Affirm Holdings, Inc.
For the period ended Sep 30, 2026. Filed Nov 5, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 5, 2026
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14. Equity Incentive Plans
- Equity Incentive Plans
2012 Stock Plan
Under our Amended and Restated 2012 Stock Plan (the “Plan”), we may grant incentive and nonqualified stock options, restricted stock, restricted stock units (“RSUs”), and performance stock units (“PSUs”) to employees, officers, directors, and consultants. As of September 30, 2026, the maximum number of shares of common stock which may be issued under the Plan is 209,718,585 Class A shares and there were 85,850,720 shares of Class A common stock available for future grants under the Plan.
Stock Options
For stock options granted before our IPO in January 2021, the expiration period is the minimum of: seven years after termination of employment orten years from the date of grant. For stock options granted after our IPO, the expiration period is the minimum of: three months after termination of employment orten years from the date of grant. Stock option awards generally vest over a period offour years, with some awards vesting 25% on the 12 month anniversary of the vesting commencement date and the remaining 75% vesting ratably over the next three years.
The following table summarizes our stock option activity for the three months ended September 30, 2026:
| Number of Options | Weighted Average Exercise Price | Weighted Average Remaining Contractual Term (Years) | Aggregate Intrinsic Value (in thousands) | |
|---|---|---|---|---|
| Balance as of June 30, 2026 | 9,739,016 | $20.27 | 4.44 | |
| Exercised | (757,858) | 16.27 | $48,696 | |
| Balance as of September 30, 2026 | 8,981,158 | 20.61 | 4.24 | |
| Vested and exercisable, September 30, 2026 | 8,198,421 | $19.59 | 3.94 | $408,145 |
| Vested and exercisable, and expected to vest after(1) September 30, 2026 | 8,980,620 | $20.63 | 4.24 | $437,607 |
(1)Options expected to vest reflect the application of an estimated forfeiture rate.
There wereno options granted, forfeited, or expired during the three months ended September 30, 2026. The total fair value of stock options vested was $3.8 million during the three months ended September 30, 2026. As of September 30, 2026, unrecognized compensation expense related to unvested stock options was approximately $16.3 million, which is expected to be recognized over a remaining weighted-average period of 1.3 years.
Value Creation Award
In November 2020, the Company’s Board of Directors approved a long-term, multi-year performance-based stock option grant providing Mr. Levchin with the opportunity to earn the right to purchase up to 12,500,000 shares of the Company’s Class A common stock (the “Value Creation Award”). The Value Creation Award could only be earned upon achievement of specified stock price hurdles above the Company’s IPO price during afive-year performance period, subject to Mr. Levchin’s continued service. During the year ended June 30, 2026, the performance period ended and 8,500,000 unvested shares expired.
The following table summarizes our Value Creation Award activity for the three months ended September 30, 2026:
| Number of Options | Weighted Average Exercise Price | Weighted Average Remaining Contractual Term (Years) | Aggregate Intrinsic Value (in thousands) | |
|---|---|---|---|---|
| Balance as of June 30, 2026 | 2,000,002 | $49.00 | 4.54 | |
| Balance as of September 30, 2026 | 2,000,002 | 49.00 | 4.29 | |
| Vested and exercisable, September 30, 2026 | 2,000,002 | $49.00 | 4.29 | $40,460 |
There were no Value Creation Award shares granted, exercised, or expired during the three months ended September 30, 2026.
Restricted Stock Units
RSUs are subject to a service-based vesting condition. We record stock-based compensation expense for service-based RSUs on a straight-line basis over the requisite service period, which is generallyone tofour years.
The following table summarizes our RSU activity during the three months ended September 30, 2026:
| Number of Shares | Weighted Average Grant Date Fair Value | |
|---|---|---|
| Non-vested at June 30, 2026 | 7,259,639 | $49.87 |
| Granted | 598,436 | 71.69 |
| Vested | (1,655,486) | 44.36 |
| Forfeited, expired or canceled | (284,352) | 50.85 |
| Non-vested at September 30, 2026 | 5,918,237 | $53.57 |
As of September 30, 2026, unrecognized compensation expense related to unvested RSUs was approximately $292.7 million, which is expected to be recognized over a remaining weighted-average period of 1.3 years.
Performance Stock Units
From time to time we grant PSUs to select executives and employees. Vesting is contingent upon completion of a continuous three-year service period and the achievement of company financial performance goals, including target growth rates for revenue less transaction costs and adjusted operating income. The number of shares that vest at the end of the performance period will range between 0% and 200% of the target shares based on actual performance against the applicable targets, which will be measured at the end of each fiscal year and averaged at the end of thethree-year period. We record stock-based compensation expense for the number of PSUs that are probable of vesting based on the estimated achievement of the performance conditions. If the minimum conditions are not met, any recognized compensation cost will be reversed. The expense is recognized on a straight-line basis over thethree-year period.
The following table summarizes our PSU activity during the three months ended September 30, 2026:
| Number of Shares | Weighted Average Grant Date Fair Value | |
|---|---|---|
| Non-vested at June 30, 2026 | 596,423 | $82.11 |
| Granted | 775,592 | 71.58 |
| Non-vested at September 30, 2026 | 1,372,015 | $76.16 |
As of September 30, 2026, unrecognized compensation expense related to unvested PSUs was approximately $107.4 million, which is expected to be recognized over a remaining weighted-average period of 2.3 years.
Employee Stock Purchase Plan
We offer an Employee Stock Purchase Plan (“ESPP”) to our employees. A total of 22.2 million shares of Class A common stock are reserved and available for issuance under the ESPP and 2.4 million shares have been issued as of September 30, 2026. The ESPP provides forsix-month offering periods beginning December 1 and June 1 of each year. At the end of each offering period, shares of our Class A common stock are purchased on behalf of each ESPP participant at a price per share equal to 85% of the lesser of (1) the fair market value of the Class A common stock on the first day of the offering period (the grant date) or (2) the fair market value of the Class A common stock on the last day of the offering period (the purchase date). We use the Black-Scholes-Merton option pricing model to measure the fair value of the purchase rights issued under the ESPP at the first day of the offering period, which represents the grant date. We record stock-based compensation expense on a straight-line basis over eachsix-month offering period, the requisite service period of the award.
Stock-Based Compensation Expense
The following table presents the components and classification of stock-based compensation (in thousands):
| Three Months Ended September 30, | ||
|---|---|---|
| 2026 | 2025 | |
| General and administrative | $36,542 | $55,773 |
| Technology and data analytics | 16,449 | 24,764 |
| Sales and marketing | 2,548 | 5,076 |
| Processing and servicing | 162 | 240 |
| Total stock-based compensation in operating expenses | 55,702 | 85,853 |
| Capitalized into property, equipment and software, net | 29,414 | 52,885 |
| Total stock-based compensation | $85,116 | $138,738 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.