10-K – 2026-02-17 – sofi-20251231.htm

The aggregate intrinsic value of stock options exercised during the years ended December 31, 2025, 2024 and 2023 was $ 16.1 million, $ 16.9 million and $ 5.6 million, respectively. As of December 31, 2025, the aggregate intrinsic value of stock options outstanding and stock options exercisable was $ 250.7 million and $ 250.7 million, respectively.
As of December 31, 2025, there was no unrecognized compensation cost related to unvested stock options.
Restricted Stock Units
RSUs, inclusive of DSUs, are equity awards granted to employees that entitle the holder to shares of our common stock when the awards vest. For employees hired since 2024, new hire RSU grants typically vest between 12.5 % to 16.7 % on
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

the first vesting date, which occurs approximately six months after the date of grant, and ratably each quarter of the ensuing 10 - to 14 -quarter period. For employees hired during 2023, new hire RSU grants typically vest between 12.5 % to 25 % on the first vesting date, which occurs approximately six months after the date of grant, and ratably each quarter of the ensuing 6 - to 14 -quarter period. For employees hired during 2022, new hire RSU grants typically vest 12.5 % on the first vesting date, which occurs approximately six months after the date of grant, and ratably each quarter of the ensuing 14 -quarter period. For employees hired before January 1, 2022, new hire RSU grants typically vest 25 % on the first vesting date, which occurs approximately one year after the date of grant, and ratably each quarter of the ensuing 12 -quarter period. RSUs have been issued under other vesting schedules, including grants to existing employees. RSUs are measured based on the fair value of our common stock on the date of grant.
The following table summarizes RSU activity:

Number of RSUs
Weighted Average Grant Date Fair Value
Outstanding as of January 1, 2025 60,423,369   $ 7.77  
Granted
24,784,993   15.91  
Vested (1)
( 33,544,210 ) 8.47  
Forfeited
( 6,442,873 ) 8.73  
Outstanding as of December 31, 2025
45,221,279   $ 11.57  

_____________________
(1) The total fair value, based on grant date fair value, of RSUs that vested during the years ended December 31, 2025, 2024 and 2023 was $ 284.0 million, $ 290.0 million, and $ 282.6 million, respectively.
The weighted average grant date fair value of RSUs issued during the years ended December 31, 2024 and 2023 was $ 7.94 and $ 6.51 , respectively. As of December 31, 2025, there was $ 478.4 million of unrecognized compensation cost related to unvested RSUs, inclusive of DSUs, which will be recognized over a weighted average period of approximately 2.2 years.
Performance Stock Units
PSUs are equity awards granted to employees that, upon vesting, entitle the holder to shares of our common stock. During 2021 and 2023, we granted PSUs that will vest, if at all, on a graded basis during the four-year period commencing on May 28, 2022, subject to the achievement of specified performance goals, such as the volume-weighted average closing price of our stock over a 90 -trading day period (“Target Hurdles”) and, now that we are a bank holding company, maintaining certain minimum standards applicable to bank holding companies. In the event of a Sale Event (as defined in the 2021 Amended and Restated Plan), the awards may automatically vest subject to the satisfaction of the Target Hurdles by reference to the sale price, without regard to any other vesting conditions. During 2024 and 2025, we granted PSUs, that will vest, if at all, at the conclusion of a three-year measurement period, subject to the achievement of specific performance goals, such as absolute growth in tangible book value, total risk weighted capital ratio, and relative total shareholder return.
The following table summarizes PSU activity:

Number of PSUs
Weighted Average Grant Date Fair Value
Outstanding as of January 1, 2025 14,048,503 $ 10.81  
Granted 1,820,753 13.42  
Vested ( 3,991,995 ) 15.17
Forfeited ( 1,533,420 ) 7.99  
Outstanding as of December 31, 2025
10,343,841 $ 11.50  

The aggregate intrinsic value of PSUs vested during the year ended December 31, 2025 was $ 120.0 million. There were no PSUs vested during the years ended December 31, 2024 and 2023.
Compensation cost associated with PSUs is recognized using the accelerated attribution method for each of the three vesting tranches over the respective derived service period.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

We determined the grant-date fair value of PSUs utilizing a Monte Carlo simulation model. The following table summarizes the inputs used for estimating the fair value of PSUs granted:

Input Year Ended December 31, 2025 Year Ended December 31, 2024 Year Ended December 31, 2023
Risk-free interest rate
3.9 % 4.5 % 1.6 %
Expected volatility
64.3 % 73.0 % 37.7 %
Fair value of common stock
$ 11.26 $ 8.02 $ 12.06
Dividend yield
— % — % — %

Our use of a Monte Carlo simulation model requires the use of subjective assumptions:
• Risk-free interest rate — Based on the U.S. Treasury rate at the time of grant commensurate with the remaining term of the PSUs.
• Expected volatility — Based on the implied volatility of our common stock from a set of comparable publicly-traded companies.
• Fair value of common stock — Based on the closing stock price on the date of grant.
• Dividend yield — We assumed no dividend yield because we have historically not paid out dividends to common stockholders.
The weighted average grant date fair value of PSUs issued during the years ended December 31, 2024 and 2023 was $ 9.17 and $ 3.36 , respectively.
As of December 31, 2025, there was $ 27.8 million of unrecognized compensation cost related to unvested PSUs, which will be recognized over a weighted average period of approximately 1.9 years.
Employee Stock Purchase Plan
Our ESPP provides permitted eligible employees the right to purchase shares of the Company's common stock through payroll deductions of up to 15 % of their eligible compensation, subject to certain limitations. The purchase price of the shares under the ESPP equals 85 % of the lower of the fair market value of the Company's common stock on either the first or last day of each six-month offering period (i.e., a 15 % discount). The ESPP does not include post-purchase holding requirements and does not include certain features that could trigger modification, such as increases to contribution rates, resets, and rollovers. Employees are allowed to terminate their participation in the ESPP at any time during the purchase period prior to the purchase of shares.
Compensation expense for the ESPP relates to the 15 % discount and is calculated as of the beginning of the offering period as the fair value of the employees’ purchase rights utilizing the Black-Scholes Model and compensation expense is recognized over the offering period. The first offering period was initiated in December 2024.
The table below presents the fair value assumptions used for the period indicated:

Input Year Ended December 31, 2025 Year Ended December 31, 2024
Risk-free interest rate
4.0 % 4.3 %
Expected term (in years)
0.5 0.5
Expected volatility
60.5 % 49.6 %
Fair value of common stock

$ 20.51 $ 15.57
Dividend yield
— % — %

Our use of a Black-Scholes Model requires the use of subjective assumptions:
• Risk-free interest rate — Based on the U.S. Treasury rate at the time of grant commensurate with the offering period.
• Expected term — Based on the 6-month offering period and corresponding purchase period.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

• Expected volatility — Based on the historical volatility at the offering date, over a historical period equal to the expected term.
• Fair value of common stock — Based on the closing stock price on the date of grant (first day of offering period).
• Dividend yield — We assumed no dividend yield because we have historically not paid out dividends to common stockholders.
As of December 31, 2025, there was $ 9.1 million of unrecognized compensation cost related to the ESPP, to be recognized over the remainder of the six-month offering period, ending in June 2026.

Note 17. Income Taxes

Income (loss) before income taxes consisted of the following:

Year Ended December 31,
2025 2024 2023
Domestic $ 581,509   $ 292,326   $ ( 131,899 )
Foreign (1)
( 55,652 ) ( 58,981 ) ( 169,259 )
Income (loss) before income taxes $ 525,857   $ 233,345   $ ( 301,158 )

_________________
(1) Foreign loss before income taxes for the year ended December 31, 2023 reflects the impact of goodwill impairment losses related to the Technisys reporting unit.
Income tax expense (benefit) consisted of the following:

Year Ended December 31,

2025 2024 2023
Current tax expense:

U.S. federal
$ 5,520   $ 6,894   $ 5,842  
U.S. state and local
21,502   12,552   8,640  
Foreign
1,327   2,151   930  
Total current tax expense
28,349   21,597   15,412  
Deferred tax expense (benefit):

U.S. federal
22,267  

( 127,239 )

—  
U.S. state and local
( 2,222 ) ( 98,556 ) ( 115 )
Foreign
( 3,857 )

( 61,122 )

( 15,713 )
Total deferred tax expense (benefit)
16,188   ( 286,917 ) ( 15,828 )
Income tax expense (benefit)
$ 44,537  

$ ( 265,320 )

$ ( 416 )

The income tax expense for the year ended December 31, 2025 was $ 44.5 million, primarily attributable to the Company’s profitability, partially offset by tax benefits for stock compensation.
The income tax benefit for the year ended December 31, 2024 was $ 265.3  million, primarily due to the release in the fourth quarter of a $ 258.4  million valuation allowance against certain deferred tax assets based on our reassessment of their realizability. The timing of this valuation allowance release was primarily due to our cumulative income combined with projections of continued profitability. Management defines cumulative income as the most recent three years of pre-tax income when adjusted for certain non-recurring, non-taxable, or non-deductible transactions.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

