| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | OPFI | Class V Common Stock | Disposed to Issuer | $0 | -518K | -26.29% | $0.00 | 1.45M | Jul 21, 2024 | By OppFi Shares, LLC | F1, F2, F3 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | OPFI | Class A Common Units | Disposed to Issuer | $0 | -518K | -26.29% | $0.00 | 1.45M | Jul 21, 2024 | Class A Common Stock | 518K | $0.00 | By OppFi Management Holdings, LLC | F2, F4, F5 |
| Id | Content |
|---|---|
| F1 | Shares of Class V common stock, par value $0.0001 per share ("Class V Common Stock"), of OppFi Inc. (the "Issuer") represent voting, non-economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation, as amended, or as required by applicable law, holders of Class V Common Stock will be entitled to one vote per share of Class V Common Stock on all matters to be voted on by the Issuer's stockholders generally. The shares of Class V Common Stock will be cancelled by the Issuer if the reporting person exercises (or causes OppFi Management Holdings, LLC ("OFMH") to exercise) Exchange Rights (as defined below in footnote 4). |
| F2 | Reflects the forfeiture to Opportunity Financial, LLC ("Opportunity Financial") for no consideration of Class A common units ("Common Units") of Opportunity Financial that were not earned pursuant to the earnout provisions of that certain Business Combination Agreement, dated February 9, 2021, by and among the Issuer, Opportunity Financial, OppFi Shares, LLC ("OFS") and the representative of the members of Opportunity Financial. In connection with the forfeiture of the Common Units, the reporting person is deemed to have forfeited the indirect right to cause OFS to dispose of an equivalent number of shares of Class V Common Stock to the Issuer pursuant to the reporting person's (or OFMH's) Exchange Rights. Also reflects the reallocation of additional Common Units of Opportunity Financial to the reporting person following the forfeiture of Common Units by other members. |
| F3 | The shares of Class V Common Stock are held by OFS, which has sole voting power over the shares of Class V Common Stock reported in Table I hereof. The reporting person has the indirect right to cause OFS to dispose of the shares of Class V Common Stock reported in Table I hereof to the Issuer pursuant to the reporting person's (or OFMH's) Exchange Rights. |
| F4 | Common Units generally represent economic, non-voting interests in Opportunity Financial. The Issuer is the sole manager of Opportunity Financial and controls Opportunity Financial, except as provided by the Third Amended and Restated Limited Liability Company Agreement of Opportunity Financial (the "LLC Agreement") or applicable law. Pursuant to the LLC Agreement, each Common Unit can be exchanged by the holder from time to time for either one share of Class A common stock, par value $0.0001 per share ("Class A Common Stock"), of the Issuer or, at the election of the Issuer in its capacity as the sole manager of Opportunity Financial, the cash equivalent of the market value of one share of Class A Common Stock (the "Exchange Rights"). |
| F5 | These Common Units are held by OFMH, of which the reporting person is a member. OFMH is a member of Opportunity Financial. Pursuant to the terms of the Amended and Restated Limited Liability Company Agreement of OFMH, the reporting person has the right to cause OFMH to exercise for the benefit of the reporting person OFMH's Exchange Rights with respect to the Common Units indirectly held by the reporting person. |