SEC Form 4 · accession 0001538716-26-000106
Oportun Financial Corp · OPRT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sean A Rowles
Officer — Chief Risk Officer
Period of report
Sep 10, 2026
Accepted (ET)
Sep 14, 2026 · 6:08 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001538716
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Sep 10, 2026 | A | 382,653 | — | A | 382,653 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Stock UnitsF4,F3 | — | Sep 10, 2026 | A | 127,551 | A | Mar 10, 2029 | — | Common Stock | 127,551 | 127,551 | D |
Explanation of responses
- F1The Restricted Stock Units (RSU) vest over 3 years, 33.33% will vest on the first anniversary of the grant date and 8 quarterly installments thereafter, subject to the continued service of the Reporting Person on each vesting date.
- F2Each RSU represents the right to receive, at settlement, one share of common stock.
- F3Represents PSUs that are eligible to vest based on a one-year performance period for Economic ROA (as defined in the PSU Award Agreement). Earned PSUs will be deferred until the end of year three, at which point they will be subject to a modifier based on the Issuer's relative total shareholder return (rTSR) performance against the Russell 3000 Index before vesting. The rTSR performance period spans three (3) years covering calendar years 2026 through 2028. The number of PSUs reported in the table reflects the number of units subject to the award at target achievement. Actual vesting will be based on percentile performance, with potential payout ranging from 0% to 156% of the target units. In addition to such performance requirements, the PSUs are subject to satisfying service-based requirements and any PSUs that become Eligible Units (as defined in the PSU Award Agreement) will be scheduled to vest on March 10, 2029.
- F4Each Performance-Based RSU (PSU) represents the right to receive, at settlement, one share of common stock.