The table below presents a reconciliation from the statutory federal income tax rate to the Company’s effective income tax rate subsequent to the adoption of ASU 2023-09:

Year Ended December 31, 2025

Amount

Percent

U.S. federal statutory tax rate
$ 110,430   21.0   %
State and local income taxes, net of federal income tax effect (1)
17,118   3.3   %
Foreign tax effects:

Statutory tax rate difference between other jurisdictions and U.S.
713  

0.1   %
Other factors
2,003  

0.4   %

Effect of cross-border tax laws 642   0.1   %

Tax credits (2)
( 34,889 )

( 6.6 ) %

Nontaxable or nondeductible items:

Share-based compensation
( 66,989 )

( 12.7 ) %
Non-deductible compensation expense (3)
11,515  

2.2   %

Other
5,938  

1.1   %

Other adjustments ( 1,944 ) ( 0.4 ) %
Effective tax rate $ 44,537   8.5   %

_________________
(1) State taxes in California, Florida, Maryland, Montana, Massachusetts and New York made up the majority of the tax effect in this category.
(2) Primarily relates to research and development tax credits.
(3) Reflects the impact of applying Section 162(m), which prohibits deduction of certain excess employee compensation to certain “covered employees”.
The table below presents a reconciliation of the expected income tax benefit at the statutory federal income tax rate to the income tax expense (benefit) at the effective income tax rate for the years ended December 31, 2024 and 2023, prepared under the disclosure requirements in effect prior to the adoption of ASU 2023-09:

Year Ended December 31,
2024 2023
Expected income tax expense (benefit) at federal statutory rate
$ 49,002  

$ ( 63,243 )
Non-deductible compensation expense (1)
10,786   15,579  
Share-based compensation
6,071  

554  
Tax credits (2)
( 20,363 )

( 22,249 )
State and local income taxes, net of federal benefit ( 66,027 ) 6,725  
Valuation allowance for deferred tax assets ( 239,787 ) 14,461  
Goodwill impairment
—   51,907  
Other
( 5,002 )

( 4,150 )
Income tax benefit
$ ( 265,320 )

$ ( 416 )
Effective tax rate ( 113.70 ) % 0.14   %

_________________
(1) Reflects the impact of applying Section 162(m), which prohibits deduction of certain excess employee compensation to certain “covered employees”.
(2) Primarily relates to research and development tax credits.

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

Income taxes paid on a cash basis consisted of the following:

Year Ended December 31,
2025
Federal income taxes paid
$ 1,000  
State and local income taxes paid:

Florida 4,887  
Maryland 2,024  
Georgia 1,973  
Illinois 1,557  
All other
11,864  
Total state and local income taxes paid
22,305  
Foreign income taxes paid:

Argentina 1,612  
All other
3,995  
Total foreign income taxes paid
5,607  
Total income taxes paid, net
$ 28,912  

The table below presents a reconciliation of unrecognized tax benefits:

Year Ended December 31,
2025 2024 2023
Unrecognized tax benefits at beginning of year $ 36,235   $ 29,687   $ 23,730  
Gross increases – tax positions in prior period
493   2,957   493  
Gross decreases – tax positions in prior period ( 87 ) ( 1,257 ) ( 27 )
Gross increases – tax positions in current period 6,979   5,086   5,491  
Lapse of statute of limitations —   ( 238 ) —  
Unrecognized tax benefits at end of year
$ 43,620   $ 36,235   $ 29,687  

As of December 31, 2025, 2024, and 2023, unrecognized tax benefits of $ 38.2 million, $ 32.4 million and $ 7.5 million, respectively, if recognized, would affect our effective tax rate in a future period.
Interest and penalties recorded during the years ended December 31, 2025, 2024 and 2023 were 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 table below presents the significant components of the Company’s net deferred taxes:

December 31,
2025 2024
Deferred tax assets:
Net operating loss carryforwards $ 123,100   $ 192,819  
Tax credits
113,746   91,913  
Capitalized research and software expenditures
68,692   60,496  
Operating lease liabilities 20,101   18,032  
Share-based compensation 15,590   14,242  
Accruals and other 84,088   63,480  
Gross deferred tax assets 425,317   440,982  
Valuation allowance ( 38,656 ) ( 30,653 )
Total deferred tax assets $ 386,661   $ 410,329  
Deferred tax liabilities:
Servicing rights $ ( 95,166 ) $ ( 87,946 )
Intangible assets
( 38,589 ) ( 51,878 )
Operating lease ROU assets ( 18,262 ) ( 15,509 )
Other ( 6,734 ) ( 7,940 )
Total deferred tax liabilities ( 158,751 ) ( 163,273 )
Deferred tax assets (liabilities), net
$ 227,910   $ 247,056  

The table below details the activity of the deferred tax asset valuation allowance:

Balance at Beginning of Period
Additions
Deductions
Balance at End of Period

Charged to Costs and Expenses
Charged to Other Accounts

Year Ended December 31, 2023
Deferred tax asset valuation allowance
$ 318,410   $ 27,201   $ —   $ —   $ 345,611  
Year Ended December 31, 2024
Deferred tax asset valuation allowance
345,611   4,800   —   ( 319,758 ) 30,653  
Year Ended December 31, 2025
Deferred tax asset valuation allowance
30,653   8,003   —   —   38,656  

In connection with recording deferred taxes, management assesses the likelihood that deferred tax assets are more likely than not to be realized. We evaluate our deferred tax assets quarterly to determine whether adjustments to our valuation allowance are appropriate in light of changes in facts and circumstances. Management reviews all evidence, both positive and negative, to determine whether it is more likely than not that our deferred tax assets are realizable. Examples of positive or negative evidence include cumulative income, projections of future profitability, future reversal of deferred tax liabilities, history of U.S. federal and material state tax attributes expiring unused, as well as tax planning strategies. Management defines cumulative income as the most recent three years of pre-tax income when adjusted for certain non-recurring, non-taxable, or non-deductible transactions. 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 or loss of a relevant jurisdiction than other more subjective factors.
During 2025, we maintained a valuation allowance of $ 38.7 million, in certain state and foreign jurisdictions where sufficient positive evidence does not exist to support the realizability of deferred tax assets, increasing our valuation allowance by $ 8.0 million. Management will continue to assess the need for a valuation allowance in future periods.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

During 2024, the valuation allowance decreased by $ 315.0  million, of which $ 258.4  million related to our fourth quarter assessment in which management concluded that cumulative income combined with projections of future profitability provided substantial positive evidence that outweighs the negative evidence to support the realization of certain of the Company's deferred tax assets, primarily related to U.S. and certain state jurisdictions. As a result, during the fourth quarter of 2024, the Company released $ 258.4  million of its valuation allowance.
During 2023, we maintained a full valuation allowance against our net deferred tax assets, in applicable jurisdictions, increasing our valuation allowance by $ 27.2  million.
Net operating loss carryforwards by jurisdiction :
As of December 31, 2025, the Company had federal, state, and foreign net operating loss carryforwards (prior to the application of statutory tax rates) of approximately $ 167.0 million, $ 1.1 billion and $ 156.6 million, respectively. Federal and foreign net operating loss carryforwards of approximately $ 149.1 million and $ 74.8 million, respectively, carry forward indefinitely, while the remaining federal and foreign net operating loss carryforwards primarily expire by 2032. Most state net operating loss carryforwards are limited and primarily expire by 2038. The carryforwards, net of the valuation allowance for certain states, are expected to be fully utilized prior to expiration.
Additionally, as of December 31, 2025, the Company had federal and state research and development credit carryforwards of $ 111.4 million and $ 36.9 million, respectively. The federal research credit carryforwards will expire beginning in 2038 and the state research credits will expire beginning in 2036.
The Company files a federal income tax return in the United States and also files in various state and foreign jurisdictions. The following are the major tax jurisdictions in which the Company operates and the earliest tax year subject to examination:

Jurisdiction Tax year
United States 2011
California 2012

We are currently under examination by tax authorities in New York City and Argentina. Tax years subject to and open for examination vary by jurisdiction.
A portion of our foreign operations benefit from tax holidays. However, due to loss carryforwards, tax holidays do not result in any material cash tax benefits for any period presented. We qualify for a tax holiday in Argentina by fulfilling certain requirements of the “Regime for the Promotion of the Knowledge Economy (Law 27,506)”. The regime is in effect from January 1, 2020, through December 31, 2029. An annual application process is required for approval and to continue to qualify for the holiday. The regime reduces the statutory federal income tax rate from 35% to 28%.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Note 18. Commitments, Guarantees, Concentrations and Contingencies

Commitments
As of December 31, 2025, we had $ 848.3 million in financial commitments outstanding related to sponsorship, advertising, and cloud computing agreements under which we are required to make payments over the life of the agreements ranging from 1 to 14 years.
We made payments related to these commitments totaling $ 96.6 million, $ 80.8 million and $ 67.3 million during the years ended December 31, 2025, 2024 and 2023, respectively. Amounts payable in future periods are as follows:

