately $ 22.41 per share of our common stock.
Settlement
We will settle conversions by paying or delivering, at our election, cash, shares of our common stock or a combination of cash and shares of our common stock, based on the applicable conversion rate(s). If we elect to deliver cash or a combination of cash and shares of our common stock, then the consideration due upon conversion will be determined over an observation period consisting of 30 “VWAP Trading Days” (as defined in the indenture). The conversion rate and conversion price will be subject to customary adjustments upon the occurrence of certain events. In addition, if certain corporate events that constitute a “Make-Whole Fundamental Change” (as defined in the indenture) occur, then the conversion rate will, in certain circumstances, be increased for a specified period of time.
Redemption
The convertible notes will also be redeemable, in whole or in part, at our option at any time, and from time to time, on or after October 15, 2024 through the 30 th scheduled trading day immediately before the maturity date, at a cash redemption price equal to the principal amount of the convertible notes to be redeemed, plus accrued interest, if any, thereon to, but excluding, the redemption date, but only if certain liquidity conditions described in the indenture are satisfied and certain conditions are met with respect to the last reported sale price per share of our common stock prior to conversion. In addition, calling any note for redemption will also constitute a Make-Whole Fundamental Change with respect to that note, in which case the conversion rate applicable to the conversion of that note will be increased in certain circumstances if it is converted after it is called for redemption.
Convertible Senior Notes, Due 2029
In March 2024, we issued $ 862.5 million aggregate principal amount of convertible notes, pursuant to an indenture, dated March 8, 2024, between the Company and U.S. Bank National Association, as trustee (“2029 convertible notes”). The 2029 convertible notes are unsecured, unsubordinated obligations. The 2029 convertible notes will pay interest at a rate of 1.25 %, payable semi-annually beginning in September 2024. The 2029 convertible notes will mature on March 15, 2029, unless earlier repurchased, redeemed or converted.
The net proceeds from the offering were $ 845.3 million, after deducting the 2 % initial purchasers’ discount of $ 17.3 million, and before the cost of the 2029 capped call transactions, as described below, and offering expenses payable by the Company. The debt issuance costs of $ 4.6 million included third-party legal and accounting fees. The original issue discount and debt issuance costs are amortized into interest expense—corporate borrowings in the consolidated statements of operations and comprehensive income (loss) using the effective interest method over the contractual term of the 2029 convertible notes.
We used a portion of the net proceeds from the March 2024 offering to fund the cost of entering into 2029 capped call transactions, as described in Note 13. Equity . The remainder of the net proceeds from the offering, together with cash on hand, were used (i) to pay expenses relating to this offering, (ii) to redeem Series 1 Preferred Stock and (iii) for general corporate purposes.
Conversion
The 2029 convertible notes are convertible by the noteholders prior to the close of business on the business day immediately preceding September 15, 2028 if certain conditions related to the notes trading price or Company’s share price are met, upon the occurrence of certain corporate events or distributions of the Company’s stock, or the Company calls the notes for redemption, each as set forth in the indenture. On and after September 15, 2028 until the close of business on the second scheduled trading day immediately preceding the maturity date, the 2029 convertible notes are freely convertible by the
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

noteholders. The conversion rate is 105.8089 shares of our common stock per $1,000 principal amount of 2029 convertible notes, which represents an initial conversion price of approximately $ 9.45 per share of our common stock.
During the three months ended December 31, 2025, a conditional conversion feature of the 2029 convertible notes was met. Specifically, the last reported sale price of the Company’s common stock was more than or equal to 130 % of the conversion price for at least 20 trading days in the period of 30 consecutive trading days. As a result of this condition being met, the 2029 convertible notes are convertible, in whole or in part, at the option of the holders from January 1, 2026 to March 31, 2026. Through February 17, 2026, no holder has elected to convert their notes. Whether the 2029 convertible notes will be convertible following March 31, 2026 will depend on the continued satisfaction of this conversion condition or another conversion condition in the future.
Settlement
We will settle conversions of the 2029 convertible notes by paying or delivering cash, and if applicable, shares of our common stock for the amount in excess of the cash redemption price, based on the applicable conversion rate. Consideration due upon conversion will be determined over an observation period consisting of 30 “VWAP Trading Days” (as defined in the indenture). The conversion rate and conversion price will be subject to customary adjustments upon the occurrence of certain events. In addition, if certain corporate events that constitute a “Make-Whole Fundamental Change” (as defined in the indenture) occur, then the conversion rate will, in certain circumstances, be increased for a specified period of time.
Redemption
The 2029 convertible notes will also be redeemable, in whole or in part, at our option at any time, and from time to time, on or after March 15, 2027 through the 30 th scheduled trading day immediately before the maturity date, at a cash redemption price equal to the principal amount of the 2029 convertible notes to be redeemed, plus accrued and unpaid interest, if any, thereon to, but excluding, the redemption date, but only if certain liquidity conditions described in the indenture are satisfied and certain conditions are met with respect to the last reported sale price per share of our common stock prior to conversion. In addition, calling any note for redemption will also constitute a Make-Whole Fundamental Change with respect to that 2029 convertible note, in which case the conversion rate applicable to the conversion of that 2029 convertible note will be increased in certain circumstances if it is converted after it is called for redemption.
See Note 1. Organization, Summary of Significant Accounting Policies and New Accounting Standards for our accounting policy as it relates to the convertible notes.
Material Changes to Debt Arrangements
On April 28, 2023, we entered into an Amended and Restated Revolving Credit Agreement (“Amended and Restated Credit Agreement”), which amended and restated the Revolving Credit Agreement (“Original Credit Agreement”), dated as of September 27, 2018, among Social Finance, Inc., the lenders party thereto, the issuing banks party thereto and Goldman Sachs Bank USA, as administrative agent. The Amended and Restated Credit Agreement amended and restated the Original Credit Agreement to, among other things, (i) increase the initial aggregate commitment to $ 645  million, (ii) extend the maturity date of the revolving credit facility to the date that is five years after the closing date, (iii) change the borrower entity under the revolving credit facility to SoFi Technologies, Inc., (iv) replace LIBOR as the term benchmark rate applicable to revolving loans denominated in U.S. dollars with a benchmark rate equal to Term SOFR plus a credit spread adjustment of 0.10 %, and (v) effect certain other changes. The Amended and Restated Credit Agreement also contains financial covenants that require the Company to maintain a certain amount of unrestricted cash and cash equivalents and to meet certain risk-based capital ratios and a leverage ratio.
During the year ended December 31, 2025, we opened one warehouse facility with a capacity of $ 450.0 million. We closed two warehouse facilities with an aggregate maximum available capacity of $ 250.0 million, closed one risk retention facility, and one warehouse facility matured.
Our warehouse and securitization debt is secured by a continuing lien and security interest in the loans financed by the proceeds. Within each of our debt facilities, we must comply with certain operating and financial covenants. These financial covenants include, but are not limited to, maintaining: (i) a certain minimum tangible net worth, (ii) minimum unrestricted cash and cash equivalents, (iii) a maximum leverage ratio of total debt to tangible net worth, and (iv) minimum risk-based capital and leverage ratios. Our debt covenants can lead to restricted cash classifications in our consolidated balance sheets. Our
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(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

