10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2022

Commission File Number: 001-36771 

LendingClub Corporation

(Exact name of registrant as specified in its charter)

Delaware	51-0605731
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

	595 Market Street, Suite 200,
	San Francisco,	CA	94105
(Address of principal executive offices and zip code)

(415) 632-5600

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class:	Trading Symbol	Name of each exchange on which registered:
Common Stock, par value $0.01 per share	LC	New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes  ý    No  ¨

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.    Yes  ¨    No  ý

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ý    No  ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes  ý    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

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. o

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. o

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).    Yes  ☐    No  ☒

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant as of June 30, 2022, the last business day of the registrant’s most recently completed second fiscal quarter, was $1,064,129,045 based on the closing price reported for such date on the New York Stock Exchange. Shares of the registrant’s common stock held by each executive officer, director and holder of 10% or more of the outstanding common stock have been excluded in that such persons may be deemed to be affiliates. This calculation does not reflect a determination that certain persons are affiliates of the registrant for any other purpose.

As of January 31, 2023, there were 106,571,027 shares of the registrant’s common stock outstanding.

Documents Incorporated by Reference

Portions of the registrant’s Definitive Proxy Statement for the Registrant’s 2023 Annual Meeting of Stockholders are incorporated by reference into Part III of this Annual Report on Form 10-K to the extent stated herein. Such Definitive Proxy Statement will be filed with the Securities and Exchange Commission within 120 days after the end of the registrant’s fiscal year ended December 31, 2022.

LENDINGCLUB CORPORATION

Annual Report On Form 10-K

For Fiscal Year Ended December 31, 2022

TABLE OF CONTENTS

Glossary		1
Forward-looking Statements		3
PART I		5
Item 1.	Business	5
Item 1A.	Risk Factors	19
Item 1B.	Unresolved Staff Comments	48
Item 2.	Properties	48
Item 3.	Legal Proceedings	48
Item 4.	Mine Safety Disclosures	48
PART II		49
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	49
Item 6.	[Reserved]	50
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	51
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	75
Item 8.	Financial Statements and Supplementary Data	75
Item 9.	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	137
Item 9A.	Controls and Procedures	137
Item 9B.	Other Information	139
Item 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	139
PART III		139
Item 10.	Directors, Executive Officers and Corporate Governance	139
Item 11.	Executive Compensation	139
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	139
Item 13.	Certain Relationships and Related Transactions, and Director Independence	139
Item 14.	Principal Accountant Fees and Services	139
PART IV		140
Item 15.	Exhibits and Financial Statement Schedules	140
Item 16.	Form 10-K Summary	140
Signatures		141
Exhibit Index		143

LENDINGCLUB CORPORATION

Glossary

The following is a list of common acronyms and terms LendingClub Corporation regularly uses in its financial reporting:

Acquisition	Acquisition of Radius Bancorp, Inc.
AFS	Available for Sale
ACL	Allowance for Credit Losses (includes both the allowance for loan and lease losses and the reserve for unfunded lending commitments)
ALLL	Allowance for Loan and Lease Losses
Annual Report	Annual Report on Form 10-K for the year ended December 31, 2022
ASU	Accounting Standards Update
AUM	Assets Under Management (outstanding balances of Loan Originations serviced by the Company including loans sold to investors as well as loans held for investment and held for sale by the Company)
Balance Sheet	Consolidated Balance Sheets
LC Bank or LendingClub Bank	LendingClub Bank, National Association
CECL	Current Expected Credit Losses (Accounting Standards Update 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments)
CET1	Common Equity Tier 1
CET1 Capital Ratio	Common Equity Tier 1 capital divided by total risk-weighted assets as defined under the U.S. Basel III capital framework
DCF	Discounted Cash Flow
EPS	Net Income (Loss) Per Share
Exchange Act	Securities Exchange Act of 1934, as amended
FRB or Federal Reserve	Board of Governors of the Federal Reserve System and, as applicable, Federal Reserve Bank(s)
GAAP	Accounting Principles Generally Accepted in the United States of America
HFI	Loans which are retained by the Company and held for investment
HFS	Held for sale loans expected to be sold to investors, including Marketplace Loans
Income Statement	Consolidated Statements of Income (Loss)
LendingClub, LC, the Company, we, us, or our	LendingClub Corporation and its subsidiaries
Loan Originations	Unsecured personal loans and auto refinance loans originated by the Company or facilitated by third-party issuing banks
Marketplace Loans	Loan Originations designated as HFS and subsequently sold to investors
N/M	Not meaningful
Parent	LendingClub Corporation (the Parent Company of LendingClub Bank, National Association and other subsidiaries)
PPNR or Pre-Provision Net Revenue	PPNR, or Pre-Provision Net Revenue, is a non-GAAP financial measure calculated by subtracting the provision for credit losses and income tax benefit/expense from net income.
PPP Loans	Loans originated pursuant to the U.S. Small Business Administration’s Paycheck Protection Program
Radius	Radius Bancorp, Inc.
ROA	Return on Average Total Assets
ROE	Return on Average Equity
SEC	United States Securities and Exchange Commission
Securities Act	Securities Act of 1933, as amended

1

LENDINGCLUB CORPORATION

Structured Program transactions	Asset-backed securitization transactions and Certificate Program transactions (CLUB and Levered certificates), where certain accredited investors and qualified institutional buyers have the opportunity to invest in securities backed by a pool of unsecured personal whole loans.
Tier 1 Capital Ratio	Tier 1 capital, which includes Common Equity Tier 1 capital plus non-cumulative perpetual preferred equity that qualifies as additional tier 1 capital, divided by total risk-weighted assets as defined under the U.S. Basel III capital framework.
Tier 1 Leverage Ratio	Tier 1 capital, which includes Common Equity Tier 1 capital plus non-cumulative perpetual preferred equity that qualifies as additional tier 1 capital, divided by quarterly adjusted average assets as defined under the U.S. Basel III capital framework.
Total Capital Ratio	Total capital, which includes Common Equity Tier 1 capital, Tier 1 capital and allowance for credit losses and qualifying subordinated debt that qualifies as Tier 2 capital, divided by total risk-weighted assets as defined under the U.S. Basel III capital framework.
Unsecured personal loans	Unsecured personal loans originated on the Company’s platforms, including an online direct to consumer platform and a platform connected with a network of education and patient finance providers.
VIE	Variable Interest Entity

2

LENDINGCLUB CORPORATION

Except as the context requires otherwise, as used herein, “LendingClub,” “Company,” “we,” “us,” and “our,” refer to LendingClub Corporation, a Delaware corporation, and, where appropriate, its consolidated subsidiaries and consolidated variable interest entities (VIEs), including LendingClub Bank, National Association (LC Bank), and various entities established to facilitate loan sale transactions under LendingClub’s Structured Program.

Forward-looking Statements

This Annual Report on Form 10-K for the year ended December 31, 2022 (Annual Report) contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (Exchange Act). Forward-looking statements in this Annual Report include, without limitation, statements regarding borrowers, credit scoring, our strategy, future operations, expected losses, future financial position, future revenue, projected costs, prospects, plans, objectives of management, expected market growth and the impact on our business. You can identify these forward-looking statements by words such as “anticipate,” “appear,” “believe,” “continue,” “could,” “estimate,” “expect,” “forecast,” “future,” “intend,” “may,” “opportunity,” “plan,” “predict,” “project,” “should,” “strategy,” “target,” “will,” “would,” or similar expressions.

These forward-looking statements include, among other things, statements about:

•our ability to successfully navigate the current economic climate;

•our ability to sustain the business under adverse circumstances;

•our ability to attract new members, to expand our product offerings and services, to improve revenue and generate recurring earnings, to capture expense benefits, to increase resiliency, and to enhance regulatory clarity;

•our ability, and that of third-party partners or providers, to address stricter or heightened regulatory or supervisory requirements and expectations;

•our compliance, and that of third-party partners or providers, with applicable local, state and federal laws, regulations and regulatory developments or court decisions affecting our business;

•the effects of natural disasters, public health crises, acts of war or terrorism and other external events on our customers and business, including the Ukrainian-Russian conflict;

•the impact of changes in laws or the regulatory or supervisory environment, including as a result of legislation, regulation, policies or changes in government officials or other personnel;

•the impact of changes in monetary, fiscal, or trade laws or policies;

•the impact of accounting standards or policies, including the Current Expected Credit Losses (CECL) standard;

•the results of examinations of us by regulatory authorities and the possibility that any such regulatory authority may, among other things, limit our business activities, increase our allowance for loan losses, increase our capital levels, or affect our ability to borrow funds or maintain or increase deposits;

•our ability, and that of third-party partners or providers, to maintain an enterprise risk management framework that is effective in mitigating risk;

•our ability to effectively manage capital or liquidity to support our evolving business or operational needs, while remaining compliant with regulatory or supervisory requirements and appropriate risk-management standards;

•our ability to attract and retain loan borrowers;

•our ability to develop and maintain a strong core deposit base or other low cost funding sources necessary to fund our activities;

•the impact of changes in consumer spending, borrowing and saving habits;

•the impact of the continuation of or changes in the short-term and long-term interest rate environment;

•our expectations on the interplay among origination volume, underwriting standards and interest rates;

•the ability of borrowers to repay loans and the plans of borrowers;

3

LENDINGCLUB CORPORATION

•our ability to maintain investor confidence in the operation of our platform;

•our ability to retain existing sources and secure new or additional sources of investor commitments for our platform;

•the performance of our loan products and expected rates of return for investors;

•platform volume, pricing and balance;

•the effectiveness of our platform’s credit scoring models;

•our ability to innovate and the adoption and success of new products and services;

•the adequacy of our corporate governance, risk-management framework and compliance programs;

•the impact of, and our ability to resolve, pending litigation and governmental inquiries and investigations;

•the use of our own capital to purchase loans and the impact of holding loans on and our ability to sell loans off our balance sheet;

•our financial condition and performance, including the impact that management’s estimates have on our financial performance and the relationship between interim period and full year results;

•our ability, and that of third-party partners and providers, to maintain service and quality expectations;

•capital expenditures;

•our compliance with contractual obligations or restrictions;

•the potential impact of macro-economic developments, including recessions, inflation or other adverse circumstances;

•the impact of COVID-19;

•our ability to develop and maintain effective internal controls;

•our ability to recruit and retain quality employees to support current operations and future growth;

•our ability to continue to integrate LC Bank and realize the financial and strategic benefits of the acquisition of Radius Bancorp, Inc.;

•changes in the effectiveness and reliability of our information technology and computer systems, including the impact of any security or privacy breach;

•the impact of expense initiatives and our ability to control our cost structure;

•our ability to manage and repay our indebtedness; and

•other risk factors listed from time to time in reports we file with the SEC.

We caution you that the foregoing list may not contain all of the forward-looking statements in this Annual Report. We may not actually achieve the plans, intentions or expectations disclosed in forward-looking statements, and you should not place undue reliance on forward-looking statements. We have included important factors in the “Risk Factors” section of this Annual Report, as well as in our consolidated financial statements, related notes, and other information appearing elsewhere in this Annual Report and our other filings with the SEC that could, among other things, cause actual results or events to differ materially from forward-looking statements contained in this Annual Report. Forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures or investments we may make.

You should read this Annual Report carefully and completely and with the understanding that actual future results may be materially different from what we expect. We do not assume any obligation to update or revise any forward-looking statements, whether as a result of new information, actual results, future events or otherwise, other than as required by law.

4

LENDINGCLUB CORPORATION

PART I

Item 1. Business

Introduction

LendingClub is America’s leading digital marketplace bank. As a digitally native, vertically integrated, customer-focused company, and one of a small number of fintech companies with a national bank charter, we are uniquely positioned to rewrite the rules of traditional banking and create a suite of integrated financial products and services that make smart money moves simple and rewarding. We do this by bringing together the best of both worlds – fintech and banking – leveraging data and technology to increase consumer access to credit, lower their borrowing costs, and improve the return on their savings while delivering a seamless experience that focuses on fairness and simplicity.

The Company was founded in 2006 and brought a traditional credit product – the installment loan – into the digital age by leveraging technology, data science, and a unique marketplace model. In doing so, we became one of the largest providers of unsecured personal loans in the United States. In February 2021, LendingClub completed the acquisition of an award-winning digital bank, Radius Bancorp, Inc. (Radius), becoming a bank holding company and forming LendingClub Bank, National Association (LC Bank), as its wholly-owned subsidiary through which we operate the vast majority of our business (the Acquisition). The result is a combination of complementary strengths that create an economically attractive and resilient digital marketplace bank.

LendingClub’s customers – our “members” – can gain access to a broader range of financial products and services designed to help them digitally optimize their lending, spending, and savings. Economic volatility and the current rising costs of healthcare, housing, education, and more have contributed to millions of everyday Americans having insufficient financial reserves or living paycheck to paycheck, including approximately 50% of those earning over $100,000 annually. They often turn to a limited set of higher cost debt solutions to bridge cash flow gaps and manage their financial lives. Our mission is to empower our members, who are typically high-income and high-FICO consumers, on a path to better financial health, giving them new ways to pay less on their debt and earn more on their savings. Since 2007, more than 4.5 million individuals have become members, joining the Club to help achieve their financial goals.

Strategic and financial benefits of a digital marketplace bank include:

•More stable revenue driven by net interest income from loans held for investment, complementing marketplace revenue streams;

•Opportunity to attract new members and deepen relationships with existing members through new digital banking products and services that leverage LendingClub’s marketing and brand strengths; and

•Resiliency with access to stable, low-cost deposit funding replacing higher-cost and more volatile third-party warehouse funding.

Our business model and competitive advantages

As a digital marketplace bank, we offer key business model and competitive advantages over both traditional banks and fintech marketplaces. These include:

•Financially attractive and resilient business model. As a bank, we save on fees from third-party issuing banks, which compares favorably to nonbank fintechs. We benefit from two distinct revenue streams: marketplace revenue in the form of origination fees from borrowers and servicing fees on loans sold to investors, which provide attractive in-period income; and net interest income earned from holding a portion of our prime loan originations or other loans acquired for investment, which provide a recurring and resilient revenue source. We are able to adjust the relative percentage of loans held for investment and loans sold through the marketplace depending on market conditions. In addition to improving our loan-level

5

LENDINGCLUB CORPORATION

economics, our banking capabilities also substantially increase the long-term resiliency of our business by providing access to more stable deposit funding, which replaces higher-cost and more volatile third-party warehouse funding. Finally, as a digital-first marketplace bank we are better able to leverage technology to meet customers where they are and provide them with efficient and effective solutions.

•Unmatched data and analytics, which power our customer experience including underwriting results. We believe that lending is essentially a data problem and that we have the technology and expertise to solve it. We serve members across a wide band of the credit spectrum and have facilitated more than $80 billion of loans to more than 4.5 million members since the Company was founded. Through our interactions with applicants and members we have collected more than 150 billion cells of performance and behavioral data across thousands of attributes and various economic cycles. That data informs our activities across the customer lifecycle in both lending and savings – from marketing to underwriting, pricing, and servicing – and informs our proprietary credit decisioning and machine learning models to rapidly adapt and adjust our operations to changing environments. As a result of our data advantage and iterative credit modeling, we believe we are able to assess credit risk more effectively than traditional scoring models, which allows us to expand access to credit and generate savings for members while also generating attractive risk-adjusted returns. We also believe those advantages promote lower customer acquisition costs and give us a deep understanding of our members, which helps us anticipate their needs, informs future product offerings, and enables us to effectively customize offers.

•Strong, growing, and engaged customer base. Our scalable technology marketplace, customer-focused culture, and use of data and analytics has enabled us to provide loans and savings to our millions of members, helping members across a wide band of the credit spectrum. Our typical member is among the industry’s most sought-after consumers: borrowers who are relatively high income ($100,000+ annual income on average), high FICO score (over the last three years our average FICO score has remained well above 700), and between mid-30s to mid-50s in age. Many of them have accumulated higher-cost debt as a result of relying on a limited set of available credit options to bridge cash flow gaps or disruptions. They want better, lower-cost solutions. Our efficient marketplace model enables us to generate savings for members by matching them with the lowest available cost of funding provided by investors on our marketplace, including LC Bank, and through offering higher than industry average savings options for our members. Our high net promoter score reflects the strong affinity our members have for our brand and the unique value we provide. In fact many of our members return to us for a subsequent loan and/or to increase their savings through a deposit product, and these “repeat members” have very low acquisition costs for us and better loan performance. Overall, our members’ engagement provides a launching pad for deepening relationships beyond personal loans and savings accounts and extending into future products.

Our marketplace not only allows us to serve a broad spectrum of members, it also opens up a diverse ecosystem of capital to a new asset class of consumer debt. These marketplace investors include a broad range of institutions that range from banks to institutional funds and asset managers. Our marketplace products primarily compete with other investment vehicles and asset classes, such as equities, bonds, and short-term fixed income securities. LendingClub’s key competitive advantages for marketplace investors include:

•Competitive risk-adjusted returns. We have a decade-and-a-half track record of generating competitive risk-adjusted returns for marketplace investors. Our loans compare favorably to other alternative investment options due to their higher yield and lower duration. We dynamically price loans based on a variety of inputs, such as competitive insights, supply and demand, and prevailing interest rates.

•Portfolio diversification. Loans we sell through our marketplace can offer duration, geographic, and/or asset diversification to investors.

•Innovative and easy-to-use technology platform. The investor marketplace brings the traditional loan trading model into the digital age with faster, more efficient transactions that enable borrowers and investors alike to achieve better outcomes. LendingClub’s electronic marketplace enables participating investors to sell and purchase loans quickly and easily. For purchases, the marketplace provides same day automated settlements, flexible real-time market-based pricing, and the ability to customize investor portfolios and trading activity. Investors can use passive portfolio or active loan selection strategies.

6

LENDINGCLUB CORPORATION

•Regulated and resilient counterparty. As a national bank subject to regulatory oversight and an investor in our own loans, LendingClub is a trusted partner for banks participating on our marketplace.

Our loan origination and deposit gathering model

Our sales and marketing efforts are designed to efficiently attract and retain members and build brand awareness. We use an array of marketing channels and constantly seek to improve and optimize the member experience, both online and offline, to achieve efficiency and high levels of member satisfaction.

We attract and retain members directly through our website and through targeted online advertising, online aggregation partners, direct mail, and other channels, including search engines, social media, and strategic relationship referrals. Our growing member base often returns directly to LendingClub if they need another loan or deposit product – at very low acquisition cost for us – which increases the lifetime value of our members while helping them improve their financial health.

Our primary loan products include unsecured personal loans, secured auto refinance loans, and patient and education finance loans (Consumer Loans). Once a loan application is received, our multivariable and automated processes enable us to assess risk and present approved applicants with various loan options, including the term, rate, and amount for which the applicant qualifies. Although the approval of the vast majority of our loans are automated, we may perform additional verifications on the applicant. Once any verifications are completed, the loan is originated and proceeds of the loan are issued to the borrower, net of any origination or transaction fee retained by us.

We currently offer borrowers multiple features to lower their cost of debt and enhance their financial health, including balance transfers (where a borrower’s existing credit card debt is directly paid down and the loan is consolidated into a fixed-rate term loan) and joint applications (where borrowers may receive a better rate when they jointly apply for a personal loan). These loan products are underpinned by a scalable technology platform and capabilities targeted directly at our members’ core needs to either lower the cost of their debt and/or improve the returns on their savings.

Our commercial lending business is primarily focused on small businesses and we participate in the U.S. Small Business Administration (SBA) lending programs. Commercial loans are sourced through relationship managers who maintain and build relationships with businesses across the country. We underwrite loans based on the creditworthiness of businesses, including an assessment of cash flows, and on the underlying value of any collateral. In the first quarter of 2023, we ceased originating commercial real estate loans and equipment leases and intend to retain the existing loan portfolios to maturity.

Our deposit business includes sourcing deposits directly from consumer and commercial customers and from third-party marketing channels and deposit brokers. For consumer depositors, we offer high-yield savings accounts, checking accounts and certificates of deposit (CDs). With our FDIC-insured high-yield savings account, members can enhance their savings by earning competitive interest on their entire balance. Our checking accounts deliver an award-winning digital experience, customer friendly features, such as ATM fee rebates, no overdraft fees and early direct deposits.

Our marketplace

Our Consumer Loans are either: (i) sold to investors or (ii) retained by LC Bank. Our commercial loans are generally retained by LC Bank.

Loan Sales (Marketplace Activity): We sell loans to institutional investors, such as banks, asset managers, insurance companies, investment funds, credit unions and other large non-bank investors, through our innovative and proprietary marketplace. The marketplace is underpinned by LCX, our real-time electronic platform and settlement technology. This proprietary investor platform can easily be customized to meet the needs of individual investors

7

LENDINGCLUB CORPORATION

thereby making transacting on our marketplace fast, easy, and repeatable. This marketplace has a variety of benefits derived from its unique features:

•A diverse, multifaceted investor market, which enables LendingClub to offer loans to a greater number of customers across a wider credit spectrum than what LC Bank retains on its balance sheet.

•A competitive, dynamically priced market that allows a broad array of investors to instantly buy loans at variable prices (at, below, or above par). The market’s competitive nature enables LendingClub to offer lower prices to customers. It also provides us with real-time information on current market prices and demand for certain types of loans, which helps inform our credit models.

•A flexible and adaptable platform that enables LendingClub to test and launch new products, including structured products, or potential underwriting expansions with limited credit or market risk to LC Bank.

•Quick and efficient trading at scale, which allows investors to quickly deploy their strategies and change their approaches as conditions warrant.

•Unconstrained scale because there is no prescribed limit or capital considerations to the volume of loans we can originate and sell through the marketplace, which enables LendingClub to originate more loan volume than it would be able to if all loans were retained on LC Bank’s balance sheet.

LendingClub Bank: LC Bank holds a representative sample of high-quality prime loans from the marketplace and funds those loans directly with its own capital and deposits, which are typically stable and low cost. We retain these loans for investment on LC Bank’s balance sheet and recognize this source of recurring revenue over the life of the loans.

Loan Purchases: From time to time, we may opportunistically purchase loans. For example, in the fourth quarter of 2022, we acquired a $1.05 billion outstanding principal personal loan portfolio we previously facilitated and have since held those loans on our balance sheet to earn net interest income.

Retail Notes. Investors had historically been able to purchase LendingClub Member Payment Dependent Notes (Retail Notes), which are securities for which cash flows to investors were dependent upon principal and interest payments made by borrowers of certain unsecured personal loans. As of December 31, 2020, and in anticipation of the closing of the Acquisition, LendingClub ceased offering and selling Retail Notes. The total balance of outstanding Retail Notes and related loans will continue to decline as underlying borrower payments are made. The Company does not share in any interest rate or credit risk on the related loans.

Seasonality

Historically, personal loan volume on our marketplace is generally lower in the first and fourth quarters of the year, primarily due to seasonality of borrower behavior, which can impact volume. These seasonal trends contribute to fluctuations in our operating results. Additionally, the current market environment could result in continued reduction in loan origination volume, which may impact our operating results in the near term.

Revenue

We originate Consumer Loans through the Company’s marketplace, either selling them directly to investors, which generates a majority of related revenue immediately, or using our own capital to hold the loans for investment, which generates revenue over the life of the loan.

Revenue from loans held for sale (HFS) is recorded in “Marketplace revenue” and “Interest income” on our Consolidated Statements of Income (Loss) (Income Statement). Marketplace revenue includes origination fees recorded at the time of loan origination and is monetized as cash from loan investor sale proceeds. Marketplace revenue also includes the gain on sales of loans (recognition of servicing asset), servicing fees received from investors over the life of the loan, and net fair value adjustments (gains or losses from sale prices in excess of or less than the loan

8

LENDINGCLUB CORPORATION

principal amount). We also earn interest income on loans HFS between the time of origination and the settlement date of the loan sales to investors.

Revenue from loans held for investment (HFI) at amortized cost is recorded in “Interest income” on our Income Statement. Origination fees and applicable costs on loans HFI are deferred and are accreted through interest income, over the life of the loans and are accelerated when loans are paid in full before their maturity date. The CECL allowance for HFI loans at amortized cost is calculated using a discounted cash flow (DCF) approach and is an estimate of the net present value of lifetime expected credit losses, which is initially recognized through earnings (as “Provision for credit losses”) at the time of origination, while the loan interest received and the accretion of deferred fees and costs are recognized according to the loan’s contractual payment terms. Due to the timing difference caused by origination fee deferrals and upfront credit loss provisioning, earnings are disproportionately impacted from the strong expected organic growth in our HFI loan portfolio at amortized cost before benefiting from higher levels of interest income in later periods.

HFI loans are measured at fair value if the Company elects the fair value option. We may elect the fair value option for certain HFI loans. As of December 31, 2022, loans measured at fair value primarily include the loan portfolio that was purchased by the Company in December 2022. Interest income is recorded under the effective interest method, which considers any purchase premium or discounts. In addition, purchase-related discounts absorb credit losses. We record fair value adjustments on loans that are recorded at fair value in “Marketplace revenue” on our Income Statement.

Competition

The financial services industry is highly competitive, rapidly changing, highly innovative, and subject to regulatory scrutiny and oversight. We compete with financial services providers such as banks, credit unions, and finance companies. We also face increased competition from non-bank institutions such as online and marketplace lending companies, as well as from financial services subsidiaries of commercial and manufacturing companies. Many of these competitors have fewer regulatory constraints and some may have lower cost structures. The financial services industry is also likely to become more competitive as further technological advances enable more companies to provide financial services.

See “Item 1A. Risk Factors – Substantial and increasing competition in our industry may harm our business” for further discussion of the potential impact of competition on our business.

Regulation and Supervision

General

The U.S. financial services and banking industry is highly regulated. The bank regulatory regime is intended primarily for the protection of customers, the public, the financial system and the Deposit Insurance Fund (DIF) of the Federal Deposit Insurance Corporation (FDIC), rather than our stockholders or creditors.

The legal and regulatory regime affects virtually all aspects of our operations. Statutes, regulations and policies govern, among other things, the scope of activities that we may conduct and the manner in which we may conduct them; our business plan and growth; our board, management, and risk management infrastructure; the type, terms, and pricing of our products and services; our loan and investment portfolio; our capital and liquidity levels; our reserves against deposits; our ability to pay dividends, buy-back stock or distribute capital; and our ability to engage in mergers, acquisitions and other strategic initiatives. The legal and regulatory regime is continually under review by legislatures, regulators and other governmental bodies, and changes regularly occur through the enactment or amendment of laws and regulations or through shifts in policy, implementation or enforcement. Changes are difficult to predict and could have significant effects on our business.

9

LENDINGCLUB CORPORATION

The material regulatory requirements that are applicable to us and our subsidiaries are summarized below. The description below, as well as other descriptions of laws and regulations in this Annual Report, are not intended to summarize all laws and regulations applicable to us and our subsidiaries, and are based upon the statutes, regulations, policies, interpretive letters and other written guidance that are in effect as of the date of this Annual Report.

Regulatory Framework

We are subject to regulation and supervision by multiple regulatory bodies. As a bank holding company, the Company is subject to the Bank Holding Company Act of 1956 (BHCA) and is subject to ongoing and comprehensive supervision, regulation, examination and enforcement by the Board of Governors of the Federal Reserve System (FRB). The FRB’s jurisdiction also extends to any company that is directly or indirectly controlled by a bank holding company.

As a national bank, LC Bank is subject to ongoing and comprehensive supervision, regulation, examination and enforcement by the Office of the Comptroller of the Currency (OCC). The OCC charges fees to national banks, including LC Bank, in connection with its supervisory activities.

LC Bank’s deposits are insured by the DIF of the FDIC up to applicable legal limits. As an FDIC-insured depository institution, LC Bank is subject under certain circumstances to supervision, regulation and examination by the FDIC. The FDIC charges deposit insurance assessments to FDIC-insured institutions, including LC Bank, to fund and support the DIF. The rate of these deposit insurance assessments is based on, among other things, the risk characteristics of LC Bank. The FDIC has the power to terminate LC Bank’s deposit insurance if it determines LC Bank is engaging in unsafe or unsound practices. Federal banking laws provide for the appointment of the FDIC as receiver in the event LC Bank were to fail, such as in connection with undercapitalization, insolvency, unsafe or unsound condition or other financial distress. In a receivership, the claims of LC Bank’s depositors (and those of the FDIC as subrogee of LC Bank) would have priority over other general unsecured claims against LC Bank.

We are subject to the disclosure and regulatory requirements of the Securities Act and the Exchange Act, both as administered by the SEC. Our common stock is listed on the New York Stock Exchange (NYSE) under the trading symbol “LC” and therefore we are also subject to the rules of the NYSE for listed companies.

Broad Powers to Ensure Safety and Soundness

A principal objective of the U.S. bank regulatory system is to ensure the safety and soundness of banking organizations. Safety and soundness is a broad concept that includes financial, operational, compliance and reputational considerations, including matters such as capital, asset quality, quality of board and management oversight, earnings, liquidity, and sensitivity to market and interest rate risk. As part of its commitment to maintain safety and soundness, at the time the Company acquired LC Bank, LC Bank entered into an Operating Agreement with the OCC (the Operating Agreement). The Operating Agreement sets forth key parameters within which LC Bank must operate, such as with respect to its business plan, minimum capital, directors and senior executive officers, risk management and compliance.

The banking and financial regulators have broad examination and enforcement authority. The regulators require banking organizations to file detailed periodic reports and regularly examine the operations of banking organizations. Banking organizations that do not meet the regulators’ supervisory expectations can be subjected to increased scrutiny and supervisory criticism. The regulators have various remedies available, which may be public or of a confidential supervisory nature, if they determine that an institution’s condition, management, operations or risk profile is unsatisfactory. The regulators may also take action if they determine that the banking organization or its management is violating or has violated any law or regulation. The regulators have the power to, among other things:

10

LENDINGCLUB CORPORATION

•require affirmative actions to correct any violation or practice;

•issue administrative orders that can be judicially enforced;

•direct increases in capital;

•direct the sale of subsidiaries or other assets;

•limit dividends and distributions;

•restrict growth and activities;

•set forth parameters, obligations and/or limitations with respect to the operation of our business;

•assess civil monetary penalties;

•remove officers and directors; and

•terminate deposit insurance.

Engaging in unsafe or unsound practices or failing to comply with applicable laws, regulations and supervisory agreements could subject us and our subsidiaries or their officers, directors and institution-affiliated parties to a broad variety of sanctions or remedies, including those described above.

Limits on Activities and Approval Requirements

The BHCA generally restricts the Company’s ability, directly or indirectly, to engage in, or acquire more than 5% of any class of voting securities of a company engaged in, activities other than those determined by the FRB to be so closely related to banking as to be a proper incident thereto. The Gramm-Leach-Bliley Act expanded the scope of permissible activities to include those that are financial in nature or incidental or complementary to a financial activity for a bank holding company that elects to be a financial holding company, which requires the satisfaction of certain conditions. We have not elected financial holding company status.

The bank regulatory regime, including through the Operating Agreement, requires that we obtain prior approval of one or more regulators for various initiatives or corporate actions, including acquisitions or minority investments, the establishment of branches, certain changes to our board or senior management, certain dividends or capital distributions, and significant deviations from LC Bank’s previously approved business plan. Regulators take into account a range of factors in determining whether to grant a requested approval, including the supervisory status of the applicant and its affiliates. Thus, there is no guarantee that a particular proposal by us would receive the required regulatory approvals.

The Community Reinvestment Act (CRA) requires federal banking regulators, in their review of certain applications by banking organizations, to take into account the applicant’s record in helping meet the credit needs of its community, including low- and moderate-income neighborhoods. LC Bank is subject to periodic examination under the CRA by the OCC, which will assign ratings based on the methodologies set forth in its regulations and guidance. Less favorable CRA ratings, or concerns raised under the CRA, may adversely affect LC Bank’s ability to obtain approval for certain types of applications. The federal banking regulators have proposed reforms to the regulations implementing the CRA that may impact how certain activities may be considered, and how regulators may assess performance, under the CRA.

Company as Source of Strength for LC Bank

Federal law and FRB policy require that a bank holding company serve as a source of financial and managerial strength for any FDIC-insured depository institution that it controls. Thus, if LC Bank were to be in financial distress or to otherwise be viewed by the regulators as in an unsatisfactory condition, then the regulators could require the Company to provide additional capital or liquidity support, or take other action, in support of LC Bank, even if doing so is not otherwise in the best interest of the Company.

11

LENDINGCLUB CORPORATION

Regulatory Capital Requirements and Prompt Corrective Action

The banking regulators view capital levels as important indicators of an institution’s financial soundness. As a general matter, FDIC-insured depository institutions and their holding companies are required to maintain a specified level of capital relative to the amount and types of assets they hold. While capital can serve as an important cushion against losses, higher capital requirements can also adversely affect an institution’s ability to grow and/or increase leverage through deposit-gathering or other sources of funding.

The Company and LC Bank are each subject to generally similar capital requirements adopted by the FRB and the OCC, respectively. These requirements establish required minimum ratios for common equity tier 1 (CET1) risk-based capital, Tier 1 risk-based capital, total risk-based capital and a Tier 1 leverage ratio; set risk-weighting for assets and certain other items for purposes of the risk-based capital ratios; require an additional capital conservation buffer over the minimum required capital ratios in order to avoid certain limitations on paying dividends, engaging in share repurchases, and paying discretionary bonuses; and define what qualifies as capital for purposes of meeting the capital requirements. Specifically, the capital thresholds in order to be regarded as a well-capitalized institution under the Basel Committee on Banking Supervision standardized approach for U.S. banking organizations are as follows: a CET1 risk-based capital ratio of 6.5%, a Tier 1 risk-based capital ratio of 8.0%, a total risk-based capital ratio of 10.0% and a Tier 1 leverage ratio of 5.0%.

The regulators assess any particular institution’s capital adequacy based on numerous factors and may require a particular banking organization to maintain capital at levels higher than the generally applicable minimums. In this regard, and unless otherwise directed by the OCC, we have made commitments for LC Bank to maintain a CET1 risk-based capital ratio of 11%, a Tier 1 risk-based capital ratio above 11%, a total risk-based capital ratio above 13% and a Tier 1 leverage ratio of 11% for a minimum of three years following its formation.

The Federal Deposit Insurance Act provides for a system of “prompt corrective action” (PCA). The PCA regime provides for capitalization categories ranging from “well-capitalized” to “critically undercapitalized.” An institution’s PCA category is determined primarily by its regulatory capital ratios. The PCA requires remedial actions and imposes limitations that become increasingly stringent as an institution’s condition deteriorates and its PCA capitalization category declines. Among other things, institutions that are less than well-capitalized become subject to increasingly stringent restrictions on their ability to accept and/or rollover brokered deposits.

In addition to capital requirements, depository institutions are required to maintain non-interest bearing reserves at specified levels against their transaction accounts and certain non-personal time deposits.

Regulatory Limits on Dividends and Distributions

The ability of the Company or LC Bank to pay dividends, repurchase stock and make other capital distributions is limited by regulatory capital rules and other aspects of the regulatory regime. For example, a policy statement of the FRB provides that, among other things, a bank holding company generally should not pay dividends if its net income for the past year is not sufficient to cover both the cash dividends and a rate of earnings retention that is consistent with the company’s capital needs, asset quality, and overall financial condition.

