Anthony Noto - May 28, 2021 Form 4 Insider Report for SoFi Technologies, Inc. (SOFI)

Role
Chief Executive Officer, Director
Signature
/s/ Deanna Smith, Attorney-in-Fact
Stock symbol
SOFI
Transactions as of
May 28, 2021
Transactions value $
$0
Form type
4
Date filed
6/2/2021, 09:22 PM
Next filing
Aug 18, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SOFI Common Stock Award +2.2M 2.2M May 28, 2021 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SOFI Stock Options (right to buy) Award +5.23M 5.23M May 28, 2021 Common Stock 5.23M $6.19 Direct F2, F3
transaction SOFI Stock Options (right to buy) Award +6.45M 6.45M May 28, 2021 Common Stock 6.45M $9.86 Direct F4, F5
transaction SOFI Warrant (right to buy) Award +22.6K 22.6K May 28, 2021 Common Stock 22.6K $8.86 Direct F6, F7
transaction SOFI Restricted Stock Unit Award $0 +2.24M $0.00 2.24M May 28, 2021 Common Stock 2.24M Direct F8, F9
transaction SOFI Restricted Stock Unit Award $0 +1.52M $0.00 1.52M May 28, 2021 Common Stock 1.52M Direct F10, F11
transaction SOFI Restricted Stock Unit Award $0 +3.77M $0.00 3.77M May 28, 2021 Common Stock 3.77M Direct F12, F13
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Received in connection with the Issuer's business combination (the "Business Combination") with Social Finance, Inc. ("Legacy SoFi") in accordance with the terms of the Agreement and Plan of Merger, dated as of January 7, 2021, as amended on March 16, 2021, by and among the Issuer (f/k/a Social Capital Hedosophia Holdings Corp. V), Plutus Merger Sub Inc. ("Merger Sub") and Legacy SoFi (the "Merger Agreement"), pursuant to which Merger Sub merged with and into Legacy SoFi, with Legacy SoFi surviving the merger as a wholly-owned subsidiary of the Issuer.
F2 100% of the option is immediately exercisable. The option vested as to 20% of the total number of shares on March 13, 2019, and thereafter vested and shall continue to vest as to 1/60th of the total number of shares in equal monthly installments, subject to the reporting person's continued service with the Issuer through the applicable vesting date.
F3 Received in connection with the Business Combination in exchange for options to acquire 3,000,000 shares of common stock of Legacy SoFi for $10.78 per share.
F4 100% of the option is immediately exercisable. The option vested as to 20% of the total number of shares on March 13, 2019, and thereafter vested and shall continue to vest as to 1/60th of the total number of shares in equal monthly installments, subject to the reporting person's continued service with the Issuer through the applicable vesting date.
F5 Received in connection with the Business Combination in exchange for options to acquire 3,700,000 shares of common stock of Legacy SoFi for $17.18 per share.
F6 The warrant is immediately exercisable in full.
F7 Received in connection with the Business Combination in exchange for warrants to acquire 12,957 shares of Series H Preferred Stock of Legacy SoFi for $15.4362 per share.
F8 Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock upon settlement for no consideration.
F9 In connection with the Business Combination, the unvested portion of this Legacy SoFi outstanding RSU award was converted into an RSU award denominated in shares of the Issuer's common stock. The unvested portion of the outstanding RSU award will continue to vest as to 101,663 RSUs per month in equal monthly installments, subject to the reporting person's continued service with the Issuer through the applicable vesting date, with each monthly installment representing 1/60th of the total number of RSUs originally granted pursuant to this award, as such total number was converted in the Business Combination.
F10 Each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement for no consideration.
F11 In connection with the Business Combination, the unvested portion of this Legacy SoFi outstanding RSU award was converted into an RSU award denominated in shares of the Issuer's common stock. The unvested portion of the outstanding RSU award will continue to vest as to 94,853 RSUs per quarter in equal quarterly installments, subject to the reporting person's continued service with the Issuer through the applicable vesting date, with each quarterly installment representing 1/20th of the total number of RSUs originally granted pursuant to this award, as such total number was converted in the Business Combination.
F12 Each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement for no consideration.
F13 In connection with the Business Combination, the unvested portion of this Legacy SoFi outstanding RSU award was converted into an RSU award denominated in shares of the Issuer's common stock. The unvested portion of the outstanding RSU award will vest as to 425,172 RSUs per quarter in equal quarterly installments for four quarters commencing on March 14, 2023 and as to 518,478 RSUs per quarter in equal quarterly installments for four quarters commencing on March 14, 2024, in each case subject to the reporting person's continued service with the Issuer through the applicable vesting date.