subsidiaries are restricted in the amount that can be distributed to the parent company only to the extent that such distributions would cause the financial covenants to not be met. We were in compliance with all financial covenants.
We act as a guarantor for our wholly-owned subsidiaries in several arrangements in the case of default. As of December 31, 2025, we have not identified any risks of nonpayment by our wholly-owned subsidiaries.
Maturities of Borrowings
Future maturities of our outstanding debt with scheduled payments, which included our revolving credit facility and convertible notes, were as follows:

December 31, 2025
2026 $ 428,022  
2027 —  
2028 486,000  
2029 862,500  
2030 —  
Thereafter —  
Total $ 1,776,522  

Note 13. Equity

Temporary Equity
Pursuant to SoFi Technologies’ Certificate of Incorporation dated May 28, 2021, the Company is authorized to issue 100,000,000 shares of preferred stock having a par value of $ 0.0001 per share (“SoFi Technologies Preferred Stock”) and 100,000,000 shares of redeemable preferred stock having a par value of $ 0.0000025 per share (“SoFi Technologies Redeemable Preferred Stock”). The Company’s Board of Directors has the authority to issue SoFi Technologies Preferred Stock and SoFi Technologies Redeemable Preferred Stock and to determine the rights, preferences, privileges and restrictions, including voting rights, of those shares. The authorized shares of SoFi Technologies Redeemable Preferred Stock is inclusive of 4,500,000 shares of Series 1 redeemable preferred stock (“Series 1 Redeemable Preferred Stock”), which reflect the conversion on a one -for-one basis of shares of Social Finance Series 1 preferred stock in conjunction with the Business Combination. Shares of SoFi Technologies Series 1 Redeemable Preferred Stock that are redeemed, purchased or otherwise acquired by the Company will be canceled and may not be reissued by the Company. The Series 1 Redeemable Preferred Stock remained classified as temporary equity through redemption in May 2024 because the Series 1 Redeemable Preferred Stock was not fully controlled by the issuer, SoFi Technologies.
In May 2024, the Company redeemed all of the 3,234,000 shares of Series 1 Redeemable Preferred Stock outstanding for a total redemption price of $ 339,903 or $ 105.1027 per share, subsequent to which the Company had no Series 1 Redeemable Preferred Stock outstanding. The total redemption price included: (i) a reduction to redeemable preferred stock of $ 320,374 for the carrying value of redeemable preferred stock at the time of exercise, (ii) a reduction to additional paid-in capital of $ 3,026 for the amount paid upon redemption over the carrying value of the redeemable preferred stock, and (iii) payment for accrued but unpaid dividends at the time of redemption of $ 16,503 . During the years ended December 31, 2024 and 2023, the Series 1 preferred stockholders were entitled to dividends of $ 16,503 and $ 40,425 , respectively. Payment for all accrued but unpaid dividends was made at the time of redemption.
Permanent Equity
On June 1, 2021, the Company’s common stock began trading on the Nasdaq Global Select Market under the ticker symbol “SOFI”. Pursuant to SoFi Technologies’ Certificate of Incorporation, the Company is authorized to issue 3,000,000,000 shares of common stock, with a par value of $ 0.0001 per share, and 100,000,000 shares of non-voting common stock, with a
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

par value of $ 0.0001 per share. As of December 31, 2025, the Company had 1,270,568,878 shares of common stock and no shares of non-voting common stock issued and outstanding.
On July 31, 2025, the Company completed an underwritten public offering of 82,733,817 shares of common stock, at an offering price of $ 20.85 per share. The Company received net proceeds of $ 1.7  billion after deducting underwriting discounts and offering costs. On December 8, 2025, the Company completed an underwritten public offering of 54,545,454 shares of common stock, at an offering price of $ 27.50 per share. The Company received net proceeds of $ 1.5 billion after deducting underwriting discounts and offering costs. The Company used a portion of the proceeds to reduce its higher-cost debt and give the flexibility to pursue growth opportunities.
In January 2026, the Company completed the issuance and sale of common stock purchased pursuant to a 30 -day option related to the December 2025 underwriting agreement. See Note 23. Subsequent Events for additional information.
The Company reserved the following common stock for future issuance:

December 31,
2025 2024
Outstanding stock options, restricted stock units and performance stock units
69,314,034   89,282,474  
Possible future issuance under stock plans
124,357,791   81,764,571  
Conversion of convertible notes (1)
19,096,202   19,096,202  

Total common stock reserved for future issuance 212,768,027   190,143,247  

_____________________
(1) Represents the number of common stock issuable upon conversion of all convertible note principal at the conversion rate in effect at the balance sheet date. As of December 31, 2025, the 2026 convertible notes are potentially convertible into 19,096,202 shares of common stock. The principal amount of the 2029 convertible notes is to be settled by paying or delivering cash. See Note 12. Debt for additional information.
Dividends
Common stockholders and non-voting common stockholders are entitled to dividends when and if declared by the Board of Directors and subject to government regulation over banks and bank holding companies, as discussed further in Note 21. Regulatory Capital . There were no dividends declared or paid to common stockholders during the years ended December 31, 2025, 2024 and 2023.
Voting Rights
Each holder of common stock has the right to one vote per share of common stock and is entitled to notice of any stockholder meeting. Non-voting common stock does not have any voting rights or other powers.
Capped Call Transactions
Capped Call Transactions, Due 2026
During 2021, we entered into privately negotiated capped call transactions (“2026 capped call transactions”) for a total cost of $ 113.8 million. In connection with the March 2024 repurchase agreements of a portion of 2026 convertible notes, the Company entered into unwind agreements to terminate a portion of the 2026 capped call transactions up to the notional amount corresponding to the amount of 2026 convertible notes exchanged of $ 600.0 million.
The 2026 capped call transactions initially cover, subject to customary anti-dilution adjustments, the number of shares of our common stock that initially underlie the 2026 convertible notes. The 2026 capped call transactions are expected generally to reduce the potential dilutive effect on the common stock upon any conversion of 2026 convertible notes and/or offset any potential cash payments we are required to make in excess of the principal amount of converted 2026 convertible notes, as the case may be, with such reduction and/or offset subject to a cap, subject to certain adjustments under the terms of the 2026 capped call transactions. The 2026 capped call transactions allow the Company to purchase shares of our common stock at a strike price equal to the initial conversion price of approximately $ 22.41 per share, and are subject to a cap of $ 32.02 per share, subject to certain adjustments under the terms of the 2026 capped call transactions. 2026 capped call transactions are subject to automatic exercise if they are in-the-money as of certain expiration dates during September and October 2026. Settlement is
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(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