December 31, 2025
2026 $ 126,387  
2027 131,452  
2028 124,213  
2029 106,589  
2030 34,328  
Thereafter 325,324  
Total $ 848,293  

We also have commitments to fund home loans and student loans that are only cancellable at the option of the borrower. The commitments are measured at fair value on a recurring basis. See Note 15. Fair Value Measurements for additional information.
As part of our community reinvestment initiatives, we have a commitment to fund a line of credit to be used to finance housing and stimulate economic development in low- to moderate-income communities. As of December 31, 2025, we funded $ 7.5 million of loans, which are presented within loans held for investment, at amortized cost in the consolidated balance sheets, and had $ 22.5 million of the total $ 30.0 million commitment outstanding.
For information on our leases, see Note 9. Property, Equipment, Software and Leases .
Concentrations
Financial instruments that potentially subject us to significant concentrations of credit risk consist principally of cash and cash equivalents, restricted cash and restricted cash equivalents, residual investments and loans. We hold cash and cash equivalents and restricted cash and restricted cash equivalents in accounts at regulated domestic financial institutions in amounts that may exceed FDIC insured amounts. We believe these institutions are of high credit quality.
We are dependent on third-party funding sources and deposit balances to originate loans. Additionally, we sell loans to various third parties. We have historically sold loans to a limited pool of third-party buyers. No individual third-party buyer accounted for 10% or more of consolidated total net revenues for the periods presented.
Within our Technology Platform segment, we have a relatively smaller number of clients compared to our lending and financial services businesses. As such, the loss of one or a few of our top clients could be significant to that portion of our business. No individual client accounted for 10% or more of consolidated total net revenues for the periods presented.
The Company is exposed to default risk on borrower loans originated and financed by us. There is no single borrower or group of borrowers that comprise a significant concentration of the Company’s loan portfolio. Likewise, the Company is not overly concentrated within a group of channel partners or other customers, with the exception of our distribution of personal loan residual interests in our sponsored personal loan securitizations, which we market to third parties, and the aforementioned whole loan buyers. Given we have a limited number of prospective buyers for our personal loan securitization residual interests, this might result in our utilization of a significant amount of deposits or our own capital to fund future residual interests in personal loan securitizations, or impact the execution of future securitizations if we are limited in our own ability to invest in the residual interest portion of future securitizations, or find willing buyers for securitization residual interests.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Contingencies
Legal Proceedings
In the ordinary course of business, the Company may be subject to a variety of pending legal proceedings. While we are unable to predict the ultimate outcome of these actions, we believe that any ultimate liability arising from any of these actions will not have a material adverse effect on our consolidated financial position, results of operations or cash flows. However, many of these matters are in various stages of proceedings and further developments could cause management to revise its assessment of these matters. Our assessments are based on our knowledge and historical experience, as well as the specific facts and circumstances asserted, but the ultimate outcome of any matter could require payment substantially in excess of the amount that we have accrued and/or disclosed. Regardless of the final outcome, defending lawsuits, claims, government and self-regulatory organization investigations, and proceedings in which we are involved is costly and can impose a significant burden on management and employees, and there can be no assurances that we will receive favorable final outcomes.
Guarantees
We have three types of repurchase obligations that we account for as financial guarantees. First, we issue financial guarantees to GSEs on loans that we sell to GSEs, which manifest as repurchase requirements if it is later discovered that loans sold to a GSE do not meet their guidelines. We have a three-year repurchase obligation from the time of origination to buy back originated loans that do not meet GSE guidelines, and we are required to pay the full initial purchase price back to the GSE. We recognize a liability for the full amount of expected loan repurchases, which we estimate based on historical repurchase activity for similar types of loans and assess whether adjustments to our historical loss experience are required based on current conditions and forecasts of future conditions, as appropriate, as our exposure under the guarantee is typically short-term in nature. The liability we record is equal to what we expect to buy back. Second, we make standard representations and warranties related to other loan transfers, breaches of which would require us to repurchase the transferred loans. Finally, we have limited repurchase obligations for certain loan transfers associated with credit-related events, such as early prepayment or events of default within 90 days after origination. In the event of a repurchase, we are typically required to pay the purchase price of the loans transferred.
As of December 31, 2025, and 2024, we accrued liabilities within accounts payable, accruals and other liabilities in the consolidated balance sheets of $ 18.4 million and $ 11.9 million, respectively, related to our estimated repurchase obligation. The corresponding charges for changes in the estimated obligation are 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 the consolidated statements of operations and comprehensive income (loss) in connection with transfers of loans held for sale and carried at the lower of amortized cost or fair value as part of our Loan Platform Business. As of December 31, 2025 and 2024, the amounts associated with loans sold that were subject to the terms and conditions of our repurchase obligations totaled $ 15.7 billion and $ 12.5 billion, respectively.
As of December 31, 2025 and 2024, we had a total of $ 4.7 million and $ 5.6 million, respectively, in letters of credit outstanding with financial institutions, which were issued for the purpose of securing certain of our operating lease obligations. A portion of the letters of credit was collateralized by $ 1.3 million of our cash as of December 31, 2025 and 2024, respectively, which is included within restricted cash and restricted cash equivalents in the consolidated balance sheets.
As of December 31, 2025 and 2024, we had a total of $ 46.7 million and $ 25.2 million, respectively, in letters of credit outstanding with the FHLB, which serve as collateral for public deposits and were collateralized by loans.
Mortgage Banking Regulatory Mandates
We are subject to certain state-imposed minimum net worth requirements for the states in which we are engaged in the business of a residential mortgage lender. Noncompliance with these requirements on an annual basis could result in potential fines or penalties imposed by the applicable state. Future events or changes in mandates may affect our ability to meet mortgage banking regulatory requirements. As of December 31, 2025 and 2024, we were in compliance with all minimum net worth requirements; therefore, we have not accrued any liabilities related to fines or penalties.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Retirement Plans
We have a 401(k) plan that covers all U.S. employees meeting certain eligibility requirements. The 401(k) plan is designed to provide tax-deferred retirement benefits in accordance with the provisions of Section 401(k) of the Internal Revenue Code. Eligible employees may defer up to 100 % of eligible compensation up to the annual maximum as determined by the IRS. Our contributions to the plan are discretionary. We did not make any contributions to the plan through December 31, 2025.
Digital Assets Under Custody
As part of the SoFi Crypto business, we are obligated to securely store all digital assets that are held in custodial products on behalf of customers. As such, we may be liable to our users for losses arising from the our failure to secure these assets from theft or loss. We have not incurred any losses related to such obligations and therefore have not accrued any liabilities as of December 31, 2025. These assets are not recorded in the consolidated balance sheets. Since the risk of loss is remote, we did not record a contingent liability at December 31, 2025. We have no reason to believe we will incur any expense associated with such potential liability because (i) we account for and continually verify the amount of crypto assets within our control and (ii) we have established security around custodial product private keys to minimize the risk of theft or loss.

Note 19. Earnings (Loss) Per Share

Series 1 Redeemable Preferred Stock has preferential cumulative dividend rights. To calculate net income (loss) attributable to common stockholders for each period presented, we adjust the numerator for basic and diluted EPS for the impact of the contractual amount of dividends payable to holders of Series 1 Redeemable Preferred Stock and the impact of redemption activity, if applicable. In May 2024, the Company redeemed all Series 1 Redeemable Preferred Stock outstanding. See Note 13. Equity for additional information.
Basic EPS is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period.
Diluted EPS is computed by dividing net income (loss) attributable to common stockholders, as adjusted for activity related to convertible notes, net of tax, if dilutive and applicable, by the weighted average number of shares of common stock outstanding during the period plus the effect of dilutive potential common shares. These potential common shares relate to (i) contingently issuable shares including PSU awards which require future service as a condition of delivery of the underlying common stock as determined using contingently issuable share guidance, (ii) outstanding RSUs, options, warrants and shares issuable under the ESPP as determined using the treasury stock method, and (iii) shares issuable upon conversion of convertible notes as determined using the if-converted method. The adjustment for convertible notes reflects the conversion price at the end of the reporting period. We excluded the effect of all potentially dilutive common stock elements from the denominator in the computation of diluted EPS in the periods where their inclusion would have been anti-dilutive.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

The calculations of basic and diluted earnings (loss) per share were as follows:

Year Ended December 31,

($ and shares in thousands, except per share amounts) (1)
2025 2024 2023
Numerator:

Net income (loss) $ 481,320   $ 498,665   $ ( 300,742 )
Less: Redeemable preferred stock dividends
—   ( 16,503 ) ( 40,425 )
Less: Redeemable preferred stock redemptions, net (2)
—  

( 3,026 )

—  
Net income (loss) attributable to common stockholders – basic
$ 481,320   $ 479,136   $ ( 341,167 )
Plus: Dilutive effect of convertible notes, net (3)
1,380  

( 44,360 )

—  
Net income (loss) attributable to common stockholders – diluted (3)
$ 482,700  

$ 434,776  

$ ( 341,167 )
Denominator:
Weighted average common stock outstanding – basic (4)
1,150,140   1,050,219   945,024  
Convertible notes (5)
62,219   33,973  