Dividends and capital distributions by LC Bank are also limited by the regulatory regimes. For example, the Operating Agreement requires LC Bank to obtain a prior written determination of non-objection from the OCC before declaring any dividend. Taking into account a wide range of factors, the OCC may object and therefore prevent LC Bank from paying dividends to the Company. Other laws and regulations generally applicable to national banks also limit the amount of dividends and capital distributions that may be made by a national bank and/or require prior approval of the OCC. Because substantially all of our business activities, income and cash flow are expected to be generated by LC Bank, an inability of LC Bank to pay dividends or distribute capital to the Company would adversely affect the Company’s liquidity.

12

LENDINGCLUB CORPORATION

See “Part II – Item 8. Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 20. Regulatory Requirements” for additional information.

Consumer Protection

We are subject to a broad array of federal, state and local laws and regulations that govern almost every aspect of our business relationships with consumers. These laws relate to, among other things, the content and adequacy of disclosures, pricing and fees, fair lending, anti-discrimination, privacy, cybersecurity, usury, mortgages and housing finance, lending to service members, escheatment, debt collection, loan servicing, collateral secured lending, availability of funds and unfair, deceptive or abusive acts or practices.

The Consumer Financial Protection Bureau (CFPB) is generally responsible for rulemaking with respect to certain federal laws related to the provision of financial products and services to consumers. In addition, the CFPB has examination and primary enforcement authority with respect to federal consumer financial protection laws with respect to banking organizations with assets of $10 billion or more. LC Bank has assets less than $10 billion; therefore, we are not currently subject to the examination and enforcement jurisdiction of the CFPB. However, many consumer protection rules adopted or amended by the CFPB do apply to us and are the subject of examination and enforcement with respect to us by the OCC.

If we fail to comply with these laws and regulations, we may be subject to significant penalties, judgments, other monetary or injunctive remedies, lawsuits (including putative class action lawsuits and actions by state and local attorneys general or other officials), customer rescission rights, supervisory or enforcement actions, and civil or criminal liability.

Anti-Money Laundering, Sanctions and Financial Crime

We are subject to a wide range of laws related to anti-money laundering (AML), anti-corruption, anti-bribery, economic sanctions and prevention of financial crime, including the Bank Secrecy Act, the USA PATRIOT Act and economic sanctions programs. We are required to, among other things, maintain an effective anti-money laundering and counter-terrorist compliance program, identify and file suspicious activity and currency transaction reports, and block transactions with sanctioned persons or jurisdictions. Compliance with these laws requires significant investment of management attention and resources. These laws are enforced by a number of regulatory authorities, including the FRB, OCC, Office of Foreign Assets Control, the Financial Crimes Enforcement Network, the U.S. Department of Justice, Drug Enforcement Administration, and Internal Revenue Service. Failure to comply with these laws, or to meet our regulators’ supervisory expectations in connection with these laws, could subject us to supervisory or enforcement action, significant financial penalties, criminal liability and/or reputational harm.

Third-Party Relationship Risk Management

We utilize third-party service providers to perform a wide range of operations and other functions, which may present various risks. Our regulators expect us to maintain an effective program for managing risk arising from third-party relationships, which should be commensurate with the level of risk and complexity of our business and our third-party relationships. If not managed effectively, the use of third-party service providers may expose us to risks that could result in regulatory action, financial loss, litigation, and reputational harm.

Privacy, Information Technology and Cybersecurity

We are subject to various laws related to the privacy of consumer information. For example, the Company and its subsidiaries are required under federal law periodically to disclose to their retail clients the Company’s policies and practices with respect to the sharing of nonpublic client information with their affiliates and others, and the confidentiality and security of that information. In some cases, LC Bank must obtain a consumer’s consent before sharing information with an unaffiliated third party, and LC Bank must allow a consumer to opt out of LC Bank’s sharing of information with its affiliates for marketing and certain other purposes. We are also subject to laws and

13

LENDINGCLUB CORPORATION

regulatory requirements related to information technology and cybersecurity. For example, the Federal Financial Institutions Examination Council (FFIEC), which is a council comprised of the primary federal banking regulators, has issued guidance and supervisory expectations for banking organizations with respect to information technology and cybersecurity. Our regulators regularly examine us for compliance with applicable laws, and adherence to industry best practices, with respect to these topics. For example, they will evaluate our security of user and customer credentials, business continuity planning, and the ability to identify and thwart cyber-attacks. The federal banking regulators have also implemented rules to require banks and their service providers to provide certain notification when certain cybersecurity incidents occur.

State regulators have also been increasingly active in implementing privacy and cybersecurity standards and regulations. Recently, several states have adopted regulations requiring certain financial institutions to implement cybersecurity programs and providing detailed requirements with respect to these programs, including data encryption requirements. Many states have also recently implemented or modified their data breach notification and data privacy requirements. For example, the California Privacy Rights Act of 2020 became fully operative on January 1, 2023. We expect this trend of state-level activity in those areas to continue, and are continually monitoring developments in the states in which our clients are located.

Limitations on Transactions with Affiliates and Loans to Insiders

Banks are subject to restrictions on their ability to conduct transactions with affiliates and other related parties under federal banking laws. For example, federal banking laws impose quantitative limits, qualitative requirements, and collateral standards on certain extensions of credit and other transactions by an insured depository institution with, or for the benefit of, its affiliates. In addition, most types of transactions by an insured depository institution with, or for the benefit of, an affiliate must be on terms substantially the same or at least as favorable to the insured depository institution as if the transaction were conducted with an unaffiliated third party. Federal banking laws also impose restrictions and procedural requirements in connection with the extension of credit by an insured depository institution to directors, executive officers, principal stockholders (including the Company) and their related interests. In addition, purchases and sales of assets between an insured depository institution and its executive officers, directors, and principal stockholders may also be limited under such laws. The Sarbanes-Oxley Act generally prohibits loans by public companies to their executive officers and directors. However, there is a specific exception for loans by financial institutions, such as LC Bank, to its executive officers and directors that are made in compliance with federal banking laws.

Acquisition of a Significant Interest in the Company

Banking laws impose various regulatory requirements on parties that may seek to acquire a significant interest in the Company. For example, the Change in Bank Control Act of 1978 would generally require that any party file a formal notice with, and obtain non-objection of, the FRB prior to acquiring (directly or indirectly, whether alone or acting in concert with any other party) 10% or more of any class of voting securities of the Company. Further approval requirements and significant ongoing regulatory consequences would apply to any company that (directly or indirectly, whether alone or as part of an association with another company) seeks to acquire “control” of the Company or LC Bank for purposes of the BHCA. The determination whether a party “controls” a depository institution or its holding company for purposes of these laws is based on applicable regulations and all of the facts and circumstances surrounding the investment.

Certain Regulatory Developments Relating to the COVID-19 Pandemic CARES Act

On March 27, 2020, the Coronavirus Aid, Relief and Economic Security Act (CARES Act) was passed by Congress and signed into law by the President. Below is a brief overview of some of the provisions of the CARES Act and other regulations and supervisory guidance related to the COVID-19 pandemic that are applicable to the operations and activities of the Company and LC Bank.

14

LENDINGCLUB CORPORATION

Paycheck Protection Program (PPP). A principal provision of the CARES Act amended the Small Business Administration’s (SBA) loan program to create a guaranteed, unsecured loan program, the PPP, to fund operational costs of eligible businesses, organizations, and self-employed persons during the COVID-19 pandemic. On June 5, 2020, the Paycheck Protection Program Flexibility Act (PPPFA) was signed into law, which among other things, gave borrowers additional time and flexibility to use PPP loan proceeds. Shortly thereafter, and due to the evolving impact of the COVID-19 pandemic, additional legislation authorizing the SBA to resume accepting PPP applications on July 6, 2020 and extending the PPP application deadline to August 8, 2020 was signed. Subsequently, the SBA was authorized to resume accepting PPP applications through May 31, 2021. As a participating lender in the PPP, LC Bank continues to monitor legislative, regulatory, and supervisory developments related thereto.

Temporary Regulatory Capital Relief Related to Impact of CECL. Concurrent with enactment of the CARES Act, federal bank regulatory authorities issued an interim final rule that delays the estimated impact on regulatory capital resulting from the adoption of CECL. The interim final rule provides banking organizations that implement CECL before the end of 2020 the option to delay for two years the estimated impact of CECL on regulatory capital relative to regulatory capital determined under the prior incurred loss methodology, followed by a three-year transition period to phase out the aggregate amount of capital benefit provided during the initial two-year delay.

Effect on Economic Environment

The policies of regulatory authorities, including the monetary policy of the FRB, have a significant effect on the operating results of bank holding companies and their subsidiaries. Among the means available to the FRB to affect the money supply are open market operations in U.S. government securities, changes in the discount rate on borrowings and changes in reserve requirements with respect to deposits. These means are used in varying combinations to influence overall growth and distribution of bank loans, investments and deposits, and their use may affect interest rates charged on loans or paid for deposits. The FRB monetary policies have materially affected the operating results of commercial banks in the past and are expected to continue to do so in the future. Although we conduct stress tests to measure and prepare for the impact of potential changes in monetary policy, we cannot predict with certainty the nature of future monetary policies and the effect of such policies on our business and earnings.

Issuing Bank Model

Prior to acquiring Radius and establishing LC Bank, our issuing bank for unsecured personal and auto refinance loans was WebBank, a Utah-chartered industrial bank. Our partner banks for education and patient finance loans were NBT Bank and Comenity Capital Bank, which originate and service such loans. NBT Bank is subject to oversight by the OCC and was phased out as a partner in 2021. Comenity Capital Bank is subject to oversight by the FDIC and the Utah Department of Financial Institutions, and continues to be a partner. These authorities impose obligations and restrictions on our activities and the loans facilitated through our lending marketplace through issuing and partner banks.

There have been challenges to the ability of a bank to “export” interest rates permitted by the laws of the state where the bank is located. For example, the Second Circuit’s 2015 decision in Madden v. Midland Funding, LLC led to an increase in inquiries, regulatory proceedings and litigation relating to the application of state usury restrictions and limitations and lending arrangements where a bank or other third party has made a loan and then sells and assigns it. In 2020, the OCC issued a final rule clarifying that interest on a loan that is lawful under federal law for national banks and federal savings associations remains lawful upon the sale, assignment or other transfer of the loan (the OCC Rule). The FDIC issued a similar final rule in 2020 applicable to FDIC insured state-chartered banks (the FDIC Rule). Since these final rules, several federal district courts have declined to follow the Madden decision, including in Colorado, Massachusetts and New York. On February 8, 2022, a federal district court granted summary judgment in favor of the OCC and FDIC in lawsuits brought by multiple states seeking to invalidate the OCC Rule and FDIC Rule (California, et al. v. The Office of the Comptroller of the Currency, et al., No. 4:20-cv-05200-JSW (N.D. Cal.); California, et al. v. Federal Deposit Insurance Corporation, No. 4:20-cv-05860-JSW (N.D. Cal.)).

15

LENDINGCLUB CORPORATION

Regulatory Examinations and Actions Relating to the Company’s Pre-Acquisition Business

The Company is routinely subject to examination for compliance with applicable laws and regulations in the states in which it is licensed. Prior to the Acquisition, the Company conducted its business through nonbank entities, some of which maintain or maintained various financial services licenses in numerous jurisdictions. Since the Acquisition, the vast majority of the Company’s business is conducted through LC Bank pursuant to the laws applicable to national banks. Accordingly, many state level regulations and licensing requirements no longer apply to the Company post-Acquisition in part because: (i) it is a bank holding company operating a national bank and therefore subject to the purview of the federal banking regulations and regulators, and (ii) post-Acquisition, the Company has ceased certain types of operations that were unique to its pre-Acquisition business model, such as the Retail Notes program.

Therefore the Company’s nonbank entities have returned, and may continue to return, certain state financial services licenses that were used for Pre-Acquisition business activities that have since been discontinued. Nevertheless, even after state financial services licenses are returned, the Company may continue to be subject to the regulation, supervision and enforcement of various state regulatory authorities with respect to legacy or residual activities. Furthermore, the Company’s nonbank entities continue to maintain certain state licenses, which continue to subject the Company to the regulation, supervision and enforcement of some state regulatory authorities.

For more information on how the regulatory environment, enforcement actions, findings and ratings could also have an impact on our strategies, the value of our assets, or otherwise adversely affect our business see “Item 1A. Risk Factors – Risks Related to Regulation, Supervision and Compliance.”

Intellectual Property

To establish and protect our technology and intellectual property rights, we rely on a combination of copyright, trade secret and other rights, as well as confidentiality procedures, non-disclosure agreements with third parties, employee disclosure and invention assignment agreements, and other contractual rights. We are not dependent on any one patent, related group of patents, or any other single right to use intellectual property. Despite our efforts to protect our proprietary rights, third parties may, in an authorized or unauthorized manner, attempt to use, copy, or otherwise obtain and market or distribute our intellectual property rights or technology, or otherwise develop a product with the same functionality as our solution. In addition, our competitors may develop products that are similar to our technology. Policing all unauthorized use of our intellectual property rights is nearly impossible, and we cannot be certain that the steps we have taken or will take in the future will prevent misappropriations of our technology or intellectual property rights.

Human Capital

The Company and its consolidated subsidiaries had 1,585 employees as of December 31, 2022, all of whom were located in the United States. On January 12, 2023, we announced a plan to streamline our operations and more closely align our expense structure to loan volume and revenue. The plan included a reduction of our workforce by 225 employees and a reorganization to align responsibilities for the operation and utilization of our investor marketplace and bank balance sheet (the Workforce Reduction). For employees impacted by the Workforce Reduction, we offered severance, extended benefits coverage and outplacement assistance.

Our success depends, in large part, on our ability to recruit, develop, motivate, and retain employees with the skills to execute our long-term strategy. We participate in a competitive market for talent and aim to distinguish ourselves by offering our employees the opportunity to make a meaningful positive impact on the financial health of Americans in an innovative technology-oriented environment. We also offer competitive compensation and benefits. Our compensation programs consist primarily of base salary, corporate bonus, and equity awards. We periodically conduct pay equity surveys to ensure our compensation programs are applied equitably across our

16

LENDINGCLUB CORPORATION

workforce. Our benefits programs consist of comprehensive health, dental, and welfare benefits, including a 401(k) matching program and standalone mental health coverage.

We strive to create a welcoming and empowering environment where our employees feel that they are reaching their full potential, are highly engaged and are doing what they do best every day to accomplish our mission and vision. We support our employees professionally through onboarding programs, on-the-job training, career development sessions and performance check-ins. We monitor employee satisfaction and engagement through semi-annual engagement surveys. Our employee experience has earned a number of external recognitions, including being named to Newsweek’s list of the top 100 most loved workplaces.

We adhere, and expect all of our employees to adhere, to our Code of Business Conduct and Ethics, which, among other things, sets forth numerous policies designed to provide for a safe, ethical, respectful and compliant work environment. During the COVID-19 pandemic, our commitment to our employees was guided by a core principle: keeping our employees safe. With that principle in mind, in 2020, we rapidly and effectively implemented a work from home program. In 2022, we reopened our physical offices and we grounded our return to office strategy in legal requirements and public health guidance, in combination with the needs of our employees.

Diversity and inclusion are core to our corporate culture and we continue to strive to improve the diversity of talent within the financial services industry. Diversity and inclusion is an important consideration in hiring decisions and we strive for a 50% diverse candidate slate and interview panel for open roles. In addition to anti-racism, inclusive hiring, and breaking bias trainings for all of our employees, we have executive-sponsored programs designed to provide women and under-represented individuals with leadership training and growth opportunities. Further, we have employee resource groups and allyship programs designed to empower our employees to advocate for the growth of minorities and build a more diverse and inclusive workplace. As of December 31, 2022, our full-time workforce was 46% female and 49% non-white.

Available Information

Our website address is www.lendingclub.com. At our investor relations website, ir.lendingclub.com, we make available free of charge the following information and capabilities:

•Our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and any amendments to these reports as soon as reasonably practicable after they are electronically filed with, or furnished to, the SEC;

•Press releases, including with respect to our quarterly earnings;

•Announcements of public conference calls and webcasts;

•Corporate governance information, including our certificate of incorporation, bylaws, governance guidelines, committee charters, business conduct and ethics policy, and other governance-related policies;

•Other news and market data that we may post from time to time that investors might find useful or interesting; and

•Opportunity to sign up for email notifications.

In addition to announcing material financial information through our investor relations website, press releases, SEC filings, and public conference calls and webcasts, we also intend to use other online and social media channels, including our Blog (http://blog.lendingclub.com) and Twitter handles (@LendingClub and @LendingClubIR) to disclose material non-public information and to comply with our disclosure obligations under Regulation FD.

The contents of the websites referred to above are not incorporated into this filing or in any other report or document on file with the SEC. Further, our references to the URLs for these websites are intended to be inactive textual references only.

17

LENDINGCLUB CORPORATION

The SEC maintains a website that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC at www.sec.gov.

18

LENDINGCLUB CORPORATION

Item 1A. Risk Factors

You should carefully consider the risks and uncertainties described below, together with all of the other information in this Annual Report, including the section titled “Part II – Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the consolidated financial statements and related notes. While we believe the risks and uncertainties described below include all material risks currently known by us, it is possible that these may not be the only ones we face. If any of the risks actually occur, our business, financial condition, operating results and prospects could be materially and adversely affected.

Risk Factors Summary

Our business is subject to a number of risks that may adversely affect our business, financial condition and results of operations. These risks are discussed more fully below and include, but are not limited to:

Risks Related to Regulation, Supervision and Compliance

•operating within the bank regulatory regime and to the satisfaction of the banking regulators;

•our compliance with applicable laws and regulations (including foreign laws);

•the adequacy of our allowance for loan losses;

•operating within capital and liquidity regulations and requirements;

•the adequacy and effectiveness of our risk management framework;

•the impact of any changes to the legal and regulatory regime; and

•our participation in the Federal Paycheck Protection Program.

Risks Related to Operating Our Business

•holding loans on our balance sheet and associated credit, default and liquidity risks;

•maintaining and increasing loan originations;

•maintaining our deposit base;

•the ability of platform investors to exert influence over us;

•our ability to develop and commercialize products and services;

•maintaining adequate liquidity;

•the impact of litigation and government and regulatory investigations, inquiries and requests;

•M&A and related integration activity;

•disruptions in our technology systems or failures in our technology initiatives;

•maintaining, protecting and promoting our brand;

•managing, and the impact of, fraudulent activity;

•forecasting demand for loans;

•offering a breadth and volume of loan purchase and investment opportunities for platform investors;

•our use of the issuing bank partnership model (where it is still used in our business);

•breaches of certain representations and warranties made to others; and

•our ability to manage indebtedness.

Risks Related to Macroeconomic Conditions or Other External Factors

•the impact of the current economic environment, including a potential recession;

•fluctuations in interest rates;

•a decline in overall social and economic conditions;

•the political environment and governmental fiscal/monetary policies;

•negative publicity and media coverage;

•the impact of COVID-19; and

•the impact of geopolitical events, natural disasters, infrastructure failures and other business interruptions.

19

LENDINGCLUB CORPORATION

Risks Related to Credit and Collections

•the accuracy and effectiveness of our credit decisioning models;

•the effectiveness of our collection efforts; and

•the accuracy of credit and other information received from borrowers or third parties.

Risks Related to Our Industry

•our ability to compete; and

•the soundness of other financial institutions.

Risks Related to Personnel and Third Parties

•attracting and retaining employees;

•the impact of any misconduct or errors;

•our reliance on, and relationship with, third parties; and

•the failure or circumvention of our controls and procedures.

Risks Related to Data, Intellectual Property and Privacy

•security incidents, failures and bugs in our systems;

•the impact of cyber-attacks suffered by third parties;

•the collection, storage and use of personal data;

•protecting our intellectual property rights; and

•our use of open source software.

Risks Related to Tax and Accounting

•changes in tax laws and our ability to use our deferred tax asset;

•our net gain (loss) position; and

•changes in accounting standards and incorrect estimates and assumptions.

Risks Related to the Ownership of Our Common Stock

•the volatility of our stock price and fluctuations in quarterly results;

•the availability and content of research and reports by analysts;

•future equity dilution;

•our anti-takeover provisions and restrictions in accumulating a position in the Company; and

•our intention to not pay dividends in the foreseeable future.

RISKS RELATED TO REGULATION, SUPERVISION AND COMPLIANCE

We operate in a highly regulated environment that affects virtually all aspects of our operations, and the need to comply with applicable laws, regulations and supervisory expectations can materially impact our business, financial condition and results of operations.

We are subject to extensive regulation, supervision and legal requirements that affect virtually all aspects of our operations. The regulatory regime governing banking organizations is generally intended to protect customers, depositors, the DIF and the overall financial stability of the United States, not our stockholders or creditors. See “Item 1. Business – Regulation and Supervision” for information on the regulation and supervision framework which governs our Company and its activities.

20

LENDINGCLUB CORPORATION

We are regularly examined and inspected by our regulators, including the FRB and OCC. Our regulators have extensive authority and discretion in their interpretation, implementation, supervision and enforcement of the regulatory regime, including on matters related to:

•dividends or capital distributions by LC Bank or the Company;

•capital and liquidity requirements applicable to us, including the imposition of requirements more stringent than those required under generally applicable laws;

•the types and terms of products we offer, activities we may conduct or investments we may make;

•the composition, risk characteristics, potential adverse classification, allowance and risk reserves in connection with our loans or other assets;

•our deposit-gathering and other funding sources;

•the quality of our board and management oversight;

•the effectiveness of our risk management and compliance programs, including with respect to consumer protection, information technology, cybersecurity, third-party risk management, anti-money laundering and sanctions;

•LC Bank’s commitment to helping meet the credit needs of low- and moderate-income neighborhoods under the Community Reinvestment Act of 1967;

•their willingness to approve applications, such as for changes in our business plan, the establishment of new branches, the commencement of new activities, or the conduct of mergers and acquisitions; and

•our rate of growth and other expansionary or strategic initiatives.

The Company became a bank holding company on February 1, 2021, with its acquisition of Radius, and therefore has only recently become subject to the bank regulatory regime. We continue to devote substantial time and resources to compliance and meeting our regulators’ supervisory expectations, which will adversely affect our profitably and may adversely affect our ability to pursue advantageous business opportunities.

Failure to comply with applicable laws, regulations or commitments, or to satisfy our regulators’ supervisory expectations, could subject us to, among other things, supervisory or enforcement action, which could adversely affect our business, financial condition and results of operations.

If we do not comply with applicable laws, regulations or commitments, if we are deemed to have engaged in unsafe or unsound conduct, or if we do not satisfy our regulators’ supervisory expectations, then we may be subject to increased scrutiny, supervisory criticism, governmental or private litigation and/or a wide range of potential monetary penalties or consequences, enforcement actions, criminal liability and/or reputational harm. Such actions could be public or of a confidential nature, and arise even if we are acting in good faith or operating under a reasonable interpretation of the law and could include, for example, monetary penalties, payment of damages or other monetary relief, restitution or disgorgement of profits, directives to take remedial action or to cease or modify practices, restrictions on growth or expansionary proposals, denial or refusal to accept applications, removal of officers or directors, prohibition on dividends or capital distributions, increases in capital or liquidity requirements and/or termination of LC Bank’s deposit insurance. Additionally, compliance with applicable laws, regulations and commitments requires significant investment of management attention and resources. Any failure to comply with applicable laws, regulations or commitments could have an adverse effect on our business, financial condition and results of operations.

Our allowance for loan losses may not be adequate to cover actual losses.

We maintain an allowance for loan losses to provide for loan defaults and non-performance. We reserve for loan losses by establishing an allowance that is based on our assessment of loan losses in our loan portfolio. Further, through its adoption of the CECL model, the Financial Accounting Standards Board (FASB) implemented an accounting model to measure credit losses for financial assets measured at amortized cost, which includes the vast majority of our loan portfolio. Under this model, the allowance is established to reserve for management’s best estimate of expected lifetime losses inherent in our finance receivables and loan portfolio.

21

LENDINGCLUB CORPORATION

The process for determining the amount of the allowance requires subjective and complex judgments about the future, including forecasts of economic or market conditions that might impair the ability of borrowers to repay their loans. Changes in economic conditions affecting borrowers, revisions to accounting rules and related guidance, new qualitative or quantitative information about existing loans, identification of additional problem loans, changes in the size or composition of our finance receivables and loan portfolio, changes to our loss estimation techniques including consideration of forecasted economic assumptions, and other factors, both within and outside of our control, may require an increase in the allowance for loan losses. We may also underestimate expected lifetime losses and therefore take additional allowance to account for such losses and/or fail to hold a sufficient allowance for such losses.

A decline in the national economy or the local economies of any areas in which the loans are concentrated could result in an increase in loan delinquencies, foreclosures or repossessions resulting in increased charge-off amounts and the need for additional loan loss allowances in future periods. In addition, our regulators may require us to make a provision for loan losses or otherwise recognize further loan charge-offs following their periodic review of our loan portfolio, our underwriting procedures, and our loan loss allowance.

We are subject to stringent capital and liquidity regulations and requirements.

LendingClub Corporation is the parent company of and a separate and distinct legal entity from LC Bank. Legal entity liquidity is an important consideration as there are legal, regulatory, contractual and other limitations on our ability to utilize liquidity from one legal entity to satisfy the liquidity requirements of another, which could result in adverse liquidity events at either LendingClub Corporation and/or LC Bank. In particular, LC Bank is subject to laws that restrict dividend payments or authorize regulatory bodies to block or reduce the flow of funds from those subsidiaries to the parent company or other subsidiaries. Applicable laws and regulations, including capital and liquidity requirements, could restrict our ability to transfer funds between LC Bank and LendingClub Corporation, which could adversely affect our cash flow and financial condition. Additionally, applicable laws and regulations may restrict what LendingClub Corporation is able to do with the liquidity it does possess, which may adversely affect our business and results of operations.

Bank holding companies, including the Company, are subject to capital and liquidity standards. Further, we have made certain commitments to the banking regulators which require us to hold capital incremental to the minimum required under the applicable standards, which could thereby impact the Company’s ability to invest in assets. From time to time, regulators may implement changes to these capital adequacy and liquidity requirements. If the Company fails to meet these minimum capital adequacy and liquidity guidelines and other regulatory requirements, its business activities, including lending, and its ability to expand could be limited. It could also result in the Company being required to take steps to increase its regulatory capital that may be dilutive or adverse to stockholders, including limiting the Company’s ability to pay dividends to stockholders or limiting the Company’s ability to invest in assets even if deemed more desirable from a financial and business perspective.

Our business may be adversely affected if our risk management framework does not effectively identify, assess and mitigate risk.

Our risk management framework seeks to appropriately balance risk and return and mitigate our risks, including risks attributable to third parties. We have established policies intended to regularly identify and assess our risk profile, including credit risk, pricing risk, liquidity risk, strategic risk and operational risk, and then implement appropriate processes and controls to mitigate risk.

If our risk management framework does not effectively identify, assess and/or mitigate our risk profile, we could suffer unexpected losses or be adversely affected, which could have a material adverse effect on our business. For example, assessment of our risk profile depends, in part, upon the use of forecasting models. If these models are ineffective at predicting future losses or are otherwise inadequate, we may incur unexpected losses or otherwise be adversely affected. In addition, the information we use may be inaccurate or incomplete, both of which may be

22

LENDINGCLUB CORPORATION

difficult to detect and avoid. Additionally, there may be risks that exist, or that develop in the future, that we have not appropriately anticipated, identified or mitigated.

Finally, our risk management framework may be deemed insufficient or inadequate by our regulators, which have in the past required, and we expect to continue to require, that we invest additional resources into remediating any deficiencies and adversely impact our ability to operate our business until such time as the revised framework is deemed sufficient and adequate by our regulators.

Changes in the legal and regulatory regime could adversely affect our business, financial condition, and results of operations.

Laws, regulations and supervisory expectations, and the manner in which they are interpreted and enforced, are constantly changing. For example, governments could pass legislation or adopt policies based on changes in leadership, shifting priorities or in response to current financial conditions. We cannot predict what changes, if any, will be made to the legal and regulatory regime or the effect that such changes may have on our future business and earnings prospects. Changes to the legal and regulatory regime may require material modifications to our products, services and operations, require significant investments of management attention and resources, or expose us to potential liability for past practices. Changes to the legal and regulatory regime, such as through amendments to laws and regulations, imposition of supervisory action, or shifts in governmental or regulatory policies, practices or priorities may have a material adverse impact on our operations, including the cost to conduct business, our results of operations and what products and services we can offer.

We have participated as a lender in the Federal Paycheck Protection Program (PPP) and have certain risks attributable to lenders under PPP.

The PPP loans made by LC Bank (which in this risk factor includes its predecessor entity Radius Bank) under the federal CARES Act are guaranteed by the SBA. If PPP loan funds are used by the borrower for specific purposes as provided under the PPP, the loan may be fully or partially forgiven by the SBA and LC Bank will receive funds directly from the SBA. If, however, the PPP borrower fails to qualify for loan forgiveness then we may end up holding these loans at unfavorable interest rates as compared to the interest rate that we otherwise would have applied.

There was and continues to be uncertainty regarding some of the laws, rules and guidance relating to the PPP. If the SBA or other regulators determine that LC Bank has not complied with all PPP laws, rules and guidance, we could be required to refund some or all of the fees related to PPP loans that we have earned or be subject to other regulatory enforcement action. Furthermore, in the event of a loss resulting from a default on a PPP loan and a determination by the SBA that there was a deficiency in the manner in which the PPP loan was originated, funded or serviced by LC Bank, the SBA may deny its liability under the guaranty, reduce the amount of the guaranty or, if it has already made payment under the guaranty, seek recovery of any loss related to the deficiency from LC Bank. PPP lenders, including LC Bank, may also be subject to the risk of litigation in connection with other aspects of the PPP, including but not limited to borrowers seeking forgiveness of their loans. Any financial liability or litigation related to LC Bank’s participation in PPP could adversely impact our business, financial condition, and results of operations.

Participation by non-U.S. residents on our marketplace bank platform may result in non-compliance with foreign laws.

From time to time, non-U.S. residents invest in loans directly through our marketplace bank platform. We are not experts with respect to all applicable laws in the various foreign jurisdictions from which an investor may be located, and we cannot be sure that we are complying with all applicable foreign laws. Failure to comply with such laws could result in fines and penalties payable by us, which could reduce our profitability or cause us to modify or delay planned expansions and expenditures, including investments in our growth. In addition, any such fines and

23

LENDINGCLUB CORPORATION

penalties could create negative publicity, result in additional regulatory oversight that could limit our operations and ability to succeed, or otherwise hinder our plans to expand our business internationally.

RISKS RELATED TO OPERATING OUR BUSINESS

Holding loans on our balance sheet exposes us to credit, default and liquidity risks, which may adversely affect our financial performance.

We hold loans purchased and/or issued by the Company or LC Bank. For example, in December 2022 we purchased a $1.05 billion portfolio of unsecured personal loans. Further, in 2023, we expect to increase the proportion of loans held on our balance sheet relative to loans sold through our marketplace platform.

While these loans are on our balance sheet we earn interest on the loans, but we have exposure to the credit risk of the borrowers. In the event of a decline or volatility in the credit profile and/or delinquency rates of these borrowers, the value of these held loans may decline. For example, increasing inflation and interest rates may cause borrowers to allocate more of their income to necessities such as housing and food, thereby potentially increasing their risk of default by reducing their ability to make loan payments.

Volatility or a decline in the value of the loans held on our balance sheet may adversely impact the liquidity of these loans, which could produce losses if we are unable to realize their fair value or manage declines in their value, each of which may adversely affect our financial performance. Further, increases in delinquency rates may require that we take additional allowances for loan losses, which may adversely affect our financial performance and our ability to allocate sufficient financial resources for other purposes, such as advancing our products and services, which could impact our results of operations.

In addition to the discussion in this section, see the risk factor “The current economic environment, including a potential recession, could negatively affect our business and operating results.”

If we do not maintain or continue to increase loan originations, or expand our marketplace bank to new markets, we may not succeed in maintaining and/or growing our business, and as a result our business and results of operations could be adversely affected.

The vast majority of our revenue currently comes from origination fees, servicing fees on loans sold to platform investors and net interest income earned from retaining loans on our balance sheet for investment. To grow these revenue streams, we must continue to increase loan originations over time. Doing so requires that we attract a large number of new borrowers who meet our platform’s lending standards and those of new and existing platform investors, including investors in any securitizations of our loans. Our ability to attract qualified borrowers and attract new and retain existing platform investors each depends in large part on the success of our marketing efforts, our visibility, placement and customer reviews on third-party platforms, and the competitive advantage of our products, particularly as we continue to grow our marketplace bank and introduce new products. If any of our marketing channels become less effective, or the cost of these channels were to significantly increase, we may not be able to attract new and retain existing customers in a cost-effective manner or convert potential customers into active customers in our marketplace bank. Additionally, changes in the way third-party platforms operate, including changes in our participation on such platforms, could make the maintenance and promotion of our products and services, and thereby maintaining and growing loan originations, more expensive or more difficult. Further, our ability to hold or sell loans is dependent on a number of factors, including the economic and interest rate environment, the performance of our loans and the conditions of capital markets. If any of these factors is volatile or adverse, then we may be unable to hold or sell as many loans as we could potentially originate and therefore would need to reduce our origination volume. If loan originations through our platform stagnate or decrease, for any reason, our business and financial results may be adversely affected.

In addition to the discussion in this section, see the risk factor “The current economic environment, including a potential recession, could negatively affect our business and operating results.”

24

LENDINGCLUB CORPORATION

We may not be able to maintain our deposit base.

We rely on deposits as a principal source of funding for our lending activities. As of December 31, 2022, we had approximately $6.4 billion in deposits, which consisted of $5.2 billion in core deposits and $1.2 billion in brokered deposits. Our future growth and strategy will largely depend on our ability to maintain core deposits to provide a less costly and stable source of funding. The deposit markets are competitive, and therefore it may prove difficult and/or costly to grow our core deposit base. For example, as the FRB has increased interest rates, we have made corresponding increases to the rate we offer depositors, which increases our cost of capital and may reduce the net interest margin on loans held for investment.

Changes we make to the rates offered on our deposit products may affect our finances and liquidity. We have brokered deposits, which may be more price sensitive than other types of deposits and may become less available if alternative investments offer higher returns. Further, a significant portion of our core deposits is sourced from depositors referred to the Company through third party platforms, and any change in the way such third-party platforms operate, including our participation or the placement of our products on such third-party platforms, may have a materially adverse impact on our ability to maintain and/or grow our deposit base. In addition, our ability to maintain existing or obtain additional deposits may be impacted by factors, including factors beyond our control, including perceptions about our reputation, financial strength or branchless banking generally, which could reduce the number of consumers choosing to place deposits with us.

Our ability to obtain deposit funding and offer competitive interest rates on deposits is also dependent on capital levels of LC Bank and being considered “well-capitalized” by the banking regulators. Our regulators can adjust the requirements to be “well-capitalized” at any time and have authority to place limitations on our deposit businesses, including the interest rate we pay on deposits and the amount of brokered deposits we can accept. An inability to develop and maintain a strong deposit base could have a material adverse impact on our business, financial condition and results of operations.

In addition to the discussion in this section, see the risk factor “The current economic environment, including a potential recession, could negatively affect our business and operating results.”

If investors on our marketplace bank platform pause or cease their participation or exert influence over us, our business, financial condition and results of operations may be harmed.