subject to acceleration pursuant to the occurrence of certain corporate events, as well as postponement no later than January 12, 2027.
Capped Call Transactions, Due 2029
During 2024, we entered into privately negotiated capped call transactions (“2029 capped call transactions”) for a total cost of $ 90.6 million. The 2029 capped call transactions initially cover, subject to customary anti-dilution adjustments, the number of shares of our common stock that initially underlie the 2029 convertible notes. The 2029 capped call transactions are expected generally to reduce the potential dilutive effect on the common stock upon any conversion of 2029 convertible notes and/or offset any potential cash payments we are required to make in excess of the principal amount of converted 2029 convertible notes, as the case may be, with such reduction and/or offset subject to a cap, subject to certain adjustments under the terms of the 2029 capped call transactions. The 2029 capped call transactions allow the Company to purchase shares of our common stock at a strike price equal to the initial conversion price of approximately $ 9.45 per share, and are subject to a cap of $ 14.54 per share, subject to certain adjustments under the terms of the 2029 capped call transactions. 2029 capped call transactions are subject to automatic exercise if they are in-the-money as of certain expiration dates during 2029. Settlement is subject to acceleration pursuant to the occurrence of certain corporate events, as well as postponement no later than June 6, 2029.
See Note 1. Organization, Summary of Significant Accounting Policies and New Accounting Standards for our accounting policy as it relates to our capped call transactions.
Accumulated Other Comprehensive Income (Loss)
AOCI primarily consists of accumulated net unrealized gains or losses associated with our investments in AFS debt securities and foreign currency translation adjustments. The following table presents the rollforward of AOCI, inclusive of the changes in the components of other comprehensive income (loss):

AFS Debt Securities Foreign Currency Translation Adjustments Total
Balance at January 1, 2023
$ ( 8,611 ) $ 315   $ ( 8,296 )
Other comprehensive income before reclassifications
6,238   677   6,915  
Amounts reclassified from AOCI into earnings 172   —   172  
Net current-period other comprehensive income (1)(2)
6,410   677   7,087  
Balance at December 31, 2023
$ ( 2,201 ) $ 992   $ ( 1,209 )
Other comprehensive income (loss) before reclassifications
( 7,324 ) 2   ( 7,322 )
Amounts reclassified from AOCI into earnings 166   —   166  
Net current-period other comprehensive income (loss) (1)(2)
( 7,158 ) 2   ( 7,156 )
Balance at December 31, 2024
$ ( 9,359 ) $ 994   $ ( 8,365 )
Other comprehensive income (loss) before reclassifications
24,610   ( 355 ) 24,255  
Amounts reclassified from AOCI into earnings ( 4,911 ) —   ( 4,911 )
Net current-period other comprehensive income (loss) (1)(2)
19,699   ( 355 ) 19,344  
Balance at December 31, 2025
$ 10,340   $ 639   $ 10,979  
_____________________
(1) Gross realized gains and losses from sales of our investments in AFS debt securities that were reclassified from AOCI to earnings are recorded within noninterest income—other in the consolidated statements of operations and comprehensive income (loss). There were no reclassifications related to foreign currency translation adjustments during the years ended December 31, 2025, 2024 and 2023.
(2) There were no material tax impacts during any of the years presented.
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(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Note 14. Derivative Financial Instruments

The following table presents the gains (losses) recognized on our derivative instruments:

Year Ended December 31,
2025 2024 2023
Interest rate swaps (1)
$ ( 148,192 ) $ 324,980   $ ( 8,782 )
Interest rate caps (1)
—   ( 3,263 ) ( 5,910 )
Home loan pipeline hedges (1)
( 16,186 ) 4,715   2,558  
Derivative contracts to manage future loan sale execution risk ( 164,378 ) 326,432   ( 12,134 )
Interest rate swaps (1)(2)
( 1,164 ) 5,045   876  
IRLCs (1)
8,744   ( 928 ) 1,576  
Interest rate caps (1)
—   3,276   5,975  
Credit derivatives (1)(3)
—  

( 18,078 )

—  
Purchase price earn-out (1)(4)
—   —   9  
Third party warrants (5)
—   90   78  
Total
$ ( 156,798 ) $ 315,837   $ ( 3,620 )
_____________________
(1) Recorded within noninterest income—loan origination, sales, securitizations and servicing in the consolidated statements of operations and comprehensive income (loss).
(2) Represents gains (losses) on derivative contracts to manage securitization investment interest rate risk.
(3) Represents gains (losses) on derivative contracts to manage credit risk associated with consumer loans.
(4) In conjunction with a loan sale agreement, we are entitled to receive payments from the buyer of the loans underlying the agreement if the internal rate of return (as defined in the loan sale agreement) on such loans exceeds a specified hurdle, subject to a dollar cap.
(5) Includes amounts recorded within noninterest income—other, noninterest expense—cost of operations and noninterest expense—general and administrative in the consolidated statements of operations and comprehensive income (loss), the latter of which represents the amortization of a deferred liability recognized at the initial fair value of the third party warrants acquired, as we are also a customer of the third party.
The following table presents information about derivative instruments subject to enforceable master netting arrangements:

December 31, 2025 December 31, 2024
Gross Derivative Assets Gross Derivative Liabilities Gross Derivative Assets Gross Derivative Liabilities
Interest rate swaps $ 61,583   $ ( 133 ) $ 288,062   $ —  

Home loan pipeline hedges —   ( 4,547 ) 928   ( 43 )

Total, gross $ 61,583   $ ( 4,680 ) $ 288,990   $ ( 43 )
Derivative netting ( 133 ) 133   ( 43 ) 43  
Total, net (1)
$ 61,450   $ ( 4,547 ) $ 288,947   $ —  

_____________________
(1) As of December 31, 2025, we had a cash collateral requirement related to these instruments of $ 3,364 . We did not have a cash collateral requirement related to these instruments as of December 31, 2024.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

The following table presents the notional amount of derivative contracts outstanding:

December 31,
2025 2024
Derivative contracts to manage future loan sale execution risk:
Interest rate swaps $ 19,113,953   $ 14,829,500  

Home loan pipeline hedges 1,244,000   228,000  

Interest rate swaps (1)
21,047   55,500  
IRLCs (2)
532,172   216,707  

Total $ 20,911,172   $ 15,329,707  
_____________________
(1) Represents interest rate swaps utilized to manage interest rate risk associated with certain of our securitization investments.
(2) Amounts correspond with home loan funding commitments subject to IRLC agreements.
While the notional amounts of derivative instruments give an indication of the volume of our derivative activity, they do not necessarily represent amounts exchanged by parties and are not a direct measure of our financial exposure. See Note 1. Organization, Summary of Significant Accounting Policies and New Accounting Standards and Note 15. Fair Value Measurements for additional information on our derivative assets and liabilities.

