SEC Form 4 · accession 0001193125-26-392097
Dave Inc./DE · DAVE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jason Wilk
Officer — Chief Executive Officer · Director · 10% Owner
Period of report
Sep 11, 2026
Accepted (ET)
Sep 15, 2026 · 5:00 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001841408
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Variable Prepaid Forward Contract (obligation to sell)F1,F2,F3 | — | Sep 11, 2026 | J | 37,090 | A | — | — | Class A Common Stock | 37,090 | 37,090 | D |
Explanation of responses
- F1On September 11, 2026, the Reporting Person entered into a variable prepaid forward contract with an unaffiliated counterparty. The contract obligates the Reporting Person to deliver shares of Dave Inc. (the "Issuer") Class A Common Stock or, at the Reporting Person's election subject to certain conditions, settle the contract in cash, on a settlement date on or about August 30, 2029 (the "Maturity Date"). In exchange, the Reporting Person will receive an upfront cash payment of $10.9 million. The Reporting Person pledged 37,090 shares of the Issuer's Class A Common Stock (the "Subject Shares") to secure his obligations under the contract. The Reporting Person will retain all voting rights in the Subject Shares during the term of the pledge.
- F2If the Reporting Person does not elect to settle the contract in cash, the number of shares of the Issuer's Class A Common Stock that may be delivered by the Reporting Person following the Maturity Date will generally be determined as follows: (a) if the closing price of shares of the Issuer's Class A Common Stock on the Maturity Date (the "Settlement Price") is less than $481.48 (the "Maximum Price") but greater than $319.33 (the "Minimum Price"), the Reporting Person will deliver a number of shares of the Issuer's Class A Common Stock equal to the Subject Shares multiplied by a ratio equal to the Minimum Price divided by the Settlement Price;
- F3[Continued from footnote 2] (b) if the Settlement Price is equal to or greater than the Maximum Price on the Maturity Date, the Reporting Person will deliver a number of shares of the Issuer's Class A Common Stock equal to the Subject Shares multiplied by a ratio equal to a fraction with a numerator equal to the sum of (A) the Minimum Price and (B) the excess, if any, of the Settlement Price over the Maximum Price, and a denominator equal to the Settlement Price; and (c) if the Settlement Price is equal to or less than the Minimum Price on the Maturity Date, the Reporting Person will deliver a number of shares of the Issuer's Class A Common Stock equal to the Subject Shares.