Our success depends in significant part on the financial strength of investors participating on our marketplace bank platform. Investors could, for any reason, experience financial difficulties and cease participating on our platform or fail to pay fees when due. Further, the financial returns on loans we offer on our platform may prove to be unsatisfactory to certain platform investors and, therefore, such investors may choose to deploy their capital elsewhere. For example, increasing inflation and interest rates may cause borrowers to allocate their income to necessities, such as housing and food, thereby potentially increasing their risk of default by reducing their ability to make loan payments. This may increase default rates, which could adversely affect platform investor returns. Additionally, in a rising rate environment the return expectations of our platform investors will increase, and we may be unable to meet those expectations, which could prompt certain platform investors to reduce or cease their loan purchases or investments. The occurrence of one or more of these events with a significant number of investors could, alone or in combination, have a material and adverse effect on our business, financial condition and results of operation. For example, following the historic increases in interest rates by the FRB in 2022, a number of our largest platform investors ceased or significantly reduced their purchases of our products, which resulted in a material reduction in our marketplace origination volume and revenue.

From time to time, we may provide incentives to investors to purchase loans from us or we may sell loans at a price that is less than par. Any incentive or difference to par may be partially or wholly offset by other factors, such as interest earned on the loan prior to its sale. However, selling loans with incentives or at prices less than par may discourage investors from purchasing loans on our platform without incentives or at par value, cause us to realize less revenue than expected with respect to such loans or prompt dissatisfaction and complaints from investors unable to purchase incentivized or discounted loans.

25

LENDINGCLUB CORPORATION

Additionally, investors may exert significant influence over us, our management and operations. For example, if investors pause or discontinue their investment activity, we may need to provide incentives or discounts and/or enter into unique structures or terms to attract investor capital to the platform. These arrangements may have a number of different structures and terms, including alternative fee arrangements, purchase price rebates or other incentives. There is also no assurance that we will be able to enter into any of these transactions if necessary, or if we do, what the final terms will be. Failure to attract investor capital on reasonable terms may result in a reduction in origination volume.

We may also experience significant concentration on our marketplace bank platform, where a limited number of investors purchase a large volume of loans from our platform. Such concentration exposes us disproportionately to any of those investors choosing to cease participation on our platform or choosing to deploy their capital elsewhere, to the economic performance of those investors or to any events, circumstances or risks affecting such investors.

Any material reduction in loan purchases or investments by platform investors, or the economics of those purchases or investments for the Company, may have a material adverse impact on our business, financial condition and results of operations. In addition to the discussion in this section, see the risk factor “The current economic environment, including a potential recession, could negatively affect our business and operating results.”

If we are unable to develop and commercialize new products and services and enhancements to existing products and services, our business may suffer.

The financial services and banking industry is evolving rapidly and changing with disruptive technologies and the introduction of new products and services. We derive a significant portion of our revenue from transaction-based fees we collect in connection with the origination of unsecured personal loans. To enhance customer engagement and diversify our revenue streams, we are undertaking a strategy to broaden the scope of our products and services we offer. Failure to broaden the scope of our products and services leaves us dependent on a single revenue stream and vulnerable to competitors offering a suite of products and services. Accordingly, a key part of our success depends on our ability to develop and commercialize new products and services and enhancements to existing products and services.

We incur expenses and expend resources to develop and commercialize new products and services and enhancements to existing products and services. However, we may not assign the appropriate level of resources, priority or expertise to the development and commercialization of these new products, services or enhancements. We also could utilize and invest in technologies, products and services that ultimately do not achieve widespread adoption and, therefore, are not as attractive or useful to our customers as we anticipate. Moreover, we may not realize the benefit of new technologies, products, services or enhancements for many years, and competitors may introduce more compelling products, services or enhancements in the meantime. Competitors also may develop or adopt technologies or introduce innovations that make our marketplace bank platform less attractive to our borrowers and/or investors. If we are unable to develop and commercialize timely and attractive products and services, our growth may be limited and our business may be materially and adversely affected.

An inability to maintain adequate liquidity could jeopardize our business and financial condition.

Liquidity is essential to our business. Although we believe that we currently have an adequate amount of liquidity to support our business, there are a number of factors that could reduce and/or deplete our existing liquidity position, including results of operations that are reduced relative to our projections, costs related to existing or future litigation or regulatory matters, the pursuit of strategic business opportunities (whether through acquisition or organic) and unanticipated liabilities. Additionally, as noted above, we are subject to stringent capital and liquidity regulations and requirements and need to manage our liquidity position at both LendingClub Corporation and LC Bank within the parameters and terms set forth by applicable regulations and regulators. LC Bank is subject to various legal, regulatory and other restrictions on its ability to make distributions and payments to the Company.

26

LENDINGCLUB CORPORATION

Any inability to maintain an adequate liquidity position could adversely affect our operations, our compliance with applicable regulations and the performance of our business.

Further, our ability to raise additional capital, should that be deemed beneficial and/or necessary, depends on conditions in the capital markets, economic conditions and a number of other factors, including investor perceptions regarding the financial services and banking industry, market conditions, governmental activities, and our financial condition and performance. Accordingly, we may be unable to raise additional capital if needed or on acceptable terms, which may adversely affect our liquidity, business, financial condition and results of operations.

We are regularly subject to litigation, and government and regulatory investigations, inquiries and requests.

We are regularly subject to claims, individual and class action lawsuits, lawsuits alleging regulatory violations such as the Telephone Consumer Protection Act (TCPA), Fair Credit Reporting Act (FCRA), Unfair and Deceptive Acts and Practices (UDAP) or Unfair, Deceptive or Abusive Acts or Practices (UDAAP) violations, government and regulatory exams, investigations, inquiries or requests, and other proceedings involving consumer protection, privacy, labor and employment, intellectual property, privacy, data protection, cybersecurity, anti-money laundering, securities, tax, commercial disputes, record retention and other matters. The number and/or significance of these claims, lawsuits, exams, investigations, inquiries and requests have increased as our business has expanded in scope and geographic reach, and our products and services have increased in complexity. For example, since our acquisition of Radius, we are subject to supervision, regulation, examination and enforcement by multiple federal banking regulatory bodies. Specifically, as a bank holding company, the Company is subject to ongoing and comprehensive supervision, regulation, examination and enforcement by the FRB. Further, as a national bank, LC Bank is subject to ongoing and comprehensive supervision, regulation, examination and enforcement by the OCC. Accordingly, we have been and continue to invest in regulatory compliance and to be subject to certain parameters, obligations and/or limitations set forth by the banking regulations and regulators with respect to the operation of our business. We are also subject to significant litigation and regulatory inquiries, as discussed more fully in “Part II – Item 8. Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 19. Commitments and Contingencies,” below.

The scope, timing, outcome, consequences and impact of claims, lawsuits, proceedings, investigations, inquiries and requests that we are subject to cannot be predicted with certainty. Determining reserves for our pending litigation is a complex, fact-intensive process that requires significant judgment. Furthermore, resolution of such claims, lawsuits, proceedings, investigations, inquiries and requests could result in substantial fines, penalties or other monetary, injunctive or declaratory relief, which may materially and adversely affect our business. These claims, lawsuits, proceedings, exams, investigations, and requests could also: (i) result in reputational harm, criminal sanctions, consent decrees, orders preventing us from offering certain features, functionalities, products or services, (ii) limit our access to credit, (iii) result in a modification or suspension of our business practices, (iv) require certain parameters, obligations and/or limitations with respect to the operation of our business, (v) require us to develop non-infringing or otherwise altered products or technologies, (vi) prompt ancillary claims, lawsuits, proceedings, investigations, inquiries and requests, (vii) consume financial and other resources which may otherwise be utilized for other purposes, such as advancing our products and services, (viii) cause a breach or cancellation of certain contracts, or (ix) result in a loss of customers, investors and/or ecosystem partners, any of which may adversely affect our business and operations. Furthermore, even following the resolution of any claims, lawsuits, proceedings, exams, investigations, inquiries and requests against us, a regulatory enforcement agency could take action against one or more individuals or entities, which may require us to continue to incur significant expense for indemnification for any such individual or entity until such matters may be resolved. Any of these consequences could materially and adversely affect our business.

Our acquisitions and other strategic transactions may not yield the intended benefits.

We have historically and may continue to evaluate and consider strategic transactions, combinations, acquisitions, dispositions or alliances. These transactions could be material to our financial condition and results of operations if consummated. If we are able to identify an appropriate business opportunity, we may not be successful in

27

LENDINGCLUB CORPORATION

negotiating favorable terms and/or consummating the transaction and, even if we do consummate such a transaction, we may be unable to obtain the benefits or avoid the difficulties and risks of such transaction.

In particular, on February 1, 2021, we acquired Radius and thereby its wholly-owned subsidiary, Radius Bank. The Company anticipates that this Acquisition will continue to be transformational for the Company from both a financial and strategic perspective. However, any acquisition (including our Acquisition), disposition or other strategic transactions involves risks, including:

•difficulties in assimilating and integrating the operations, personnel, systems, data, technologies, products and services of the acquired business, which may require ongoing investment in development and enhancement of additional operational and reporting processes and controls;

•inability of the acquired technologies, products or businesses to achieve expected levels of revenue, profitability, productivity or other benefits;

•difficulties in retaining, training, motivating and integrating key personnel;

•diversion of management’s time and resources from our normal daily operations;

•difficulties in successfully incorporating licensed or acquired technology and rights into our platform;

•difficulties in maintaining uniform standards, controls, procedures and policies within the combined organization;

•difficulties in retaining relationships with customers, employees and suppliers of the acquired business;

•risks of entering markets in which we have no or limited direct prior experience;

•regulatory risks, including remaining in good standing with existing regulatory bodies or receiving any necessary pre-closing or post-closing approvals, as well as being subject to new regulators with oversight over an acquired business;

•assumption of contractual obligations that contain terms that are not beneficial to us, require us to license or waive intellectual property rights or increase our risk for liability;

•failure to successfully further develop any acquired technology;

•liability for activities of the acquired or disposed of business before the acquisition or disposition, including patent and trademark infringement claims, violations of laws, regulatory actions, commercial disputes, tax liabilities and other known and unknown liabilities;

•difficulty in separating assets and replacing shared services;

•assumption of exposure to performance of any acquired loan portfolios;

•potential disruptions to our ongoing businesses; and

•unexpected costs and unknown risks and liabilities associated with the acquisition.

Accordingly, any acquisition, disposition or other strategic transaction may not be successful, may not benefit our business strategy, may not generate sufficient revenue to offset the associated costs or may not otherwise result in the intended benefits. Additionally, it may take us longer than expected to fully realize the anticipated benefits and synergies of these transactions, and those benefits and synergies may ultimately be smaller than anticipated or may not be realized at all, which could adversely affect our business and operating results.

Any transactions, combinations, acquisitions, dispositions or alliances may also require us to issue additional equity securities, spend our cash, or incur debt (and increased interest expense), liabilities and amortization expenses related to intangible assets or write-offs of goodwill, which could adversely affect our results of operations and dilute the economic and voting rights of our stockholders and the interests of holders of our indebtedness.

In addition, we cannot assure you that any acquisition of new businesses or technology will lead to the successful development of new or enhanced products and services or that any new or enhanced products and services, if developed, will achieve market acceptance or prove to be profitable.

Finally, we may also choose to divest certain businesses or product lines that no longer fit with our strategic objectives. If we decide to sell assets or a business, we may have difficulty obtaining terms acceptable to us in a timely manner, or at all. Additionally, the terms of such potential transactions may expose us to ongoing obligations and liabilities.

28

LENDINGCLUB CORPORATION

Any significant disruption in our technology systems, including events beyond our control, or failure in our technology initiatives could have a material adverse effect on our operations.

We believe the technology platform that powers our marketplace bank enables us to deliver solutions to customers and platform investors, and provides a significant time and cost advantage over traditional banks. The satisfactory performance, reliability and availability of our technology and our underlying network infrastructure are critical to our operations, customer service and reputation. Our failure to maintain satisfactory performance, reliability and availability of our technology and underlying network infrastructure may impair our ability to attract new and retain existing customers or platform investors, which could have a material adverse effect on our operations.

Any interruptions or delays in our technology systems or service, whether as a result of third-party error, our error, natural disasters, terrorism, other man-made problems, or security breaches, whether accidental or willful, could harm our reputation and relationships with our customers and platform investors. Additionally, in the event of damage or interruption, our insurance policies may not adequately compensate us for any losses that we may incur. Our disaster recovery plan has not been tested under actual disaster conditions, and we may not have sufficient capacity to recover all data and services in the event of an outage. These factors could prevent us from processing or posting payments on loans, processing loan purchases or investments, damage our brand and reputation, divert our employees’ attention, reduce our revenue, subject us to liability, and cause customers to abandon our marketplace bank platform, any of which could adversely affect our business, financial condition and results of operations.

We depend on our technology infrastructure to conduct and grow our business and operations and accordingly we invest in system upgrades, new solutions and other technology initiatives. Many of these initiatives take a significant amount of time to develop and implement, are tied to critical systems and require significant human and financial resources. While we take steps to mitigate the risks and uncertainties associated with these initiatives, these initiatives may not be implemented on time (or at all), within budget or without negative financial, operational or customer impact. Further if and when implemented, these initiatives may not perform as we or our customers, platform investors and other stakeholders expect. We also may not succeed in anticipating or keeping pace with future technology needs, technology demands of our customers or the competitive landscape for technology. The failure to implement new and maintain existing technologies could adversely affect our business, financial condition and results of operations.

Failure to maintain, protect and promote our brand may harm our business.

Maintaining, protecting and promoting our brand is critical to achieving widespread acceptance of our products and services and expanding our base of customers. Maintaining, protecting and promoting our brand depends on many factors, including our ability to continue to provide useful, reliable, secure and innovative products and services, as well as our ability to maintain trust.

Our brand can be harmed in many ways, including failure by us or our partners to satisfy expectations of service and quality, inadequate protection of sensitive information, failure to maintain or provide adequate or accurate documentation and/or disclosures, compliance failures, failure to comply with contractual obligations, regulatory requests, inquiries or proceedings, litigation and other claims, employee misconduct and misconduct by our partners. We have also been, and may in the future be, the target of incomplete, inaccurate and/or misleading statements about our company, our business, and/or our products and services. Furthermore, our ability to maintain, protect and promote our brand is partially dependent on visibility and customer reviews on third-party platforms. Changes in the way these platforms operate could make the maintenance, protection and promotion of our products and services and our brand more expensive or more difficult.

Many of our stakeholders are becoming increasingly interested in our environmental, social, governance and other sustainability responsibilities, strategy and related disclosures. For example, certain of our platform investors and equity investors have recently inquired about our progress and disclosures on this topic. Further, this area of disclosure is subject to proposed rules from the SEC, which the Company continues to monitor and will comply

29

LENDINGCLUB CORPORATION

with as applicable. Our absolute and relative progress and disclosures, or lack thereof, on environmental, social, governance and other sustainability matters could impact our reputation, brand and the willingness of certain platform and equity investors to hold our loans or common stock, respectively. If we do not successfully maintain, protect and promote our brand we may be unable to maintain and/or expand our base of customers and investors, which may materially harm our business.

Fraudulent activity associated with our marketplace bank could negatively impact our operating results, brand and reputation and cause the use of our products and services to decrease and our fraud losses to increase.

We are subject to the risk of fraudulent activity associated with our marketplace bank, borrowers, investors and third parties handling borrower and investor information. We have taken measures to detect and reduce the risk of fraud, but these measures need to be continually improved and may not be effective against new and continually evolving forms of fraud or in connection with new product offerings. Under our agreements with investors, we are obligated to repurchase loans in cases of confirmed identity theft. The level of our fraud charge-offs and our results of operations could be materially and adversely affected if fraudulent activity were to significantly increase. High profile fraudulent activity or significant increases in fraudulent activity could lead to regulatory intervention, negatively impact our operating results, brand and reputation and lead us to take steps to reduce fraud risk, which could increase our costs.

In addition, in the past, third parties have attempted to defraud individuals, some of whom may be potential customers of ours, by misappropriating our logos and representing themselves as LendingClub in e-mail campaigns to e-mail addresses that have been obtained outside of LendingClub. In one particular scheme, third parties represented to individuals that they might obtain a loan if they paid an “advance fee.” Individuals who believe that the campaigns are genuine may make payments to these unaffiliated third parties. Although we take commercially reasonable steps to prevent third-party fraud, we cannot always be successful in preventing individuals from suffering losses as a result of these schemes. Individuals who suffer damages due to the actions of these unaffiliated third parties may negatively view LendingClub, causing damage to our brand and reputation and reducing our business.

If we are unable to accurately forecast demand for loans, our business could be harmed.

We operate a marketplace bank platform for consumer credit, balancing borrower demand for loans against investor demand for risk-adjusted returns. We offer credit to borrowers across a range of credit profiles and rates, and we offer loan purchase and investment opportunities across a range of risk-adjusted returns. In the event that borrower demand at a given credit rate exceeds investor demand for that product for a given period, we may fund the loans and hold them on our balance sheet, which carries certain risks. Investor funding on our platform is non-committed and therefore it is challenging to precisely forecast investor demand. In addition to the discussion in this section, see the risk factor “Holding loans on our balance sheet exposes us to credit, default and liquidity risk, which may adversely affect our financial performance.”

Alternatively, in the event that investor demand at a given return exceeds borrower demand for that product for a given period, there may be insufficient inventory to satisfy investor demand. If investors do not believe their demand can be met on our platform, they may seek alternative investments from ours and our business may suffer.

If we are unable to offer platform investors a satisfactory breadth and volume of investment opportunities, our business and results of operations may be materially harmed.

We invest in our marketplace bank platform and regularly iterate our processes to provide improved and more efficient investment opportunities, which includes efforts to provide platform investors the opportunity to invest in a broad selection of loans. However, various factors may contribute to certain loans being available only in a limited quantity or being entirely unavailable.

30

LENDINGCLUB CORPORATION

If platform investors are unable to invest in certain categories of loans, are unable to invest at the volume they desire, perceive that they are not offered the same investment opportunities as other investors and/or are dissatisfied with the risk-adjusted return they receive from investing on our platform, they may seek alternative investments from ours which may materially harm our business and results of operations.

Any challenge to or adverse consequence from our use of the issuing bank partnership model may harm our business.

Prior to acquiring Radius, we utilized an issuing bank model. Since acquiring Radius, we have transitioned from an issuing bank partnership model to one in which we directly originate the vast majority of our loans. We believe that our historical use and current limited use of the issuing bank partnership model was and remains appropriate for all the jurisdictions in which we operate and we have worked with federal, state and local regulatory agencies to help them understand the model. However, we operate in a complex and evolving regulatory environment at the federal and state level and some enforcement authorities and private parties have challenged the ability to rely on legislative and judicial authority that permits a bank to “export” interest rates permitted by the laws of the state where the bank is located.

For example, in May 2015, the U.S. Court of Appeals for the Second Circuit issued its decision in Madden v. Midland Funding, LLC that interpreted the scope of federal preemption under the National Bank Act and held that a nonbank assignee of a loan originated by a national bank may not be entitled to the benefits of federal preemption of claims of usury. The Second Circuit’s decision is binding on federal courts located in Connecticut, New York, and Vermont, but the decision could also be adopted by other courts. However, in 2020, the OCC issued a final rule clarifying that interest on a loan that is lawful under federal law for national banks and federal savings associations remains lawful upon the sale, assignment or other transfer of the loan (the OCC Rule). The FDIC issued a similar final rule in 2020 applicable to FDIC-insured state-chartered banks (the FDIC Rule). Since these final rules, several federal district courts have declined to follow the decision of the U.S. Court of Appeals for the Second Circuit in Madden v. Midland Funding, LLC, including in Colorado, Massachusetts and New York. On February 8, 2022, a federal district court granted summary judgment in favor of the OCC and FDIC in lawsuits brought by multiple states seeking to invalidate the OCC Rule and FDIC Rule (California, et al. v. The Office of the Comptroller of the Currency, et al., No. 4:20-cv-05200-JSW (N.D. Cal.); California, et al. v. Federal Deposit Insurance Corporation, No. 4:20-cv-05860-JSW (N.D. Cal.)).While we believe that our use of the issuing bank model is appropriate and factually distinguishable from the decision of the U.S. Court of Appeals for the Second Circuit in Madden v. Midland Funding, LLC, the case could create potential liability under state statutes such as usury statutes.

Any challenge to or adverse consequence of our use of the issuing bank partnership model could adversely affect that business (including requiring that we alter our business model for impacted products), financial condition and results of operations.

If we breach representations or warranties in connection with our platform investor transactions, including whole loan sales, structured products or securitization transactions, or if we suffer a direct or indirect loss in our retained interests in these transactions, our financial condition could be harmed.

We make customary representations, warranties and covenants to platform investors about the loans we sell and service. We have sponsored, and may again in the future sponsor, the sale of unsecured personal whole loans through asset-backed securitizations. In connection with these securitizations, as well as other structured products or loan certificate programs, we make customary representations, warranties and covenants. If there is a breach of those representations, warranties and covenants that materially and adversely affects the subject loans, then we will be required to either cure the breach, repurchase the affected loans from the purchasing entity or investor or reimburse the purchasing entity or investor for incurred losses and expenses, as the case may be. These repurchase or reimbursement obligations could be material and have an adverse effect on our financial condition.

31

LENDINGCLUB CORPORATION

In the event that we suffer losses on all or a portion of the interests in any securitization transaction that we have retained (whether to comply with applicable risk retention rules or otherwise), our financial condition could be harmed. We may enter into similar transactions in the future and those transactions are likely to entail similar and other substantial risks.

Indebtedness could adversely affect our business and financial results.

In the past, we have had a significant amount of indebtedness. While our indebtedness has materially decreased, if our debt service obligations increase, whether due to the increased cost of existing indebtedness or the incurrence of additional indebtedness, more of our cash flow from operations would need to be allocated to the payment of principal of, and interest on, our indebtedness, which would reduce the funds available for other purposes. Our indebtedness also could limit our ability to execute our strategic plan and withstand competitive pressures and could reduce our flexibility in responding to changing business and economic conditions.

Should we desire to obtain additional indebtedness we may require a guarantee by LC Bank, where substantially all of our operations are being conducted. Any such guarantee would require approval of the banking regulators and there can be no assurance that we would be able to obtain such a guarantee. To extent that we are not able to obtain a guarantee from LC Bank, it may be more difficult or expensive for us to borrow money.

Our ability to make payments on our debt, to repay our existing indebtedness when due, and to fund our business, operations and significant planned capital expenditures will depend on our ability to pay with available cash or generate cash in the future. This, to a certain extent, is subject to financial, competitive, legislative, regulatory and other factors that are beyond our control. In addition, if we cannot service our indebtedness, we may have to take actions such as utilizing available capital, limiting the facilitation of additional loans, selling assets, selling equity or reducing or delaying capital expenditures, strategic acquisitions, investments and alliances, any of which could impede the implementation of our business strategy, prevent us from entering into transactions that would otherwise benefit our business and/or adversely affect our business and financial results. We also may not be able to refinance our indebtedness or take such other actions, if necessary, on commercially reasonable terms, or at all.

RISKS RELATED TO MACROECONOMIC CONDITIONS OR OTHER EXTERNAL FACTORS

The current economic environment, including a potential recession, could negatively affect our business and operating results.

The U.S. economy is undergoing a period of rapid change and significant uncertainty. A number of factors are causing this change and uncertainty, including elevated inflation, increasing interest rates and changing U.S. consumer spending patterns. Inflation reached a 40-year high of 9.1% in June 2022, and the annual inflation rate for the U.S. was 6.5% for the twelve months ended December 31, 2022. In response to elevated inflation, the FRB increased interest rates eight times since early 2022, from a federal funds rate range of 0.00% to 0.25% in early 2022 to 4.50% to 4.75% as of February 2023, and has indicated that it will conduct additional rate increases as it deems necessary to combat growing inflation. These increases in inflation and interest rates are changing lending and spending patterns, and thereby prompting fears that the U.S. is currently experiencing or will soon experience an economic downturn or prolonged period of slow economic growth.

Our business is sensitive to and may be adversely impacted by the current inflation and interest rate environment. Among other things, as inflation and interest rates are elevated: (i) existing borrowers may allocate more of their income to necessities such as housing and food, thereby potentially increasing their risk of default by reducing their ability to make loan payments, (ii) the rate we offer on our deposit products will increase to remain competitive, thereby increasing our cost of funding and reducing our net interest margin, (iii) the return our loan products generate may be less attractive relative to other investment options, thereby reducing platform investor demand in our loan products, and (iv) we may need to increase interest rates and/or tighten credit standards for new originations, thereby potentially making it more challenging to source enough interested and qualified borrowers to enable sufficient origination volume. Further, the pace of increases in inflation and interest rates creates unique challenges in our ability to operate our business. For example, the rapid increase in interest rates has quickly

32

LENDINGCLUB CORPORATION

increased the cost of capital for our non-bank platform investors and thereby increased their return expectations. However, because our consumer loans are fixed interest rate products, we are unable to re-price existing loans and with respect to new originations we need to re-price methodically to remain competitive and mitigate the adverse impacts of doing so. Therefore, until the pace of interest rate increases stabilizes, we may be challenged to fully meet the return expectations for certain of our platform investors which may adversely impact our marketplace volume and related revenue.

Further, an economic downturn or recession could increase the risk of borrower default, reduce investor participation on our marketplace bank platform, cause us to change, postpone or cancel our strategic initiatives, or otherwise negatively affect our business, financial condition and results of operations.

The current economic environment, and its impact, may also have the effect of heightening many of the other risks described in “Item 1A. Risk Factors” and elsewhere in our Annual Report, such as our exposure to the credit and default risk of borrowers, maintaining and increasing loan originations, maintaining our deposit base and retaining our platform investors.

Fluctuations in interest rates could negatively affect transaction volume and our net interest income.

We offer loan products with both fixed and variable interest rates, depending on the type of loan. If interest rates rise, potential borrowers could seek to defer taking new loans as they wait for interest rates to decrease and/or settle, and borrowers of variable rate loans may be subject to increased interest rates, which could increase default risk. If interest rates decrease after a loan is made, existing borrowers may prepay their loans to take advantage of the lower rates. Furthermore, investors would lose the opportunity to collect the higher interest rate payable on the corresponding loan and may delay or reduce future loan investments.

Our net interest income is the interest we earn on loans and investments less the interest we pay on our deposits and borrowings. Our net interest margin is the difference between the yield we earn on our assets and the interest rate we pay for deposits and our other sources of funding. Changes in interest rates will cause our net interest income and margin to increase or decrease. To the extent that we hold loans for sale on our balance sheet, we will be at risk to rising interest rates between origination and sale. In order to sell such loans, we may need to reduce the sale price in order to satisfy the yield expectations of our platform investors. Further, we are exposed to interest rate risk because our interest-earning assets and interest-bearing sources of funding do not react uniformly or concurrently to changes in interest rates, as the two have different time periods for adjustment and can be tied to different measures of rates. Fluctuations in the interest rate environment may impact our net interest income, net interest margin and/or discourage investors and borrowers from participating on our marketplace bank platform and may reduce our loan originations, any of which may adversely affect our business.

Notwithstanding the above, we monitor interest rates and have certain avenues to manage our interest rate risk exposure, including changing the interest rate offered on deposits and the interest rate on our loan products. If our interest rate risk management strategies are not appropriately monitored or executed, these activities may not effectively mitigate our interest rate sensitivity or have the desired impact on our results of operations or financial condition.

A decline in social and economic conditions may adversely affect our customers, which may negatively impact our business and results of operations.

As a marketplace bank, we believe our customers are highly susceptible to uncertainties and negative trends in the markets driven by, among other factors, general social and economic conditions in the United States, abroad and the regional areas where our customers reside. Economic factors include interest rates, unemployment levels, the impact of a federal government shutdown, natural disasters, public health emergencies, pandemics, gasoline prices, adjustments in monthly payments, adjustable-rate mortgages and other debt payments, the rate of inflation, relative returns available from competing investment products and consumer perceptions of economic conditions. Social factors include changes in consumer confidence levels and changes in attitudes with respect to incurring debt and the stigma of personal bankruptcy.

33

LENDINGCLUB CORPORATION

These social and economic factors may affect the ability or willingness of borrowers to make payments on their loans. Because we pass through collected borrower payments to investors or we make payments to investors ratably only to the extent we receive the borrower’s payments on the corresponding loan, if we do not receive payment(s) on the corresponding loan, the investor will not be entitled to the corresponding amount(s) or payment(s) under the terms of the investment or whole loan purchase agreement. For example, increasing inflation and interest rates may cause borrowers to allocate more of their income to necessities, such as housing and food, thereby potentially increasing their risk of default by reducing their ability to make loan payments.

In some circumstances, economic and/or social factors could lead a borrower to pre-pay their loan obligations. In the event of a prepayment, while the investor would receive the return of principal, interest would no longer accrue on the loan. Accordingly, the return for the investor would decline as compared to a loan that was timely paid in accordance with its amortization schedule. There is no penalty to borrowers if they choose to pay their loan early.

Similarly, any adverse impact on the ability of borrowers to make loan payments and/or material increase in pre-payment rates, may also have a material impact on the net interest income we earn for loans held on our balance sheet.

We strive to maintain a marketplace bank platform in which annual percentage rates are attractive to borrowers and returns, including the impact of credit losses and prepayments, are attractive to platform investors and the Company. These external economic and social conditions and resulting trends or uncertainties could adversely impact the ability or desire of our borrowers or platform investors to participate on our platform, which could negatively affect our business and results of operations. In addition to the discussion in this section, see “Part II – Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Overview.”

Our business and operating results could be adversely affected by the political environment and governmental fiscal and monetary policies.

An unpredictable or volatile political environment in the United States, including any related social unrest, could negatively impact business and market conditions, economic growth, financial stability, and business, consumer, investor, and regulatory sentiments, any one or more of which in turn could cause our business and financial results to suffer.

Our business and financial results are also significantly affected by the fiscal and monetary policies of the U.S. government and its agencies. We are particularly affected by the policies of the FRB, which regulates the supply of money and credit in the United States in pursuit of maximum employment, stable prices, and moderate long-term interest rates. The FRB and its policies influence the availability and demand for loans and deposits, the rates and other terms for loans and deposits, the conditions in equity, fixed-income, currency, and other markets, and the value of securities and other financial instruments. For example, in response to elevated inflation, the FRB increased interest rates eight times since early 2022, from a federal funds rate range of 0.00% to 0.25% in early 2022 to 4.50% to 4.75% as of February 2023, and has indicated that it may conduct additional rate increases to combat inflation.

Additionally, tax and other fiscal policies impact not only general economic and market conditions but also give rise to incentives or disincentives that affect how we and our customers prioritize objectives, deploy resources, and run households or operate businesses. Both the timing and the nature of any changes in monetary or fiscal policies, as well as their consequences for the economy and the markets in which we operate, are beyond our control and difficult to predict but could adversely affect our business and operating results.

Negative publicity and unfavorable media coverage could negatively affect our business.

Negative publicity about our industry or our company, including with respect to the quality and reliability of our marketplace bank, effectiveness of the credit decisioning or scoring models used in our marketplace bank platform, the effectiveness of our collection efforts, statements regarding investment returns, changes to our marketplace

34

LENDINGCLUB CORPORATION

bank, our ability to grow our borrower and investor base at a rate expected by the market, our ability to effectively manage and resolve borrower and investor complaints, our ability to manage borrower and investor accounts in compliance with regulatory requirements which may not be clear, privacy and security practices, use of loan proceeds by certain borrowers of ours or other companies in our industry for illegal purposes, litigation, regulatory activity, and the experience of borrowers and investors with our marketplace bank, products or services, even if inaccurate, could adversely affect our reputation and the confidence in, and the use of, our bank, products and services, which could harm our business and operating results. Harm to our reputation can arise from many sources, including employee misconduct, misconduct by our partners or partners of partners, other online marketplace banks, outsourced service providers or other counterparties, failure by us or our partners to meet minimum standards of service and quality, inadequate protection of borrower and investor information and compliance failures and claims.

Our business has been and may continue to be negatively impacted by the COVID-19 pandemic.

The COVID-19 pandemic and the mitigation efforts by governments to control its spread resulted in an unprecedented disruption in economic activity. In particular, COVID-19 had a profound impact on the finances of our borrowers and we undertook a number of related initiatives to support our borrowers, protect investor returns, and preserve capital and liquidity. Although we have reverted many of these measures, we will continue to actively monitor the situation, assess possible implications to our business and take appropriate actions in an effort to mitigate the adverse consequences of COVID-19. However, there can be no assurances that any initiatives we take will be sufficient or successful.

There are no comparable recent events to COVID-19, and, as a result, its ultimate impact is highly uncertain and subject to change. COVID-19 has had, and may again have, adverse effects on our business and results of operations, including materially decreased demand for our products and negative pressure on overall platform returns, including as a result of increased credit risk of borrowers (including elevated delinquencies and charge-off rates) and the implementation of forbearance plans.

Further, our compliance with measures to contain the spread of, or otherwise related to, COVID-19 previously impacted our day-to-day operations and could disrupt our business and operations, as well as that of our key vendors and counterparties, which may result in inefficiencies and delays in product development, marketing, operations and customer service efforts that we cannot fully mitigate.

The extent to which COVID-19 will negatively impact our business and results of operations will depend on future developments which are uncertain, including future strains or mutations of COVID-19, any re-emergence of COVID-19 or related diseases, and the longer-term impact on consumers, businesses and the broader economy.

Any one or a combination of the factors identified above could have a material adverse impact on our business, financial condition and results of operations.

Our business operations may be adversely impacted by political events, terrorism, military conflict or acts of war, cyber-attacks, public health issues, natural disasters, severe weather, climate change, infrastructure failure or outages, labor disputes and other business interruptions.

Our business operations are subject to interruption by, among other things, political events, terrorism, military conflict or acts of war (including the war in Ukraine), cyber-attacks, public health issues, natural disasters, severe weather, climate change (including longer-term shifts in climate patterns, such as extreme heat, sea level rise and more frequent and prolonged drought), infrastructure failure or outages, labor disputes and other events which could: (i) decrease demand for our products and services, (ii) adversely affect the macroeconomy and/or our customers, or (iii) make it difficult or impossible for us to deliver a satisfactory experience to our customers. Any such events could also affect the Company by impacting the stability of our deposit base, impairing the ability of our borrowers to repay their outstanding loans, causing significant property damage or otherwise impair the value of collateral securing our loans, and/or resulting in loss of revenue and/or cause us to incur additional expenses. Furthermore, in the event of any disruption to our operations or those of the companies with whom we do business

35

LENDINGCLUB CORPORATION

with, we could incur significant losses, require substantial recovery time and experience significant expenditures in order to resume or maintain operations, any of which could have a material adverse impact on our business, financial condition and results of operations.

For example, the Ukrainian-Russian conflict, the responses thereto (such as sanctions imposed by the United States and other countries) and any expansion thereof is likely to have unpredictable and/or adverse effects on the domestic and global economy and financial markets. Although we have not yet experienced any material direct impact from the Ukrainian-Russian conflict, in part because our business is conducted exclusively in the United States, our business, financial condition or results of operations may be impacted if the conflict prolongs and/or its impact exacerbates. Further, the Ukrainian-Russian conflict and its impact may also have the effect of heightening many of the other risks described in “Item 1A. Risk Factors” and elsewhere in our Annual Report, such as escalating inflation, elevating the possibility of a decline in economic conditions and increasing cybersecurity risk.