Note 15. Fair Value Measurements

Recurring Fair Value Measurements
The following table summarizes, by level within the fair value hierarchy, the estimated fair values of our assets and liabilities measured at fair value on a recurring basis in the consolidated balance sheets:

December 31, 2025 December 31, 2024
Fair Value Fair Value

Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total
Assets

U.S. Treasury securities
$ 75,356   $ —   $ —   $ 75,356   $ 273,652   $ —   $ —   $ 273,652  
Agency mortgage-backed securities (1)
—   2,354,606   —   2,354,606   —   1,526,394   —   1,526,394  
Corporate bonds (1)
—   185   —   185   —   3,217   —   3,217  
Other (1)
—   833   —   833   —   780   —   780  
Asset-backed bonds (2)
—   113,272   —   113,272   —   66,252   —   66,252  
Residual investments (2)
—   —   31,355   31,355   —   —   25,394   25,394  
Investment securities (3)
75,356   2,468,896   31,355   2,575,607   273,652   1,596,643   25,394   1,895,689  
Loans at fair value (4)
—   204,133   36,199,228   36,403,361   —   66,928   26,215,332   26,282,260  
Servicing rights —   —   378,178   378,178   —   —   342,128   342,128  
Third party warrants (5)(6)
—   —   540   540   —   —   540   540  
Derivative assets (5)(7)(8)
—   61,583   —   61,583   —   288,990   —   288,990  

IRLCs (5)(9)
—   —   9,971   9,971   —   —   1,227   1,227  
Student loan commitments (5)(9)
—   —   28,779   28,779   —   —   6,042   6,042  

Total assets (11)
$ 75,356   $ 2,734,612   $ 36,648,051   $ 39,458,019   $ 273,652   $ 1,952,561   $ 26,590,663   $ 28,816,876  
Liabilities
Debt (10)
$ —   $ 54,107   $ —   $ 54,107   $ —   $ 80,878   $ —   $ 80,878  
Residual interests classified as debt —   —   520   520   —   —   609   609  
Derivative liabilities (5)(7)(8)
—   4,680   —   4,680   —   43   —   43  

Total liabilities $ —   $ 58,787   $ 520   $ 59,307   $ —   $ 80,921   $ 609   $ 81,530  
_____________________
(1) Investments in debt securities that were classified as Level 2 rely upon observable inputs other than quoted prices, dealer quotes in markets that are not active and implied pricing derived from new issuances of similar securities. See Note 6. Investment Securities for additional information.
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(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

(2) These assets represent the carrying value of our holdings in VIEs wherein we were not deemed the primary beneficiary. See Note 7. Securitization and Variable Interest Entities for additional information. We classify asset-backed bonds as Level 2 due to the use of quoted prices for similar assets in markets that are not active, as well as certain factors specific to us. The key inputs used to value the asset-backed bonds include the discount rate and conditional prepayment rate. The fair value of our asset-backed bonds was not materially impacted by default assumptions on the underlying securitization loans, as the subordinate residual interests are expected to absorb all estimated losses based on our default assumptions for the period. We classify the residual investments as Level 3 due to the reliance on significant unobservable valuation inputs. See Note 6. Investment Securities for additional information on the asset-backed bonds and residual investments included herein which are classified as available for sale.
(3) These assets are presented within investment securities in the consolidated balance sheets.
(4) Home loans classified as Level 2 have observable pricing sources utilized by management. Personal loans, student loans and home loans classified as Level 3 do not trade in an active market with readily observable prices. Personal loans and home loans are presented within loans held for sale, and student loans are presented within loans held for investment, at fair value .
(5) These assets and liabilities are presented within other assets and accounts payable, accruals and other liabilities , respectively, in the consolidated balance sheets.
(6) The key unobservable assumption used in the fair value measurement of the third party warrants was the price of the stock underlying the warrants. The fair value was measured as the difference between the stock price and the strike price of the warrants. As the strike price was insignificant, we concluded that the impact of time value on the fair value measure was immaterial.
(7) For certain derivative instruments for which an enforceable master netting agreement exists, we elected to net derivative assets and derivative liabilities by counterparty. These instruments are presented on a gross basis herein. See Note 1. Organization, Summary of Significant Accounting Policies and New Accounting Standards and Note 14. Derivative Financial Instruments for additional information.
(8) Home loan pipeline hedges represent TBAs used as economic hedges of loan fair values and are classified as Level 2, as we rely on quoted market prices from similar loan pools that transact in the marketplace. Interest rate swaps are classified as Level 2, because these financial instruments do not trade in active markets with observable prices, but rely on observable inputs other than quoted prices. As of December 31, 2025 and 2024, interest rate swaps were valued using the overnight SOFR curve and the implied volatilities suggested by the SOFR rate curve. These were determined to be observable inputs from active markets.
(9) IRLCs and student loan commitments (which include in-school loan and student loan refinancing commitments) are classified as Level 3 because of our reliance on assumed loan funding probabilities. The assumed probabilities are based on our internal historical experience with home loans and student loans similar to those in the funding pipelines on the measurement date.
(10) The fair value of our securitization debt was classified as Level 2 and valued using a discounted cash flow model, with key inputs relating to the underlying contractual coupons, terms, discount rate and expectations for defaults and prepayments. As of December 31, 2025 and 2024, the unpaid principal related to debt measured at fair value was $ 56,255 and $ 85,160 , respectively. For the years ended December 31, 2025, 2024 and 2023, losses from changes in fair value were $ 2,097 , $ 4,696 and $ 2,969 , respectively. The estimated amounts of gains (losses) included in earnings attributable to changes in instrument-specific credit risk, which were derived principally from observable changes in credit spread as observed in the bond market and default assumptions, were immaterial for the years ended December 31, 2025, 2024 and 2023.
(11) During the fourth quarter of 2025, the Company launched SoFi Crypto which provides our members the ability to buy, sell and hold digital assets. To facilitate these member transactions, we maintain an incidental inventory of crypto assets for operational purposes. As of December 31, 2025, the fair value of our crypto assets were immaterial. These assets are presented within other assets and categorized as Level 1 as of December 31, 2025.
Level 3 Recurring Fair Value Rollforward
The following tables present the changes in our assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3). We did not have any transfers into or out of Level 3 during the periods presented.