—  
Unvested RSUs
31,130   14,405  

—  
Common stock options
7,991   2,793  

—  
Unvested PSUs
258   —   —  
ESPP
29   —   —  

Weighted average common stock outstanding – diluted 1,251,767   1,101,390   945,024  
Earnings (loss) per share – basic
$ 0.42   $ 0.46   $ ( 0.36 )
Earnings (loss) per share – diluted (3)
$ 0.39   $ 0.39   $ ( 0.36 )
____________________
(1) Certain amounts may not recalculate exactly using the rounded amounts provided. Earnings per share is calculated based on unrounded numbers.
(2) In May 2024, we redeemed all outstanding Series 1 Redeemable Preferred Stock. The premium of $ 3,026 for the excess of the amount paid upon redemption over the carrying value of redeemable preferred stock at the time of exercise is considered to be akin to a dividend, and as such is deducted from net income (loss) to determine the net income (loss) attributable to common stockholders. See Note 13. Equity for additional information.
(3) Reflects interest expense incurred, net of tax, associated with convertible note activity during the period as evaluated under the if-converted method. For the year ended December 31, 2024, diluted earnings per share of $ 0.39 and diluted net income attributable to common stockholders of $ 434,776 also exclude gain on extinguishment of debt, net of tax.
(4) On July 31, 2025, the Company sold 82.7  million shares of its common stock at an offering price of $ 20.85 per share. On December 8, 2025, the Company sold 54.5  million shares of its common stock at an offering price of $ 27.50 per share. See Note 13. Equity for additional information.
(5) For the years ended December 31, 2025 and 2024, includes incremental dilutive shares from 2026 convertible notes and 2029 convertible notes.
The following table presents the securities that were not included in the computation of diluted EPS as the effect would have been anti-dilutive. For the year ended December 31, 2023, all elements were excluded from our calculation of diluted EPS as there were no earnings attributable to common stockholders, and amounts reflect the number of instruments outstanding at the end of the period.

Year Ended December 31,

(Shares in thousands)
2025 2024 2023
Unvested RSUs (1)
1,928   14,985   64,879  
Common stock options (1)
—   6,658   17,897  
Unvested PSUs (1)
14,090   14,049   16,240  
ESPP 589   59   —  
Contingent common stock (2)
46   46   46  
Underwritten public offering options (3)
623   —   —  
Convertible notes
—   —   49,611  
Common stock warrants (4)
—   —   12,171  

____________________
(1) Amounts reflect weighted average instruments outstanding.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

(2) Represents contingently returnable common stock in connection with the Technisys Merger, which consists of shares that continued to be held in escrow as of December 31, 2025 pending resolution of outstanding indemnification claims by SoFi. These shares were issued in 2022 and partially released in 2023. All remaining shares were released in January 2026. See Note 2. Business Combinations for additional information.
(3) Amounts reflect weighted average options outstanding related to a 30-day option to purchase additional shares pursuant to our December 2025 underwritten public offering. See Note 13. Equity for additional information.
(4) All remaining unexercised common stock warrants expired in May 2024, subsequent to which the Company has no outstanding common stock warrants.

Note 20. Business Segment and Geographic Information

Segment Organization and Reporting Framework
We have three reportable segments: Lending, Technology Platform and Financial Services. Each of our reportable segments is a strategic business unit that serves specific needs of our members based on the products and services provided. The segments are based on the manner in which management views the financial performance of the business. The reportable segments also reflect our organizational structure. Each segment has a segment manager who reports directly to the CODM. Our CODM is the company’s chief executive officer. The CODM has ultimate authority and responsibility over resource allocation decisions and performance assessment.
The operations of acquired businesses have been integrated into, or managed as part of, our existing reportable segments. Activities that are not part of a reportable segment, such as management of our corporate investment portfolio and asset/liability management by our centralized treasury function (as further discussed below), are included in our Corporate/Other segment.
Contribution profit (loss) is the measure of segment profit and loss reviewed by the CODM. Contribution profit (loss) is used by the CODM to evaluate segment performance and make decisions about funding our operations and allocating resources, primarily through periodic segment performance reviews. Contribution profit (loss) is defined as total net revenue for each reportable segment less:
• fair value changes in servicing rights and residual interests classified as debt that are attributable to assumption changes, which impact the contribution profit within the Lending segment. These fair value changes are non-cash in nature and are not realized in the period; therefore, they do not impact the amounts available to fund our operations; and
• expenses directly attributable to the corresponding reportable segment. Directly attributable expenses are the significant expenses of each of our respective segments, and primarily include compensation and benefits, direct advertising and lead generation, and vary based on the amount of activity within each segment. Directly attributable expenses also include loan origination and servicing expenses, professional services, product fulfillment, and occupancy-related costs. Expenses are attributed to the reportable segments using either direct costs of the segment or labor costs that can be attributed based upon the allocation of employee time for individual products.
• the provision for credit losses which primarily relates to the financial services segment.
We apply an FTP framework to attribute net interest income to our business segments based on their usage and/or provision of funding, implemented beginning in the first quarter of 2022. The primary objective of the FTP framework is to transfer interest rate risk from the business segments by providing matched duration of funding of assets and liabilities to allocate interest income and interest expense to each segment. Therefore, the financial impact, management and reporting of interest rate risk is centralized in Corporate/Other, where it is monitored and managed. Under the FTP framework, treasury provides a funds credit for sources of funds, such as deposits, and a funds charge for the use of funds, such as loans and credit cards. The process for determining FTP credits and charges is based on a number of factors and assumptions, including prevailing market interest rates, the expected duration of interest-earning and interest-bearing assets and liabilities, contingent risks and behaviors, and our broader funding profile. As the durations of assets and liabilities are typically not perfectly matched, the residual impact of the FTP framework is reflected within Corporate/Other. We regularly assess the assumptions, methodologies and reporting classifications used for segment reporting, which may result in further refinements or changes to the framework in future periods. The application of the FTP framework impacts the measure of net interest income and, thereby, total net revenue and contribution profit (loss) for our reportable segments, as well as the total net revenue of Corporate/Other, but has no impact on our consolidated results of operations.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

The accounting policies of our reportable segments are consistent with those described in Note 1. Organization, Summary of Significant Accounting Policies and New Accounting Standards , except for the application of the FTP framework and the allocations of consolidated income and consolidated expenses. Assets are not allocated to reportable segments, as our CODM does not evaluate reportable segments using discrete asset information.
Segment Information
Lending. The Lending segment includes our personal loan, student loan and home loan products and the related servicing activities. We also provide servicing in support of our Loan Platform Business on loans originated on behalf of third-party partners and servicing rights assumed from third parties. Revenues in the Lending segment are driven by changes in the fair value of our whole loans and securitization interests (inclusive of our economic hedging activities), gains or losses recognized on transfers that meet the true sale requirements, and our servicing-related activities, which mainly consist of servicing fees and the changes in our servicing assets over time. In our Lending segment, we also earn the difference between interest income earned on our loans and interest expense as determined using the FTP framework.
Technology Platform . The Technology Platform segment includes: (i) technology products and solutions revenue, which is primarily related to our integrated technology platform as a service through Galileo, which provides the infrastructure to facilitate core client-facing and back-end capabilities, such as account setup, account funding, direct deposit, authorizations and processing, payments functionality and check account balance features, (ii) beginning in March 2022, revenue earned by Technisys, which expanded our segment to include a cloud-native digital and core banking platform offering and which results in the sale of software licenses and associated services, including implementation and maintenance, and (iii) beginning in the third quarter of 2023, interest income earned on segment cash balances, for which prior period amounts were determined to be immaterial. Our CODM considers contribution profit in evaluating the performance of our Technology Platform segment and making resource allocation decisions. See Note 2. Business Combinations for additional information on the Technisys Merger.
Financial Services. The Financial Services segment includes: (i) our SoFi Money product, primarily inclusive of checking and savings accounts which provide members with a digital banking experiences, as well as cash management accounts, (ii) SoFi Invest product which provides investment features and financial planning services, (iii) SoFi Credit Card products, (iv) our Loan Platform Business, through which we provide lending related services and includes activity through which third-party partners leverage our end-to-end origination and servicing platform to acquire loans within their credit specifications on a fee per loan basis, referred loans originated by a third-party partner to which we provide pre-qualified borrower referrals, and certain loans associated with our Lantern financial services marketplace platform, developed to help applicants that do not qualify for SoFi products and small business owners to seek alternative products from other providers, (v) SoFi Crypto, which gives members the ability to buy, sell and hold digital assets, (vi) SoFi Relay personal finance management product and (vii) other financial services, such as a product comparison experience through Lantern and content for other financial services institutions, employers and our members.
Revenues in the Financial Services segment include interest income earned and interest expense incurred under the FTP framework, interchange fees on our member debit and credit transactions, and brokerage fees related to pay for order flow and share lending arrangements in SoFi Invest. We earn revenue on loans originated on behalf of third-party partners through our Loan Platform Business, for which we receive a specified fee upon sale which includes a fixed price per loan sold. We also earn referral fees in connection with referral activity we facilitate through our platform, inclusive of referral fees generated through our Loan Platform Business for providing pre-qualified borrower referrals to a third-party partner who separately contracts with a loan originator. Certain products, such as our complementary product SoFi Relay, do not provide direct sources of revenue. Under the FTP framework, the Financial Services segment earns interest income that is reflective of an FTP credit for deposits provided to the overall business, as well as incurs interest expense that is reflective of an FTP charge related to the use of funding for SoFi Credit Card.
Corporate/Other. Corporate/Other includes net revenues associated with corporate functions that are not directly related to a reportable segment. Beginning in the first quarter of 2022, net interest income (expense) within Corporate/Other reflects the residual impact from FTP charges and FTP credits allocated to our reportable segments under our FTP framework. These non-segment net revenue (loss) also include interest income earned on corporate cash balances, nonrecurring income on certain investments from available cash on hand, such as our investments in AFS debt securities (which investments are not interconnected with our core business lines and, thereby, reportable segments), noninterest income related to gains and losses on extinguishment of corporate borrowings including our convertible notes, and interest expense on other corporate borrowings,
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