RISKS RELATED TO CREDIT AND COLLECTIONS

If the credit decisioning, pricing, loss forecasting and scoring models we use contain errors, do not adequately assess risk, or are otherwise ineffective, our reputation and relationships with customers could be harmed, our market share could decline and the value of loans held on our balance sheet may be adversely affected.

Our ability to attract customers to, and build trust in, our marketplace bank platform is significantly dependent on our ability to effectively evaluate a borrower’s credit profile and likelihood of default. To conduct this evaluation, we utilize credit decisioning, pricing, loss forecasting and scoring models that assign each loan offered through our marketplace bank platform a grade and a corresponding interest rate. Our models are based on algorithms that evaluate a number of factors, including behavioral data, transactional data, bank data and employment information, which may not effectively predict future loan losses. If we are unable to effectively segment borrowers into relative risk profiles, we may be unable to offer attractive interest rates for borrowers and risk-adjusted returns for platform investors.

Additionally, if these models fail to adequately assess the creditworthiness of our borrowers, we may experience higher than forecasted losses. Furthermore, as stated above, we hold loans on our balance sheet. We periodically assess the value of these loans and in doing so we review and incorporate a number of factors including forecasted losses. Accordingly, if we fail to adequately assess the creditworthiness of borrowers such that we experience higher than forecasted losses, the value of the loans held on our balance sheet may be adversely affected.

We continually refine these algorithms based on new data and changing macroeconomic conditions. However, there is no guarantee that the credit decisioning, pricing, loss forecasting and scoring models that we use have accurately assessed the creditworthiness of our borrowers, or will be effective in assessing creditworthiness in the future.

Similarly, if any of these models contain programming or other errors, are ineffective or the data provided by borrowers or third parties is incorrect or stale, our loan pricing and approval process could be negatively affected, resulting in mispriced or misclassified loans or incorrect approvals or denials of loans. If these errors were to occur, we may be obligated to repurchase the affected loans, platform investors may try to rescind their affected purchases or investments or decide not to purchase or invest in loans in the future or borrowers may seek to revise the terms of their loans or reduce the use of our marketplace bank platform for loans.

Further, the use of these models, algorithms and artificial intelligence for determining loan grades and corresponding interest rates may also heighten the risk of legal or regulatory scrutiny. We may be required to alter our models for compliance purposes, which could impact the interest rates offered to borrowers, the risk-adjusted returns offered to investors, result in higher losses or otherwise impact our results of operations.

36

LENDINGCLUB CORPORATION

If collection efforts on loans are ineffective or unsuccessful, the return on investment for investors in those loans would be adversely affected and investors may not find investing through our marketplace bank platform desirable.

Many of our loan products, including all of our personal loans, are unsecured obligations of borrowers, and they are not secured by any collateral. None of the loans facilitated on our platform are guaranteed or insured by any third party or backed by any governmental authority in any way. We are the loan servicer for all loans supporting notes, all certificates and certain secured borrowings, and we are the loan servicer for most, though not all, loans sold as whole loans. The ability to collect on the loans is dependent on the borrower’s continuing financial stability and willingness to make loan payments, and consequently, collections can be adversely affected by a number of factors, including job loss, divorce, death, illness, bankruptcy or the economic and/or social factors referenced above in the risk factor “A decline in social and economic conditions may adversely affect our customers, which may negatively impact our business and results of operations.” Furthermore, the application of various federal and state laws, including federal and state bankruptcy and insolvency laws, may limit the amount that can be recovered on these loans. Accordingly, we and our designated third-party servicers and collection agencies are limited in our ability to collect loans.

In addition, most platform investors depend on us or our third-party servicers and collection agents to pursue collection on delinquent borrower loans. Collections are remitted to platform investors only to the extent we receive borrower payments on the corresponding loans. If we, or third parties on our behalf, cannot adequately perform collection services on the loans, the platform investor will not be entitled to any remittances under the terms of the investment. Further, if collection action must be taken in respect of a loan, we or the collection agency may charge a collection fee on any amounts that are obtained (excluding litigation). These fees will correspondingly reduce the amounts of any payments received by an investor. Similarly, the returns to investors may be impacted by declines in market rates for sales of charged-off loans to third-party purchasers. Ultimately, if delinquencies impair our ability to offer attractive risk-adjusted returns for platform investors, they may seek alternative investments and our business may suffer.

In addition, if we experience a significant increase in the number of charged-off loans we will be unable to collect our servicing fee for such loans and our revenue could be adversely affected.

Further, we use internet-based processes to obtain application information and distribute certain legally required notices to applicants and borrowers of our loans and to obtain electronically signed loan documents. These processes may result in greater risks than paper-based loan originations, including risks regarding the sufficiency of notice for consumer protection laws, risks that borrowers may challenge the authenticity of loan documents or the validity of the borrower’s electronic signature on loan documents and risks that unauthorized changes are made to electronic loan documents. Any of these factors could cause our loans or certain terms of our loans to be unenforceable against a borrower or impair our ability to service the loans, which could adversely affect the value of our loans and our business, financial condition and results of operations.

Credit and other information that we receive from borrowers or third parties about a borrower may be inaccurate or may not accurately reflect the borrower’s creditworthiness, which may cause us to inaccurately price loans made through our marketplace bank platform.

Our ability to review and select qualified borrowers depends on obtaining borrower credit information from consumer reporting agencies, such as TransUnion, Experian or Equifax, and other third parties. We assign loan grades to loan requests based on our credit decisioning and scoring models that take into account reported credit score, other information reported by the consumer reporting agencies and the requested loan amount, in addition to a variety of other factors. A credit score or loan grade assigned to a borrower may not reflect that borrower’s actual creditworthiness because the credit score or loan grade may be based on outdated, incomplete or inaccurate data, including consumer reporting data, and we do not verify the information obtained from a borrower’s credit report.

37

LENDINGCLUB CORPORATION

Additionally, there is a risk that, following the date of the credit report or other third-party data that we obtain and review, a borrower may have:

•become delinquent in the payment of an outstanding obligation;

•defaulted on a pre-existing debt obligation;

•taken on additional debt; or

•sustained other adverse financial events.

In addition, borrowers supply a variety of information, including information that is included in the loan listings on our marketplace bank platform, and this information may be inaccurate or incomplete. To verify a borrower’s identity, income or employment, our verification process and teams connect to various data sources, directly or through third-party service providers, contact the human resources department of the borrower’s stated employer, or request pay stubs. However, we often do not verify a borrower’s stated income, tenure, job title, home ownership status or intention for the use of loan proceeds.

The factors above may result in loans being issued to otherwise non-qualified borrowers and/or impact our ability to effectively segment borrowers into relative risk profiles, each of which may impair our ability to offer attractive risk-adjusted returns for investors, which may cause investors to seek alternative investments from ours and our business may suffer. Additionally, if borrowers default on loans that are not priced correctly because the information provided by the borrowers or third parties is inaccurate, investors may try to rescind their affected investments in these loans or the loans may not perform as expected and our reputation may be harmed.

RISKS RELATED TO OUR INDUSTRY

Substantial and increasing competition in our industry may harm our business.

The financial services and banking industry is increasingly competitive. We compete with financial products and companies that attract borrowers, investors or both, as described in “Item 1. Business – Competition.”

Many of our competitors have significantly greater financial resources and may have access to less expensive capital than we do, and may offer a broader range of products, services or features, assume a greater level of risk, have lower operating or financing costs, or have different profitability expectations than us. Certain competitors may be able to offer lower rates to borrowers than we are able to offer and/or structure their products in a manner that is more attractive to potential customers. Additionally, some of our competitors may also be subject to less burdensome licensing and other regulatory requirements.

If we do not offer, price and develop attractive products and services for our customers, we may not be able to compete effectively against our competitors and our business and results of operations may be materially harmed. Additionally, competition may drive us to take actions that we might otherwise avoid, such as lowering interest rates or fees on loans or raising interest rates on deposits, and that may adversely affect our business and results of operations.

We could be adversely affected by the soundness of other financial institutions.

Financial services institutions are interrelated as a result of trading, clearing, counterparty or other relationships. We have exposure to many different industries and counterparties, and routinely execute transactions with counterparties in the financial services industry, including commercial banks, brokers and dealers, investment banks and other institutional clients. Many of these transactions expose us to credit risk in the event of a default by a counterparty or client. In addition, our credit risk may be exacerbated when our collateral cannot be foreclosed upon or is liquidated at prices not sufficient to recover the full amount of the credit or derivative exposure due. Any such losses could adversely affect our business, financial condition and results of operations.

38

LENDINGCLUB CORPORATION

RISKS RELATED TO PERSONNEL AND THIRD PARTIES

If we fail to attract and retain our highly skilled employees needed to support our business, we may not be able to achieve our anticipated level of growth and our business could suffer.

We believe our success depends on the efforts and talents of our employees, including software engineers, financial, banking, credit and risk personnel, and marketing professionals. Our future success depends on our continued ability to attract, develop, motivate and retain highly qualified and skilled employees. Competition for highly skilled technical and financial personnel, particularly in the San Francisco Bay Area, is extremely intense. Building and maintaining a positive culture and work environment that reinforces our values is also critical to attracting and retaining employees.

We have previously experienced a high attrition rate from employees and while attrition rates have materially reduced recently, they may again become elevated. We periodically make adjustments to our compensation levels and structures as our business and the competitive market for talent evolves. Further, many of the companies with which we compete for experienced employees have greater resources than we have and may be able to offer more attractive terms of employment. While we strive to create a fulfilling workplace with competitive compensation, certain existing and prospective employees may find our workplace and/or compensation levels and structures to be unattractive, which may adversely impact our business by compromising our ability to retain and recruit an appropriately skilled workforce. Additionally, changes in U.S. immigration policy may make it difficult to renew or obtain visas for certain highly skilled employees that we have hired or are recruiting.

In addition to attracting and retaining highly skilled employees in general, our future performance depends, in part, on our ability to attract and retain key personnel, including our executive officers, senior management team and other key personnel, all of whom would be difficult to replace. In January 2023, we streamlined our operations, which included a reduction in our workforce by 225 employees, to more closely align our expense structure to loan volume and revenue. This reduction in workforce resulted in the termination of a number of highly contributing employees as well as material reductions in the size and capabilities of a number of our functions, such as recruiting.

The loss of the services of our executive officers, members of our senior management team or key employees and functions, and the process to replace and/or rebuild any of them, involve significant time and expense and distraction that may significantly delay or prevent the achievement of our business objectives or impair our operations or results.

Misconduct and errors by our employees, contractors and third-party service providers could harm our business and reputation.

We are exposed to many types of operational risk, including the risk of misconduct and errors by our employees and other third-party service providers. Our business depends on our employees, contractors and third-party service providers to facilitate the operation of our business and process a large number of increasingly complex transactions, and if any of our employees, contractors or third-party service providers provide unsatisfactory service or take, convert or misuse funds, documents or data (including customer and/or internal documents or data), make an error, or fail to follow protocol when interacting with customers, we could lose customers, harm our reputation, be liable for damages, be subject to repurchase obligations and be subject to complaints, regulatory actions and penalties.

While we have internal procedures and oversight functions to protect us against these risks, we could also be perceived to have facilitated or participated in the illegal misappropriation of funds, documents or data, or the failure to follow protocol, and therefore be subject to civil or criminal liability.

Additionally, our use of third-party vendors is subject to increasingly demanding regulatory requirements and attention by our regulators. Regulations require us to perform due diligence of, perform ongoing monitoring of and

39

LENDINGCLUB CORPORATION

exercise certain controls over our third-party vendors and other ongoing third-party business relationships. We expect that our regulators will hold us responsible for deficiencies in our oversight and control of our third-party relationships and in the performance of the parties with which we have these relationships.

Any of these occurrences could result in our diminished ability to operate our business, potential liability to customers, inability to attract future customers, reputational damage, regulatory intervention, enforcement action and financial harm, which could negatively impact our business, financial condition and results of operations.

Our growth depends in part on the success of our strategic relationships with third parties.

In order to grow our business and effectuate our business strategy, we anticipate that we will depend in part on our ability to develop and expand our strategic relationship with third parties to offer additional products and services on our platform.

Identifying suitable partners, and negotiating and documenting relationships with them, requires significant time and resources. In some cases, we also compete directly with our partners’ product offerings, and if these partners cease their strategic relationship with us it could result in fewer product and service offerings on our platform, which may impede our ability to execute on our business strategy. Further, if we are unsuccessful in establishing or maintaining our relationships with third parties, or realizing the anticipated benefits from such partnerships, our ability to compete and to grow our revenue could be impaired and our operating results may suffer.

A disruption or failure in services provided by third parties could materially and adversely affect our business.

We increasingly rely on third parties to provide and/or assist with certain critical aspects of our business, including: (i) customer support, (ii) collections, (iii) loan origination, (iv) data verification and (v) cloud computing. These third parties may be subject to cybersecurity incidents, privacy breaches, service disruptions and/or financial, legal, regulatory, labor or operational issues; any of which may result in the third party providing inadequate service levels to us or our customers. In addition, these third parties may breach their agreements with us and/or refuse to continue or renew these agreements on commercially reasonable terms. If any third party provides inadequate service levels or fails to provide services at all, we may face business disruptions, customer dissatisfaction, reputational damage and/or financial and legal exposure; any of which may harm our business.

Our controls and procedures may be inadequate, fail or be circumvented and our business, operating results and

financial condition may be adversely affected.

We are required to maintain effective controls and procedures, including internal controls over our operations, financial reporting, disclosure controls and procedures, compliance monitoring and corporate governance policies and procedures. Designing and implementing effective controls and procedures is a continuous effort that requires us to anticipate and react to changes in our business, industry and the economic and regulatory environment and to expend significant resources to maintain a system of controls that is adequate to satisfy our public company and bank regulatory obligations.

If we are unable to establish and maintain appropriate controls and procedures, or if our employees, contractors or third-party service providers fail to abide by or circumvent such controls and procedures, it could cause us to fail to meet our regulatory or financial reporting obligations, cause us to fail to timely detect errors, result in misstatements or omissions in our consolidated financial statements, harm our operating results and financial condition or otherwise adversely affect our business operations. We could also become subject to investigations by the NYSE, the SEC or our banking regulators, which could require additional financial and management resources.

40

LENDINGCLUB CORPORATION

RISKS RELATED TO DATA, INTELLECTUAL PROPERTY AND PRIVACY

Security incidents, system failures, bugs in our system, and similar disruptions could impair our operations, compromise the confidential information of our borrowers and our investors, damage our reputation, and harm our business and financial performance.

We believe the technology platform that powers our marketplace bank enables us to deliver solutions to customers and provides a significant time and cost advantage over traditional banks. The satisfactory performance, reliability and availability of our technology and underlying network infrastructure are critical to our operations, customer service and reputation. Like all information systems and technology, our systems may contain or develop material errors, failures, vulnerabilities or bugs, particularly when new features or capabilities are released, and may be subject to computer viruses or other malicious code, break-ins, phishing impersonation attacks, attempts to overload our servers with denial-of-service or other attacks, ransomware and similar incidents or disruptions from unauthorized use of our computer systems, as well as unintentional incidents causing data leakage, any of which could lead to interruptions, delays or make it difficult or impossible for us to deliver a satisfactory experience to our customers. Our failure to maintain satisfactory performance, reliability and availability of our technology and underlying network infrastructure may impair our ability to attract new customers and retain existing customers, which could have a material adverse effect on our business.

Our business involves the collection, storage, processing and transmission of customers’ personal information, including their financial information. The highly automated nature of our marketplace bank, our reliance on digital technologies and the types and amount of data collected, stored and processed on our systems make us an attractive target and subject to cyber-attacks, computer viruses, ransomware, physical or electronic break-ins and similar disruptions. While we have taken steps to protect confidential information that we collect, create, or have access to, our security measures or those of our third-party vendors and business partners are subject to breach. Unauthorized access to our proprietary business information or customer data may be obtained through, among other things, break-ins, sabotage, computer malware, viruses, social engineering, ransomware attacks, hacking into the systems or facilities of us or our partners, vendors, or customers, exposing and exploiting design flaws in our software, or other misconduct, including by state-sponsored and other sophisticated organizations. Such incidents have become more prevalent in recent years and may target our systems or facilities or those of our partners, vendors, or customers. For example, outside parties have attempted to fraudulently induce employees, vendors, customers, and others to disclose sensitive or confidential information in order to gain access to our systems. Our security measures could also be compromised by our personnel, theft or errors, or be insufficient to prevent exploitation of security vulnerabilities in software or systems on which we rely.

Cyber-attacks have occurred on our systems in the past and may occur on our systems in the future. Although to date we have not suffered material costs or disruption to our business from any such incident, unauthorized access to our marketplace bank and servicing systems can result in confidential borrower and investor information being stolen and potentially used for criminal purposes. Breaches of our security measures could negatively impact our relationships with customers, lead to interruptions or delays or make it difficult or impossible for us to deliver a satisfactory experience to our customers, and expose us to liability related to the loss of the information, time-consuming expensive litigation and negative publicity. Moreover, any future security breach may also result in the theft of our intellectual property, proprietary data, or trade secrets, which could have a material adverse impact on our reputation, business operations and financial performance.

We also may be required to notify regulators and affected individuals about any actual or perceived data breach involving personal information within strict time periods. This notice may be difficult to provide in a timely fashion for many reasons, including due to the complexity of gathering, verifying and analyzing relevant information. Furthermore, these mandatory disclosures regarding a security breach are costly to implement and often lead to widespread negative publicity, which may cause customers to lose confidence in the effectiveness of our data security measures. Any security breach, whether actual or perceived, would harm our reputation, we could lose borrowers, investors and ecosystem partners and our business and operations could be adversely affected.

41

LENDINGCLUB CORPORATION

Because there are many different cybercrime and hacking techniques and such techniques continue to evolve, we may be unable to anticipate attempted security breaches, react in a timely manner or implement adequate preventative measures. Cyber-attacks may take advantage of weaknesses in third-party technology or standards of which we are unaware or that we do not control and may not be recognized until long after they have been launched. Certain efforts may be state-sponsored or from other sophisticated organizations, and supported by significant financial and technological resources, making them even more difficult to detect. Efforts to prevent hackers from disrupting our services or otherwise accessing our systems are expensive to develop, implement, and maintain. Such efforts require ongoing monitoring and updating as technologies change and efforts to overcome security measures become more sophisticated and may limit the functionality of, or otherwise adversely impact, our service offerings and systems.

The systems we rely upon also remain vulnerable to damage or interruption from a number of other factors, including the failure of our network or software systems, natural disasters, terrorism, telecommunication failures, human error, third-party error, other-man made problems, and similar events or disruptions. Any interruptions or delays in our technology systems or service, whether accidental or willful, could harm our relationships with our customers and our reputation. Additionally, in the event of damage or interruption, our insurance policies may not adequately compensate us for any losses that we may incur. Our disaster recovery plan has not been tested under actual disaster conditions, and we may not have sufficient capacity to recover all data and services in the event of an outage. These factors could prevent us from processing or posting payments on loans, impact our marketplace bank operations, damage our brand and reputation, divert our employees’ attention, reduce our revenue, subject us to liability and cause customers to abandon our marketplace bank platform, any of which could adversely affect our business, financial condition and results of operations.

Cyber-attacks suffered by third parties upon which we rely could negatively affect our business.

We rely on third-party service providers to provide critical services that help us deliver our solutions and operate our business. These providers may store or otherwise process the same sensitive, proprietary, and confidential information that we handle. For example, in certain circumstances we utilize third-party vendors, including cloud applications and services, to facilitate the servicing of customer accounts. Under these arrangements, third-party vendors require access to certain customer data for the purpose of servicing the accounts. These service providers may not have adequate security measures and could experience a security incident that compromises the confidentiality, integrity, or availability of the systems they operate for us or the information they process on our behalf. Such occurrences could adversely affect our business to the same degree as if we had experienced these occurrences directly, and we may not have recourse to the responsible third-party service providers for the resulting liability we incur.

We also utilize certain information provided by third parties to facilitate the marketing, distribution, servicing and collection of loans. A cyber-attack suffered by a third party that provides data to us could impact our ability to market, distribute, service or collect for borrowers or investors. For example, Equifax announced a significant cyber breach that impacted millions of consumers. We utilize certain information from Equifax to allow us to market our products through pre-screened offers to qualified borrowers. If a consumer elects to “freeze” their credit data, we would not be able to access their information to make these pre-screened offers. Further, as a result of the release of personal information from a third-party platform, we could experience an increase in fraudulent loan applications or investor accounts. Under our policies, we reimburse investors for any loan obtained as a result of a verified identity fraud and any increase in identity theft could result in increased reimbursement costs.

The collection, processing, storage, use, and disclosure of personal information could give rise to liabilities as a result of governmental regulation, conflicting legal requirements or differing views of personal privacy rights.

We receive, transmit, store and process a large volume of personal information and other user data. There are federal, state and foreign laws regarding privacy and the storing, sharing, use, disclosure, protection and other processing of personal information and other user data. Specifically, personal information is increasingly subject to

42

LENDINGCLUB CORPORATION

legislation and regulations in numerous U.S. and international jurisdictions, the intent of which is to protect the privacy of personal information that is collected, processed and transmitted in or from the governing jurisdiction.

Governments, regulators, the plaintiffs’ bar, privacy advocates and customers have increased their focus on how companies collect, process, use, store, share and transmit personal information. This regulatory framework for privacy issues worldwide is evolving and is likely to continue to evolve for the foreseeable future, which creates uncertainty. For example, in California, the California Consumer Privacy Act (CCPA) became effective on January 1, 2020 and was modified by the California Privacy Rights Act (CPRA) on January 1, 2023. The CCPA and CPRA, among other things, gives California residents expanded rights to access and delete their personal information, opt out of certain personal information sharing, and receive detailed information about how certain personal information is used and shared. The CCPA provides for civil penalties for violations, as well as a private right of action for certain data breaches, which is expected to increase the volume, cost and success of class action data breach litigation. The CPRA also established the California Privacy Protection Agency to implement and enforce the CCPA and CPRA, as well as to impose administrative fines. The full impact of this law and its corresponding regulations, future enforcement activity and potential liability is unknown. Some observers have noted that the CCPA could mark the beginning of a trend toward more stringent privacy legislation in the U.S., and multiple states have enacted or proposed similar laws. There is also discussion in Congress of new comprehensive federal data protection and privacy laws which we likely would be subject to if enacted.

We cannot yet predict the full impact of the CCPA, CPRA or any other proposed or enacted state, U.S. or international data privacy legislation on our business or operations, but such laws may require us to modify our data processing practices and policies and to incur substantial costs and expenses in an effort to comply. We could also be adversely affected if other legislation or regulations are expanded to require changes in business practices or privacy policies, or if governing jurisdictions interpret or implement their legislation or regulations in ways that negatively affect our business, financial condition and results of operations. Any actual or perceived failure to comply with data privacy laws or regulations, or related contractual or other obligations, or any perceived privacy rights violation, could lead to investigations, claims, and proceedings by governmental entities and private parties, damages for contract breach, and other significant costs, penalties, and other liabilities, as well as harm to our reputation and market position.

We post on our website our privacy policies and practices concerning the collection, use, disclosure and processing of personal information. We also obtain consent from our borrowers to share personal information under certain conditions. We are subject to the terms of our privacy policies, privacy-related disclosures, and contractual and other privacy-related obligations to our customers and other third parties. Our failure, real or perceived, to comply with applicable privacy policies or federal, state or foreign laws and regulations or any compromise of security that results in the unauthorized release of personal information or other user data could damage our reputation, discourage potential borrowers or investors from using our marketplace bank or result in fines or proceedings brought against us, our issuing banks or other third parties by governmental agencies, borrowers, investors or other third parties, one or all of which could materially adversely affect our business, financial condition and results of operations. In addition to laws, regulations and other applicable common law rules regarding privacy, privacy advocacy groups, industry groups or other private parties may propose new and different privacy standards. We could also be subject to liability for the inappropriate use of information made available by us. Because the interpretation and application of privacy and data protection laws and privacy standards are still uncertain, it is possible that these laws or privacy standards may be interpreted and applied in a manner that is inconsistent with our practices. Any inability to adequately address privacy concerns, even if unfounded, or to comply with applicable privacy or data protection laws, regulations and privacy standards, could result in additional cost and liability for us, damage our reputation, inhibit use of our marketplace bank and harm our business.

Any failure to protect our own intellectual property rights could impair our brand, or subject us to claims for alleged infringement by third parties, which could harm our business.

We rely on a combination of copyright, trade secret, trademark, patent and other rights, as well as confidentiality procedures and contractual provisions to protect our proprietary technology, underwriting and credit decisioning

43

LENDINGCLUB CORPORATION

data, processes and other intellectual property. However, the steps we take to protect our intellectual property rights may be inadequate. Third parties may seek to challenge, invalidate or circumvent our copyright, trade secret, trademark, patent and other rights or applications for any of the foregoing. Further, as our business continues to expand we may increase our dependence on third parties to provide additional products and services. Third parties who are contractually obligated to protect our intellectual property may be the target of data breaches or may breach their obligations and disseminate, misappropriate or otherwise misuse our proprietary technology, underwriting and data, processes and other intellectual property. Additionally, our competitors, as well as a number of other entities and individuals, may own or claim to own intellectual property relating to our industry. From time to time, third parties may claim that we are infringing on their intellectual property rights, and we may be found to be infringing on such rights. We may, however, be unaware of the intellectual property rights that others may claim cover some or all of our technology or services.

In order to protect our intellectual property rights, we may be required to spend significant resources. Litigation brought to protect and enforce our intellectual property rights could be costly, time-consuming and distracting to management and could result in the impairment or loss of intellectual property. In addition, any claims or litigation could cause us to incur significant expenses and, if successfully asserted against us, could require that we pay substantial damages or ongoing royalty payments, prevent us from offering our products or operating our platform or require that we comply with other unfavorable terms. Our failure to secure, protect and enforce our intellectual property rights could seriously adversely affect our brand and adversely impact our business.

Some aspects of our platform include open source software, and any failure to comply with the terms of one or more of these open source licenses could negatively affect our business.

Aspects of our platform include software covered by open source licenses, which may include, by way of example, GNU General Public License and the Apache License. Open source license terms are often ambiguous, and there is little or no legal precedent governing the interpretation of many of the terms of certain of these licenses. Therefore, the potential impact of such terms on our business is somewhat unknown. If portions of our proprietary software are determined to be subject to an open source license, we could be required to publicly release and grant royalty-free licenses under the affected portions of our proprietary source code, re-engineer all or a portion of our technologies or otherwise be limited in the licensing of our technologies, each of which could reduce or eliminate the value of our technologies and products. There can be no assurance that efforts we take to monitor the use of open source software to avoid uses in a manner that would require us to disclose or grant licenses under our proprietary source code will be successful, and such use could inadvertently occur. This could harm our intellectual property position and have a material adverse effect on our business, results of operations, cash flow, and financial condition. In addition to risks related to license requirements, usage of open source software can lead to greater risks than use of third-party commercial software, as open source licensors generally do not provide warranties or controls on the origin of the software. Many of the risks associated with use of open source software cannot be eliminated, and could adversely affect our business.

RISKS RELATED TO TAX AND ACCOUNTING

Changes in tax laws and our ability to use our deferred tax assets to offset future taxable income could have a material adverse effect on our business, financial condition and results of operations.

We are subject to taxes in the United States under federal, state and local jurisdictions in which we operate. The governing tax laws and applicable tax rates vary by jurisdiction and are subject to interpretation and changes. We may be subject to examination by the tax authorities and such authorities may disagree with our tax positions, which could adversely affect our financial condition.

Further, the amount of tax payable in a given financial statement period may be impacted by sudden or unforeseen changes in tax laws, changes in the mix and level of earnings by taxing jurisdictions, or changes to existing accounting rules or regulations. For example, the Tax Cuts and Jobs Act (the Tax Act) enacted on December 22, 2017, made broad and complex changes to the U.S. tax code and the Tax Act’s reduction of the federal corporate

44

LENDINGCLUB CORPORATION

income tax rate from 35% to 21%, effective January 1, 2018, has reduced our deferred tax asset associated with net operating loss carryforwards (NOLs). A lack of future taxable income would also adversely impact our ability to utilize our NOLs.

In addition, under Section 382 of the Internal Revenue Code of 1986, as amended, a corporation that undergoes an “ownership change” is subject to limitations on its ability to utilize its NOLs to offset future taxable income. Future changes in our stock ownership as well as other changes that may be outside of our control, could result in additional ownership changes under Section 382 of the Internal Revenue Code, as amended. Our NOLs may also be impaired under similar provisions of state law. Further, additional changes to federal or state tax laws or technical guidance relating to the Tax Act that would further reduce the corporate tax rate could operate to effectively reduce or eliminate the value of any deferred tax asset. Our tax attributes as of December 31, 2022 may expire unutilized or underutilized, which could prevent us from offsetting future taxable income.

We assess the available positive and negative evidence to estimate if sufficient future taxable income will be generated to utilize certain deferred tax assets. On the basis of this evaluation, a valuation allowance has been recorded to recognize only deferred tax assets that are more likely than not to be realized.

Our ability to accurately forecast net income (loss) is in part a function of our ability to use our NOLs and, more generally, forecast our tax liability. Fluctuations in our tax obligations may differ materially from amounts recorded in our financial statements and could adversely affect our business, financial condition and results of operations in the periods for which such determination is made.

We have incurred net losses in the past and may incur net losses in the future.

Although we were profitable for the years ended December 31, 2022 and December 31, 2021, and expect to remain profitable for the year ending December 31, 2023, we have incurred net losses in the past. Our operating expenses may continue to be elevated as we resolve regulatory investigations and examinations, enhance our compliance and technology systems, continue the growth of our business, attract customers and partners, and further enhance and develop our products and services. These efforts may prove more expensive than we currently anticipate, and we may not succeed in increasing our revenue sufficiently to offset these higher expenses. We may incur additional losses in the future and may not maintain profitability on a quarterly or annual basis.

If accounting standards change or if our estimates or assumptions relating to our critical accounting policies prove to be incorrect, our results of operations and financial condition could be adversely affected.

Our financial statements are subject to the application of accounting principles generally accepted in the United States of America (GAAP). The application of GAAP is also subject to varying interpretations over time. We are required to adopt new or revised accounting standards or comply with revised interpretations that are issued from time to time by various parties, including accounting standard setters and those who interpret the standards, such as the FASB, the SEC, and bank regulatory authorities. Those changes are beyond our control but could adversely affect our results of operations and financial condition. See “Part II – Item 8. Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 1. Summary of Significant Accounting Policies – Adoption of New Accounting Standards” below for information on new financial accounting standards issued by the FASB. Additionally, the preparation of our financial statements in conformity with GAAP requires estimates and assumptions that affect the amounts reported and disclosed in our financial statements. While we base our estimates and assumptions on historical experience and other assumptions that we believe to be reasonable under the circumstances, our results of operations may be adversely affected if our assumptions change or if actual circumstances differ from those in our assumptions.

45

LENDINGCLUB CORPORATION

RISKS RELATED TO OWNERSHIP OF OUR COMMON STOCK

Our stock price has been and may continue to be volatile.

Our stock price has exhibited substantial volatility. Our stock price may continue to fluctuate in response to a number of events and factors, such as quarterly operating results; changes in our financial projections provided to the public or our failure to meet those projections; changes in the credit performance on our platform; the public’s reaction to our press releases, other public announcements and filings with the SEC; progress and resolution with respect to existing litigation and regulatory inquiries; our operation of LC Bank; significant transactions or acquisitions; new features, products or services offered by us or our competitors; changes in financial estimates and recommendations by securities analysts; media coverage of our business and financial performance; the operating and stock price performance of, or other developments involving, other companies that stockholders may deem comparable to us; trends in our industry; any significant change in our management; and general economic conditions.

In addition, the stock market in general, and the market prices for companies in our industry, have experienced volatility. These broad market and industry fluctuations may adversely affect the price of our stock, regardless of our operating performance. Price volatility over a given period may cause the price of any repurchase of our own stock to exceed the stock’s price at a given point in time. Volatility in our stock price also impacts the value of our equity compensation, which affects our ability to recruit and retain employees. In addition, some companies that have experienced volatility in the market price of their stock, including us, have been subject to securities class action litigation. We have been the target of this type of litigation and may continue to be a target in the future. Securities litigation against us could result in substantial costs and divert our management’s attention from other business concerns, which could harm our business.

Further, our stock could be the target of short sellers who may seek to drive down the price of shares they have sold short by disseminating negative reports or information about the Company. Such negative publicity may lead to additional public scrutiny or may cause further volatility in our stock price, a decline in the value of a stockholder’s investment in us or reputational harm.

Any stock price decline could have a material adverse impact on stockholder confidence and employee retention.

If securities or industry analysts do not publish research or reports about our business, or publish inaccurate or unfavorable research reports about our business, our stock price and trading volume could decline.

Research and reports that securities or industry analysts publish about the Company or our business may be consumed by equity investors and influence their opinion of our business and/or investment in our common stock. For example, if one or more of the analysts who cover us downgrades our stock, our stock price may decline. Additionally, if one or more of these analysts cease coverage of the Company or fail to regularly publish reports on us, we could lose visibility in the financial markets, which could cause our stock price or trading volume to decline.

Future issuances and/or sales of common stock may result in significant dilution to our stockholders and may place downward pressure on our stock price.

We may issue additional equity securities to raise capital, support acquisitions, or for a variety of other purposes. We also utilize equity-based compensation as an important tool in recruiting and retaining employees and other service providers. Additional issuances of our stock may be made pursuant to the exercise or vesting of stock options or restricted stock units, respectively. Dilution to existing holders of our common stock from equity-based compensation and other additional issuances could be substantial and may place downward pressure on our stock price.

46

LENDINGCLUB CORPORATION

Our quarterly results may fluctuate significantly and may not fully reflect the longer term underlying performance of our business.

Our operating and financial results have varied on a quarterly basis during our operating history and may continue to fluctuate significantly. These fluctuations may be due to a variety of factors, some of which are outside of our control and may not fully reflect the underlying performance of our business. Factors that may cause fluctuations in our quarterly financial results include our ability to attract and retain new customers, seasonality in our business, the costs associated with and outcomes of legal and regulatory matters, volatility related to fraud and credit performance, the timing of capital markets transactions, variability in the valuation of loans held on our balance sheet, changes in business or macroeconomic conditions and a variety of other factors, including as a result of the risks set forth in this “Risk Factors” section. Fluctuation in quarterly results and how we perform relative to guidance may adversely affect the price of our common stock.

Anti-takeover provisions in our charter documents and Delaware law may delay or prevent an acquisition of our company.

Our restated Certificate of Incorporation, as amended (Certificate of Incorporation), and our amended and restated Bylaws (Bylaws) contain provisions that can have the effect of delaying or preventing a change in control of us or changes in our management. The provisions, among other things:

•establish a classified board of directors so that not all members of our board of directors are elected at one time;

•permit only our board of directors to establish the number of directors and fill vacancies on the board;

•provide that directors may only be removed “for cause” and only with the approval of two-thirds of our stockholders;

•require two-thirds of all outstanding shares of our capital stock vote to amend some provisions in our Certificate of Incorporation and Bylaws;

•authorize the issuance of “blank check” preferred stock that our board of directors could use to implement a stockholder rights plan (also known as a “poison pill”);

•eliminate the ability of our stockholders to call special meetings of stockholders;

•prohibit stockholder action by written consent, which requires that all stockholder actions must be taken at a stockholder meeting;

•do not provide for cumulative voting; and

•establish advance notice requirements for nominations for election to our board of directors or for proposing matters that can be acted upon by stockholders at annual stockholder meetings.

