Document/ExhibitDescriptionPagesSize 1: 8-K/A Amendment to Current Report HTML 26K
5: R1 Cover HTML 45K
7: XML IDEA XML File -- Filing Summary XML 11K
10: XML XBRL Instance -- sofi-20240304_htm XML 13K
6: EXCEL IDEA Workbook of Financial Report Info XLSX 8K
3: EX-101.LAB XBRL Labels -- sofi-20240304_lab XML 61K
4: EX-101.PRE XBRL Presentations -- sofi-20240304_pre XML 33K
2: EX-101.SCH XBRL Schema -- sofi-20240304 XSD 10K
8: JSON XBRL Instance as JSON Data -- MetaLinks 12± 17K
9: ZIP XBRL Zipped Folder -- 0001818874-24-000084-xbrl Zip 13K
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the
registrant under any of the following provisions:
i☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i☐
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i☐
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
iCommon
stock, $0.0001 par value per share
iSOFI
iThe Nasdaq Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of
1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company i☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Explanatory
Note
On March 8, 2024, SoFi Technologies, Inc. (the “Company”) filed a Current Report on Form 8-K (the “Original Form 8-K”) with the Securities and Exchange Commission. This amendment (this “Amendment”) to the Original Form 8-K supplements Item 1.01 and Item 3.02 of the Original Form 8-K, each under the heading “Exchange Transactions” thereto, to include the number of shares of the Company’s common stock issued at the settlement of the Exchange Agreements described in the Original Form 8-K. Except as set forth in this Amendment, the Original Form 8-K remains unchanged.
Item 1.01 Entry into a Material Definitive Agreement.
Exchange Transactions
On
March 25, 2024 and March 26, 2024, the Company issued an aggregate of 72,621,879 shares of common stock in the settlement of the transactions contemplated by the Exchange Agreements.
Item 3.02 Unregistered Sales of Equity Securities.
Exchange Transactions
The information under the heading “Exchange Transactions” in Item 1.01 of this Amendment is incorporated by reference into this Item 3.02. The Company issued the shares of common stock pursuant to the Exchange Agreements in reliance on the exemption from registration
provided by Section 4(a)(2) of the Securities Act of 1933, as amended. The Company relied on this exemption from registration based in part on representations made by the holders of 2026 notes party to the Exchange Agreements.
1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