Fair Value at Fair Value at
January 1,
2025 Impact on Earnings Purchases Sales Issuances Settlements Other Changes December 31,
2025
Assets
Personal loans $ 17,532,396   $ ( 320,341 ) $ 117,982   $ ( 1,940,165 ) $ 16,461,114   $ ( 10,316,825 ) $ 6,507   $ 21,540,668  
Student loans 8,597,368   315,280   2,079,655   ( 376,545 ) 5,537,934   ( 2,506,005 ) 9,891   13,657,578  
Home loans 85,568   66,859   —   ( 266,469 ) 1,143,666   ( 28,642 ) —   1,000,982  
Loans at fair value (1)
26,215,332   61,798   2,197,637   ( 2,583,179 ) 23,142,714   ( 12,851,472 ) 16,398   36,199,228  
Servicing rights (2)
342,128   ( 23,628 ) 11,933   ( 20,330 ) 233,324   ( 165,249 ) —   378,178  
Residual investments (3)
25,394   1,677   13,019   ( 624 ) —   ( 8,111 ) —   31,355  
IRLCs (4)
1,227   39,414   —   —   —   ( 30,670 ) —   9,971  
Student loan commitments (4)
6,042   42,352   —   —   —   ( 19,615 ) —   28,779  
Third party warrants (5)
540   —   —   —   —   —   —   540  

Liabilities
Residual interests classified as debt (3)
( 609 ) ( 70 ) —   —   —   159   —   ( 520 )

Net impact on earnings $ 121,543  

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(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Fair Value at Fair Value at
January 1,
2024 Impact on Earnings Purchases Sales Issuances Settlements Other Changes December 31,
2024
Assets
Personal loans $ 15,330,573   $ ( 554,796 ) $ 168,114   $ ( 4,483,253 ) $ 15,499,773   $ ( 8,415,255 ) $ ( 12,760 ) $ 17,532,396  
Student loans 6,725,484   48,209   2,053   ( 294,187 ) 3,780,752   ( 1,672,333 ) 7,390   8,597,368  
Home loans —   2,090   —   —   83,610   ( 210 ) 78   85,568  
Loans at fair value (1)
22,056,057   ( 504,497 ) 170,167   ( 4,777,440 ) 19,364,135   ( 10,087,798 ) ( 5,292 ) 26,215,332  
Servicing rights (2)
180,469   6,280   6,316   ( 867 ) 281,006   ( 131,076 ) —   342,128  
Residual investments (3)
35,920   1,390   2,668   —   —   ( 14,584 ) —   25,394  
IRLCs (4)
2,155   8,766   —   —   —   ( 9,694 ) —   1,227  
Student loan commitments (4)
5,465   16,459   —   —   —   ( 15,882 ) —   6,042  
Third party warrants (5)
630   ( 90 ) —   —   —   —   —   540  
Liabilities
Residual interests classified as debt (3)
( 7,396 ) ( 108 ) —   —   —   6,895   —   ( 609 )

Net impact on earnings $ ( 471,800 )
_____________________
(1) For loans at fair value, purchases reflect unpaid principal balance and relate to previously transferred loans. Purchase activity included elective repurchases of $ 1.7 billion and $ 165.3 million during the years ended December 31, 2025 and 2024, respectively, and securitization clean-up calls of $ 426.9 million during the year ended December 31, 2025. There were no securitization clean-up calls during the year ended December 31, 2024. The remaining purchases during the periods presented related to standard representations and warranties pursuant to our various loan sale agreements. Issuances represent the principal balance of loans originated during the period. Settlements represent principal payments made on loans during the period. Other changes represent fair value adjustments that impact the balance sheet primarily associated with whole loan strategic repurchases, clean up calls and consolidated securitizations. Impacts on earnings for loans at fair value are recorded within interest income—loans and securitizations , within noninterest income—loan origination, sales, securitizations and servicing , and within noninterest expense—general and administrative in the consolidated statements of operations and comprehensive income (loss) .
(2) For servicing rights, impacts on earnings are recorded within noninterest income—loan origination, sales, securitizations and servicing in the consolidated statements of operations and comprehensive income (loss) .
(3) For residual investments, sales include the derecognition of investments associated with securitization clean up calls. The estimated amounts of gains and losses for residual investments included in earnings attributable to changes in instrument-specific credit risk were immaterial during the periods presented. For residual investments and residual interests classified as debt, impacts on earnings are recorded within noninterest income—loan origination, sales, securitizations and servicing in the consolidated statements of operations and comprehensive income (loss), a portion of which is subsequently reclassified to interest expense—securitizations and warehouses for residual interests classified as debt and to interest income—loans and securitizations for residual investments, but does not impact the liability or asset balance, respectively.
(4) For IRLCs and student loan commitments, settlements reflect funded and unfunded adjustments representing the unpaid principal balance of funded and unfunded loans during the quarter multiplied by the IRLC or student loan commitment price in effect at the beginning of the quarter. For year-to-date periods, amounts represent the summation of the per-quarter effects. For IRLCs and student loan commitments, impacts on earnings are recorded within noninterest income—loan origination, sales, securitizations and servicing in the consolidated statements of operations and comprehensive income (loss).
(5) For third party warrants, impacts on earnings are recorded within noninterest income—other in the consolidated statements of operations and comprehensive income (loss).
Loans at Fair Value
Gains and losses recognized in earnings include changes in accumulated interest and fair value adjustments on loans originated during the period and on loans held at the balance sheet date, as well as loan charge-offs. Changes in fair value are primarily impacted by valuation assumption changes as well as sales price execution. The estimated amount of gains (losses) included in earnings attributable to changes in instrument-specific credit risk was $ 106.1 million, $ 73.3 million and $( 26.6 ) million during the years ended December 31, 2025, 2024 and 2023, respectively. The gains (losses) attributable to instrument-specific credit risk were estimated by incorporating our current default and loss severity assumptions for the loans. These assumptions are based on historical performance, market trends and performance expectations over the term of the underlying instrument.
Level 3 Significant Inputs
Fair value is defined as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Level 3 fair value measurements include unobservable inputs for assets or liabilities for which there is little
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

or no market data, which requires us to develop our own assumptions. These unobservable assumptions reflect estimates of inputs that market participants would use in pricing the asset or liability. Valuation techniques include the use of option pricing models, discounted cash flow models, or similar techniques, which incorporate management’s own estimates of assumptions that market participants would use in pricing the asset or liability.
Loans
The following key unobservable assumptions were used in the fair value measurement of our loans:

December 31, 2025 December 31, 2024
Range Weighted Average Range Weighted Average
Personal loans
Conditional prepayment rate 18.3 % – 30.7 %
26.9 % 20.9 % – 32.2 %
26.0 %
Annual default rate 3.7 % – 37.9 %
4.5 % 4.4 % – 51.2 %
4.5 %
Discount rate 4.4 % – 6.6 %
4.5 % 5.3 % – 7.4 %
5.3 %
Student loans
Conditional prepayment rate 9.6 % – 12.9 %
11.2 % 8.6 % – 11.9 %
11.0 %
Annual default rate 0.4 % – 6.4 %
0.7 % 0.4 % – 7.1 %
0.7 %
Discount rate 3.7 % – 8.2 %
3.9 % 4.2 % – 8.2 %
4.4 %
Home loans

Conditional prepayment rate 6.2 % – 20.7 %
13.6 % 6.7 % – 23.6 %
14.8 %
Annual default rate 0.1 % – 7.4 %
0.6 % 0.1 % – 3.5 %
0.6 %
Discount rate 4.9 % – 8.5 %
5.9 % 5.0 % – 9.2 %
7.5 %

The key assumptions are defined as follows:
• Conditional prepayment rate  — The monthly annualized proportion of the principal of a pool of loans that is assumed to be paid off prematurely in each period. An increase in the conditional prepayment rate, in isolation, would result in a decrease in a fair value measurement. The weighted average assumption was weighted based on relative fair value.
• Annual default rate  — The annualized rate of borrowers who do not make loan payments on time. An increase in the annual default rate, in isolation, would result in a decrease in a fair value measurement. The weighted average assumption was weighted based on relative fair value.
• Discount rate  — The weighted average rate at which the expected cash flows are discounted to arrive at the net present value of the loans. The discount rate is primarily determined based on an underlying benchmark rate, curve and spread(s), the latter of which is determined based on factors including, but not limited to, weighted average coupon rate, prepayment rate, default rate and resulting expected duration of the assets. An increase in the discount rate, in isolation, would result in a decrease in a fair value measurement. The weighted average assumption was weighted based on relative fair value.
See Note 4. Loans for additional loan fair value disclosures.
Servicing Rights
Servicing rights for personal loans and student loans do not trade in an active market with readily observable prices. Similarly, home loan servicing rights infrequently trade in an active market. At the time of the underlying loan sale or the assumption of servicing rights, the fair value of servicing rights is determined using a discounted cash flow methodology based on observable and unobservable inputs. Management classifies servicing rights as Level 3 due to the use of significant unobservable inputs in the fair value measurement.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

The following key unobservable inputs were used in the fair value measurement of our classes of servicing rights:

December 31, 2025 December 31, 2024
Range Weighted Average Range Weighted Average
Personal loans
Market servicing costs 0.1 % – 1.1 %
0.3 % 0.1 % –  1.6 %
0.2 %
Conditional prepayment rate 15.0 % – 39.4 %
24.3 % 7.5 % –  36.7 %
25.4 %
Annual default rate 1.0 % – 18.0 %
5.0 % 3.0 % –  18.0 %
4.5 %
Discount rate 8.5 % –  19.0 %
10.1 % 8.5 % –  18.5 %
9.4 %
Student loans
Market servicing costs 0.1 % – 0.3 %
0.2 % 0.1 % –  0.3 %
0.1 %
Conditional prepayment rate 6.4 % – 15.1 %
12.5 % 7.6 % –  18.1 %
11.9 %
Annual default rate 0.3 % – 3.7 %
0.9 % 0.3 % –  3.7 %
0.8 %
Discount rate 8.5 % – 8.5 %
8.5 % 8.5 % –  8.5 %
8.5 %
Home loans
Market servicing costs 0.1 % –  0.2 %
0.1 % 0.1 % – 0.2 %
0.1 %
Conditional prepayment rate 4.7 % – 21.5 %
8.7 % 5.0 % –  25.0 %
6.9 %
Annual default rate 0.0 % – 0.1 %
0.0 % 0.0 % –  0.1 %
0.1 %
Discount rate 9.3 % – 10.0 %
9.3 % 9.3 % –  10.0 %
9.3 %

The key assumptions are defined as follows:
• Market servicing costs  — The fee a willing market participant, which we validate through actual third-party bids for our servicing, would require for the servicing of personal loans, student loans and home loans with similar characteristics as those in our serviced portfolio. An increase in the market servicing cost, in isolation, would result in a decrease in a fair value measurement. The weighted average assumption was weighted based on relative fair value.
• Conditional prepayment rate  — The monthly annualized proportion of the principal of a pool of loans that is assumed to be paid off prematurely in each period. An increase in the conditional prepayment rate, in isolation, would result in a decrease in a fair value measurement. The weighted average assumption was weighted based on relative fair value.
• Annual default rate  — The annualized rate of default within the total serviced loan balance. An increase in the annual default rate, in isolation, would result in a decrease in a fair value measurement. The weighted average assumption was weighted based on relative fair value.
• Discount rate  — The weighted average rate at which the expected cash flows are discounted to arrive at the net present value of the servicing rights. An increase in the discount rate, in isolation, would result in a decrease in a fair value measurement. The weighted average assumption was weighted based on relative fair value.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

The following table presents the estimated decrease to the fair value of our servicing rights if the key assumptions had each of the below adverse changes:

December 31,
2025 2024
Market servicing costs
2.5 basis points increase $ ( 8,825 ) $ ( 6,485 )
5.0 basis points increase ( 17,675 ) ( 13,014 )
Conditional prepayment rate
10% increase $ ( 11,650 ) $ ( 8,344 )
20% increase ( 22,653 ) ( 16,255 )
Annual default rate
10% increase $ ( 1,015 ) $ ( 662 )
20% increase ( 2,020 ) ( 1,319 )
Discount rate
100 basis points increase $ ( 6,646 ) $ ( 6,370 )
200 basis points increase ( 12,925 ) ( 12,344 )