These provisions, alone or together, could delay or prevent hostile takeovers and changes in control or changes in our management. In addition to these provisions, banking laws impose notice, approval, and ongoing regulatory requirements on any stockholder or other party that seeks to acquire direct or indirect “control” of an FDIC-insured depository institution. These laws include the BHCA and the Change in Bank Control Act. These laws could delay or prevent an acquisition. See “Item 1. Business – Regulation and Supervision – Acquisition of a Significant Interest in the Company” for additional information.

We do not intend to pay dividends for the foreseeable future.

We currently intend to retain any future earnings to finance the operation and expansion of our business, and we do not expect to declare or pay any dividends in the foreseeable future. As a result, a stockholder may only receive a return on their investment in our common stock if the trading price of our common stock increases.

Also, as a bank holding company, our ability to pay dividends is affected by the policies and enforcement powers of the FRB and any future payment of dividends will depend on LC Bank’s ability to make distributions and payments to the Company as our principal source of funds to pay such dividends. LC Bank is also subject to various legal, regulatory and other restrictions on its ability to make distributions and payments to the Company. In addition, in

47

LENDINGCLUB CORPORATION

the future, we may enter into borrowing or other contractual arrangements that restrict our ability to pay dividends. As a consequence of these various limitations and restrictions, we may not be able to pay dividends on our common stock. See “Item 1. Business – Regulation and Supervision – Regulatory Limits on Dividends and Distributions” for additional information.

Item 1B. Unresolved Staff Comments

None.

Item 2. Properties

We lease space for our headquarters in San Francisco, California. Further, we lease additional office space in other parts of the United States, including in the Salt Lake City, Utah and Boston, Massachusetts areas. We believe our current leased properties are adequate for our immediate business needs. For more information regarding our leases, see “Part II – Item 8. Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 18. Leases” of this Annual Report.

Item 3. Legal Proceedings

The information set forth under “Part II – Item 8. Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 19. Commitments and Contingencies” of this Annual Report is incorporated herein by reference.

Item 4. Mine Safety Disclosures

Not applicable.

48

LENDINGCLUB CORPORATION

PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Market Information for Common Stock

LendingClub’s common stock is listed on the New York Stock Exchange (NYSE) under the ticker symbol “LC.”

Holders of Record

As of January 31, 2023, there were 34 holders of record of LendingClub’s common stock. Because many of LendingClub’s shares of common stock are held by brokers and other institutions on behalf of stockholders, the Company is unable to estimate the total number of stockholders represented by these record holders.

Dividend Policy

LendingClub has not paid cash or other dividends since its inception, and does not anticipate paying cash or other dividends in the foreseeable future. Further, see “Part I – Item 1. Business – Regulation and Supervision – Regulatory Limits on Dividends and Distributions” and “Notes to Consolidated Financial Statements – Note 20. Regulatory Requirements” for a summary of certain rules and regulations that limit the ability of the Company or LC Bank to pay dividends.

Sales of Unregistered Securities

None.

Issuer Purchases of Equity Securities

None.

49

LENDINGCLUB CORPORATION

Performance Graph

This performance graph shall not be deemed “soliciting material” or to be “filed” with the SEC for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of LendingClub under the Securities Act, or the Exchange Act.

The following graph and table compare the cumulative total return to stockholders of LendingClub’s common stock relative to the cumulative total returns of the KBW Nasdaq Bank Index and Standard & Poor’s 500 Index. An investment of $100 (with reinvestment of all dividends, when applicable) is assumed to have been made in LendingClub’s common stock and in each index at market close on December 29, 2017 and its relative performance is tracked through December 30, 2022. The returns shown are based on historical results and are not intended to suggest future performance.

	December 29, 2017		December 31, 2018		December 31, 2019		December 31, 2020		December 31, 2021		December 30, 2022
LendingClub Corporation	$	100	$	63.68	$	61.11	$	51.14	$	117.09	$	42.62
KBW Nasdaq Bank Index	$	100	$	80.40	$	106.23	$	91.75	$	123.91	$	94.51
Standard & Poor’s 500 Index	$	100	$	93.76	$	120.84	$	140.49	$	178.27	$	143.61

Item 6. [Reserved]

50

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the consolidated financial statements and related notes that appear in this Annual Report. In addition to historical consolidated financial information, the following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to these differences include those discussed below and in this Annual Report, particularly in “Part I – Item 1A. Risk Factors.”

Overview

LendingClub is America’s leading digital marketplace bank. The Company was founded in 2006 and brought a traditional credit product – the installment loan – into the digital age by leveraging technology, data science, and a unique marketplace model. In doing so, we became one of the largest providers of unsecured personal loans in the United States. In February 2021, LendingClub completed the acquisition of an award-winning digital bank, Radius, becoming a bank holding company and forming LC Bank as its wholly-owned subsidiary. We operate the vast majority of our business through LC Bank, as a lender and originator of loans and as a regulated bank in the United States.

Executive Summary

We delivered the following results demonstrating the benefits of our evolution into a marketplace bank in the face of a less favorable economic environment. Our recurring revenue growth offset the recent reduction in investor demand for marketplace loans in the second half of 2022, which was impacted adversely given the rapidly rising interest rate environment. We expect this reduction in investor demand to continue until interest rates stabilize. At the end of 2022, we acquired a $1.05 billion outstanding principal loan portfolio that is expected to generate additional net interest income in 2023. In addition, in January 2023 we implemented a cost reduction and reorganization plan, reducing our workforce by 225 employees, or 14%, to more closely align our operations to reduced marketplace revenue. We anticipate the workforce reductions will result in annualized run-rate savings in compensation and benefits of approximately $25 to $30 million in 2023.

•Loan originations: Loan originations increased $2.7 billion, or 26%, for the year ended December 31, 2022 compared to the same period in 2021. The increase was primarily driven by the growth in unsecured personal loan origination volume.

◦Loan originations held for investment (HFI) at amortized cost increased $1.4 billion, or 63%, for the year ended December 31, 2022 compared to the prior year.

◦Loan originations HFI at amortized cost as a percentage of total loan originations was 28%, increasing from 22% in the prior year. The percentage of loan originations HFI in any period is dependent on many factors, including quarterly loan origination volume, risk-adjusted returns, liquidity and general regulatory capital considerations.

•Total net revenue: Total net revenue increased $368.6 million, or 45%, for the year ended December 31, 2022 compared to the same period in 2021.

◦Marketplace revenue: Marketplace revenue increased $105.0 million, or 18%, for the year ended December 31, 2022 compared to the same period in 2021. The increase was in line with loan origination volume growth, partially offset by the recent reduction in investor demand for marketplace loans, which was impacted adversely given the rapidly rising interest rate environment, as well as tighter underwriting standards implemented by the Company in the second half of 2022.

◦Net interest income: Net interest income increased $262.0 million, or 123%, for the year ended December 31, 2022 compared to the same period in 2021. The increase was primarily driven by an

51

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

increase in unsecured personal loans retained in current and prior periods as HFI, partially offset by an increase in interest expense on deposits due to higher interest rates.

◦Net interest margin: Net interest margin was 8.2%, increasing from 5.6% in the prior year, primarily reflecting a greater mix of personal loans which generate a higher yield than the rest of the loans HFI, partially offset by higher interest rates on deposits.

•Provision for credit losses: Provision for credit losses increased $128.5 million, or 93%, for the year ended December 31, 2022 compared to the same period in 2021. The increase was primarily due to growth in loans HFI at amortized cost, discounting effect of the NPV allowance on prior loan vintages and additional qualitative allowance reflecting a less favorable economic outlook.

•Total non-interest expense: Total non-interest expense increased $105.5 million, or 16%, for the year ended December 31, 2022 compared to the same period in 2021. The increase was primarily driven by an increase in compensation and benefits expenses primarily due to an increase in headcount as well as an increase in variable marketing expenses based on higher origination volume.

•Net income: Net income increased $271.1 million for the year ended December 31, 2022 compared to the same period in 2021. Net income for the year ended December 31, 2022 included a $143.5 million income tax benefit related to the reversal of our valuation allowance against our deferred tax assets.

•Net income excluding income tax benefit: Net income excluding income tax benefit (related to the reversal of our valuation allowance against our deferred tax assets) increased $127.6 million for the year ended December 31, 2022 compared to the same period in 2021.

•Diluted EPS: Diluted EPS was $2.79 for the year ended December 31, 2022, increasing from $0.18 in the prior year. Diluted EPS for the year ended December 31, 2022 included a $1.38 per share benefit from the deferred tax valuation allowance reversal, as well as revenue growth and improved operating efficiency.

•Pre-provision net revenue: Pre-provision net revenue increased $263.2 million, or 167%, for the year ended December 31, 2022 compared to the same period in 2021, reflecting revenue growth combined with improved operating efficiency.

•Total assets: Total assets as of December 31, 2022 increased $3.1 billion, or 63%, compared to the prior year, primarily reflecting growth in loans held for investment, including the acquisition of a $1.05 billion outstanding principal loan portfolio at the end of 2022.

•Deposits: Total deposits as of December 31, 2022 increased $3.3 billion, or 104%, compared to the prior year, primarily reflecting growth in online savings deposits.

•Total equity: Total equity as of December 31, 2022 increased $314.1 million, or 37%, compared to the prior year, primarily reflecting net income generated over the period and the deferred tax asset valuation allowance reversal.

The above summary should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations in its entirety. For additional discussion related to our operating segments, see “Segment Information.”

52

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Financial Highlights

We regularly review several metrics to evaluate our business, measure our performance, identify trends, formulate financial projections and make strategic decisions. The following presents our select financial metrics for the periods presented:

As Of and For The Year Ended December 31,	2022			2021			2020
Non-interest income	$	712,391		$	605,799		$	258,756
Net interest income	474,825			212,831			59,328
Total net revenue	1,187,216			818,630			318,084
Non-interest expense	766,853			661,386			502,319
Pre-provision net revenue (1)	420,363			157,244			(184,235)
Provision for credit losses	267,326			138,800			3,382
Income (Loss) before income tax benefit	153,037			18,444			(187,617)
Income tax benefit	136,648			136			79
Net income (loss)	$	289,685		$	18,580		$	(187,538)
Income tax benefit from release of tax valuation allowance	143,495			—			—
Net income (loss) excluding income tax benefit(1)(2)	$	146,190		$	18,580		$	(187,538)
Basic EPS – common stockholders	$	2.80		$	0.19		$	(2.07)
Diluted EPS – common stockholders	$	2.79		$	0.18		$	(2.07)
Diluted EPS excluding income tax benefit(1)(2)	$	1.41		$	0.18		$	(2.07)
LendingClub Corporation Performance Metrics:
Net interest margin	8.2		%	5.6		%	3.0		%
Efficiency ratio(3)	64.6		%	80.8		%	N/A
Return on average equity (ROE)	28.4		%	2.4		%	N/A
Return on average total assets (ROA)	4.7		%	0.4		%	N/A
Marketing as a % of loan originations	1.5		%	1.5		%	1.2		%
LendingClub Corporation Capital Metrics:
Common equity tier 1 capital ratio	15.8		%	21.3		%	N/A
Tier 1 leverage ratio	14.1		%	16.5		%	N/A
Book value per common share	$	10.93		$	8.41		$	8.22
Tangible book value per common share(1)	$	10.06		$	7.46		$	8.09
Loan Originations (in millions)(4):
Marketplace loans	$	9,389		$	8,099		$	4,343
Loan originations held for investment	3,731			2,282			—
Total loan originations	$	13,121		$	10,381		$	4,343
Loan originations held for investment as a % of total loan originations	28		%	22		%	—		%
Servicing Portfolio AUM (in millions)(5):
Total servicing portfolio	$	16,157		$	12,463		$	11,002
Loans serviced for others	$	10,819		$	10,124		$	10,139

N/A – Not applicable

(1)    Represents a non-GAAP financial measure. See “Non-GAAP Financial Measures” for additional information.

(2)    Excludes an income tax benefit of $143.5 million for the year ended December 31, 2022 due to the release of a deferred tax asset valuation allowance.

(3)    Calculated as the ratio of non-interest expense to total net revenue.

(4)    Includes unsecured personal loans and auto loans only.

53

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

(5)    Assets under management (AUM) reflects loans serviced on our platform, which includes outstanding balances of unsecured personal loans, auto refinance loans and education and patient finance loans serviced for others and retained for investment by the Company.

As of December 31,	2022		2021
Balance Sheet Data:
Loans and leases held for investment at amortized cost, net, excluding PPP loans	$	4,638,331	$	2,486,440
PPP loans	66,971		268,297
Total loans and leases held for investment at amortized cost, net (1)	$	4,705,302	$	2,754,737
Loans held for investment at fair value	$	925,938	$	21,240
Total loans and leases held for investment	$	5,631,240	$	2,775,977
Total assets	$	7,979,747	$	4,900,319
Total deposits	$	6,392,553	$	3,135,788
Total liabilities	$	6,815,453	$	4,050,077
Total equity	$	1,164,294	$	850,242

(1)    Excludes loans held for investment at fair value, which primarily consists of a loan portfolio that was acquired at the end of 2022.

The asset quality metrics presented in the following table are for loans and leases held for investment at amortized cost and do not reflect loans held for investment at fair value:

As of and for the year ended December 31,	2022			2021
ALLL to total loans and leases held for investment	6.5		%	5.0		%
ALLL to total loans and leases held for investment, excluding PPP loans	6.6		%	5.5		%
ALLL to consumer loans and leases held for investment	7.3		%	6.4		%
ALLL to commercial loans and leases held for investment	2.0		%	1.8		%
ALLL to commercial loans and leases held for investment, excluding PPP loans	2.2		%	2.6		%
Net charge-offs	$	83,216		$	9,002
Net charge-off ratio(1)	2.1		%	0.5		%

(1)    Calculated as net charge-offs divided by average outstanding loans and leases HFI at amortized cost during the period, excluding PPP loans.

54

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Results of Operations

This section of this Form 10-K generally discusses 2022 and 2021 items and year-over-year comparisons between 2022 and 2021. For discussion related to 2020 items and year-over-year comparisons between 2021 and 2020, see “Part II – Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Annual Report on Form 10-K for the year ended December 31, 2021.

The following table sets forth the Income Statement data for each of the periods presented:

Year Ended December 31,	2022		2021		2020
Non-interest income:
Marketplace revenue	$	683,626	$	578,580	$	245,314
Other non-interest income	28,765		27,219		13,442
Total non-interest income	712,391		605,799		258,756
Interest income:
Interest on loans held for sale	26,183		29,540		72,876
Interest and fees on loans and leases held for investment	465,450		188,977		—
Interest on loans held for investment at fair value	12,877		4,436		7,688
Interest on retail and certificate loans held for investment at fair value	18,135		57,684		115,952
Interest on securities available for sale	16,116		11,025		12,125
Other interest income	18,579		1,170		1,053
Total interest income	557,340		292,832		209,694
Interest expense:
Interest on deposits	60,451		7,228		—
Interest on short-term borrowings	1,002		3,677		17,837
Interest on retail notes, certificates and secured borrowings	18,135		57,684		115,952
Interest on Structured Program borrowings	1,508		9,638		16,204
Interest on other long-term debt	1,419		1,774		373
Total interest expense	82,515		80,001		150,366
Net interest income	474,825		212,831		59,328
Total net revenue	1,187,216		818,630		318,084
Provision for credit losses	267,326		138,800		3,382
Non-interest expense:
Compensation and benefits	339,397		288,390		252,517
Marketing	197,747		156,142		51,518
Equipment and software	49,198		39,490		26,842
Occupancy	21,977		24,249		27,870
Depreciation and amortization	43,831		44,285		54,030
Professional services	50,516		47,572		41,780
Other non-interest expense	64,187		61,258		47,762
Total non-interest expense	766,853		661,386		502,319
Income (Loss) before income tax benefit	153,037		18,444		(187,617)
Income tax benefit	136,648		136		79
Net income (loss)	$	289,685	$	18,580	$	(187,538)

55

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Marketplace Revenue

Marketplace revenue consists of the following:

Year Ended December 31,	2022		2021		Change ($)		Change (%)
Origination fees	$	499,179	$	416,839	$	82,340	20	%
Servicing fees	80,609		87,639		(7,030)		(8)	%
Gain on sales of loans	95,335		70,116		25,219		36	%
Net fair value adjustments	8,503		3,986		4,517		113	%
Total marketplace revenue	$	683,626	$	578,580	$	105,046	18	%

Year Ended December 31,	2021		2020		Change ($)		Change (%)
Origination fees	$	416,839	$	207,640	$	209,199	101	%
Servicing fees	87,639		111,864		(24,225)		(22)	%
Gain on sales of loans	70,116		30,812		39,304		128	%
Net fair value adjustments	3,986		(105,002)		108,988		N/M
Total marketplace revenue	$	578,580	$	245,314	$	333,266	136	%

We elected to account for HFS loans under the fair value option. With the election of the fair value option, origination fees, net fair value adjustments prior to sale of the loans, and servicing asset gains on the sales of the loans, are reported as separate components of “Marketplace revenue.”

Origination Fees

Origination fees recorded as a component of marketplace revenue are primarily fees earned related to originating and issuing unsecured personal loans that are held for sale. In addition, origination fees include transaction fees that were paid to us by issuing bank partners or education and patient service providers for the work performed in facilitating the origination of loans by the issuing banks. Following the Acquisition, LC Bank became the originator and lender for all unsecured personal and auto refinance loans and the majority of education and patient finance loans.

The following table presents loan origination volume during each of the periods set forth below:

Year Ended December 31,	2022		2021		2020		2022 vs. 2021 Change (%)		2021 vs. 2020 Change (%)
Marketplace loans	$	9,389,445	$	8,099,109	$	4,343,411	16	%	86	%
Loan originations held for investment	3,731,057		2,282,206		—		63	%	N/A
Total loan originations (1)	$	13,120,502	$	10,381,315	$	4,343,411	26	%	139	%

N/A – Not applicable

(1)    Includes unsecured personal loans and auto loans only.

Origination fees were $499.2 million and $416.8 million for the years ended December 31, 2022 and 2021, respectively, an increase of 20%. The increase was due to higher origination volume of marketplace loans, partially offset by a reduction in investor demand for marketplace loans in the second half of 2022 that was impacted adversely by the rapidly rising interest rate environment.

56

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Servicing Fees

We receive servicing fees to compensate us for servicing loans on behalf of investors, including managing payments from borrowers, collections and payments to those investors. Servicing fee revenue related to loans sold also includes the change in fair value of servicing assets associated with the loans.

The table below illustrates AUM serviced on our platform by the method in which the loans were financed as of the end of each period presented. Loans sold and subsequently serviced on behalf of the investor represent a key driver of our servicing fee revenue.     

As of December 31,	2022		2021		Change ($)		Change (%)
AUM (in millions):
Loans sold	$	10,819	$	10,124	$	695	7	%
Loans held by LendingClub Bank	5,263		2,026		3,237		160	%
Retail notes, certificates and secured borrowings	59		238		(179)		(75)	%
Other loans invested in by the Company	16		75		(59)		(79)	%
Total	$	16,157	$	12,463	$	3,694	30	%

As of December 31,	2021		2020		Change ($)		Change (%)
AUM (in millions):
Loans sold	$	10,124	$	10,139	$	(15)	—	%
Loans held by LendingClub Bank	2,026		—		$	2,026	N/M
Retail notes, certificates and secured borrowings	238		680		$	(442)	(65)	%
Other loans invested in by the Company	75		183		(108)		(59)	%
Total	$	12,463	$	11,002	$	1,461	13	%

In addition to the loans serviced on our marketplace platform, we earned servicing fee revenue on $167.0 million and $214.0 million in outstanding principal balance of commercial loans sold as of December 31, 2022 and 2021, respectively.

Servicing fees were $80.6 million and $87.6 million for the years ended December 31, 2022 and 2021, respectively, a decrease of 8%. The decrease was primarily due to higher fair value amortization of our servicing asset resulting from a larger asset balance, as well as a servicing asset write-off related to the acquisition of a $1.05 billion outstanding principal loan portfolio in the fourth quarter of 2022, partially offset by an increase in the fair value of the servicing asset based on higher expected servicing fee revenue.

Gain on Sales of Loans

In connection with loan sales, we recognize a gain or loss on the sale of loans based on the level to which the contractual servicing fee is above or below an estimated market rate of servicing at the time of sale. Additionally, we recognize transaction costs, if any, as a loss on sale of loans.

Gain on sales of loans was $95.3 million and $70.1 million for the years ended December 31, 2022 and 2021, respectively, an increase of 36%. The increase was primarily due to an increase in the volume of marketplace loans sold and an increase in expected servicing fee revenue.

Net Fair Value Adjustments

We record fair value adjustments on loans that are recorded at fair value, including gains or losses from sale prices in excess of or less than the loan principal amount sold.

57

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Net fair value adjustments were $8.5 million and $4.0 million for the years ended December 31, 2022 and 2021, respectively, an increase of $4.5 million. The increase was primarily due to higher loan sale prices and an increase in the volume of marketplace loans sold.

Other Non-interest Income

Other non-interest income primarily consists of referral revenue that relates to fees earned from third-party companies when customers referred by us consider or purchase products or services from such third-party companies. The tables below illustrate the composition of other non-interest income for each period presented:

Year Ended December 31,	2022		2021		Change ($)		Change (%)
Referral revenue	$	12,942	$	14,234	$	(1,292)	(9)	%
Realized losses on sales of securities available for sale and other investments	—		(93)		93		N/M
Other	15,823		13,078		2,745		21	%
Other non-interest income	$	28,765	$	27,219	$	1,546	6	%

Year Ended December 31,	2021		2020		Change ($)		Change (%)
Referral revenue	$	14,234	$	5,011	$	9,223	184	%
Realized gains (losses) on sales of securities available for sale and other investments	(93)		11		(104)		N/M
Other	13,078		8,420		4,658		55	%
Other non-interest income	$	27,219	$	13,442	$	13,777	102	%

58

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Net Interest Income

The table below presents net interest income information corresponding to interest-earning assets and interest-bearing funding sources on a consolidated basis for the Company. The average yield/rate is calculated by dividing the period-end interest income/expense by the average balance.

	Year Ended December 31,
	2022						2021						2020
	Average Balance		Interest Income/ Expense		Average Yield/ Rate		Average Balance		Interest Income/ Expense		Average Yield/ Rate		Average Balance		Interest Income/ Expense		Average Yield/ Rate
Interest-earning assets (1)
Cash, cash equivalents, restricted cash and other	$	987,833	$	18,579	1.88	%	$	754,920	$	1,170	0.16	%	$	395,734	$	1,053	0.27	%
Securities available for sale at fair value	370,277		16,116		4.35	%	288,545		11,025		3.82	%	217,189		12,125		5.58	%
Loans held for sale	162,760		26,183		16.09	%	218,349		29,540		13.53	%	489,750		72,876		14.88	%
Loans and leases held for investment at amortized cost:
Unsecured personal loans (2)	2,967,410		410,222		13.82	%	863,266		122,807		15.52	%	—		—		—	%
Secured consumer loans	301,023		11,093		3.69	%	485,195		17,105		3.85	%	—		—		—	%
Commercial loans and leases	669,907		36,167		5.40	%	617,483		30,731		5.43	%	—		—		—	%
PPP loans	138,575		7,968		5.75	%	487,435		18,334		4.10	%	—		—		—	%
Loans and leases held for investment at amortized cost	4,076,915		465,450		11.42	%	2,453,379		188,977		8.40	%	—		—		—	%
Loans held for investment at fair value	91,057		12,877		14.14	%	34,938		4,436		12.70	%	60,093		7,688		12.79	%
Total loans and leases held for investment	4,167,972		478,327		11.48	%	2,488,317		193,413		7.77	%	60,093		7,688		12.79	%
Retail and certificate loans held for investment at fair value	128,047		18,135		14.16	%	406,406		57,684		14.19	%	815,255		115,952		14.20	%
Total interest-earning assets	5,816,889		557,340		9.58	%	4,156,537		292,832		7.46	%	1,978,021		209,694		10.59	%
Cash and due from banks and restricted cash	72,764						112,012						114,105
Allowance for loan and lease losses	(234,532)						(77,223)						—
Other non-interest earning assets	547,388						426,323						339,746
Total assets	$	6,202,509					$	4,617,649					$	2,431,872
Interest-bearing liabilities
Interest-bearing deposits:
Checking and money market accounts	2,205,691		16,464		0.75	%	$	2,071,640	$	5,954	0.31	%	$	—	$	—	—	%
Savings accounts and certificates of deposit	2,123,037		43,987		2.07	%	383,447		1,274		0.36	%	—		—		—	%
Interest-bearing deposits (2)	4,328,728		60,451		1.40	%	2,455,087		7,228		0.32	%	—		—		—	%
Short-term borrowings	10,437		1,002		9.60	%	68,032		3,677		5.40	%	387,958		17,837		4.60	%
Advances from PPPLF	141,528		503		0.36	%	365,976		1,183		0.35	%	—		—		—	%
Retail notes, certificates and secured borrowings	128,047		18,135		14.16	%	407,471		57,684		14.16	%	816,010		115,952		14.21	%
Structured Program borrowings	20,962		1,508		7.19	%	110,579		9,638		8.72	%	162,688		16,204		9.96	%

59

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

	Year Ended December 31,
	2022						2021						2020
	Average Balance		Interest Income/ Expense		Average Yield/ Rate		Average Balance		Interest Income/ Expense		Average Yield/ Rate		Average Balance		Interest Income/ Expense		Average Yield/ Rate
Other long-term debt	15,219		916		6.02	%	16,355		591		3.61	%	6,824		373		5.47	%
Total interest-bearing liabilities	4,644,921		82,515		1.78	%	3,423,500		80,001		2.36	%	1,373,480		150,366		10.95	%
Non-interest bearing deposits	264,099						126,982						—
Other liabilities	274,209						289,163						272,164
Total liabilities	$	5,183,229					$	3,839,645					$	1,645,644
Total equity	$	1,019,280					$	778,004					$	786,228
Total liabilities and equity	$	6,202,509					$	4,617,649					$	2,431,872
Interest rate spread					7.80	%					5.10	%					(0.36)	%
Net interest income and net interest margin			$	474,825	8.16	%			$	212,831	5.56	%			$	59,328	3.00	%

(1)    Nonaccrual loans and any related income are included in their respective loan categories.

(2)    The average yield/rate for unsecured consumer loans decreased in 2022 compared to 2021 due to a shift in the mix toward higher credit quality loans. The average yield/rate for interest-bearing deposits increased due to a higher federal funds rate and an increasing concentration of online deposits. We expect continued pressure on net interest margin to continue during 2023.

60

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

An analysis of the year-to-year changes in the categories of interest income and interest expense resulting from changes in volume and rate is as follows:

	2022 Compared to 2021						2021 Compared to 2020
	Increase (Decrease) Due to Change in:						Increase (Decrease) Due to Change in:
	Average Volume(1)		Average Rate(1)		Total		Average Volume(1)		Average Rate(1)		Total
Interest-earning assets
Cash, cash equivalents, restricted cash and other	$	470	$	16,939	$	17,409	$	682	$	(565)	$	117
Securities available for sale at fair value	3,414		1,677		5,091		3,342		(4,442)		(1,100)
Loans held for sale	(8,336)		4,979		(3,357)		(37,233)		(6,103)		(43,336)
Loans and leases held for investment at amortized cost	286,205		(9,732)		276,473		188,977		—		188,977
Loans held for investment at fair value	7,883		558		8,441		(3,195)		(57)		(3,252)
Retail and certificate loans held for investment at fair value	(39,422)		(127)		(39,549)		(58,194)		(74)		(58,268)
Total increase (decrease) in interest income on interest-earning assets	$	250,214	$	14,294	$	264,508	$	94,379	$	(11,241)	$	83,138
Interest-bearing liabilities
Checking and money market accounts	$	472	$	10,038	$	10,510	$	5,954	$	—	$	5,954
Savings accounts and certificates of deposit	20,965		21,748		42,713		1,274		—		1,274
Interest-bearing deposits	21,437		31,786		53,223		7,228		—		7,228
Short-term borrowings	(4,374)		1,699		(2,675)		(16,837)		2,677		(14,160)
Advances from PPPLF	(691)		11		(680)		1,183		—		1,183
Retail notes, certificates and secured borrowings	(39,573)		24		(39,549)		(57,838)		(430)		(58,268)
Structured Program borrowings	(6,689)		(1,441)		(8,130)		(4,723)		(1,843)		(6,566)
Other long-term debt	(44)		369		325		379		(161)		218
Total increase (decrease) in interest expense on interest-bearing liabilities	$	(29,934)	$	32,448	$	2,514	$	(70,608)	$	243	$	(70,365)
Increase (decrease) in net interest income	$	280,148	$	(18,154)	$	261,994	$	164,987	$	(11,484)	$	153,503

(1)     Volume and rate changes have been allocated on a consistent basis using the respective percentage changes in average balances and average rates.

61

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Provision for Credit Losses

The allowance for loan and lease losses (ALLL) for lifetime expected losses under CECL on HFI loans and leases at amortized cost is initially recognized as “Provision for credit losses” at the time of origination. The ALLL is estimated using a discounted cash flow (DCF) approach, where effective interest rates are used to calculate the net present value (NPV) of expected cash flows. The effective interest rates are calculated based on the periodic interest income received from the loan’s contractual cash flows and the net investment in the loan, which includes deferred origination fees and costs, to provide a constant rate of return over the loan term. The NPV from the DCF approach is then compared to the amortized cost basis of the loans and leases to derive expected credit losses. Under the DCF approach, the provision for credit losses in subsequent periods includes a credit loss expense relating to the discounting effect due to the passage of time after the initial recognition of ALLL on originated HFI loans at amortized cost.

The provision for credit losses includes the credit loss expense for HFI loans and leases at amortized cost, available for sale (AFS) securities and unfunded lending commitments. The table below illustrates the composition of the provision for credit losses for each period presented:

Year Ended December 31,	2022		2021		2020
Credit loss expense for Radius loans at acquisition	$	—	$	6,929	$	—
Credit loss expense for loans and leases held for investment	266,679		134,022		—
Credit loss expense for unfunded lending commitments	647		1,231		—
Total credit loss expense	267,326		142,182		—
(Reversal of) Impairment on securities available for sale	—		(3,382)		3,382
Total provision for credit losses	$	267,326	$	138,800	$	3,382

The provision for credit losses increased $128.5 million, or 93%, for the year ended December 31, 2022 compared to the same period in 2021. The increase was primarily due to growth in the volume of loans HFI at amortized cost and the related initial provision for credit losses, discounting effect of the NPV allowance on prior loan vintages and additional qualitative allowance reflecting a less favorable economic outlook.

The activity in the allowance for credit losses (ACL) was as follows:

Year Ended December 31,	2022		2021
Allowance for loan and lease losses, beginning of period	$	144,389	$	—
Credit loss expense for loans and leases held for investment	266,679		140,951
Initial allowance for purchased credit deteriorated (PCD) loans acquired during the period(1)	—		12,440
Charge-offs	(87,473)		(10,452)
Recoveries	4,257		1,450
Allowance for loan and lease losses, end of period	$	327,852	$	144,389
Reserve for unfunded lending commitments, beginning of period	$	1,231	$	—
Credit loss expense for unfunded lending commitments	647		1,231
Reserve for unfunded lending commitments, end of period (2)	$	1,878	$	1,231

(1)    For acquired PCD loans, an ACL of $30.4 million was required with a corresponding increase to the amortized cost basis as of the acquisition date during the year ended December 31, 2021. For PCD loans where all or a portion of the loan balance had been previously written-off, or would be subject to write-off under the Company’s charge-off policy, an ACL of $18.0 million included as part of the grossed-up loan balance at acquisition was immediately written-off during the year ended December 31, 2021. The net impact to the allowance for PCD assets on the acquisition date was $12.4 million.

(2)    Relates to $138.0 million and $110.8 million of unfunded commitments as of December 31, 2022 and 2021, respectively.

62

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Year Ended December 31,	2022			2021
Ratio of allowance for loan and lease losses to total loans and leases held for investment at amortized cost	6.5		%	5.0		%
Ratio of allowance for loan and lease losses to total loans and leases held for investment at amortized cost, excluding PPP loans	6.6		%	5.5		%
Average loans and leases held for investment at amortized cost, excluding PPP loans	$	3,938,340		$	1,965,944
Net charge-off ratio(1)	2.1		%	0.5		%

(1)    Calculated as annualized net charge-offs divided by average outstanding loans and leases held for investment during the period, excluding PPP loans.

Loans and leases are generally placed on nonaccrual status when contractually past due 90 days or more, or earlier if management believes that the probability of collection does not warrant further accrual. Unsecured personal loans are charged-off no later than 120 days past due. The following table presents nonaccrual loans and leases (1):

	December 31, 2022			December 31, 2021
Total nonaccrual loans and leases held for investment	$	34,827		$	9,985
Ratio of total nonaccrual loans and leases held for investment to total loans and leases held for investment	0.7		%	0.3		%
Ratio of total nonaccrual loans and leases held for investment to total loans and leases held for investment, excluding PPP loans	0.7		%	0.4		%

(1)    Excluding PPP loans, there were no loans that were 90 days or more past due and accruing as of both December 31, 2022 and 2021.

For additional information on the ACL and nonaccrual loans and leases, see “Notes to Consolidated Financial Statements – Note 1. Summary of Significant Accounting Policies” and “Note 6. Loans and Leases Held for Investment at Amortized Cost, Net of Allowance For Loan and Lease Losses.”

63

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Non-interest Expense

Non-interest expense primarily consists of (i) compensation and benefits, which include salaries and wages, benefits and stock-based compensation expense, (ii) marketing, which includes costs attributable to borrower and deposit customer acquisition efforts and building general brand awareness, (iii) equipment and software, (iv) occupancy, which includes rent expense and all other costs related to occupying our office spaces, (v) depreciation and amortization and (vi) professional services, which primarily consist of consulting fees.

Year Ended December 31,	2022		2021		Change ($)		Change (%)
Non-interest expense:
Compensation and benefits	$	339,397	$	288,390	$	51,007	18	%
Marketing	197,747		156,142		41,605		27	%
Equipment and software	49,198		39,490		9,708		25	%
Occupancy	21,977		24,249		(2,272)		(9)	%
Depreciation and amortization	43,831		44,285		(454)		(1)	%
Professional services	50,516		47,572		2,944		6	%
Other non-interest expense	64,187		61,258		2,929		5	%
Total non-interest expense	$	766,853	$	661,386	$	105,467	16	%

Year Ended December 31,	2021		2020		Change ($)		Change (%)
Non-interest expense:
Compensation and benefits	$	288,390	$	252,517	$	35,873	14	%
Marketing	156,142		51,518		104,624		203	%
Equipment and software	39,490		26,842		12,648		47	%
Occupancy	24,249		27,870		(3,621)		(13)	%
Depreciation and amortization	44,285		54,030		(9,745)		(18)	%
Professional services	47,572		41,780		5,792		14	%
Other non-interest expense	61,258		47,762		13,496		28	%
Total non-interest expense	$	661,386	$	502,319	$	159,067	32	%

Compensation and benefits expense increased $51.0 million, or 18%, for the year ended December 31, 2022 compared to the same period in 2021. The increase was primarily due to an increase in headcount.