such as our revolving credit facility and the amortization of debt issuance costs and original issue discount on our convertible notes.
Segment Results
The following tables present financial information, including the measure of contribution profit (loss), for each reportable segment. Directly attributable expenses are the significant expenses of each of our respective segments relative to those regularly provided to our CODM. Expenses not allocated to reportable segments represent items that are not considered by our CODM in evaluating segment performance or allocating resources.

Year Ended December 31, 2025 Lending Technology Platform
Financial Services
Reportable Segments Total (1)
Corporate/Other (1)
Total
Net revenue
Net interest income (expense) $ 1,606,032   $ 1,505   $ 777,991   $ 2,385,528   $ ( 166,572 ) $ 2,218,956  
Noninterest income (expense) (2)
242,917   448,706   764,025   1,455,648   ( 61,250 ) 1,394,398  
Total net revenue (loss) $ 1,848,949   $ 450,211   $ 1,542,016   $ 3,841,176   $ ( 227,822 ) $ 3,613,354  
Provision for credit losses
—   —   ( 30,329 ) ( 30,329 )
Servicing rights – change in valuation inputs or assumptions (3)
( 22,013 ) —   —   ( 22,013 )
Residual interests classified as debt – change in valuation inputs or assumptions (4)
70   —   —   70  
Directly attributable expenses (5) :

Compensation and benefits ( 166,239 ) ( 187,895 ) ( 181,356 )
Direct advertising ( 327,747 ) —   ( 33,323 )
Lead generation ( 184,542 ) —   ( 161,896 )
Loan origination and servicing costs ( 84,215 ) —   —  
Product fulfillment —   ( 50,852 ) ( 86,411 )
Tools and subscriptions —   ( 37,291 ) —  
Member incentives —   —   ( 77,488 )
Professional services ( 13,041 ) ( 14,234 ) ( 30,245 )
Intercompany technology platform expenses ( 2,078 ) —   ( 46,890 )
Other
( 32,244 ) ( 15,526 ) ( 101,169 )
Directly attributable expenses
( 810,106 ) ( 305,798 ) ( 718,778 ) ( 1,834,682 )
Contribution profit
$ 1,016,900   $ 144,413   $ 792,909   $ 1,954,222  

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

Year Ended December 31, 2024 Lending Technology Platform
Financial Services
Reportable Segments Total (1)
Corporate/Other (1)
Total
Net revenue
Net interest income (expense) $ 1,207,226   $ 2,158   $ 573,422   $ 1,782,806   $ ( 66,325 ) $ 1,716,481  
Noninterest income (2)
277,996   393,020   248,089   919,105   39,273   958,378  
Total net revenue (loss) $ 1,485,222   $ 395,178   $ 821,511   $ 2,701,911   $ ( 27,052 ) $ 2,674,859  
Provision for credit losses
—   —   ( 31,659 ) ( 31,659 )
Servicing rights – change in valuation inputs or assumptions (3)
( 6,280 ) —   —   ( 6,280 )
Residual interests classified as debt – change in valuation inputs or assumptions (4)
108   —   —   108  
Directly attributable expenses (5) :

Compensation and benefits ( 126,394 ) ( 152,158 ) ( 137,097 )
Direct advertising ( 218,566 ) —   ( 36,729 )
Lead generation ( 149,481 ) —   ( 50,325 )
Loan origination and servicing costs ( 51,415 ) —   —  
Product fulfillment —   ( 58,247 ) ( 73,194 )
Tools and subscriptions —   ( 28,081 ) —  
Member incentives —   —   ( 80,837 )
Professional services ( 11,957 ) ( 12,088 ) ( 22,972 )
Intercompany technology platform expenses ( 2,706 ) —   ( 23,924 )
Other
( 27,988 ) ( 17,649 ) ( 57,767 )
Directly attributable expenses ( 588,507 ) ( 268,223 ) ( 482,845 ) ( 1,339,575 )
Contribution profit
$ 890,543   $ 126,955   $ 307,007   $ 1,324,505  

Year Ended December 31, 2023 Lending Technology Platform
Financial Services Reportable Segments Total (1)
Corporate/Other (1)
Total
Net revenue
Net interest income (expense) $ 960,773   $ 1,514   $ 334,847   $ 1,297,134   $ ( 35,394 ) $ 1,261,740  
Noninterest income (expense) (2)
409,848   350,826   101,668   862,342   ( 1,293 ) 861,049  
Total net revenue (loss) $ 1,370,621   $ 352,340   $ 436,515   $ 2,159,476   $ ( 36,687 ) $ 2,122,789  
Provision for credit losses
—   —   ( 54,945 ) ( 54,945 )
Servicing rights – change in valuation inputs or assumptions (3)
( 34,700 ) —   —   ( 34,700 )
Residual interests classified as debt – change in valuation inputs or assumptions (4)
425   —   —   425  
Directly attributable expenses (5) :

Compensation and benefits ( 119,266 ) ( 151,041 ) ( 125,143 )
Direct advertising ( 183,885 ) —   ( 44,347 )
Lead generation ( 115,388 ) —   ( 36,447 )
Loan origination and servicing costs ( 46,241 ) —   —  
Product fulfillment —   ( 47,731 ) ( 49,829 )
Tools and subscriptions —   ( 26,384 ) —  
Member incentives —   —   ( 54,616 )
Professional services ( 9,592 ) ( 13,230 ) ( 12,719 )
Intercompany technology platform expenses ( 948 ) —   ( 12,961 )
Other
( 37,753 ) ( 19,168 ) ( 45,770 )
Directly attributable expenses ( 513,073 ) ( 257,554 ) ( 381,832 ) ( 1,152,459 )
Contribution profit (loss)
$ 823,273   $ 94,786   $ ( 262 ) $ 917,797  

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

(1) Within the Technology Platform segment, intercompany fees were $ 85,484 , $ 36,765 and $ 22,199 for the years ended December 31, 2025, 2024 and 2023, respectively. The equal and offsetting intercompany expenses are reflected within all three segments’ directly attributable expenses, as well as within expenses not allocated to segments. The intercompany revenues and expenses are eliminated in consolidation. The revenues are eliminated within Corporate/Other and the expenses are adjusted in our reconciliation of directly attributable expenses below.
(2) Refer to Note 3. Revenue for a reconciliation of revenue from contracts with customers to total noninterest income (expense).
(3) Reflects changes in fair value inputs and assumptions on servicing rights, including conditional prepayment, default rates and discount rates. These assumptions are highly sensitive to market interest rate changes and are not indicative of our performance or results of operations. Moreover, these non-cash charges, which are recorded within noninterest income in the consolidated statements of operations and comprehensive income (loss), are unrealized during the period and, therefore, have no impact on our cash flows from operations.
(4) Reflects changes in fair value inputs and assumptions on residual interests classified as debt, including conditional prepayment, default rates and discount rates. When third parties finance our consolidated securitization VIEs by purchasing residual interests, we receive proceeds at the time of the closing of the securitization and, thereafter, pass along contractual cash flows to the residual interest owner. These residual debt obligations are measured at fair value on a recurring basis, with fair value changes recorded within noninterest income in the consolidated statements of operations and comprehensive income (loss), but they have no impact on our initial financing proceeds, our future obligations to the residual interest owner (because future residual interest claims are limited to contractual securitization collateral cash flows), or the general operations of our business.
(5) The significant expense categories and amounts presented align with the segment-level information that is regularly provided to the CODM. Other expenses for our Lending segment primarily include loan marketing expenses, member promotional expenses, tools and subscriptions, travel and occupancy-related costs and third-party loan fraud (net of related insurance recoveries). Other expenses for our Technology Platform are primarily related to travel and occupancy-related costs, advertising and marketing and accounts receivable write-offs. Other expenses for our Financial Services segment primarily include operational product losses, network servicing fees, travel and occupancy-related costs, tools and subscriptions and marketing expenses.
The following table reconciles reportable segments total contribution profit to consolidated income (loss) before income taxes. Expenses not allocated to reportable segments represent items that are not considered by our CODM in evaluating segment performance or allocating resources.