The sensitivity calculations above are hypothetical and should not be considered to be predictive of future performance. The effect on fair value of a variation in assumptions generally cannot be determined because the relationship of the change in assumptions to the fair value may not be linear. Additionally, the effect of an adverse variation in a particular assumption on the fair value of our servicing rights is calculated while holding the other assumptions constant. In reality, changes in one factor may lead to changes in other factors, which could impact the above hypothetical effects.
Residual Investments and Residual Interests Classified as Debt
Residual investments and residual interests classified as debt do not trade in active markets with readily observable prices, and there is limited observable market data for reference. The fair values of residual investments and residual interests classified as debt are determined using a discounted cash flow methodology. Management classifies residual investments and residual interests classified as debt as Level 3 due to the use of significant unobservable inputs in the fair value measurements.
The following key unobservable inputs were used in the fair value measurements of our residual investments and residual interests classified as debt:

December 31, 2025 December 31, 2024
Range Weighted Average Range Weighted Average
Residual investments
Conditional prepayment rate 11.9 % – 36.5 %
21.2 % 11.0 % – 32.7 %
16.0 %
Annual default rate 0.7 % – 8.6 %
3.5 % 0.5 % –  7.8 %
1.8 %
Discount rate 5.1 % – 30.0 %
11.9 % 5.5 % –  30.0 %
8.6 %
Residual interests classified as debt
Conditional prepayment rate 12.0 % – 12.0 %
12.0 % 11.9 % –  11.9 %
11.9 %
Annual default rate 1.1 % – 1.1 %
1.1 % 1.0 % –  1.0 %
1.0 %
Discount rate 9.5 % – 9.5 %
9.5 % 10.3 % –  10.3 %
10.3 %

The key assumptions are defined as follows:
• Conditional prepayment rate  — The monthly annualized proportion of the principal of a pool of loans that is assumed to be paid off prematurely in each period for the pool of loans in the securitization. An increase in the conditional prepayment rate, in isolation, would result in a decrease in a fair value measurement. The weighted average assumption was weighted based on relative fair value.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

• Annual default rate  — The annualized rate of borrowers who fail to remain current on their loans for the pool of loans in the securitization. An increase in the annual default rate, in isolation, would result in a decrease in a fair value measurement. The weighted average assumption was weighted based on relative fair value.
• Discount rate  — The weighted average rate at which the expected cash flows are discounted to arrive at the net present value of the residual investments and residual interests classified as debt. An increase in the discount rate, in isolation, would result in a decrease in a fair value measurement. The weighted average assumption was weighted based on relative fair value.
Loan Commitments
We classify student loan commitments as Level 3 because the assets do not trade in an active market with readily observable prices and, as such, our valuations utilize significant unobservable inputs. Additionally, we classify IRLCs as Level 3, as our IRLCs are inherently uncertain and unobservable given that a home loan origination is contingent on a variety of factors. The following key unobservable inputs were used in the fair value measurements of our IRLCs and student loan commitments:

December 31, 2025 December 31, 2024
Range Weighted Average Range Weighted Average
IRLCs
Loan funding probability (1)
58.6 % – 75.6 %
69.7 % 58.1 % – 79.7 %
71.8 %
Student loan commitments
Loan funding probability (1)
89.0 % – 99.0 %
94.5 % 95.0 % - 95.0 %
95.0 %
_____________________
(1) The aggregate amount of student loans we committed to fund was $ 437,470 and $ 149,402 as of December 31, 2025 and 2024, respectively. See Note 14. Derivative Financial Instruments for the aggregate notional amount associated with IRLCs.
The key assumption is defined as follows:
• Loan funding probability  — Our expectation of the percentage of IRLCs or student loan commitments which will become funded loans. A significant difference between the actual funded rate and the assumed funded rate at the measurement date could result in a significantly higher or lower fair value measurement of our IRLCs and student loan commitments. An increase in the loan funding probabilities, in isolation, would result in an increase in a fair value measurement. The weighted average assumptions were weighted based on relative fair values.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Financial Instruments Not Measured at Fair Value
The following table summarizes the carrying values and estimated fair values, by level within the fair value hierarchy, of our assets and liabilities that are not measured at fair value on a recurring basis in the consolidated balance sheets:

Fair Value
Carrying Value Level 1 Level 2 Level 3 Total
December 31, 2025
Assets
Cash and cash equivalents (1)
$ 4,929,452   $ 4,929,452   $ —   $ —   $ 4,929,452  
Restricted cash and restricted cash equivalents (1)
427,321   427,321   —   —   427,321  
Loans (2)
1,633,702   —   —   1,670,391   1,670,391  
Other investments (3)
146,204   —   146,204   —   146,204  
Total assets
$ 7,136,679   $ 5,356,773   $ 146,204   $ 1,670,391   $ 7,173,368  
Liabilities

Deposits (4)
$ 37,505,395   $ —   $ 37,506,689   $ —   $ 37,506,689  
Debt (5)
1,761,055   2,997,347   486,000   —   3,483,347  
Total liabilities
$ 39,266,450   $ 2,997,347   $ 37,992,689   $ —   $ 40,990,036  
December 31, 2024
Assets

Cash and cash equivalents (1)
$ 2,538,293   $ 2,538,293   $ —   $ —   $ 2,538,293  
Restricted cash and restricted cash equivalents (1)
171,067   171,067   —   —   171,067  
Loans (2)
1,246,458   —   —   1,274,080   1,274,080  
Other investments (3)
109,417   —   109,417   —   109,417  
Total assets
$ 4,065,235   $ 2,709,360   $ 109,417   $ 1,274,080   $ 4,092,857  
Liabilities

Deposits (4)
$ 25,978,204   $ —   $ 25,979,896   $ —   $ 25,979,896  
Debt (5)
3,011,814   1,994,381   1,742,884   —   3,737,265  
Total liabilities
$ 28,990,018   $ 1,994,381   $ 27,722,780   $ —   $ 29,717,161  
_____________________
(1) The carrying amounts of our cash and cash equivalents and restricted cash and restricted cash equivalents approximate their fair values due to the short-term maturities and highly liquid nature of these accounts.
(2) The fair value of our credit cards was determined using a discounted cash flow model with key inputs relating to weighted average lives, expected lifetime loss rates and discount rate. The fair value of our commercial and consumer banking, loans held at lower of amortized cost or fair value and secured loans was determined using a discounted cash flow model with key inputs relating to the underlying contractual coupons, terms, discount rate and expectations for defaults.
(3) Other investments include FRB stock and FHLB stock, which are presented within other assets in the consolidated balance sheets.
(4) The fair values of our deposits without contractually defined maturities (such as demand and savings deposits) and our noninterest-bearing deposits approximate their carrying values. The fair value of our time-based deposits was determined using a discounted cash flow model based on interest rates currently offered for deposits of similar remaining maturities.
(5) The carrying value of our debt is net of unamortized discounts and debt issuance costs. The fair value of our convertible notes was classified as Level 1, as it was based on an observable market quote. The estimated fair value of our 2026 convertible notes was $ 554.1 million and $ 453.5 million as of December 31, 2025 and 2024, respectively. The estimated fair value of our 2029 convertible notes was $ 2.4 billion and $ 1.5 billion as of December 31, 2025 and 2024, respectively. The fair values of our warehouse facility debt and revolving credit facility debt were classified as Level 2 based on market factors and credit factors specific to these financial instruments. The fair value of our securitization debt was classified as Level 2 and valued using a discounted cash flow model, with key inputs relating to the underlying contractual coupons, terms, discount rate and expectations for defaults and prepayments.
Nonrecurring Fair Value Measurements
Investments in equity securities of $ 51,083 and $ 29,500 as of December 31, 2025 and 2024, respectively, which are presented within other assets in the consolidated balance sheets, include investments for which fair values are not readily determinable, which we elect to measure using the measurement alternative method of accounting. The fair value measurements are classified within Level 3 of the fair value hierarchy due to the use of unobservable inputs in the fair value measurements. The balances were primarily composed of a $ 27,500 investment, as of both December 31, 2025 and 2024, as well as a $ 20,000 investment as of December 31, 2025, that are valued under the measurement alternative method.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Note 16. Share-Based Compensation