Marketing expense increased $41.6 million, or 27%, for the year ended December 31, 2022 compared to the same period in 2021. The increase was primarily due to an increase in variable marketing expenses based on higher origination volume, partially offset by the deferral of applicable marketing expenses for HFI loans.

Equipment and software expense increased $9.7 million, or 25%, for the year ended December 31, 2022 compared to the same period in 2021. The increase was primarily due to an increase in hosting fees and subscription costs.

Occupancy expense was $22.0 million and $24.2 million for the years ended December 31, 2022 and 2021, respectively.

Depreciation and amortization expense remained relatively flat for the year ended December 31, 2022 compared to the same period in 2021.

Professional services expense increased $2.9 million, or 6%, for the year ended December 31, 2022 compared to the same period in 2021. The increase was primarily due to an increase in consulting fees.

64

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Other non-interest expense increased $2.9 million, or 5%, for the year ended December 31, 2022 compared to the same period in 2021. The increase was primarily due to an increase in consumer credit services.

Income Taxes

For the year ended December 31, 2022, we recorded an income tax benefit of $136.6 million primarily due to the release of a $175.6 million valuation allowance against our deferred tax assets, of which $143.5 million is primarily based on our reassessment of the realizability of our deferred tax assets. For the year ended December 31, 2021, we recorded an income tax benefit of $136 thousand primarily related to a tax benefit associated with the Acquisition, partially offset by income tax expense for state jurisdictions that limit net operating loss carryforward utilization. For the year ended December 31, 2020, we recorded an income tax benefit of $79 thousand primarily attributable to current state income taxes.

We have evaluated both positive and negative evidence when assessing the recoverability of our net deferred tax assets. Several factors were considered, which primarily included our business model transition and resulting increase in profitability and the expectation of continued profitability. These factors resulted in the release of the majority of our valuation allowance against our deferred tax assets. Changes to deferred tax asset valuation allowances and liabilities related to uncertain tax positions are recorded as current period income tax expense or benefit.

As of December 31, 2022, we maintained a valuation allowance of $47.7 million related to state NOLs and tax credit carryforwards. The realization and timing of these state NOLs and tax credit carryforwards, based on the allocation of taxable income to the Parent, is uncertain and may expire before being utilized. We expect that our statutory tax rate in 2023 will approximate 27%.

Income taxes are recorded on a separate entity basis whereby each operating segment determines income tax expense or benefit as if it filed a separate tax return. Differences between separate entity and consolidated tax returns are eliminated upon consolidation.

Segment Information

The Company defines operating segments to be components of the Company for which discrete financial information is evaluated regularly by the Company’s Chief Executive Officer and Chief Financial Officer to allocate resources and evaluate financial performance. This information is reviewed according to the legal organizational structure of the Company’s operations with products and services presented separately for the parent bank holding company and its wholly-owned subsidiary, LC Bank.

LendingClub Bank

The LC Bank operating segment represents the national bank legal entity and reflects post-Acquisition operating activities. This segment provides a full complement of financial products and solutions, including loans, leases and deposits. It originates loans to individuals and businesses, retains loans for investment, sells loans to investors and manages relationships with deposit holders.

LendingClub Corporation (Parent Only)

The LendingClub Corporation (Parent only) operating segment represents the holding company legal entity and predominately reflects the operations of the Company prior to the Acquisition. This activity includes, but is not limited to, servicing fee revenue for loans serviced prior to the Acquisition, and interest income and interest expense related to the Retail Program and Structured Program transactions.

65

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Financial information for the segments is presented in the following table:

	LendingClub Bank				LendingClub Corporation (Parent only)				Intercompany Eliminations				Consolidated Total
	Year Ended December 31,		Eleven Months Ended December 31,		Year Ended December 31,				Year Ended December 31,		Eleven Months Ended December 31,		Year Ended December 31,
	2022		2021		2022		2021		2022		2021		2022		2021
Non-interest income:
Marketplace revenue	$	610,536	$	462,821	$	48,231	$	115,759	$	24,859	$	—	$	683,626	$	578,580
Other non-interest income	85,208		94,953		15,628		16,718		(72,071)		(84,452)		28,765		27,219
Total non-interest income	695,744		557,774		63,859		132,477		(47,212)		(84,452)		712,391		605,799
Interest income:
Interest income	526,471		210,739		30,869		82,093		—		—		557,340		292,832
Interest expense	(60,954)		(8,412)		(21,561)		(71,589)		—		—		(82,515)		(80,001)
Net interest income	465,517		202,327		9,308		10,504		—		—		474,825		212,831
Total net revenue	1,161,261		760,101		73,167		142,981		(47,212)		(84,452)		1,187,216		818,630
(Provision for) reversal of credit losses	(267,326)		(142,182)		—		3,382		—		—		(267,326)		(138,800)
Non-interest expense	(724,304)		(547,799)		(89,761)		(198,039)		47,212		84,452		(766,853)		(661,386)
Income (Loss) before income tax benefit (expense)	169,631		70,120		(16,594)		(51,676)		—		—		153,037		18,444
Income tax benefit (expense)	(42,354)		9,171		125,954		44,013		53,048		(53,048)		136,648		136
Net income (loss)	$	127,277	$	79,291	$	109,360	$	(7,663)	$	53,048	$	(53,048)	$	289,685	$	18,580
Capital expenditures	$	69,481	$	32,602	$	—	$	1,811	$	—	$	—	$	69,481	$	34,413
Depreciation and amortization	$	16,489	$	4,569	$	27,342	$	39,716	$	—	$	—	$	43,831	$	44,285

The Company integrated the Acquisition into its reportable segments in the first quarter of 2021. As the Company’s reportable segments are based on legal organizational structure and LC Bank was formed upon the Acquisition, the results of operations for the year ended December 31, 2020, is provided on a consolidated basis in the Company’s Income Statement. Additionally, an analysis of the Company’s results of operations and material trends for the year ended December 31, 2022 compared to the year ended December 31, 2021 is provided on a consolidated basis in “Results of Operations.”

Non-GAAP Financial Measures

To supplement our financial statements, which are prepared and presented in accordance with GAAP, we use the following non-GAAP financial measures: Pre-Provision Net Revenue, Net Income (Loss) Excluding Income Tax Benefit, Diluted EPS Excluding Income Tax Benefit, and Tangible Book Value (TBV) Per Common Share. Our non-GAAP financial measures do have limitations as analytical tools and you should not consider them in isolation or as a substitute for an analysis of our results under GAAP.

66

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

We believe these non-GAAP financial measures provide management and investors with useful supplemental information about the financial performance of our business, enable comparison of financial results between periods where certain items may vary independent of business performance, and enable comparison of our financial results with other public companies.

We believe Pre-Provision Net Revenue, Net Income (Loss) Excluding Income Tax Benefit and Diluted EPS Excluding Income Tax Benefit are important measures because they reflect the underlying financial performance of our business operations. Pre-Provision Net Revenue is a non-GAAP financial measure calculated by subtracting the provision for credit losses and income tax benefit/expense from net income. Net Income (Loss) Excluding Income Tax Benefit adjusts for the release of a deferred tax asset valuation allowance in 2022. Diluted EPS Excluding Income Tax Benefit is a non-GAAP financial measure calculated by dividing Net Income (Loss) Excluding Income Tax Benefit by the weighted-average diluted common shares outstanding.

We believe TBV Per Common Share is an important measure used to evaluate the Company’s use of equity. TBV Per Common Share is a non-GAAP financial measure representing the book value of common equity reduced by goodwill and intangible assets, divided by ending number of common shares issued and outstanding.

The following tables provide a reconciliation of Pre-Provision Net Revenue (PPNR) to the nearest GAAP measure:

For the year ended December 31,	2022		2021		2020
GAAP Net income (loss)	$	289,685	$	18,580	$	(187,538)
Less: Provision for credit losses	(267,326)		(138,800)		(3,382)
Less: Income tax benefit	136,648		136		79
Pre-provision net revenue	$	420,363	$	157,244	$	(184,235)

For the year ended December 31,	2022		2021		2020
Non-interest income	$	712,391	$	605,799	$	258,756
Net interest income	474,825		212,831		59,328
Total net revenue	1,187,216		818,630		318,084
Non-interest expense	(766,853)		(661,386)		(502,319)
Pre-provision net revenue	420,363		157,244		(184,235)
Provision for credit losses	(267,326)		(138,800)		(3,382)
Income (Loss) before income tax benefit	153,037		18,444		(187,617)
Income tax benefit	136,648		136		79
GAAP Net income (loss)	$	289,685	$	18,580	$	(187,538)

67

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

The following table provides a reconciliation of Net Income (Loss) Excluding Income Tax Benefit and Diluted EPS Excluding Income Tax Benefit to the nearest GAAP measures:

As of and For The Year Ended December 31,		2022		2021		2020
GAAP Net income (loss)		$	289,685	$	18,580	$	(187,538)
Income tax benefit from release of tax valuation allowance		143,495		—		—
Net income (loss) excluding income tax benefit		$	146,190	$	18,580	$	(187,538)
GAAP Diluted EPS – common stockholders		$	2.79	$	0.18	$	(2.07)
(A)	Income tax benefit from release of tax valuation allowance	$	143,495	N/A		N/A
(B)	Weighted-average common shares – Diluted	104,001,288		N/A		N/A
(A/B)	Diluted EPS impact of income tax benefit	$	1.38	N/A		N/A
Diluted EPS excluding income tax benefit		$	1.41	$	0.18	$	(2.07)

N/A – Not applicable

The following table provides a reconciliation of TBV Per Common Share to the nearest GAAP measure:

As of December 31,	2022		2021		2020
GAAP common equity	$	1,164,294	$	850,242	$	724,171
Less: Goodwill	(75,717)		(75,717)		—
Less: Intangible assets	(16,334)		(21,181)		(11,427)
Tangible common equity	$	1,072,243	$	753,344	$	712,744
Book value per common share
GAAP common equity	$	1,164,294	$	850,242	$	724,171
Common shares issued and outstanding	106,546,995		101,043,924		88,149,510
Book value per common share	$	10.93	$	8.41	$	8.22
Tangible book value per common share
Tangible common equity	$	1,072,243	$	753,344	$	712,744
Common shares issued and outstanding	106,546,995		101,043,924		88,149,510
Tangible book value per common share	$	10.06	$	7.46	$	8.09

Supervision and Regulatory Environment

We are subject to periodic exams, investigations, inquiries or requests, enforcement actions and other proceedings from federal and state regulatory agencies, including the federal banking regulators that directly regulate the Company and/or LC Bank. Further, we are subject to claims, individual and class action lawsuits, and lawsuits alleging regulatory violations. The number and/or significance of these exams, investigations, inquiries, requests, proceedings, claims and lawsuits have been increasing since the Acquisition in part because our products and services increased in scope and in part because we became a bank holding company operating a national bank. Although historically the Company has generally resolved these matters in a manner that was not materially adverse to its financial results or business operations, no assurance can be given as to the timing, outcome or consequences of any of these matters in the future.

68

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Regulatory Actions Taken in Relation to COVID-19

Regulators and government officials at the federal government level and in states across the country have issued orders, passed laws or otherwise issued guidance in connection with COVID-19. Some of these orders and laws have placed restrictions on debt collection activity, all or certain types of communications with delinquent borrowers or others, required that borrowers be allowed to defer payments on outstanding debt, governed credit reporting and the use of credit reporting, and placed certain restrictions and requirements on operations in the workplace. We have taken steps to monitor regulatory developments relating to COVID-19 and to comply with orders and laws applicable to our business. Although many of the orders, laws or guidance related to COVID-19 have since reverted, given the ongoing nature of the pandemic, it is possible that additional orders, laws, or regulatory guidance may still be issued. We are not able to predict the extent of the impact on our business from any regulatory activity relating to or resulting from COVID-19.

Federal Banking Regulator Supervision

Since the Acquisition, we are subject to supervision, regulation, examination and enforcement by multiple federal banking regulatory bodies. Specifically, as a bank holding company, the Company is subject to ongoing and comprehensive supervision, regulation, examination and enforcement by the FRB. Further, as a national bank, LC Bank is subject to ongoing and comprehensive supervision, regulation, examination and enforcement by the OCC. Accordingly, we have been and continue to invest in regulatory compliance and be subject to certain parameters, obligations and/or limitations set forth by the banking regulations and regulators with respect to the operation of our business.

Consequences

If we are found to not have complied with applicable laws, regulations or requirements, we could: (i) lose one or more of our licenses or authorizations, (ii) become subject to a consent order or administrative enforcement action, (iii) face lawsuits (including class action lawsuits), sanctions, penalties, or other monetary losses due to judgments, orders, or settlements, (iv) be in breach of certain contracts, which may void or cancel such contracts, (v) decide or be compelled to modify or suspend certain of our business practices, (vi) be unable to execute on certain Company initiatives, or (vii) be required to obtain a license in such jurisdiction, which may have an adverse effect on our ability to operate and/or evolve our lending marketplace and other products and/or services; any of which may harm our business or financial results.

See “Part I – Item 1. Business – Regulation and Supervision,” “Part I – Item 1A. Risk Factors – Risks Related to Regulation, Supervision and Compliance,” and “Part I – Item 1A. Risk Factors – Risks Related to Operating Our Business” of this Annual Report for further discussion regarding our supervision and regulatory environment.

Capital Management

The prudent management of capital is fundamental to the successful achievement of our business initiatives. We actively review capital through a process that continuously assesses and monitors the Company’s overall capital adequacy. Our objective is to maintain capital at an amount commensurate with our risk profile and risk tolerance objectives, and to meet both regulatory and market expectations.

The formation of LC Bank as a nationally chartered association and the organization of the Company as a bank holding company subjects us to various capital adequacy guidelines issued by the OCC and the FRB, including the requirement to maintain regulatory capital ratios in accordance with the Basel Committee on Banking Supervision standardized approach for U.S. banking organizations (U.S. Basel III). As a U.S. Basel III standardized approach institution, we selected the one-time election to opt-out of the requirements to include all the components of accumulated other comprehensive income included in common stockholder’s equity. The minimum capital

69

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

requirements under the U.S. Basel III capital framework are: a CET1 risk-based capital ratio of 4.5%, a Tier 1 risk-based capital ratio of 6.0%, a total risk-based capital ratio of 8.0%, and a Tier 1 leverage ratio of 4.0%. Additionally, a Capital Conservation Buffer (CCB) of 2.5% must be maintained above the minimum risk-based capital requirements in order to avoid certain limitations on capital distributions, stock repurchases, and certain discretionary bonus payments. In addition to these guidelines, the banking regulators may require a banking organization to maintain capital at levels higher than the minimum ratios prescribed under the U.S. Basel III capital framework. In this regard, and unless otherwise directed by the FRB and the OCC, we have made commitments for the Company and LC Bank (until February 2024) to maintain a CET1 risk-based capital ratio of 11.0%, a Tier 1 risk-based capital ratio above 11.0%, a total risk-based capital ratio above 13.0%, and a Tier 1 leverage ratio of 11.0%. See “Part I – Item 1. Business – Regulation and Supervision – Regulatory Capital Requirements and Prompt Corrective Action” and “Item 8. Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 20. Regulatory Requirements” of this Annual Report for additional information.

The following table summarizes the Company’s regulatory capital amounts (in millions) and ratios:

	December 31, 2022				December 31, 2021				Required Minimum plus Required CCB for Non-Leverage Ratios
LendingClub	Amount		Ratio		Amount		Ratio
CET1 capital (1)	$	1,005.8	15.8	%	$	710.0	21.3	%	7.0	%
Tier 1 capital	$	1,005.8	15.8	%	$	710.0	21.3	%	8.5	%
Total capital	$	1,088.1	17.1	%	$	767.9	23.0	%	10.5	%
Tier 1 leverage	$	1,005.8	14.1	%	$	710.0	16.5	%	4.0	%
Risk-weighted assets	$	6,360.7	N/A		$	3,333.2	N/A		N/A
Quarterly adjusted average assets	$	7,119.0	N/A		$	4,301.7	N/A		N/A

N/A – Not applicable

(1)     Consists of common stockholders’ equity as defined under U.S. GAAP and certain adjustments made in accordance with regulatory capital guidelines, including the addition of the CECL transitional benefit and deductions for goodwill and other intangible assets.

The following table summarizes LC Bank’s regulatory capital amounts (in millions) and ratios:

	December 31, 2022				December 31, 2021				Required Minimum plus Required CCB for Non-Leverage Ratios
LendingClub Bank	Amount		Ratio		Amount		Ratio
CET1 capital (1)	$	852.2	13.8	%	$	523.7	16.7	%	7.0	%
Tier 1 capital	$	852.2	13.8	%	$	523.7	16.7	%	8.5	%
Total capital	$	932.4	15.1	%	$	563.7	18.0	%	10.5	%
Tier 1 leverage	$	852.2	12.5	%	$	523.7	14.3	%	4.0	%
Risk-weighted assets	$	6,194.0	N/A		$	3,130.4	N/A		N/A
Quarterly adjusted average assets	$	6,795.2	N/A		$	3,667.7	N/A		N/A

N/A – Not applicable

(1)     Consists of common stockholders’ equity as defined under U.S. GAAP and certain adjustments made in accordance with regulatory capital guidelines, including the addition of the CECL transitional benefit and deductions for goodwill and other intangible assets.

The higher risk-based capital ratios for the Company reflect generally lower risk-weights for assets held by LendingClub Corporation as compared with LC Bank.

In response to the COVID-19 pandemic, the FRB, OCC, and FDIC adopted a final rule related to the regulatory capital treatment of the allowance for credit losses under CECL. As permitted by the rule, the Company elected to

70

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

delay the estimated impact of CECL on regulatory capital resulting in a capital benefit of $35 million at December 31, 2021. This benefit is phased out over a three-year transition period that commenced on January 1, 2022 at a rate of 25% each year through January 1, 2025.

Liquidity

We manage liquidity to meet our cash flow and collateral obligations in a timely manner at a reasonable cost. We must maintain operating liquidity to meet our expected daily and forecasted cash flow requirements, as well as contingent liquidity to meet unexpected funding requirements.

As our primary business at LC Bank involves taking deposits and originating loans, a key role of liquidity management is to ensure that customers have timely access to funds from deposits and for loans. Liquidity management also involves maintaining sufficient liquidity to repay borrowings, pay operating expenses and support extraordinary funding requirements when necessary.

LendingClub Bank Liquidity

The primary sources of LC Bank short-term liquidity include cash, unencumbered AFS debt securities, and unused borrowing capacity with the FRB and Federal Home Loan Bank (FHLB). Additionally, customer deposits provide LC Bank with a significant source of relatively low-cost funds. The primary uses of LC Bank liquidity include the funding/acquisition of loans and securities purchases; withdrawals, maturities and the payment of interest on deposits; compensation and benefits expense; taxes; capital expenditures, including internally developed software, leasehold improvements and computer equipment; and costs associated with the continued development and support of our online lending marketplace platform.

Net capital expenditures were $69.5 million, or 6% of total net revenue and $32.6 million, or 4% of total net revenue, for the years ended December 31, 2022 and 2021, respectively. Capital expenditures in 2023 are expected to be approximately $60 million, primarily related to costs associated with the continued development and support of our online lending marketplace platform, including regulatory compliance costs.

As of December 31, 2022 and 2021, cash and cash equivalents at LC Bank were $1.0 billion and $659.9 million and deposits were $6.4 billion and $3.2 billion, respectively. Outstanding PPPLF borrowings were $64.2 million and $271.9 million at December 31, 2022 and 2021, respectively, and are collateralized by PPP loans originated by the Company. In addition, LC Bank has available FHLB of Des Moines secured borrowing capacity totaling $414.5 million and $173.4 million as of December 31, 2022 and 2021, respectively. LC Bank also has secured borrowing capacity available under the FRB Discount Window totaling $191.0 million and $75.2 million as of December 31, 2022 and 2021, respectively.

LendingClub Holding Company Liquidity

The primary source of liquidity at the holding company is $56.5 million and $88.3 million in cash and cash equivalents as of December 31, 2022 and 2021, respectively. Additionally, the holding company has the ability to access the capital markets through additional registrations and public equity offerings.

Uses of cash at the holding company include the routine cash flow requirements as a bank holding company, such as interest and expenses (including those associated with our office leases), the needs of LC Bank for additional equity and, as required, its need for debt financing and support for extraordinary funding requirements when necessary.

71

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Factors Impacting Liquidity

The Company’s liquidity could be adversely impacted by deteriorating financial and market conditions, the inability or unwillingness of a creditor to provide funding, an idiosyncratic event (e.g., a major loss, causing a perceived or actual deterioration in its financial condition), an adverse systemic event (e.g., default or bankruptcy of a significant capital markets participant), or others.

We believe, based on our projections, that our cash on hand, AFS securities, available funds, and cash flow from operations are sufficient to meet our liquidity needs for the next twelve months, as well as beyond the next twelve months. See “Item 8. Financial Statements and Supplementary Data – Consolidated Statements of Cash Flows” for additional detail regarding our cash flows.

Market Risk

Market risk represents the risk of potential losses arising from changes in interest rates, foreign exchange rates, equity prices, commodity prices, and/or other relevant market rates or prices. The primary market risk to which we are exposed is interest rate risk. Interest rate risk arises from financial instruments including loans, securities and borrowings, all entered into for purposes other than trading.

Interest Rate Sensitivity

LendingClub Bank

Our net interest income is affected by changes in the level of interest rates, the impact of interest rate fluctuations on asset prepayments, and the level and composition of deposits and liabilities, among other factors.

Loans HFI at LC Bank are funded primarily through our deposit base. The majority of loans HFI are fixed-rate instruments over the term of the loans. As a result, the primary component of interest rate risk on our financial instruments at LC Bank arises from the impact of fluctuations in loan and deposit rates on our net interest income. Therefore, we use a sensitivity analysis to assess the impact of hypothetical changes in interest rates on our net interest income results. The outcome of the analysis is influenced by a variety of assumptions, including the maturity profile and prepayment level of our unsecured consumer loans and expected consumer responses to changes in rates paid on non-maturity deposit products. Our assumptions are periodically calibrated to observed data and/or expected outcomes.

The following table presents the change in projected net interest income for the next twelve months due to a hypothetical instantaneous parallel change in interest rates relative to current rates:

	December 31, 2022		December 31, 2021
Instantaneous Change in Interest Rates:
+ 200 basis points	(6.9)	%	(0.8)	%
+ 100 basis points	(3.3)	%	(0.2)	%
- 100 basis points	1.9	%	(0.2)	%
- 200 basis points	3.5	%	N/M

As illustrated in the table above, net interest income is projected to decrease over the next twelve months during rising interest rate environments primarily as a result of higher rates paid on interest-bearing deposits, partially offset by higher rates earned on new loans, investment purchases, and cash and cash equivalents. Conversely, net interest income is projected to increase over the next twelve months during hypothetical declining interest rate environments. The increase in sensitivity as of December 31, 2022 relative to the prior year is primarily due to the

72

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

composition of our loans and deposits. Furthermore, during fluctuating interest rate environments, the increased sensitivity of repricing interest-bearing deposits is more impactful than that of repricing fixed rate loans.

Although we believe that these measurements provide an estimate of our interest rate sensitivity, they do not account for potential changes in credit quality, balance sheet mix, size of our balance sheet, or other business developments that could affect net income. Actual results could differ materially from the estimated outcomes of our simulations.

Maturities

The following table presents the maturities of loans and leases held for investment at amortized cost and at fair value as of December 31, 2022:

	Due in 1 Year or Less		Due After 1 Year Through 5 Years		Due After 5 Years Through 15 Years		December 31, 2022
Unsecured personal	$	53,516	$	4,627,585	$	91,983	$	4,773,084
Residential mortgages	1,202		7,780		190,619		199,601
Secured consumer	32		113,679		80,923		194,634
Total consumer loans held for investment	54,750		4,749,044		363,525		5,167,319
Equipment finance	5,052		117,154		38,113		160,319
Commercial real estate	28,284		80,115		265,102		373,501
Commercial and industrial	7,703		88,964		142,059		238,726
Total commercial loans and leases held for investment	41,039		286,233		445,274		772,546
Total loans and leases held for investment	$	95,789	$	5,035,277	$	808,799	$	5,939,865
Loans and leases due after one year at fixed interest rates	$	—	$	4,969,142	$	407,096	$	5,376,238
Loans and leases due after one year at variable interest rates	$	—	$	66,135	$	401,703	$	467,838

For the contractual maturities and weighted-average yields on the Company’s AFS securities portfolio, see “Notes to Consolidated Financial Statements – Note 5. Securities Available for Sale.”

LendingClub Holding Company

At the holding company level, we continue to measure interest rate sensitivity by evaluating the change in fair value of certain assets and liabilities due to a hypothetical change in interest rates. Principal payments on our loans HFI continue to reduce the outstanding balance of this portfolio, and, as a result, the fair value impact from changes in interest rates continues to diminish.

Contingencies

For a comprehensive discussion of contingencies as of December 31, 2022, see “Item 8. Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 19. Commitments and Contingencies.”

Critical Accounting Estimates

Our significant accounting policies are described in “Item 8. Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 1. Summary of Significant Accounting Policies.” We consider certain of these policies to be critical accounting policies as they require significant management judgments, assumptions and estimates which we believe are critical in understanding and evaluating our reported financial results. These

73

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

judgments, estimates and assumptions are inherently subjective and actual results may materially differ from these estimates and assumptions.

Allowance for Loan and Lease Losses

Under the CECL model, we reserve for expected credit losses on our loan and lease portfolio when loans are initially recorded as HFI at amortized cost through the ALLL by using a DCF approach to calculate the NPV of expected cash flows. Loans accounted for under the fair value option do not have an ALLL. Changes in the credit risk profile of our loans and leases result in changes in “Provision for credit losses,” on the Income Statement with a resulting change, net of charge-offs and recoveries, in the ACL balance. The majority of our ALLL relates to unsecured personal loans.

The ALLL represents our estimate of expected lifetime credit losses over the contractual life of the loan portfolio. Our determination of the ALLL is based on regular and periodic evaluation of the loan portfolio considering a number of relevant underlying factors, including key assumptions and evaluation of quantitative and qualitative information from internal and external sources. Estimates of expected future loan losses are determined by using statistical models and management’s judgement. The models are designed to forecast probability and timing of default, loss rate exposure at default, recovery expectations, and timing and amount of estimated prepayments by correlating certain macroeconomic unemployment forecast data to historical experience. Our statistical models, applied at the portfolio level to pools of loans with similar risk characteristics, produce expected cash flows, which are then discounted at the effective interest rate to derive the NPV. The difference between the NPV and the amortized cost determines the ALLL. The effective interest rate is calculated based on the periodic interest income received from the loan’s contractual cash flows, which includes deferred origination fees and costs, to provide a constant rate of return over the contractual loan term. Under the DCF approach, the provision for credit losses includes credit loss expense in subsequent periods relating to the discounting effect due to the passage of time after the initial recognition of ALLL on originated HFI loans at amortized cost.

Our qualitative allowance is primarily based on macroeconomic unemployment forecast information provided by an external third-party economist, incorporating management’s judgement, and is included in the estimation of expected future expected credit losses. In addition, the qualitative allowance includes adjustments in circumstances where the statistical model output is inconsistent with management’s expectations relating to economic conditions and expected credit losses. Management may make adjustments as the assumptions in the underlying analyses change to reflect an estimate of expected lifetime loan losses and prepayments at the reporting date, based on the best information available at that time.

74

LENDINGCLUB CORPORATION

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

For a comprehensive discussion regarding quantitative and qualitative disclosures about market risk, see “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Market Risk.”

Item 8. Financial Statements and Supplementary Data

Consolidated Financial Statements of LendingClub Corporation
Report of Independent Registered Public Accounting Firm	76
Consolidated Balance Sheets	77
Consolidated Statements of Income (Loss)	78
Consolidated Statements of Comprehensive Income (Loss)	80
Consolidated Statements of Changes in Equity	81
Consolidated Statements of Cash Flows	82
Notes to Consolidated Financial Statements	84

75

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the stockholders and the Board of Directors of LendingClub Corporation:

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of LendingClub Corporation and subsidiaries (the “Company”) as of December 31, 2022 and 2021, the related consolidated statements of income (loss), comprehensive income (loss), changes in stockholders’ equity, and cash flows, for each of the three years in the period ended December 31, 2022, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2022, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 9, 2023, expressed an unqualified opinion on the Company’s internal control over financial reporting.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

1) Allowance for loans and lease losses – Consumer Loans – Refer to “Note 6. Loans and Leases Held for Investment at Amortized Cost, Net of Allowance for Loan and Lease Losses” to the consolidated financial statements

Critical Audit Matter Description

The allowance for credit losses includes the allowance for loan and lease losses (ALLL) on consumer loans, which represents the Company’s estimate of expected lifetime credit losses over the contractual life of the loan portfolio. As of December 31, 2022, the ALLL balance relating to consumer loans is $312 million. The majority of the ALLL relates to the unsecured personal loans class of financing receivables within the consumer loan portfolio. The determination of the ALLL is based on the Company’s periodic evaluation of performance of the consumer loan portfolio considering a number of underlying factors, including key assumptions and quantitative and qualitative information. The estimate of expected future loan losses is determined using statistical models and management’s judgement.

Expected credit losses are statistically modeled using a discounted cash flow approach and known and estimated data based on current probability and timing of defaults, loss rate and recovery exposure at default, timing and amount of estimated prepayments, and relevant risk characteristics to estimate the shortfall in contractual cash flows for each loan pool over the remaining life of the loans.

Qualitative adjustments to the modeled estimate of expected credit losses are also considered to address certain identified elements that are not directly captured by the statistical model. The qualitative allowance is primarily based on a macroeconomic unemployment forecast provided by an external third-party economist, which also incorporates management’s judgement. In addition, the qualitative allowance includes adjustments in circumstances where the statistical model output is inconsistent with management’s expectations related to economic conditions and expected credit losses.

Given the size of the unsecured personal loan portfolio and the subjective nature of estimating the ALLL, including management’s expectations related to macro-economic conditions and expected losses, auditing the ALLL involved a high degree of auditor judgment and an increased extent of effort.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to the models and assumptions used by management to estimate the allowance for loan losses relating to the unsecured personal loan portfolio, included the following, among others:

◦We tested the effectiveness of the controls over the (i) selection of the statistical model methodology, (ii) development, execution, and monitoring of the statistical models, (iii) determination of the qualitative adjustment, and (iv) overall calculation and disclosure of the ALLL.

◦We evaluated the reasonableness of aggregation of the current loan data and historical loan data established by the Company and its appropriateness in supporting the Company’s estimate.

◦We assessed the reasonableness of qualitative adjustments as considered by the Company based on loan portfolio, market conditions and significant assumptions including macro-economic adjustments, in context of applicable financial reporting framework.

◦We evaluated the appropriateness of the Company’s accounting policies and methodologies involved in the application of the applicable accounting standards.

◦We involved our credit specialists to assist us in evaluating the selection of the statistical model methodology utilized by the Company in estimation for loan losses, including key assumptions, the execution of the statistical models, and the reasonableness of judgments related to the qualitative adjustments.

/s/ DELOITTE & TOUCHE LLP

San Francisco, California

February 9, 2023

We have served as the Company’s auditor since 2013.

76

LENDINGCLUB CORPORATION

Consolidated Balance Sheets

(In Thousands, Except Share and Per Share Amounts)

December 31,	2022		2021
Assets
Cash and due from banks	$	23,125	$	35,670
Interest-bearing deposits in banks	1,033,905		651,456
Total cash and cash equivalents	1,057,030		687,126
Restricted cash (1)	67,454		76,460
Securities available for sale at fair value ($399,668 and $256,170 at amortized cost, respectively)	345,702		263,530
Loans held for sale (includes $110,400 and $142,370 at fair value, respectively) (1)	110,400		391,248
Loans and leases held for investment	5,033,154		2,899,126
Allowance for loan and lease losses	(327,852)		(144,389)
Loans and leases held for investment, net	4,705,302		2,754,737
Loans held for investment at fair value (1)(2)	925,938		21,240
Retail and certificate loans held for investment at fair value (1)	55,425		229,719
Property, equipment and software, net	136,473		97,996
Goodwill	75,717		75,717
Other assets (1)	500,306		302,546
Total assets	$	7,979,747	$	4,900,319
Liabilities and Equity
Deposits:
Interest-bearing	$	6,158,560	$	2,919,203
Noninterest-bearing	233,993		216,585
Total deposits	6,392,553		3,135,788
Short-term borrowings	2,619		27,780
Advances from Paycheck Protection Program Liquidity Facility (PPPLF)	64,154		271,933
Retail notes, certificates and secured borrowings at fair value (1)	55,425		229,719
Payable on Structured Program borrowings (1)	8,085		65,451
Other long-term debt	—		15,455
Other liabilities (1)	292,617		303,951
Total liabilities	6,815,453		4,050,077
Equity
Series A Preferred stock, $0.01 par value; 1,200,000 shares authorized; 0 shares issued and outstanding	—		—
Common stock, $0.01 par value; 180,000,000 shares authorized; 106,546,995 and 101,043,924 shares issued and outstanding, respectively	1,065		1,010
Additional paid-in capital	1,628,590		1,559,616
Accumulated deficit	(427,745)		(717,430)
Accumulated other comprehensive income (loss)	(37,616)		7,046
Total equity	1,164,294		850,242
Total liabilities and equity	$	7,979,747	$	4,900,319

(1)     Includes amounts in consolidated variable interest entities (VIEs). See “Notes to Consolidated Financial Statements – Note 7. Securitizations and Variable Interest Entities.”

(2)     Consists primarily of a loan portfolio that was acquired at the end of 2022. See “Note 8. Fair Value of Assets and Liabilities.”

See Notes to Consolidated Financial Statements.

77

LENDINGCLUB CORPORATION

Consolidated Statements of Income (Loss)

(In Thousands, Except Share and Per Share Amounts)

Year Ended December 31,	2022		2021		2020
Non-interest income:
Marketplace revenue	$	683,626	$	578,580	$	245,314
Other non-interest income	28,765		27,219		13,442
Total non-interest income	712,391		605,799		258,756
Interest income:
Interest on loans held for sale	26,183		29,540		72,876
Interest and fees on loans and leases held for investment	465,450		188,977		—
Interest on loans held for investment at fair value	12,877		4,436		7,688
Interest on retail and certificate loans held for investment at fair value	18,135		57,684		115,952
Interest on securities available for sale	16,116		11,025		12,125
Other interest income	18,579		1,170		1,053
Total interest income	557,340		292,832		209,694
Interest expense:
Interest on deposits	60,451		7,228		—
Interest on short-term borrowings	1,002		3,677		17,837
Interest on retail notes, certificates and secured borrowings	18,135		57,684		115,952
Interest on Structured Program borrowings	1,508		9,638		16,204
Interest on other long-term debt	1,419		1,774		373
Total interest expense	82,515		80,001		150,366
Net interest income	474,825		212,831		59,328
Total net revenue	1,187,216		818,630		318,084
Provision for credit losses	267,326		138,800		3,382
Non-interest expense:
Compensation and benefits	339,397		288,390		252,517
Marketing	197,747		156,142		51,518
Equipment and software	49,198		39,490		26,842
Occupancy	21,977		24,249		27,870
Depreciation and amortization	43,831		44,285		54,030
Professional services	50,516		47,572		41,780
Other non-interest expense	64,187		61,258		47,762
Total non-interest expense	766,853		661,386		502,319
Income (Loss) before income tax benefit	153,037		18,444		(187,617)
Income tax benefit	136,648		136		79
Net income (loss)	$	289,685	$	18,580	$	(187,538)

78

LENDINGCLUB CORPORATION

Consolidated Statements of Income (Loss) (Continued)

(In Thousands, Except Share and Per Share Amounts)

Year Ended December 31,	2022		2021		2020
Net income (loss) per share: (1)
Net income (loss)	$	289,685	$	18,580	$	(187,538)
Basic EPS – common stockholders	$	2.80	$	0.19	$	(2.07)
Diluted EPS – common stockholders	$	2.79	$	0.18	$	(2.07)
Weighted-average common shares – Basic	103,547,305		97,486,754		77,934,302
Weighted-average common shares – Diluted	104,001,288		102,147,353		77,934,302
Basic EPS – preferred stockholders	$	0.00	$	0.19	$	(2.07)
Diluted EPS – preferred stockholders	$	0.00	$	0.00	$	(2.07)
Weighted-average common shares, as converted – Basic	—		653,118		12,505,393
Weighted-average common shares, as converted – Diluted	—		—		12,505,393

(1)    See “Notes to Consolidated Financial Statements – Note 4. Net Income (Loss) Per Share” for additional information.