Year Ended December 31,
2025 2024 2023
Reportable segments total contribution profit $ 1,954,222   $ 1,324,505   $ 917,797  
Corporate/Other total net revenue (loss)
( 227,822 ) ( 27,052 ) ( 36,687 )
Intercompany expenses 85,484   36,765   22,199  
Servicing rights – change in valuation inputs or assumptions 22,013   6,280   34,700  
Residual interests classified as debt – change in valuation inputs or assumptions ( 70 ) ( 108 ) ( 425 )
Not allocated to segments:

Share-based compensation expense ( 262,058 ) ( 246,152 ) ( 271,216 )
Employee-related costs (1)
( 365,326 ) ( 288,767 ) ( 250,326 )
Depreciation and amortization expense ( 234,151 ) ( 203,498 ) ( 201,416 )
Goodwill impairment expense —   —   ( 247,174 )

Other corporate and unallocated (2)
( 446,435 ) ( 368,628 ) ( 268,610 )
Income (loss) before income taxes $ 525,857   $ 233,345   $ ( 301,158 )
_____________________
(1) Includes expenses related to compensation, benefits, restructuring charges, recruiting, certain occupancy-related costs and various travel costs of executive management, certain technology groups and general and administrative functions that are not directly attributable to the reportable segments.
(2) Represents corporate overhead costs that are not allocated to reportable segments, which primarily includes corporate marketing and advertising costs, tools and subscription costs, professional services costs, amortization of premiums on a credit default swap, corporate and FDIC insurance costs, foreign currency translation adjustments and transaction-related expenses.
Geographic Information
The following tables present total net revenue from external customers and total assets attributed to the United States and to all foreign countries in total in which we operate. We attribute total net revenue and total assets based on the country of domicile of the legal entity. No individual foreign country had material total net revenue during any of the years presented. Our
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

long-lived assets as of the dates indicated were not considered by management to be significant relative to total assets. The majority of our long-lived assets were located in the United States as of the dates indicated.

Year Ended December 31,
2025 2024 2023
United States $ 3,364,662   $ 2,576,456   $ 2,028,112  
All foreign countries 248,692   98,403   94,677  
Total net revenue $ 3,613,354   $ 2,674,859   $ 2,122,789  

December 31,
2025 2024
United States $ 49,378,384   $ 35,299,444  
All foreign countries 1,282,094   951,507  
Total assets $ 50,660,478   $ 36,250,951  

Note 21. Regulatory Capital

SoFi Technologies, a bank holding company, and SoFi Bank, a nationally chartered association, are required to comply with regulatory capital rules issued by the Federal Reserve and other U.S. banking regulators, including the OCC and FDIC. From time to time, we may contribute capital to SoFi Bank. We are required to manage our capital position to maintain sufficient capital to satisfy these regulatory rules and support our business activities, including the requirement to maintain minimum regulatory capital ratios in accordance with the Basel Committee on Banking Supervision standardized approach for U.S. banking organizations (U.S. Basel III). If the Federal Reserve finds that we are not “well-capitalized” or “well-managed”, we would be required to take remedial action, which may contain additional limitations or conditions relating to our activities.
The Federal Reserve and the OCC have authority to prohibit bank holding companies and banks, respectively, from paying dividends if, in their opinion, the payment of dividends would constitute an unsafe or unsound practice. Under the National Bank Act, SoFi Bank generally may, without prior approval of the OCC, declare a dividend so long as the total amount of all dividends (common and preferred), including the proposed dividend, in the current year do not exceed net income for the current year to date plus retained net income for the prior two years. However, taking into account a wide range of factors, the OCC may object and therefore prevent SoFi Bank from paying dividends to the Company. As such, as of December 31, 2025, the Bank would not have any funds free of restrictions that are available for dividend payments. Restrictions on the ability of SoFi Bank to pay dividends to the parent company could also impact the Company’s ability to pay dividends to common stockholders.
Additionally, under the Federal Reserve’s capital rules, our bank holding company’s ability to pay dividends is restricted if we do not maintain capital above the capital conservation buffer, as discussed below. Further, a policy statement of the Federal Reserve provides that, among other things, a bank holding company generally should not pay dividends on regulatory capital instruments if its net income for the past year is not sufficient to cover both the cash dividends and a rate of earnings retention that is consistent with the company’s capital needs, asset quality, and overall financial condition. Based on this Federal Reserve policy, as of December 31, 2025, the Company generally would not have any funds free of restrictions available for dividend payments on regulatory capital instruments.
These requirements establish required minimum ratios for CET1 risk-based capital, Tier 1 risk-based capital, total risk-based capital and a Tier 1 leverage ratio; set risk-weighting for assets and certain other items for purposes of the risk-based capital ratios; and define what qualifies as capital for purposes of meeting the capital requirements. Additionally, regulatory capital rules include a capital conservation buffer of 2.5% that is added on top of each of the minimum risk-based capital ratios in order to avoid restrictions on capital distributions and discretionary bonuses. In addition, the Federal Reserve and the OCC have authority to require banking organizations subject to their supervision to hold additional amounts of capital in excess of the minimum risk-based capital ratios.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

The risk- and leverage-based capital ratios and amounts are presented below:

December 31, 2025 December 31, 2024
($ in thousands)
Amount
Ratio
Amount
Ratio
Required Minimum (1)
Well-Capitalized Minimum (2)

SoFi Technologies (3)

CET1 risk-based capital $ 8,473,542   22.8   % $ 4,457,212   16.0   % 7.0   % n/a
Tier 1 risk-based capital 8,473,542   22.8   % 4,457,212   16.0   % 8.5   % n/a
Total risk-based capital 8,524,272   22.9   % 4,503,618   16.2   % 10.5   % n/a
Tier 1 leverage 8,473,542   18.8   % 4,457,212   13.4   % 4.0   % n/a
Risk-weighted assets 37,234,048   27,859,577  
Quarterly adjusted average assets 45,007,951   33,234,724  
SoFi Bank
CET1 risk-based capital $ 5,789,629   16.4   % $ 4,352,537   17.3   % 7.0   % 6.5   %
Tier 1 risk-based capital 5,789,629   16.4   % 4,352,537   17.3   % 8.5   % 8.0   %
Total risk-based capital 5,840,360   16.6   % 4,398,944   17.5   % 10.5   % 10.0   %
Tier 1 leverage 5,789,629   13.5   % 4,352,537   14.4   % 4.0   % 5.0   %
Risk-weighted assets 35,221,924   25,207,621  
Quarterly adjusted average assets 42,755,205   30,159,786  
___________________
(1) Required minimums presented for risk-based capital ratios include the required capital conservation buffer.
(2) The well-capitalized minimum measure is applicable at the bank level only.
(3) Amounts and ratios for December 31, 2025 are estimated. Our risk-based capital ratios and Tier 1 leverage ratio increased for SoFi Technologies as of December 31, 2025 compared to December 31, 2024. This increase was primarily driven by the issuance of $ 3.2 billion of common stock during the third and fourth quarters of 2025 and net income.
As of December 31, 2025 and 2024, our regulatory capital ratios exceeded the thresholds required to be regarded as a well-capitalized institution, and meet all capital adequacy requirements to which we are subject. There have been no events or conditions since December 31, 2025 that management believes would change the categorization.
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Notes to Consolidated Financial Statements  (continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)

Note 22. Parent Company Condensed Financial Information

The following parent company condensed financial statements are prepared in accordance with Regulation S-X of the SEC, which require such disclosures when the restricted net assets of consolidated subsidiaries exceed 25% of consolidated net assets.

SoFi Technologies, Inc.
Condensed Balance Sheets
(Parent Company Only)

December 31,
2025 2024
Assets
Cash and cash equivalents $ 2,183,117   $ 30,760  

Intercompany receivables 1,744,392   616,686  
Investments in subsidiaries 7,050,468   6,520,671  

Goodwill 590,539   590,539  
Intangible assets 115,141   146,454  
Other assets 605,305   401,015  
Total assets $ 12,288,962   $ 8,306,125  
Liabilities, temporary equity and permanent equity
Liabilities:
Accounts payable, accruals and other liabilities $ 38,412   $ 26,061  
Debt
1,761,055   1,754,930  
Total liabilities 1,799,467   1,780,991  

Permanent equity:
Common stock, $ 0.00 par value: 3,100,000,000 and 3,100,000,000 shares authorized; 1,270,568,878 and 1,095,357,781 shares issued and outstanding as of December 31, 2025 and 2024, respectively (1)
126   109  
Additional paid-in capital
11,302,668   7,838,988  
Accumulated other comprehensive income (loss)
10,979   ( 8,365 )
Accumulated deficit
( 824,278 ) ( 1,305,598 )
Total permanent equity
10,489,495   6,525,134  
Total liabilities and permanent equity
$ 12,288,962   $ 8,306,125  
_______________
(1) Includes 100,000,000 non-voting common shares authorized and no non-voting common shares issued and outstanding as of December 31, 2025 and 2024.
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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)