2011 Stock Option Plan
Prior to the Business Combination, the Company’s Amended and Restated 2011 Stock Option Plan (the “2011 Plan”) allowed the Company to grant shares of common stock to employees, non-employee directors and non-employee third parties. As of December 31, 2025, outstanding awards to non-employee third parties under the 2011 Plan were not material. The Company also had shares authorized under a stock plan assumed in a 2020 business combination, which were assumed by the 2011 Plan. Upon the closing of the Business Combination, the remaining unallocated share reserve under the 2011 Plan was cancelled and no new awards may be granted under such plan. Awards outstanding under the 2011 Plan were assumed by SoFi Technologies upon the closing of the Business Combination and continue to be governed by the terms of the 2011 Plan.
2021 Stock Option and Incentive Plan
In connection with the closing of the Business Combination, the Company adopted the 2021 Stock Option and Incentive Plan (the “2021 Plan”), which authorized for issuance 63,575,425 shares of common stock in connection with the Business Combination. Under the 2021 Plan, effective January 1, 2022, our Board of Directors authorized the issuance of an additional 8,937,242 shares. In the third quarter of 2022, the Company’s stockholders approved the amendment and restatement of the 2021 Stock Option and Incentive Plan (the “Amended and Restated 2021 Plan”), including a modification to the evergreen provision and an increase in the number of shares of common stock available for issuance under the plan. As of December 31, 2025, the Amended and Restated 2021 Plan includes an aggregate of 255,238,933 shares of common stock authorized for issuance of awards. The Amended and Restated 2021 Plan allows for the number of authorized shares to increase on the first day of each fiscal year beginning on January 1, 2023 and ending on and including January 1, 2030 equal to the lesser of (a) five percent of the aggregate number of shares of common stock outstanding on the final day of the immediately preceding calendar year, and (b) such smaller number of shares of common stock as determined by the Board of Directors. The Amended and Restated 2021 Plan allows for the issuance of stock options, stock appreciation rights, restricted stock, RSUs (including PSUs), dividend equivalents and other stock or cash based awards for issuance to its employees, non-employee directors and non-employee third parties. Shares associated with option exercises and RSU vesting are issued from the authorized pool.
Effective January 1, 2023, we approved a plan to allow our non-employee directors to elect, on an annual basis, to defer their cash retainers into equity awards, and/or to defer their RSU grants, which vest in accordance with the grant terms (collectively referred to as DSUs). DSUs are equity awards that entitle the holder to shares of our common stock when the awards vest. Directors may choose to receive their deferred stock distributions in a lump sum or in installments over different time periods. DSUs are measured based on the fair value of our common stock on the date of grant. DSU activity is presented with RSUs in the disclosures below.
2024 Employee Stock Purchase Plan
In 2024, the Company adopted the 2024 Employee Stock Purchase Plan (the “2024 ESPP”), which authorized for issuance an aggregate of 16,589,650 shares of common stock. The 2024 ESPP provides that the number of shares reserved and available for issuance will automatically increase each January 1, beginning on January 1, 2025, by the lesser of 16,589,650 shares of Common Stock, 1 % of the outstanding number of shares of Common Stock on the immediately preceding December 31, or such lesser amount as determined by the 2024 ESPP administrator.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Compensation and Benefits
Share-based compensation expense related to stock options, RSUs, PSUs and the ESPP is presented within the following line items in the consolidated statements of operations and comprehensive income (loss):

Year Ended December 31,
2025 2024 2023
Technology and product development $ 96,716   $ 86,170   $ 91,400  
Sales and marketing 20,769   21,743   26,783  
Cost of operations 14,064   13,462   10,662  
General and administrative 130,509   124,777   142,371  
Total $ 262,058   $ 246,152   $ 271,216  

Total compensation and benefits, inclusive of share-based compensation expense, was $ 1,142,145 , $ 927,258 and $ 894,720 for the years ended December 31, 2025, 2024 and 2023, respectively. Compensation and benefits expenses are presented within the following categories of expenses within noninterest expense : (i) technology and product development , (ii) sales and marketing , (iii) cost of operations , and (iv) general and administrative in the consolidated statements of operations and comprehensive income (loss).
Stock Options
The terms of the stock option grants, including the exercise price per share and vesting periods, are determined by our Board of Directors . At the discretion and determination of our Board of Directors , the 2021 Amended and Restated Plan allows for stock options to be granted that may be exercised before the stock options have vested. The 2011 Plan, which continues to govern awards outstanding under that plan that were assumed by SoFi Technologies upon the closing of the Business Combination, had a similar provision.
Stock options were typically granted at exercise prices equal to the fair value of our common stock at the date of grant. Our stock options typically vest at a rate of 25 % after one year from the vesting commencement date and then monthly over an additional three-year period. While the vesting schedule noted is typical, stock options have been issued under other vesting schedules. Our stock options typically expire ten years from the grant date or within 90 days of employee termination.
The following is a summary of stock option activity:

Number of Stock Options
Weighted Average Exercise Price
Weighted Average Remaining Contractual Term
(in years)

Outstanding as of January 1, 2025 14,810,602   $ 7.85   3.1

Exercised ( 1,051,198 ) 6.60  

Expired
( 10,490 ) 5.63  
Outstanding as of December 31, 2025 13,748,914   $ 7.95   2.2
Exercisable as of December 31, 2025 13,748,914   $ 7.95   2.2