See Notes to Consolidated Financial Statements.

79

LENDINGCLUB CORPORATION

Consolidated Statements of Comprehensive Income (Loss)

(In Thousands)

Year Ended December 31,	2022		2021		2020
Net income (loss)	$	289,685	$	18,580	$	(187,538)
Other comprehensive income (loss), before tax:
Net unrealized gain (loss) on securities available for sale	(61,326)		5,562		2,044
Other comprehensive income (loss), before tax	(61,326)		5,562		2,044
Income tax effect	16,664		—		5
Other comprehensive income (loss), net of tax	(44,662)		5,562		2,049
Total comprehensive income (loss)	$	245,023	$	24,142	$	(185,489)

See Notes to Consolidated Financial Statements.

80

LENDINGCLUB CORPORATION

Consolidated Statements of Changes in Equity

(In Thousands, Except Share Data)

	Preferred Stock			Common Stock			Additional Paid-in Capital		Treasury Stock(1)			Accumulated Other Comprehensive Income (Loss)		Accumulated Deficit		Total Equity
	Shares	Amount		Shares	Amount				Shares	Amount
Balance at December 31, 2019	—	$	—	88,757,406	$	892	$	1,467,882	461,391	$	(19,550)	$	(565)	$	(548,472)	$	900,187
Stock-based compensation	—	—		—	—		66,626		—	—		—		—		66,626
Net issuances under equity incentive plans, net of tax	—	—		3,692,185	36		(6,914)		5,658	(71)		—		—		(6,949)
Issuance of preferred stock in exchange for common stock(2)	43,000	—		(4,300,081)	(43)		(50,161)		—	—		—		—		(50,204)
Retirement of treasury stock	—	—		—	(4)		(19,617)		(467,049)	19,621		—		—		—
Net unrealized gain on securities available for sale, net of tax	—	—		—	—		—		—	—		2,049		—		2,049
Net loss	—	—		—	—		—		—	—		—		(187,538)		(187,538)
Balance at December 31, 2020	43,000	$	—	88,149,510	$	881	$	1,457,816	—	$	—	$	1,484	$	(736,010)	$	724,171
Stock-based compensation	—	—		—	—		69,762		—	—		—		—		69,762
Net issuances under equity incentive plans, net of tax	—	—		4,833,300	48		(9,343)		4,251	(92)		—		—		(9,387)
Net issuances of stock related to acquisition (3)	—	—		3,761,114	38		41,424		—	—		—		—		41,462
Exchange of preferred stock for common stock	(43,000)	—		4,300,000	43		(43)		—	—		—		—		—
Retirement of treasury stock	—	—		—	—		—		(4,251)	92		—		—		92
Net unrealized gain on securities available for sale, net of tax	—	—		—	—		—		—	—		5,562		—		5,562
Net income	—	—		—	—		—		—	—		—		18,580		18,580
Balance at December 31, 2021	—	$	—	101,043,924	$	1,010	$	1,559,616	—	$	—	$	7,046	$	(717,430)	$	850,242
Stock-based compensation	—	—		—	—		73,717		—	—		—		—		73,717
Net issuances under equity incentive plans, net of tax	—	—		5,503,071	55		(4,645)		7,751	(98)		—		—		(4,688)
Retirement of treasury stock	—	—		—	—		(98)		(7,751)	98		—		—		—
Net unrealized loss on securities available for sale, net of tax	—	—		—	—		—		—	—		(44,662)		—		(44,662)
Net income	—	—		—	—		—		—	—		—		289,685		289,685
Balance at December 31, 2022	—	$	—	106,546,995	$	1,065	$	1,628,590	—	$	—	$	(37,616)	$	(427,745)	$	1,164,294

(1)    Includes shares that were transferred to the Company to satisfy payment of all or a portion of the exercise price in connection with the exercise of stock options.

(2)    Includes a payment of $50.2 million that was originally recorded as a deemed dividend within Accumulated Deficit, related to the beneficial conversion feature of the Series A Preferred Stock issued during the first quarter of 2020. Upon the full retrospective adoption of Accounting Standards Update (ASU) 2020-06 during the first quarter of 2022, the deemed dividend was reclassified from Accumulated Deficit to Additional Paid-in Capital. See “Notes to Consolidated Financial Statements – Note 1. Summary of Significant Accounting Policies and Note 4. Net Income (Loss) Per Share.”

(3)    Stock issued as part of the consideration paid related to the Acquisition. See “Notes to Consolidated Financial Statements – Note 2. Business Acquisition.”

See Notes to Consolidated Financial Statements.

81

LENDINGCLUB CORPORATION

Consolidated Statements of Cash Flows

(In Thousands)

Year Ended December 31,	2022		2021		2020
Cash Flows from Operating Activities:
Consolidated net income (loss)	$	289,685	$	18,580	$	(187,538)
Adjustments to reconcile consolidated net income (loss) to net cash provided by operating activities:
Net fair value adjustments	(8,503)		(3,986)		105,002
Provision for credit losses	267,326		138,800		3,382
Change in fair value of loan servicing assets	73,229		54,108		58,730
Accretion of loan deferred fees and costs(1)	(86,138)		(41,319)		—
Stock-based compensation, net	66,362		66,759		61,533
Depreciation and amortization(1)	43,831		44,285		54,030
Gain on sales of loans	(95,335)		(70,116)		(30,812)
Income tax benefit from release of tax valuation allowance	(143,495)		—		—
Other, net(1)	(1,828)		11,263		15,002
Net change to loans held for sale	8,032		4,856		435,245
Net change in operating assets and liabilities:
Other assets	(16,762)		(9,733)		34,483
Other liabilities	(20,836)		26,372		(131,026)
Net cash provided by operating activities	375,568		239,869		418,031
Cash Flows from Investing Activities:
Acquisition of company	—		(145,344)		—
Cash received from acquisition	—		668,236		—
Net change in loans and leases	(2,771,293)		(1,517,132)		7,151
Net decrease in retail and certificate loans	171,853		437,870		411,428
Purchases of securities available for sale	(222,534)		(100,474)		(53,736)
Proceeds from sales of securities available for sale	—		106,192		6,217
Proceeds from maturities and paydowns of securities available for sale	86,078		143,402		225,458
Purchases of property, equipment and software, net	(69,481)		(34,413)		(31,147)
Other investing activities	(4,423)		(12,747)		400
Net cash (used for) provided by investing activities	(2,809,800)		(454,410)		565,771
Cash Flows from Financing Activities:
Net change in demand deposits and savings accounts	3,256,501		1,126,659		—
Proceeds from PPPLF	—		325,194		—
Repayment on PPPLF	(207,779)		(474,223)		—
Proceeds from issuance of retail notes and certificates	—		—		314,995
Principal payments on retail notes and certificates	(182,260)		(438,032)		(729,405)
Principal payments on Structured Program borrowings	(21,423)		(90,187)		(73,710)
Proceeds from issuance of notes and certificates from Structured Program transactions	—		—		186,190
Principal payments on short-term borrowings	(25,581)		(87,640)		(1,662,199)
Principal payments on long-term debt	(15,300)		(2,834)		(14,419)
Proceeds from short-term borrowings	—		—		1,195,261
Deemed dividend paid to preferred stockholder	—		—		(50,204)
Other financing activities	(9,028)		(9,295)		(8,948)
Net cash provided by (used for) financing activities	2,795,130		349,642		(842,439)

82

LENDINGCLUB CORPORATION

Consolidated Statements of Cash Flows (Continued)

(In Thousands)

Year Ended December 31,	2022		2021		2020
Net Increase in Cash, Cash Equivalents and Restricted Cash	360,898		135,101		141,363
Cash, Cash Equivalents and Restricted Cash, Beginning of Period	763,586		628,485		487,122
Cash, Cash Equivalents and Restricted Cash, End of Period	$	1,124,484	$	763,586	$	628,485
Supplemental Cash Flow Information:
Cash paid for interest	$	79,732	$	77,334	$	143,840
Cash paid for operating leases included in the measurement of lease liabilities	$	15,540	$	20,546	$	16,679
Cash paid for taxes	$	14,462	$	4,799	$	3
Non-cash investing activity(2):
Loans and leases held for investment transferred to loans held for sale	$	—	$	402,960	$	—
Net securities retained from Structured Program transactions	$	—	$	—	$	43,458
Non-cash investing and financing activity:
Transfer of whole loans to redeem certificates	$	—	$	—	$	17,414
Net issuances of stock related to acquisition	$	—	$	41,462	$	—
Non-cash financing activity:
Derecognition of payable to securitization note and residual certificate holders held in consolidated VIE	$	36,072	$	—	$	—
Exchange of common stock for preferred stock	$	—	$	—	$	207,244

(1)    Prior period amounts have been reclassified to conform to the current period presentation.

(2)     See “Notes to Consolidated Financial Statements – Note 8. Fair Value of Assets and Liabilities” for other non-cash investing activity.

The following presents cash, cash equivalents and restricted cash by category within the Balance Sheet:

	December 31, 2022		December 31, 2021
Cash and cash equivalents	$	1,057,030	$	687,126
Restricted cash	67,454		76,460
Total cash, cash equivalents and restricted cash	$	1,124,484	$	763,586

See Notes to Consolidated Financial Statements.

83

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

1. Summary of Significant Accounting Policies

Basis of Presentation

On February 1, 2021, LendingClub Corporation (LendingClub) completed the acquisition of Radius Bancorp, Inc. (Radius), whereby LendingClub became a bank holding company and formed LendingClub Bank, National Association (LC Bank) as its wholly-owned subsidiary. The Company operates the vast majority of its business through LC Bank, as a lender and originator of loans and as a regulated bank in the United States.

All intercompany balances and transactions have been eliminated in consolidation. These consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP) and, in the opinion of management, contain all adjustments, including normal recurring adjustments, necessary for the fair statement of the results and financial position for the periods presented. These accounting principles require management to make certain estimates and assumptions that affect the amounts in the accompanying financial statements. These estimates and assumptions are inherently subjective in nature and actual results may differ from these estimates and assumptions, and the differences could be material. Certain prior period amounts in the consolidated financial statements and accompanying notes have been reclassified to conform to the current period presentation.

Significant Accounting Policies

Cash and Cash Equivalents

Cash and cash equivalents have original maturities of three months or less and include cash on hand, cash items in transit, and amounts due from or held with other depository institutions, primarily with the Federal Reserve Bank (FRB).

Restricted Cash

Cash items held with other depository institutions in which the ability to withdraw funds is restricted by contractual provisions is classified as restricted cash. Such amounts include: (i) cash pledged as security related to LendingClub’s issuing bank activities and transactions with certain investors; and (ii) cash received from borrowers on loans owned and not yet distributed to investors.

Securities

Debt securities purchased and asset-backed securities retained from the sale of loans are classified as available for sale (AFS) securities. AFS securities represent investment securities with readily determinable fair values that the Company: (i) does not hold for trading purposes and (ii) does not have the positive intent and ability to hold to maturity. AFS securities are measured at fair value, with unrealized gains and losses reported in “Accumulated other comprehensive income” within the equity section of the Balance Sheet. The amount reported in “Accumulated other comprehensive income” is net of any valuation allowance and applicable income taxes.

Management evaluates whether debt AFS securities with unrealized losses are impaired on a quarterly basis. For any security that has declined in fair value below its amortized cost basis, the Company recognizes an impairment loss in current period earnings if management has the intent to sell the security or if it is more likely than not it will be required to sell the security before recovery of its amortized cost basis. The assessment of impairment also considers whether the decline in fair value below the security’s amortized cost basis is attributable to credit-related factors. If credit-related factors exist, credit-related impairment has occurred regardless of the Company’s intent to hold the security until it recovers. The credit-related portion of impairment is recognized as provision for credit loss expense in earnings with a corresponding valuation allowance for AFS securities on the Balance Sheet, to the extent the allowance does not reduce the value of the security below its fair value.

84

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

AFS securities where the expected cash flows are significantly lower than that of the contractual future cash flows at the time of acquisition are considered to be purchased with credit deterioration (PCD). The discounted differential in expected and contractual cash flows is included with the purchase price of the asset to determine amortized cost of the security with an equal and offsetting valuation allowance for credit losses.

Equity securities that do not have readily determinable fair values are generally recorded at cost adjusted for impairment, if any. These securities include FRB stock and Federal Home Loan Bank (FHLB) stock and are reported as “Nonmarketable equity investments” in “Other assets” on the Balance Sheet.

Loans and Leases

The Company initially classifies loans and leases as either held for sale (HFS) or held for investment (HFI) based on management’s assessment of its intent and ability to hold the loans for the foreseeable future or until maturity. Management’s intent and ability with respect to certain loans may change from time to time. In order to reclassify loans to HFS, management must have the intent to sell the loans and the ability to reasonably identify the specific loans to be sold.

HFI loans at amortized cost

HFI loans, with the exception of HFI loans accounted for under the fair value option, are measured at historical cost and reported at their outstanding principal balances net of any charge-offs, unamortized deferred fees and costs on originated loans, and for purchased loans, net of any unamortized premiums and discounts. Leases are recorded at the discounted amounts of lease payments receivable plus the estimated residual value of the leased asset, net of unearned income and unamortized deferred fees and costs. Lease payments receivable reflect contractual lease payments adjusted for renewal or termination options that the Company believes the customer is reasonably certain to exercise. Unearned income, deferred fees and costs, and discounts and premiums are accreted and amortized to interest income over the contractual life of the loan using its effective interest rate. In certain circumstances, the Company may transfer loans from HFI to HFS. At the time of transfer, these loans are valued at the lower of amortized cost or fair value.

HFI loans at fair value

HFI loans are measured at fair value if the Company elects the fair value option. The Company may elect the fair value option for certain HFI loans, which could include loans purchased by the Company. Interest income is recorded under the effective interest method which considers any purchase premium or discounts. In addition, purchase related discounts absorb credit losses. Retail and certificate loans and the related notes and certificates are measured at fair value. Due to the payment dependent feature of the notes and certificates, changes in the fair value of the notes and certificates are offset by changes in the fair values of related loans, resulting in no net effect on the Company’s earnings.

HFS loans at fair value

Loans initially classified as HFS are reported at their fair value with the Company’s election of the fair value option. Origination fees and costs for HFS loans are recognized in earnings at the time of loan origination and are not deferred. Origination fees are recognized in earnings within “Marketplace revenue” on the Consolidated Statements of Income (Income Statement). Changes in the fair value are recorded in “Net fair value adjustments” included in “Marketplace revenue” on the Income Statement.

Accrued Interest Income and Non-Accrual Policy

Interest income is accrued as earned. The accrual of interest income is discontinued, and the loan or lease is placed on nonaccrual status at 90 days past due or when reasonable doubt exists as to timely collection. Past due status is

85

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

based on the contractual terms of the loan or lease. When a loan or lease is placed on nonaccrual status, all income previously accrued but not collected is reversed against the current period’s interest income. The Company has a nonaccrual policy which results in the timely reversal of past-due accrued interest, and it does not record an allowance for credit losses (ACL) on accrued interest receivable. However, we record an ACL on accrued interest receivable for past due unsecured personal loans that are less than 90 days past due. Interest collections on nonaccrual loans and leases for which the ultimate collectability of principal is uncertain are applied as principal reductions; otherwise, such collections are credited to income when received. Nonaccrual loans and leases are returned to accrual status when there no longer exists concern over collectability, the borrower has demonstrated, over time, both the intent and ability to repay and the loan or lease has been brought current and future payments are reasonably assured. For loans held for investment measured at fair value, we record interest income over the term of the underlying loans using the effective interest method which considers any purchase discount or premiums.

Allowance for Credit Losses

The ACL represents management’s estimate of expected credit losses in the loan and lease portfolio, excluding loans accounted for under the fair value option. The ACL is measured based on a lifetime expected loss model, which does not require a loss event to occur before a credit loss is recognized. Under the lifetime expected credit loss model, the Company estimates the allowance based on relevant available information related to past events, current conditions, and reasonable and supportable forecasts of future economic conditions. The ACL is estimated using a discounted cash flow (DCF) approach where effective interest rates are used to calculate the net present value of expected cash flows. The effective interest rate is calculated based on the periodic interest income received from the loan’s contractual cash flows and the net investment in the loan, which includes deferred origination fees and costs, to provide a constant rate of return over the term.

The Company evaluates its estimate of expected credit losses each reporting period and records any additions or reductions to the allowance on the Income Statement as “Provision for credit losses.” Amounts determined to be uncollectible are charged-off to the allowance. Estimates of expected credit losses include expected recoveries of amounts previously charged-off and amounts expected to be charged-off. If amounts previously charged off are subsequently expected to be collected, the Company may recognize a negative allowance, which is limited to the amount that was previously charged off.

Under applicable accounting guidance, for reporting purposes, the loan and lease portfolio is categorized by portfolio segment. A portfolio segment is defined as the level at which an entity develops and documents a systematic methodology to determine the ACL. The Company’s two portfolio segments are consumer and commercial. The Company further disaggregates its portfolio segments into various classes of financing receivables based on their underlying risk characteristics. The classes within the consumer portfolio segment are unsecured consumer, secured consumer and residential mortgages. The classes within the commercial portfolio segment are commercial and industrial, commercial real estate, and equipment finance.

The ACL is measured on a collective basis when loans share similar risk characteristics. Relevant risk characteristics for the consumer portfolio include product type, risk rating, loan term, and monthly vintage. Relevant risk characteristics for the commercial portfolio include product type, risk rating and PCD status. Loans measured on a collective basis generally have an ACL comprised of a quantitative, or modeled, component that is supplemented by a framework of qualitative factors, as discussed below.

The Company will continue to monitor its loan pools on an ongoing basis and adjust accordingly as the risk characteristics of the financial assets may change over time. If a given financial asset does not share similar risk characteristics with other financial assets, the Company shall measure expected credit losses on an individual, rather than on a collective basis. Loans evaluated on an individual basis generally have an ACL that is measured in reference to any collateral securing the loan and/or expected cash flows which are specific to the borrower.

86

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

Allowance Calculation Methodology

The Company generally estimates expected credit losses over the contractual term of its loans. The contractual term is adjusted for estimated prepayments when appropriate. Expected renewals and extensions do not adjust the contractual term unless the extension or renewal option is through a troubled debt restructuring (TDR) that is reasonably expected to occur or represents an unconditionally cancellable option held by the borrower.

The quantitative, or modeled, component of the ACL is primarily based on statistical models that use known or estimated data as of the balance sheet date and forecasted data over the reasonable and supportable period. Known and estimated data include current probability and timing of default, loss rate and recovery exposure at default, timing and amount of estimated prepayments, timing and amount of expected draws (for unfunded lending commitments), and relevant risk characteristics. Certain of the Company’s commercial portfolios have limited internal historical loss data and use external credit loss information, including historical charge-off and balance data for peer banking institutions.

The Company obtains historical and forecast macroeconomic information to inform its view of the long-term condition of the economy. Forward-looking macroeconomic factors considered in the Company’s consumer model include, unemployment rate, unemployment insurance claims, gross domestic product (GDP), housing prices, and retail sales. Forward-looking macroeconomic factors are incorporated into the Company’s commercial model for a two-year reasonable and supportable economic forecast period followed by a one-year reversion period during which expected credit losses are expected to revert back on a straight-line basis to historical losses unadjusted for economic conditions. The reasonable and supportable economic forecast period and reversion methodology are accounting estimates which may change in future periods as a result of changes to the current macroeconomic environment.

The quantitative, or modeled, portion of ACL is estimated using a DCF approach. The Company’s statistical models produce expected cash flows, which are then discounted at the effective interest rate to derive net present value. The effective interest rate is calculated based on the periodic interest income received from the loan’s contractual cash flows and the net investment in the loan, which includes deferred origination fees and costs, to provide a constant rate of return over the contractual loan term. This net present value is then compared to the amortized cost basis to derive the initial expected credit losses. Under the DCF approach, the provision for credit losses includes credit loss expense in subsequent periods relating to the discounting effect due to the passage of time after the initial recognition of ACL on originated HFI loans at amortized cost.

The Company also considers the need for qualitative adjustments to the modeled estimate of expected credit losses. For this purpose, the Company established a qualitative factor framework to periodically assess qualitative adjustments to address certain identified elements that are not directly captured by the statistically modeled expected credit loss. The Company also obtains forecast macroeconomic information to inform its view of the long-term condition of the economy. These factors may include the impact of the non-modeled macroeconomic outlook, forecast unemployment rate and insurance claims, risk rating downgrades, changes in credit policies, problem loan trends, identification of new risks not incorporated into the modeling framework, credit concentrations, changes in underwriting and other external factors.

Zero Credit Loss Expectation Exception

The Company has a zero loss expectation when the loans and securities available for sale, or portions thereof, are issued or guaranteed by certain U.S. government entities or agencies, as those entities or agencies have a long history of no defaults and the highest credit ratings issued by rating agencies. Loans held for investment and securities available for sale, or portions thereof, which meet this criterion do not have an ACL.

87

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

Reserve for Unfunded Lending Commitments

The ACL includes an estimate for expected credit losses on off-balance sheet commitments to extend credit and unused lines of credit. The Company estimates these expected credit losses for the unfunded portion of the commitments that are not unconditionally cancellable depending on the likelihood that funding will occur. The reserve for unfunded lending commitments is reported in “Other liabilities” on the Balance Sheet.

Individually Assessed Loans

Loans that do not share similar risk characteristics with other financial assets, including those whose terms have been modified in a TDR and collateral-dependent loans, are individually assessed for purposes of measuring expected credit losses using the DCF approach.

For loans that are determined to be collateral dependent, the ACL is determined based on the fair value of the collateral. Loans are considered collateral dependent when the borrower is experiencing financial difficulty and repayment of the loan is expected to be substantially satisfied through sale or operation of the collateral. For such loans, the ACL is calculated as the difference between the amortized cost basis and the fair value of the underlying collateral less costs to sell, if applicable.

Purchased Credit Deteriorated Assets

PCD assets are acquired financial assets (or groups of financial assets with similar risk characteristics) that as of the date of acquisition have experienced a more-than-insignificant deterioration in credit quality since origination, as determined by an acquirer’s assessment. The Company considers indicators such as loan rating, FICO score, days past due status, nonaccrual status, TDR status, charge-off status, bankruptcy, modifications or risk rating to determine whether an acquired asset meets the definition of PCD.

PCD assets are recorded on the acquisition date at their purchase price plus any related initial ACL, which results in a “gross-up” of the asset’s initial amortized cost basis. Recognition of the initial ACL upon the acquisition of PCD assets does not impact net income. Changes in estimates of expected credit losses after acquisition are recognized through the provision for credit losses. Acquired non-PCD assets are accounted for in a manner similar to originated financial assets, whereby any initial ACL is recorded through the “Provision for credit losses” on the Income Statement.

Charge-Offs

Charge-offs are recorded when the Company determines that a loan balance is uncollectible or a loss-confirming event has occurred. Loss confirming events usually involve the receipt of specific adverse information about the borrower and may include borrower delinquency status, bankruptcy, foreclosure, or receipt of an asset valuation indicating a shortfall between the value of the collateral and the book value of the loan when that collateral asset is the sole source of repayment. A full or partial charge-off reduces the amortized cost basis of the loan and the related ACL. Unsecured personal loans are charged-off when a borrower is (i) contractually 120 days past due or (ii) two payments past due and has filed for bankruptcy or is deceased.

For acquired PCD loans where all or a portion of the loan balance had been charged off prior to acquisition, and for which active collection efforts are still underway, the ACL included as part of the grossed-up loan balance at acquisition is immediately charged off if required by the Company’s existing charge off policy. Additionally, the Company is required to consider its existing policies in determining whether to charge off any financial assets, regardless of whether a charge-off was recorded by the predecessor company. The initial ACL recognized on PCD assets includes the gross-up of the loan balance reduced by immediate charge-offs for loans previously charged off

88

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

by the acquired company or which meet the Company’s charge-off policy on the date of acquisition. Charge-offs against the allowance related to such acquired PCD loans do not result in an income statement impact.

Servicing Assets

Servicing assets are capitalized as separate assets when loans are sold and servicing is retained. The Company records servicing assets at their estimated fair values. Servicing asset fair value is based on the excess of the contractual servicing fee over an estimated market servicing rate. When servicing assets are recognized from the sale of loans originated by the Company, the fair value of the servicing asset is included as a component of the gain or loss on the loan sale and reported within “Marketplace revenue” on the Income Statement. Subsequent changes in fair value are reported within “Servicing fees” in “Marketplace revenue” during the period in which the changes occur. Servicing assets are reported in “Other assets” on the Balance Sheet.

Fair Value of Assets and Liabilities

Fair value is defined as the price that would be received to sell a financial asset or paid to transfer a financial liability in an orderly transaction between market participants at the measurement date. Fair value is based on an exit price notion that maximizes the use of observable inputs and minimizes the use of unobservable inputs. Certain of the Company’s assets and liabilities are recorded at fair value and measured on either a recurring or nonrecurring basis. Assets and liabilities that are recorded at fair value on a recurring basis require a fair value measurement at each reporting period.

The fair value hierarchy includes a three-level hierarchy that assigns the highest priority to unadjusted quoted prices in active markets and the lowest priority to unobservable inputs.

Level 1	—	Quoted market prices in active markets for identical assets or liabilities.
Level 2	—	Inputs other than quoted prices included in Level 1 that are observable for the asset or liability either directly or indirectly.
Level 3	—	Unobservable inputs.

Unobservable inputs require greater judgment in measuring fair value. In instances where there is limited or no observable market data, fair value measurements for assets and liabilities are based primarily upon the Company’s own estimates, and the measurements reflect information and assumptions that management believes a market participant would use in pricing the asset or liability.

Property, Equipment and Software, net

Property, equipment and software are carried at cost less accumulated depreciation and amortization. The Company uses the straight-line method of depreciation and amortization. Estimated useful lives range from three years to five years for furniture and fixtures, computer equipment, and software. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful life.

Internally developed software is capitalized when preliminary development efforts are successfully completed and it is probable that the project will be completed, and the software will be used as intended. Capitalized costs consist of salaries and compensation costs for employees, fees paid to third-party consultants who are directly involved in development efforts, and costs incurred for upgrades and enhancements to add functionality of the software. Other costs are expensed as incurred.

The Company evaluates impairments of its property, equipment and software whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. If the asset is not recoverable,

89

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

measurement of an impairment loss is based on the fair value of the asset. When an impairment loss is recognized, the carrying amount of the asset is reduced to its estimated fair value.

Goodwill and Other Intangible Assets

Goodwill is recorded when the purchase price of an acquired business exceeds the fair value of the net assets acquired. Goodwill is assigned to the Company’s reporting units at the acquisition date according to the expected economic benefits that the acquired business will provide to the reporting unit. A reporting unit is a business operating segment or a component of a business operating segment. The Company identifies its reporting units based on how the operating segments and reporting units are managed. Accordingly, the Company allocated goodwill to the LC Bank operating segment.

The goodwill of each reporting unit is tested for impairment annually or more frequently in certain circumstances. The Company’s annual impairment testing is performed in the fourth quarter of each calendar year. Impairment exists when the carrying value of goodwill exceeds its estimated fair value. Adverse changes in impairment indicators such as lower than forecast financial performance, increased competition, increased regulatory oversight, or unplanned changes in operations could result in impairment.

The Company can elect to either qualitatively assess goodwill for impairment, or bypass the qualitative test and proceed directly to a quantitative test. If the Company performs a qualitative assessment of goodwill to test for impairment and concludes it is more likely than not that the estimated fair value of a reporting unit is greater than its carrying value, a quantitative test is not required. However, if we determine it is more likely than not that a reporting unit’s fair value is less than its carrying amount, a quantitative assessment is performed to determine if goodwill impairment exists. Under the quantitative impairment assessment, the fair values of the Company’s reporting units are determined using a combination of income and market-based approaches.

Other intangible assets with determinable lives are recorded at their fair value upon completion of a business acquisition or certain other transactions, and generally represent the value of customer contracts or relationships. Such assets are amortized over their useful lives in a manner that best reflects their economic benefit, which may include straight-line or accelerated methods of amortization. Other intangible assets are reviewed for impairment quarterly and when events or changes in circumstances indicate that their carrying amount may not be recoverable. The Company does not have indefinite-lived intangible assets other than goodwill. Intangible assets are reported in “Other assets” on the Balance Sheet.

Loss Contingencies

Loss contingencies, including claims and legal actions arising in the ordinary course of business, are recorded as liabilities in “Other liabilities” on the Balance Sheet. Associated legal expense is recorded in “Other non-interest expense” for the losses associated with the securities class action lawsuits, as described in “Note 19. Commitments and Contingencies,” on the Income Statement. Such liabilities and associated expenses are recorded when the likelihood of loss is probable and an amount or range of loss can be reasonably estimated. The Company will also disclose a range of exposure to incremental loss when such amounts can be estimated and are reasonably possible to occur in future periods. In estimating the Company’s exposure to loss contingencies, if an amount within the estimated range of loss is the best estimate, that amount will be accrued. However, if there is no amount within the estimated range of loss that is the best estimate, the Company will accrue the minimum amount within the range, and disclose the amount up to the high end of the range as an exposure to incremental loss, if such amount is considered reasonably possible. Such estimates are based on the best information available at the time. As additional information becomes available, the Company reassesses the potential liability and records an adjustment to its estimate in the period in which the adjustment is probable and an amount or range can be reasonably estimated. The determination of an expected contingent liability and associated litigation expense requires the Company to make assumptions related to the outcome of these matters. Due to the inherent uncertainties of loss contingencies, the Company’s estimates may be different than the actual outcomes. Legal fees, including legal fees associated with

90

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

loss contingencies, are recognized as incurred and included in “Professional services” expense on the Income Statement.

Stock-based Compensation

Stock-based compensation includes expense primarily associated with restricted stock units (RSUs) and performance-based restricted stock units (PBRSUs), as well as expense associated with stock issued related to acquisitions. Stock-based compensation expense is based on the grant date fair value of the award. The cost is generally recognized over the vesting period on a straight-line basis. Forfeitures are recognized as incurred.

Income Taxes

The Company accounts for income taxes under the asset and liability method. Under this method, deferred tax assets and liabilities are determined on the basis of the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date.

The Company recognizes deferred tax assets to the extent that it believes these assets are more likely than not to be realized. In making such a determination, the Company considers the available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts that are more likely than not expected to be realized. If the Company determines that it is able to realize its deferred tax assets in the future in excess of the net recorded amount, the Company decreases the deferred tax asset valuation allowance, which reduces the provision for income taxes.

Uncertain tax positions are recognized only when the Company believes it is more likely than not that the tax position will be upheld on examination by the taxing authorities based on the merits of the position. The Company recognizes interest and penalties, if any, related to uncertain tax positions in “Income tax expense (benefit)” on the Income Statement.

Net Income (Loss) Per Share

Basic net income (loss) per share (Basic EPS) attributable to common stockholders is computed by dividing net income (loss) attributable to LendingClub by the weighted-average number of common shares outstanding during the period. Diluted net income (loss) per share (Diluted EPS) is computed by dividing net income (loss) attributable to LendingClub by the weighted-average number of common shares outstanding during the period, adjusted for the effects of dilutive issuances of shares of common stock, which predominantly include incremental shares issued for outstanding RSUs, PBRSUs, and stock options. PBRSUs are included in dilutive shares to the extent the pre-established performance targets have been or are estimated to be satisfied as of the reporting date. The dilutive potential common shares are computed using the treasury stock method. The effects of outstanding RSUs, PBRSUs, and stock options are excluded from the computation of Diluted EPS in periods in which the effect would be antidilutive. For periods with more than one class of common shares, the Company computes Basic and Diluted EPS using the two-class method, which is an allocation of net income (loss) among the holders of each class of common shares.

Beneficial Conversion Feature

The Company accounted for the beneficial conversion feature (BCF) on its Series A Preferred Stock in accordance with ASC 470-20, Debt with Conversion and Other Options. The Company accreted the BCF discount from the date of issuance to the earliest conversion date, which was March 20, 2020. All of the BCF discount was accreted

91

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

and initially recognized as a deemed dividend in “Accumulated deficit” on the Balance Sheet. On January 1, 2022, the Company adopted ASU 2020-06 under the full retrospective approach. As a result of the adoption, the deemed dividend was reclassified from “Accumulated Deficit” to “Additional Paid-in Capital.” See “Adoption of New Accounting Standards” of this Note for additional information.

Consolidation of Variable Interest Entities

A VIE is a legal entity that has either a total equity investment that is insufficient to finance its activities without additional subordinated financial support or whose equity investors lack the characteristics of a controlling financial interest. The Company’s variable interest arises from contractual, ownership or other monetary interests in the entity, which change with fluctuations in the fair value of the entity’s net assets. A VIE is consolidated by its primary beneficiary, the party that has both the power to direct the activities that most significantly impact the VIE’s economic performance, and the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. The Company consolidates a VIE when it is deemed to be the primary beneficiary. The Company assesses whether or not it is the primary beneficiary of a VIE on an ongoing basis.

Transfers of Financial Assets

The Company accounts for transfers of financial assets as sales when it has surrendered control over the transferred assets. Control is generally considered to have been surrendered when the transferred assets have been legally isolated from the Company, the transferee has the right to pledge or exchange the assets without any significant constraints, and the Company has not entered into a repurchase agreement, does not hold unconditional call options and has not written put options on the transferred assets. In assessing whether control has been surrendered, the Company considers whether the transferee would be a consolidated affiliate and the impact of all arrangements or agreements made contemporaneously with, or in contemplation of the transfer, even if they were not entered into at the time of transfer. The Company measures gain or loss on sale of financial assets as the net proceeds received on the sale less the carrying amount of the loans sold. The net proceeds of the sale represent the fair value of any assets obtained or liabilities incurred as part of the transaction, including, but not limited to servicing assets, retained securities, and recourse obligations.

Transfers of financial assets that do not qualify for sale accounting are reported as secured borrowings. Accordingly, the related assets remain on the Company’s Balance Sheet and continue to be reported and accounted for as if the transfer had not occurred. Cash proceeds from these transfers are reported as liabilities, with related interest expense recognized over the life of the related assets.

92

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

Adoption of New Accounting Standards

The Company did not adopt any new accounting standards during the year ended December 31, 2022, except as noted below.