SoFi Technologies, Inc.
Condensed Statements of Operations and Comprehensive Income (Loss)
(Parent Company Only)

Year Ended December 31,
2025 2024 2023

Interest income
$ 55,646   $ 10,058   $ —  

Interest expense
46,477   48,788   28,258  
Net interest expense 9,169   ( 38,730 ) ( 28,258 )

Noninterest income
55   62,279   14,832  
Total net revenue (loss)
9,224   23,549   ( 13,426 )

Noninterest expense
51,725   50,487   169,971  
Loss before income taxes
( 42,501 ) ( 26,938 ) ( 183,397 )
Income tax benefit
197,397   399,862   10,696  
Income (loss) before equity in loss of subsidiaries
154,896   372,924   ( 172,701 )
Equity in loss of subsidiaries
326,424   125,741   ( 128,041 )
Net income (loss)
$ 481,320   $ 498,665   $ ( 300,742 )
Other comprehensive income (loss)

Unrealized gains (losses) on available-for-sale debt securities, net
19,699   ( 7,158 ) 6,410  
Foreign currency translation adjustments, net
( 355 ) 2   677  
Total other comprehensive income (loss)
19,344   ( 7,156 ) 7,087  
Comprehensive income (loss)
$ 500,664   $ 491,509   $ ( 293,655 )

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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)

SoFi Technologies, Inc.
Condensed Statements of Cash Flows
(Parent Company Only)

Year Ended December 31,

2025 2024 2023
Operating activities

Net cash used in operating activities
$ ( 41,827 ) $ ( 53,292 ) $ ( 42,618 )
Investing activities

Changes in investments in subsidiaries $ ( 988,156 ) $ ( 336,819 ) $ 79,185  
Net cash provided by (used in) investing activities
$ ( 988,156 ) $ ( 336,819 ) $ 79,185  
Financing activities

Proceeds from issuance of common stock
$ 3,185,618   $ —   $ —  
Payment of common stock issuance costs
( 3,278 ) —   —  
Proceeds from other debt issuances
—   845,250   —  
Taxes paid related to net share settlement of share-based awards
( 64,986 ) ( 22,601 ) ( 15,300 )
Payment of redeemable preferred stock dividends —   ( 16,503 ) ( 20,213 )
Redemption of Series 1 preferred stock
—   ( 323,400 ) —  
Purchase of capped calls —   ( 90,649 ) —  
Unwind of capped calls
—  

10,180  

—  
Other financing activities 64,986   18,393   ( 1,054 )
Net cash provided by (used in) financing activities
$ 3,182,340   $ 420,670   $ ( 36,567 )
Effect of exchange rates on cash and cash equivalents —   —   —  
Net increase in cash, cash equivalents, restricted cash and restricted cash equivalents
$ 2,152,357   $ 30,559   $ —  
Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of period 30,760   201   201  
Cash, cash equivalents, restricted cash and restricted cash equivalents at end of period $ 2,183,117   $ 30,760   $ 201  

Notes to Parent Company Condensed Financial Information
Note 1. Debt
Convertible Senior Notes, Due 2026
In October 2021, SoFi Technologies, Inc. issued $ 1.2  billion aggregate principal amount of convertible notes due 2026 (“2026 convertible notes”). In December 2023, SoFi Technologies, Inc. repurchased $ 88.0  million aggregate principal amount of the 2026 convertible notes, which were settled through the issuance of 9,490,000 shares of common stock. In March 2024, SoFi Technologies, Inc. repurchased $ 600.0 million aggregate principal amount of the 2026 convertible notes, which were settled through the issuance of 72,621,879 shares of common stock. In August 2024, SoFi Technologies, Inc. repurchased $ 84.0 million aggregate principal amount of the 2026 convertible notes, which were settled through the issuance of 10,591,795 shares of common stock. Following these repurchases, $ 428.0 million aggregate principal amount of the 2026 convertible notes remain outstanding.
Convertible Senior Notes, Due 2029
In March 2024, SoFi Technologies, Inc. issued $ 862.5 million aggregate principal amount of convertible notes due 2029 (“2029 convertible notes”).
Other
In April 2023, SoFi Technologies, Inc. entered into the Amended and Restated Credit Agreement, which amended and restated the Original Credit Agreement entered into by Social Finance, Inc. in September 2018 to, among other things, change the borrower entity under the revolving credit facility to SoFi Technologies, Inc.
See Note 12. Debt for additional information on these debt arrangements.
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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)

Note 23. Subsequent Events

See Note 13. Equity for information on an underwritten public offering that was completed on December 8, 2025. Pursuant to the December 2025 underwriting agreement, the Company also granted the underwriters a 30-day option to purchase additional shares of its common stock at the public offering price, less underwriting discounts and commissions. On January 2, 2026, the Underwriters exercised the option, and on January 5, 2026, the Company completed the issuance and sale of the common stock purchased pursuant to the option of 3.2  million shares of common stock, $ 0.0001 par value, at an offering price of $ 27.50 per share, for total cash proceeds of approximately $ 0.1  billion, net of underwriting discounts and commissions paid.
Inclusive of the option, the total aggregate number of shares sold in December 2025 and January 2026 related to the offering was 57.8  million shares, for total cash proceeds of approximately $ 1.6  billion, net of underwriting discounts and commissions paid.
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Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
None.

Item 9A. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the period covered by this Annual Report on Form 10-K. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that such disclosure controls and procedures were effective as of the end of the period covered by this Annual Report on Form 10-K and designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the requisite time periods specified in the applicable rules and forms, and that it is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures.
Management’s Annual Report on Internal Control over Financial Reporting
The management of SoFi Technologies, Inc. (the “Company” or “SoFi”) is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rule 13a-15(f) under the Exchange Act. SoFi’s internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the financial statements for external purposes in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”).
The internal control over financial reporting includes those policies and procedures that:
• Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;
• Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. GAAP and that receipts and expenditures are being made only in accordance with authorizations of the Company’s management and directors; and
• Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of Company assets that could have a material effect on the Company’s financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Management conducted an assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2025, based on the framework in “ Internal Control—Integrated Framework (2013) ” issued by the Committee of Sponsoring Organizations of the Treadway Commission, commonly referred to as the “2013 Framework”. Based on this assessment, as noted below, management, with the participation of our Chief Executive Officer and Chief Financial Officer, concluded that the Company’s internal control over financial reporting was effective as of December 31, 2025.
The effectiveness of the Company’s internal control over financial reporting as of December 31, 2025, has been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in their report, which appears in this Form 10-K.
Attestation
Our independent registered public accounting firm has issued an attestation report on the effectiveness of the Company’s internal control over financial reporting included herein.
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Changes in Internal Control over Financial Reporting
There have not been any changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended December 31, 2025, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the shareholders and the Board of Directors of SoFi Technologies, Inc.
Opinion on Internal Control over Financial Reporting
We have audited the internal control over financial reporting of SoFi Technologies, Inc. and subsidiaries (the "Company") as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2025, of the Company and our report dated February 17, 2026, expressed an unqualified opinion on those financial statements.
Basis for Opinion
The Company's management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting . Our responsibility is to express an opinion on the Company's internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Deloitte & Touche LLP
San Francisco, California
February 17, 2026

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Item 9B. Other Information
Trading Arrangements
During the 3 months ended December 31, 2025, no Company director or officer (as defined in Rule 16a-1(f) of the Exchange Act) adopted , terminated or modified a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K).

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
None.

Part III

Item 10. Directors, Executive Officers and Corporate Governance
The information required by Item 10 is incorporated herein by reference from the Company’s definitive proxy statement for our 2026 Annual Meeting of Stockholders (the “Proxy Statement”), which will be filed with the SEC pursuant to Regulation 14A within 120 days of the end of our 2025 fiscal year.
The Registrant has a code of business conduct and ethics that applies to all of its employees, officers and directors. The code of business conduct and ethics is available on the Registrant’s website at www.sofi.com and the Registrant will post any amendments to, or waivers from, the code of business conduct and ethics on that website.

Item 11. Executive Compensation
The information required by Item 11 is incorporated herein by reference from the Company’s Proxy Statement, which will be filed with the SEC pursuant to Regulation 14A within 120 days of the end of our 2025 fiscal year.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
The information required by Item 12 is incorporated herein by reference from the Company’s Proxy Statement, which will be filed with the SEC pursuant to Regulation 14A within 120 days of the end of our 2025 fiscal year.

Item 13. Certain Relationships and Related Transactions, and Director Independence
The information required by Item 13 is incorporated herein by reference from the Company’s Proxy Statement, which will be filed with the SEC pursuant to Regulation 14A within 120 days of the end of our 2025 fiscal year.

Item 14. Principal Accounting Fees and Services
The information required by Item 14 is incorporated herein by reference from the Company’s Proxy Statement, which will be filed with the SEC pursuant to Regulation 14A within 120 days of the end of our 2025 fiscal year.

Part IV

Item 15. Exhibits, Financial Statement Schedules
The following documents are filed as part of this report:
(1) Financial Statements:
See “ Index to Financial Statements ” in Part II, Item 8.
(2) Financial Statement Schedules:
Separate financial statement schedules have been omitted either because they are not applicable or because the required information is included in the consolidated financial statements.
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(3) Index to Exhibits:
The following exhibits are filed herewith, or were previously filed and are hereby incorporated by reference.

Exhibit No. Description Form File Number Date of Filing Exhibit/Annex Number Reference

2.1 +
Agreement and Plan of Merger, dated as of January 7, 2021, by and among Social Capital Hedosophia Holdings Corp. V, Plutus Merger Sub Inc. and Social Finance, Inc.
S-4 333-252009 January 11, 2021 Annex A
2.2
First Amendment to Agreement and Plan of Merger, dated as of March 16, 2021, by and among Social Capital Hedosophia Holdings Corp. V, Plutus Merger Sub Inc. and Social Finance, Inc.
8-K 001-39606 March 16, 2021 2.1
2.3
Agreement and Plan of Merger and Reorganization, dated as of April 6, 2020, by and among Social Finance, Inc., SFI Acquisition Co., Inc., SFI Financial Technologies LLC, and Shareholder Representative Services LLC
S-1 333-257092 June 14, 2021 2.3
2.4 +
Agreement and Plan of Merger and Reorganization, dated as of February 19, 2022, by and among SoFi Technologies, Inc., Technisys S.A., Atom New Delaware, Inc., Atom Merger Sub Corporation and Fortis Advisors LLC, as representative
8-K 001-39606 February 24, 2022 2.1
3.1
Certificate of Incorporation of SoFi Technologies, Inc.
8-K 001-39606 June 4, 2021 3.1
3.2
By-Laws of SoFi Technologies, Inc.
8-K 001-39606 June 4, 2021 3.2
4.1
Specimen Common Stock Certificate of SoFi Technologies, Inc.
S-4/A 333-252009 February 10, 2021 4.6
4.2*
Description of Registered Securities

4.3
Indenture, dated as of October 4, 2021, between SoFi Technologies, Inc. and U.S. Bank National Association, as Trustee
8-K 001-39606 October 4, 2021 4.1
4.4
Form of Note representing the 0.00% Convertible Senior Notes due 2026 (included as Exhibit A)
8-K 001-39606 October 4, 2021 4.2
4.5
Indenture, dated as of March 8, 2024, between SoFi Technologies, Inc. and U.S. Bank National Association, as Trustee
8-K 001-39606 March 8, 2024 4.1
4.6
Form of Certificate representing the 1.25% Convertible Senior Notes due 2029 (included as Exhibit A)
8-K 001-39606 March 8, 2024 4.2
10.1
Form of Confirmation for Capped Call Transactions
8-K 001-39606 October 4, 2021 10.1
10.2
Form of Confirmation for Capped Call Transactions
8-K 001-39606 March 8, 2024 10.1
10.3
Form of Unwind Agreement
8-K 001-39606 March 8, 2024 10.2
10.4
Shareholders’ Agreement, dated as of May 28, 2021, by and among the Registrant, SCH Sponsor V LLC, and the parties identified on the signature pages thereto
8-K 001-39606 June 4, 2021 10.4
10.5
Amended and Restated Registration Rights Agreement, dated as of May 28, 2021, by and among the Registrant, SCH Sponsor V LLC, certain former stockholders of Social Finance, Inc., as set forth on Schedule 1 thereto, Jay Parikh, Jennifer Dulski and the parties set forth on Schedule 2 thereto
8-K 001-39606 June 4, 2021 10.5
10.6 †
Stadium Complex Cornerstone Naming Rights and Sponsorship Agreement, dated as of September 14, 2019, by and between Stadco LA, LLC and Social Finance, Inc.
S-1 333-257092 June 14, 2021 10.12
10.7
First Amendment to Stadium Complex Cornerstone Naming Rights and Sponsorship Agreement
10-Q 001-39606 November 9, 2022 10.2
10.8
Amended and Restated Revolving Credit Agreement, dated April 28, 2023, among SoFi Technologies, Inc., the lenders party thereto, the issuing banks party thereto and Goldman Sachs Bank USA, as administrative agent
10-Q 001-39606
May 10, 2023
10.2

10.9
Office Lease One Tehama, dated as of August 6, 2018, by and between 246 First Street (SF) Owner LLC and Social Finance, Inc.
S-1 333-257092 June 14, 2021 10.14
10.10
First Amendment to Office Lease One Tehama, dated as of March 28, 2019, by and between 246 First Street (SF) Owner LLC and Social Finance, Inc.
S-1 333-257092 June 14, 2021 10.15

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Exhibit No. Description Form File Number Date of Filing Exhibit/Annex Number Reference

10.11 *
Second Amendment to Office Lease One Tehama, dated as of June 18, 2021 , by and between Bell Sound USA, LLC and Social Finance , I nc.

10.12 *
Third Amendment to Office Lease One Tehama, dated as of October 27, 2025 , by and between Bell Sound USA , LLC and Social Finance LLC

10.13 ‡
Form of Indemnification Agreement
8-K 001-39606 June 4, 2021 10.1
10.14 ‡
Social Finance, Inc. 2011 Stock Plan and forms of agreements thereunder
S-4 333-252009 January 11, 2021 10.17
10. 15 ‡*
Amended and Restated 2021 Stock Option and Incentive Plan and forms of agreement thereunder

10.16 ‡
Director Deferred Compensation Plan of SoFi Technologies, Inc., effective as of January 1, 2023
10-Q 001-39606
May 10, 2023
10.1

10.17 ‡
SoFi Technologies, Inc. 2024 Employee Stock Purchase Plan, amended August 14, 2025
10-Q 001-39606
November 6, 2025
10.1

10.18 ‡
Form of Performance Stock Unit Award Agreement Under the Amended and Restated 2021 Stock Option and Incentive Plan for SoFi Technologies, Inc.
10-Q 001-39606 May 7, 2024 10.3

10.19 ‡
SoFi Technologies, Inc. Executive Severance Plan
10-Q 001-39606 August 6, 2024
10.1

10.20 ‡
Form of Offer Letter Amendment for Executive Officers
10-Q 001-39606 November 7, 2024
10.1

10.21 ‡
Amended and Restated Offer of Employment Letter dated as of February 26, 2018 by and between Social Finance, Inc. and Anthony Noto
S-1 333-257092 June 14, 2021 10.16
10.22 ‡
Offer Letter dated as of May 29, 2018 by and between Social Finance, Inc. and Christopher Lapointe
S-1 333-257092 June 14, 2021 10.17
10.23 ‡
CFO Promotion Letter dated as of September 14, 2020 by and between Social Finance, Inc. and Christopher Lapointe
S-1 333-257092 June 14, 2021 10.18
10. 24 ‡*
Advisor Agreement dated as of January 5, 2026 by and between SoFi Technologies, Inc. and Stephen Simcock

19.1 *
SoFi Technologies, Inc. Securities Trading and Section 16 Compliance Policy

21 *
List of Subsidiaries of the Registrant

23 *
Consent of Independent Registered Public Accounting Firm

31.1 *
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2 *
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1 *
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2 *
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

97.1
Compensation Recovery Policy effective as of October 2, 2023
10-K 001-39606 February 27, 2024 97.1

101.INS* Inline XBRL Instance Document - the instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document
101.SCH* Inline XBRL Taxonomy Extension Schema Document
101.CAL* Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB* Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE* Inline XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF* Inline XBRL Taxonomy Extension Definition Linkbase Document

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Exhibit No. Description Form File Number Date of Filing Exhibit/Annex Number Reference

104* Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
__________________
*    Filed herewith.
+    Schedules and exhibits have been omitted pursuant to Item 601(a)(5) or 601(b)(2) of Regulation S-K. The Registrant agrees to furnish supplementally a copy of any omitted schedule or exhibit to the SEC upon request.
†    Certain confidential portions (indicated by brackets and asterisks) have been omitted from this exhibit.
‡      Indicates a management contract or compensatory plan.

Item 16. Form 10-K Summary
None.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

SoFi Technologies, Inc.

Date: February 17, 2026 /s/ Anthony Noto
Anthony Noto
Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated as of February 17, 2026.

Signatures Title

/s/ Anthony Noto Chief Executive Officer
Anthony Noto Principal Executive Officer and Director

/s/ Christopher Lapointe Chief Financial Officer
Christopher Lapointe Principal Financial Officer and Principal Accounting Officer

/s/ Tom Hutton Chairman of the Board of Directors
Tom Hutton

/s/ Steven Freiberg Vice Chairman of the Board of Directors
Steven Freiberg

/s/ Ruzwana Bashir Director
Ruzwana Bashir

/s/ William Borden Director
William Borden

/s/ Dana Green Director
Dana Green

/s/ John Hele Director
John Hele

/s/ Clara Liang Director
Clara Liang

/s/ Gary Meltzer Director
Gary Meltzer

/s/ Magdalena Yeşil Director
Magdalena Yeşil

239