In August 2020, the Financial Accounting Standards Board (FASB) issued ASU 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity including convertible instruments and contracts on an entity’s own equity. The guidance allows for either full or modified retrospective adoption for fiscal periods beginning after December 15, 2021. The Company adopted this ASU on January 1, 2022 under the full retrospective approach. As a result of the adoption, the deemed dividend recorded in the first quarter of 2020 related to the beneficial conversion feature of the convertible Series A Preferred Stock, was reclassified from Accumulated Deficit to Additional Paid-in Capital within Equity, as shown in the following table:

Year Ended December 31, 2020	Additional Paid-in Capital		Accumulated Deficit
Issuance of preferred stock in exchange for common stock, as originally reported	$	43	$	(50,204)
Adoption of ASU 2020-06	(50,204)		50,204
Issuance of preferred stock in exchange for common stock, as adjusted	$	(50,161)	$	—

In addition, since the beneficial conversion feature is no longer recorded as a deemed dividend, the allocation of net income (loss) attributable to stockholders and the related Basic and Diluted net income (loss) per share (EPS) has been adjusted, as shown in the following table:

Year Ended December 31, 2020	Common Stock		Preferred Stock
Net income (loss) attributable to stockholders, as originally reported	$	(204,868)	$	17,330
Adoption of ASU 2020-06	43,262		(43,262)
Net loss attributable to stockholders, as adjusted	$	(161,606)	$	(25,932)
Basic and Diluted EPS, as originally reported	$	(2.63)	$	1.39
Adoption of ASU 2020-06	0.56		(3.46)
Basic and Diluted EPS, as adjusted	$	(2.07)	$	(2.07)

The adoption of this ASU did not impact the Company’s financial position and cash flows for the year ended December 31, 2020, nor did it change net loss reported in the period.

New Accounting Standards Not Yet Adopted

The FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, and ASU 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, which, if certain criteria are met, provide optional expedients and exceptions for applying GAAP to transactions affected by reference rate reform. These transactions include, but are not limited to, contract modifications, hedging relationships, and sale or transfer of debt securities classified as held-to-maturity. The provisions of this topic are elective and may be applied prospectively as of the beginning of the reporting period when the election is made through December 31, 2024. The Company has plans to adopt this standard and concluded it does not have a material impact to the financial statements.

In March 2022, the FASB issued ASU 2022-02, Financial Instruments – Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures, which eliminates the accounting guidance on troubled debt restructurings

93

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(TDRs) for creditors that have adopted the Current Expected Credit Losses (CECL) model and amends the guidance on “vintage disclosures” to require disclosure of current period gross write-offs by year of origination. The ASU also updates the requirements related to accounting for credit losses under Accounting Standards Codification 326 and adds enhanced disclosures for creditors with respect to loan refinancings and restructurings for borrowers experiencing financial difficulty. The provisions of this standard are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, with early adoption permitted. The Company plans to adopt this standard prospectively on January 1, 2023 and does not expect it to have a material impact to the financial statements.

2. Business Acquisition

On February 1, 2021, the Company completed the Acquisition. Upon closing, LendingClub acquired all outstanding voting equity interests of Radius in exchange for total consideration as follows:

Cash paid	$	140,256
Fair value of common stock issued (1)	40,808
Consideration related to share-based payments (2)	5,742
Total consideration paid	$	186,806

(1)    Calculated using the closing stock price of $10.85 on January 29, 2021, the most recent trading day preceding the Acquisition, multiplied by 3,761,114 shares issued pursuant to the Plan of Merger.

(2)    In connection with the Acquisition, LendingClub agreed to convert equity awards held by Radius employees into cash and LendingClub awards pursuant to the Plan of Merger.

The Acquisition was accounted for as a purchase business combination. Accordingly, the assets acquired and liabilities assumed are presented at their fair values determined as of the Acquisition date. Determining fair value of identifiable assets, particularly intangibles, loans (including PCD loans), and liabilities acquired and assumed based on DCF analysis or other valuation techniques required management to make estimates that are highly subjective in nature based on available information.

94

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

The following table presents an allocation of the total consideration paid to the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed:

Assets acquired:
Cash and due from banks	$	18,184
Interest-bearing deposits in banks	650,052
Total cash and cash equivalents	668,236
Securities available for sale at fair value	259,037
Loans and leases held for investment	1,589,054
Allowance for loan and lease losses	(12,440)
Loans and leases held for investment, net	1,576,614
Property, equipment and software	1,926
Goodwill	75,717
Other assets	86,482
Total assets	2,668,012
Liabilities assumed:
Non-interest bearing deposits	146,187
Interest-bearing deposits	1,862,272
Total deposits	2,008,459
Short-term borrowings	9,870
Advances from PPPLF	420,962
Other long-term debt	18,630
Other liabilities	23,285
Total liabilities	2,481,206
Total consideration paid	$	186,806

The table below presents certain unaudited pro forma financial information for illustrative purposes only, for the years ended December 31, 2021 and 2020, as if the Acquisition took place on January 1, 2020. The pro forma information combines the historical results of Radius with the Company’s, adjusting for the estimated impact of certain fair value adjustments for the respective periods. The pro forma information does not reflect changes to the provision for credit losses resulting from recording loan assets as fair value, cost savings, or business synergies. As a result, actual amounts would have differed from the unaudited pro forma information presented and the differences could be significant.

Year Ended December 31,	2021		2020
Total net revenue	$	825,701	$	392,377
Net income (loss)	$	11,644	$	(190,120)

For the year ended December 31, 2021, total net revenue of $73.6 million from the Acquisition is included on the Income Statement.

95

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

3. Marketplace Revenue

Marketplace revenue consists of (i) origination fees, (ii) servicing fees, (iii) gain (loss) on sales of loans and (iv) net fair value adjustments, as described below.

Origination Fees: Origination fees are primarily fees earned related to originating and issuing unsecured personal loans that are held for sale.

Servicing Fees: The Company receives servicing fees to compensate it for servicing loans on behalf of investors, including managing payments and collections from borrowers and payments to those investors. The amount of servicing fee revenue earned is predominantly affected by the servicing rates paid by investors and the outstanding principal balance of loans serviced for investors. Servicing fee revenue related to loans sold also includes the associated change in the fair value of servicing assets.

Gain (Loss) on Sales of Loans: In connection with loan sales the Company recognizes a gain or loss on the sale of loans based on the level to which the contractual servicing fee is above or below an estimated market rate of servicing. Additionally, the Company recognizes transaction costs, if any, as a loss on sale of loans.

Net Fair Value Adjustments: The Company records fair value adjustments on loans that are recorded at fair value,

including gains or losses from sale prices in excess of or less than the loan principal amount sold.

The following table presents components of marketplace revenue for the periods presented:

Year Ended December 31,	2022		2021		2020
Origination fees	$	499,179	$	416,839	$	207,640
Servicing fees	80,609		87,639		111,864
Gain on sales of loans	95,335		70,116		30,812
Net fair value adjustments	8,503		3,986		(105,002)
Total marketplace revenue	$	683,626	$	578,580	$	245,314

96

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

4. Net Income (Loss) Per Share

The following table details the computation of the Company’s Basic and Diluted EPS of common stock and Series A Preferred Stock:

Year Ended December 31,	2022		2021				2020(1)
	Common Stock		Common Stock		Preferred Stock(2)		Common Stock		Preferred Stock(2)
Basic EPS:
Net income (loss) attributable to stockholders	$	289,685	$	18,456	$	124	$	(161,606)	$	(25,932)
Weighted-average common shares – Basic	103,547,305		97,486,754		653,118		77,934,302		12,505,393
Basic EPS	$	2.80	$	0.19	$	0.19	$	(2.07)	$	(2.07)
Diluted EPS:
Net income (loss) attributable to stockholders	$	289,685	$	18,580	$	—	$	(161,606)	$	(25,932)
Weighted-average common shares – Diluted	104,001,288		102,147,353		—		77,934,302		12,505,393
Diluted EPS	$	2.79	$	0.18	$	0.00	$	(2.07)	$	(2.07)

(1)    Reflects the full retrospective adoption of Accounting Standards Update (ASU) 2020-06. See “Note 1. Summary of Significant Accounting Policies” for additional information.

(2)    Presented on an as-converted basis.

In February 2020, the Company entered into an exchange agreement with its largest stockholder, Shanda Asset Management Holdings Limited and its affiliates (Shanda), pursuant to which, on March 20, 2020, Shanda exchanged all of 19,562,881 shares of LendingClub common stock, par value of $0.01 per share, held by it for (i) 195,628 newly issued shares of mandatorily convertible, non-voting, Series A Preferred Stock, par value of $0.01 per share, and (ii) a one-time cash payment of $50.2 million. The Series A Preferred Stock is considered a separate class of common shares for purposes of calculating EPS because it participates in earnings similar to common stock and does not receive any significant preferences over the common stock. As a result of the preferred stock outstanding during 2020 and the first quarter of 2021, Basic and Diluted EPS were computed using the two-class method, which is a net income (loss) allocation that determines EPS for each class of common stock according to dividends declared and participation rights in undistributed income (loss). Shanda sold the remainder of its preferred stock during the first quarter of 2021 and, therefore, there were no shares of preferred stock outstanding as of March 31, 2021.

There were no weighted-average common shares that were excluded from the Company’s Diluted EPS computation for the years ended December 31, 2022 and 2021. The following table summarizes the weighted-average common shares that were excluded from the Company’s Diluted EPS computation because their effect would have been anti-dilutive for the year ended December 31, 2020:

Preferred stock	12,505,393
Restricted stock units (RSUs) and Performance-based RSUs (PBRSUs)	299,747
Stock options	221,949
Total	13,027,089

97

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

5. Securities Available for Sale

The amortized cost, gross unrealized gains and losses, and fair value of AFS securities were as follows:

December 31, 2022	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
U.S. agency residential mortgage-backed securities	$	255,675	$	—	$	(41,248)	$	214,427
U.S. agency securities	90,447		—		(16,053)		74,394
Commercial mortgage-backed securities	26,988		—		(4,470)		22,518
Other asset-backed securities	14,959		29		(785)		14,203
Asset-backed senior securities	5,248		—		—		5,248
Asset-backed subordinated securities	2,020		5,587		—		7,607
CLUB Certificate asset-backed securities	1,054		3,808		—		4,862
Municipal securities	3,277		—		(834)		2,443
Total securities available for sale (1)	$	399,668	$	9,424	$	(63,390)	$	345,702

December 31, 2021	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
U.S. agency residential mortgage-backed securities	$	125,985	$	—	$	(2,286)	$	123,699
Asset-backed senior securities	28,057		72		—		28,129
U.S. agency securities	26,902		1		(731)		26,172
Other asset-backed securities	26,112		151		(130)		26,133
Commercial mortgage-backed securities	26,649		1		(552)		26,098
CLUB Certificate asset-backed securities	15,049		3,236		—		18,285
Asset-backed subordinated securities	4,119		7,643		—		11,762
Municipal securities	3,297		—		(45)		3,252
Total securities available for sale (1)	$	256,170	$	11,104	$	(3,744)	$	263,530

(1)    As of December 31, 2022 and 2021, includes $319.0 million and $236.8 million, respectively, of securities pledged as collateral at fair value.

98

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

A summary of AFS securities with unrealized losses for which a credit valuation allowance has not been recorded aggregated by period of continuous unrealized loss, is as follows:

	Less than 12 months				12 months or longer				Total
December 31, 2022	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
U.S. agency residential mortgage-backed securities	$	111,843	$	(15,831)	$	102,584	$	(25,417)	$	214,427	$	(41,248)
U.S. agency securities	50,352		(7,213)		24,042		(8,840)		74,394		(16,053)
Commercial mortgage-backed securities	2,441		(229)		20,077		(4,241)		22,518		(4,470)
Other asset-backed securities	4,086		(73)		6,945		(712)		11,031		(785)
Municipal securities	—		—		2,443		(834)		2,443		(834)
Total securities with unrealized losses	$	168,722	$	(23,346)	$	156,091	$	(40,044)	$	324,813	$	(63,390)
	Less than 12 months				12 months or longer				Total
December 31, 2021	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
U.S. agency residential mortgage-backed securities	$	123,668	$	(2,286)	$	—	$	—	$	123,668	$	(2,286)
U.S. agency securities	24,175		(731)		—		—		24,175		(731)
Other asset-backed securities	13,224		(130)		—		—		13,224		(130)
Commercial mortgage-backed securities	25,927		(552)		—		—		25,927		(552)
Municipal securities	3,252		(45)		—		—		3,252		(45)
Total securities with unrealized losses	$	190,246	$	(3,744)	$	—	$	—	$	190,246	$	(3,744)

At December 31, 2022, the majority of the Company’s AFS investment portfolio was comprised of U.S. agency-backed securities. Management considers these securities to be of the highest credit quality and rating given the guarantee of principal and interest by certain U.S. government agencies. The remaining securities in an unrealized loss position in the Company’s AFS investment portfolio at December 31, 2022, were rated investment grade. Substantially all of these unrealized losses in the AFS investment portfolio were caused by interest rate increases. The Company does not intend to sell the investment portfolio, and it is not more likely than not that it will be required to sell any investment before recovery of its amortized cost basis. For a description of management’s quarterly evaluation of AFS securities in an unrealized loss position, see “Note 1. Summary of Significant Accounting Policies.”

There was no activity in the allowance for AFS securities during 2022. The following tables present the activity in the credit valuation allowance for AFS securities, by major security type, during 2021 and 2020:

Credit Valuation Allowance	CLUB Certificate asset-backed securities		Asset-backed subordinated securities		Total
Beginning balance as of December 31, 2020	$	(4,190)	$	(14,546)	$	(18,736)
Reversal of credit loss expense	236		3,146		3,382
Reversal of allowance arising from PCD financial assets	3,954		11,400		15,354
Ending balance as of December 31, 2021	$	—	$	—	$	—

99

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

Credit Valuation Allowance	CLUB Certificate asset-backed securities		Asset-backed subordinated securities		Total
Beginning balance as of January 1, 2020	$	—	$	—	$	—
Provision for credit loss expense	(236)		(3,146)		(3,382)
Allowance arising from PCD financial assets	(3,954)		(11,400)		(15,354)
Ending balance as of December 31, 2020	$	(4,190)	$	(14,546)	$	(18,736)

There were no AFS securities purchased with credit deterioration during the years ended December 31, 2022 or 2021. AFS securities purchased with credit deterioration during the year ended December 31, 2020, were as follows:

	Year Ended December 31, 2020
Purchase price of PCD securities at acquisition	$	27,034
Credit valuation allowance on PCD securities at acquisition	15,354
Par value of acquired PCD securities at acquisition	$	42,388

The contractual maturities of AFS securities were as follows:

December 31, 2022	Amortized Cost		Fair Value		Weighted- average Yield(1)
Due after 1 year through 5 years:
U.S. agency securities	$	9,000	$	8,642
Commercial mortgage-backed securities	1,035		917
Total due after 1 year through 5 years	10,035		9,559		3.33	%
Due after 5 years through 10 years:
U.S. agency residential mortgage-backed securities	$	6,232	$	5,818
Other asset-backed securities	566		571
Commercial mortgage-backed securities	2,853		2,374
U.S. agency securities	12,847		11,235
Municipal securities	624		535
Total due after 5 years through 10 years	23,122		20,533		2.69	%
Due after 10 years:
U.S. agency residential mortgage-backed securities	249,443		208,609
Other asset-backed securities	14,393		13,632
Commercial mortgage-backed securities	23,100		19,227
U.S. agency securities	68,600		54,517
Municipal securities	2,653		1,908
Total due after 10 years	358,189		297,893		2.47	%
Asset-backed securities related to Structured Program transactions	8,322		17,717		83.81	%
Total securities available for sale	$	399,668	$	345,702	5.47	%

(1)    The weighted-average yield is computed using the amortized cost at December 31, 2022.

100

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

There were no sales of AFS securities during 2022. Proceeds and gross realized gains and losses from AFS securities during 2021 and 2020 were as follows:

Year Ended December 31,	2021		2020
Proceeds	$	106,192	$	6,217
Gross realized gains	$	708	$	14
Gross realized losses	$	(952)	$	(3)

6. Loans and Leases Held for Investment at Amortized Cost, Net of Allowance for Loan and Lease Losses

LendingClub records certain loans and leases HFI at amortized cost, whereas certain HFI and all HFS loans are recorded at fair value with the Company’s election of the fair value option. Accrued interest receivable is excluded from the amortized cost basis of loans and leases HFI and is reported within “Other assets” on the Balance Sheet. Net accrued interest receivable related to loans and leases HFI at amortized cost was $27.9 million and $15.6 million as of December 31, 2022 and 2021, respectively.

Loans and Leases Held for Investment at Amortized Cost

The Company defines its loans and leases HFI portfolio segments as (i) consumer and (ii) commercial. The following table presents the components of each portfolio segment by class of financing receivable:

	December 31, 2022		December 31, 2021
Unsecured personal	$	3,866,373	$	1,804,578
Residential mortgages	199,601		151,362
Secured consumer	194,634		65,976
Total consumer loans held for investment	4,260,608		2,021,916
Equipment finance (1)	160,319		149,155
Commercial real estate	373,501		310,399
Commercial and industrial (2)	238,726		417,656
Total commercial loans and leases held for investment	772,546		877,210
Total loans and leases held for investment	5,033,154		2,899,126
Allowance for loan and lease losses	(327,852)		(144,389)
Loans and leases held for investment, net (3)	$	4,705,302	$	2,754,737

(1)    Comprised of sales-type leases for equipment. See “Note 18. Leases” for additional information.

(2)    Includes $67.0 million and $268.3 million of pledged loans under the Paycheck Protection Program (PPP), as of December 31, 2022 and 2021, respectively.

(3)    As of December 31, 2022 and 2021, the Company had $283.6 million and $149.2 million in loans pledged as collateral under the FRB Discount Window, respectively. In addition, as of December 31, 2022, the Company had $156.2 million in loans pledged to the FHLB of Des Moines. There were no loans pledged to FHLB of Des Moines as of December 31, 2021.

101

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

December 31, 2022	Gross		ALLL		Net		Allowance Ratios (1)
Total consumer loans held for investment	$	4,260,608	$	312,489	$	3,948,119	7.3	%
Total commercial loans and leases held for investment (2)	772,546		15,363		757,183		2.0	%
Total loans and leases held for investment (2)	$	5,033,154	$	327,852	$	4,705,302	6.5	%

December 31, 2021	Gross		ALLL		Net		Allowance Ratios (1)
Total consumer loans held for investment	$	2,021,916	$	128,812	$	1,893,104	6.4	%
Total commercial loans and leases held for investment (2)	877,210		15,577		861,633		1.8	%
Total loans and leases held for investment (2)	2,899,126		$	144,389	$	2,754,737	5.0	%

(1)    Calculated as the ratio of ALLL to loans and leases HFI at amortized cost.

(2)    As of December 31, 2022, excluding the $67.0 million of PPP loans, the ALLL represented 2.2% of commercial loans and leases HFI and 6.6% of total loans and leases HFI at amortized cost. As of December 31, 2021, excluding the $268.3 million of PPP loans, the ALLL represented 2.6% of commercial loans and leases HFI and 5.5% of total loans and leases HFI at amortized cost. PPP loans are guaranteed by the Small Business Administration (SBA) and, therefore, the Company determined no ACL is required on these loans.

The activity in the ACL by portfolio segment was as follows:

Year Ended December 31,	2022						2021
	Consumer		Commercial		Total		Consumer		Commercial		Total
Allowance for loan and lease losses, beginning of period	$	128,812	$	15,577	$	144,389	$	—	$	—	$	—
Credit loss expense for loans and leases held for investment (1)	265,359		1,320		266,679		136,789		4,162		140,951
Initial allowance for PCD loans acquired during the period (2)	—		—		—		603		11,837		12,440
Charge-offs (3)	(85,247)		(2,226)		(87,473)		(8,789)		(1,663)		(10,452)
Recoveries	3,565		692		4,257		209		1,241		1,450
Allowance for loan and lease losses, end of period	$	312,489	$	15,363	$	327,852	$	128,812	$	15,577	$	144,389
Reserve for unfunded lending commitments, beginning of period	$	—	$	1,231	$	1,231	$	—	$	—	$	—
Credit loss expense for unfunded lending commitments	18		629		647		—		1,231		1,231
Reserve for unfunded lending commitments, end of period (4)	$	18	$	1,860	$	1,878	$	—	$	1,231	$	1,231

(1)    Includes $6.9 million of credit loss expense for Radius loans at Acquisition for the year ended December 31, 2021.

(2)    For acquired PCD loans, an ACL of $30.4 million was required with a corresponding increase to the amortized cost basis as of the acquisition date during the year ended December 31, 2021. For PCD loans where all or a portion of the loan balance had been previously written-off, or would be subject to write-off under the Company’s charge-off policy, an ACL of $18.0 million included as part of the grossed-up loan balance at Acquisition was immediately written-off during the year ended December 31, 2021. The net impact to the allowance for PCD assets on the acquisition date was $12.4 million.

(3)    Unsecured personal loans are charged-off when a borrower is (i) contractually 120 days past due or (ii) two payments past due and has filed for bankruptcy or is deceased.

102

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(4)    Relates to $138.0 million and $110.8 million of unfunded commitments as of December 31, 2022 and 2021, respectively.

Consumer Lending Credit Quality Indicators

The Company evaluates the credit quality of its consumer loan portfolio based on the aging status of the loan and by payment activity. Loan delinquency reporting is based upon borrower payment activity relative to the contractual terms of the loan. The following tables present the classes of financing receivables within the consumer portfolio segment by credit quality indicator based on delinquency status and origination year:

December 31, 2022	Term Loans and Leases by Origination Year
	2022		2021		2020		2019		2018		Prior		Total
Unsecured personal
Current	$	2,835,460	$	977,224	$	—	$	—	$	—	$	—	$	3,812,684
30-59 days past due	11,149		9,867		—		—		—		—		21,016
60-89 days past due	7,785		8,633		—		—		—		—		16,418
90 or more days past due	6,813		9,442		—		—		—		—		16,255
Total unsecured personal	2,861,207		1,005,166		—		—		—		—		3,866,373
Residential mortgages
Current	49,721		58,353		31,465		21,683		4,546		33,248		199,016
30-59 days past due	—		—		—		—		—		—		—
60-89 days past due	—		—		—		—		—		254		254
90 or more days past due	—		—		—		—		—		331		331
Total residential mortgages	49,721		58,353		31,465		21,683		4,546		33,833		199,601
Secured consumer
Current	151,725		38,076		—		2,543		—		—		192,344
30-59 days past due	1,017		703		—		—		—		—		1,720
60-89 days past due	235		147		—		—		—		—		382
90 or more days past due	116		72		—		—		—		—		188
Total secured consumer	153,093		38,998		—		2,543		—		—		194,634
Total consumer loans held for investment	$	3,064,021	$	1,102,517	$	31,465	$	24,226	$	4,546	$	33,833	$	4,260,608

December 31, 2021	Term Loans and Leases by Origination Year
	2021		2020		2019		2018		2017		Prior		Within Revolving Period		Total
Unsecured personal
Current	$	1,796,678	$	—	$	—	$	—	$	—	$	—	$	—	$	1,796,678
30-59 days past due	3,624		—		—		—		—		—		—		3,624
60-89 days past due	2,600		—		—		—		—		—		—		2,600
90 or more days past due	1,676		—		—		—		—		—		—		1,676
Total unsecured personal	1,804,578		—		—		—		—		—		—		1,804,578
Residential mortgages
Current	36,732		37,620		26,798		7,277		2,682		37,685		1,265		150,059
30-59 days past due	—		—		—		—		—		142		—		142
60-89 days past due	—		—		—		—		92		—		—		92
90 or more days past due	—		—		—		—		251		818		—		1,069
Total residential mortgages	36,732		37,620		26,798		7,277		3,025		38,645		1,265		151,362
Secured consumer
Current	62,731		—		—		—		—		—		10		62,741
30-59 days past due	171		—		—		—		—		—		—		171
60-89 days past due	53		—		—		—		—		—		—		53
90 or more days past due	—		—		—		2,629		382		—		—		3,011
Total secured consumer	62,955		—		—		2,629		382		—		10		65,976
Total consumer loans held for investment	$	1,904,265	$	37,620	$	26,798	$	9,906	$	3,407	$	38,645	$	1,275	$	2,021,916

103

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

Commercial Lending Credit Quality Indicators

The Company evaluates the credit quality of its commercial loan portfolio based on regulatory risk ratings. The Company categorizes loans and leases into risk ratings based on relevant information about the quality and realizable value of collateral, if any, and the ability of borrowers to service their debts, such as current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors. The Company analyzes loans and leases individually by classifying the loans and leases based on their associated credit risk and performs this analysis whenever credit is extended, renewed or modified, or when an observable event occurs indicating a potential decline in credit quality, and no less than annually for large balance loans. Risk rating classifications consist of the following:

Pass – Loans and leases that the Company believes will fully repay in accordance with the contractual loan terms.

Special Mention – Loans and leases with a potential weakness that deserves management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or the Company’s credit position at some future date.

Substandard – Loans and leases that are inadequately protected by the current sound worth and paying capacity of the obligator or of the collateral pledged, if any. Loans and leases so classified have a well-defined weakness or weaknesses that jeopardize the repayment and liquidation of the debt. They are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected. Normal payment from the borrower is in jeopardy, although loss of principal, while still possible, is not imminent.

Doubtful – Loans and leases that have all the weaknesses inherent in those classified as Substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently known facts, conditions, and values, highly questionable and improbable.

Loss – Loans and leases that are considered uncollectible and of little value.

104

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

The following tables present the classes of financing receivables within the commercial portfolio segment by risk rating and origination year:

December 31, 2022	Term Loans and Leases by Origination Year
	2022		2021		2020		2019		2018		Prior		Total
Equipment finance
Pass	$	59,227	$	38,218	$	25,014	$	15,785	$	11,880	$	3,444	$	153,568
Special mention	—		2,094		—		3,759		—		—		5,853
Substandard	—		—		859		—		39		—		898
Doubtful	—		—		—		—		—		—		—
Loss	—		—		—		—		—		—		—
Total equipment finance	59,227		40,312		25,873		19,544		11,919		3,444		160,319
Commercial real estate
Pass	100,602		53,445		47,497		52,834		35,992		60,976		351,346
Special mention	—		—		8,415		260		1,237		405		10,317
Substandard	—		—		—		643		2,404		8,215		11,262
Doubtful	—		—		—		—		—		—		—
Loss	—		—		—		—		—		576		576
Total commercial real estate	100,602		53,445		55,912		53,737		39,633		70,172		373,501
Commercial and industrial
Pass	61,076		99,264		24,726		13,866		5,174		10,831		214,937
Special mention	—		—		—		483		163		455		1,101
Substandard	—		9,361		4,529		3,623		797		2,820		21,130
Doubtful	—		—		—		—		—		286		286
Loss	—		—		—		—		1		1,271		1,272
Total commercial and industrial (1)	61,076		108,625		29,255		17,972		6,135		15,663		238,726
Total commercial loans and leases held for investment	$	220,905	$	202,382	$	111,040	$	91,253	$	57,687	$	89,279	$	772,546

(1)    Includes $67.0 million of PPP loans.

105

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

December 31, 2021	Term Loans and Leases by Origination Year
	2021		2020		2019		2018		2017		Prior		Within Revolving Period		Total
Equipment finance
Pass	$	52,440	$	35,398	$	26,918	$	15,457	$	6,184	$	8,814	$	—	$	145,211
Special mention	1,531		—		1,810		—		—		—		—		3,341
Substandard	—		—		—		603		—		—		—		603
Doubtful	—		—		—		—		—		—		—		—
Loss	—		—		—		—		—		—		—		—
Total equipment finance	53,971		35,398		28,728		16,060		6,184		8,814		—		149,155
Commercial real estate
Pass	55,613		55,202		54,460		39,981		22,366		57,235		—		284,857
Special mention	—		8,397		—		1,366		1,018		7,242		—		18,023
Substandard	—		—		277		2,496		—		4,179		—		6,952
Doubtful	—		—		—		—		—		—		—		—
Loss	—		—		—		—		—		567		—		567
Total commercial real estate	55,613		63,599		54,737		43,843		23,384		69,223		—		310,399
Commercial and industrial
Pass	241,368		108,574		24,106		7,874		14,756		8,058		599		405,335
Special mention	—		—		2,207		463		1,467		40		—		4,177
Substandard	—		1,122		862		1,858		1,525		1,571		87		7,025
Doubtful	—		—		—		—		—		—		—		—
Loss	—		—		—		52		4		1,063		—		1,119
Total commercial and industrial (1)	241,368		109,696		27,175		10,247		17,752		10,732		686		417,656
Total commercial loans and leases held for investment	$	350,952	$	208,693	$	110,640	$	70,150	$	47,320	$	88,769	$	686	$	877,210

(1)    Includes $268.3 million of PPP loans.

The following tables present an analysis of the past due loans and leases HFI at amortized cost within the commercial portfolio segment:

December 31, 2022	30-59 Days		60-89 Days		90 or More Days		Total Days Past Due
Equipment finance	$	3,172	$	—	$	859	$	4,031
Commercial real estate	—		102		—		102
Commercial and industrial (1)	—		—		1,643		1,643
Total commercial loans and leases held for investment	$	3,172	$	102	$	2,502	$	5,776

December 31, 2021	30-59 Days		60-89 Days		90 or More Days		Total Days Past Due
Equipment finance	$	—	$	—	$	—	$	—
Commercial real estate	104		—		609		713
Commercial and industrial (1)	—		—		1,410		1,410
Total commercial loans and leases held for investment	$	104	$	—	$	2,019	$	2,123

(1)    Past due PPP loans are excluded from the tables.

Nonaccrual Assets

Nonaccrual loans and leases are those for which accrual of interest has been suspended. Loans and leases are generally placed on nonaccrual status when contractually past due 90 days or more, or earlier if management believes that the probability of collection does not warrant further accrual, and are charged-off no later than 120 days past due.

106

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

The following table presents nonaccrual loans and leases:

Year Ended December 31,	2022				2021
	Nonaccrual(1)		Nonaccrual with no related ACL(2)		Nonaccrual(1)		Nonaccrual with no related ACL(2)
Unsecured personal	$	16,255	$	—	$	1,676	$	—
Residential mortgages	331		331		1,373		1,373
Secured consumer	188		—		3,011		3,011
Total nonaccrual consumer loans held for investment	16,774		331		6,060		4,384
Equipment finance	898		39		603		—
Commercial real estate	1,018		1,018		989		989
Commercial and industrial	16,137		1,229		2,333		1,061
Total nonaccrual commercial loans and leases held for investment	18,053		2,286		3,925		2,050
Total nonaccrual loans and leases held for investment	$	34,827	$	2,617	$	9,985	$	6,434

(1)     Excluding PPP loans, there were no loans and leases that were 90 days or more past due and accruing as of both December 31, 2022 and 2021.

(2)     Subset of total nonaccrual loans and leases.

Year Ended December 31,	2022				2021
	Nonaccrual		Nonaccrual Ratios(1)		Nonaccrual		Nonaccrual Ratios(1)
Total nonaccrual consumer loans held for investment	$	16,774	0.4	%	$	6,060	0.3	%
Total nonaccrual commercial loans and leases held for investment	18,053		2.3	%	3,925		0.4	%
Total nonaccrual loans and leases held for investment (2)	$	34,827	0.7	%	$	9,985	0.3	%

(1)     Calculated as the ratio of nonaccruing loans and leases to loans and leases HFI at amortized cost.

(2)     Nonaccruing loans and leases represented 0.7% and 0.4% of total loans and leases HFI at amortized cost, excluding PPP loans, as of December 31, 2022 and 2021, respectively.

Collateral-Dependent Assets

Certain loans on non-accrual status and certain TDR loans may be considered collateral-dependent loans if the borrower is experiencing financial difficulty and repayment of the loan is expected to be substantially through sale or operation of the collateral. Expected credit losses for the Company’s collateral-dependent loans are calculated as the difference between the amortized cost basis and the fair value of the underlying collateral less costs to sell, if applicable.

Purchased Financial Assets with Credit Deterioration

Acquired loans are recorded at their fair value, which may result in the recognition of a discount or premium. In addition, the purchase price of PCD loans is grossed-up upon acquisition for the initial estimate of ACL. Subsequent changes to the ACLs are recorded as additions to or reversals of credit losses on the Income Statement.

107

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

There were no acquired PCD loans during 2022. Acquired PCD loans during 2021 were as follows:

Purchase price	$	337,118
Allowance for credit losses (1)	30,378
Discount attributable to other factors	12,204
Par value	$	379,700

(1)    For acquired PCD loans, an ACL of $30.4 million was required with a corresponding increase to the amortized cost basis as of the acquisition date during the year ended December 31, 2021. For PCD loans where all or a portion of the loan balance had been previously written-off, or would be subject to write-off under the Company’s charge-off policy, an ACL of $18.0 million included as part of the grossed-up loan balance at acquisition was immediately written-off during the year ended December 31, 2021. The net impact to the allowance for PCD assets on the acquisition date was $12.4 million.

7. Securitizations and Variable Interest Entities

For additional information regarding the consolidation of VIEs, see “Note 1. Summary of Significant Accounting Policies.”

VIE Assets and Liabilities

The following tables provide the classifications of assets and liabilities on the Balance Sheet for the Company’s transactions with consolidated and unconsolidated VIEs. The Company’s transactions with unconsolidated VIEs include Structured Program transactions. The Company has various forms of involvement with VIEs, including servicing of loans and holding senior or subordinated residual interests in the VIEs. Additionally, the assets and liabilities in the tables below exclude intercompany balances that eliminate in consolidation:

December 31, 2022	Consolidated VIEs		Unconsolidated VIEs		Total
Assets
Restricted cash	$	8,048	$	—	$	8,048
Securities available for sale at fair value	—		17,717		17,717
Loans held for investment at fair value	3,994		—		3,994
Retail and certificate loans held for investment at fair value	1,946		—		1,946
Other assets	206		10,464		10,670
Total assets	$	14,194	$	28,181	$	42,375
Liabilities
Retail notes, certificates and secured borrowings at fair value	$	1,946	$	—	$	1,946
Payable on Structured Program borrowings	8,085		—		8,085
Other liabilities	29		—		29
Total liabilities	10,060		—		10,060
Total net assets	$	4,134	$	28,181	$	32,315

108

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

December 31, 2021	Consolidated VIEs		Unconsolidated VIEs		Total
Assets
Restricted cash	$	13,462	$	—	$	13,462
Securities available for sale at fair value	—		58,177		58,177
Loans held for sale at fair value	41,734		—		41,734
Loans held for investment at fair value	20,929		—		20,929
Retail and certificate loans held for investment at fair value	10,281		—		10,281
Other assets	584		17,156		17,740
Total assets	$	86,990	$	75,333	$	162,323
Liabilities
Retail notes, certificates and secured borrowings at fair value	$	10,281	$	—	$	10,281
Payable on Structured Program borrowings	65,451		—		65,451
Other liabilities	467		—		467
Total liabilities	76,199		—		76,199
Total net assets	$	10,791	$	75,333	$	86,124

The remaining principal balance of loans held by unconsolidated VIEs was $457.8 million and $1.4 billion as of December 31, 2022 and 2021, respectively. For unconsolidated VIEs, “Total net assets” indicates the Company’s maximum exposure to loss, however, the balance continues to decline due to the ongoing paydown of loan balances from prior Structured Program transactions. Maximum exposure represents estimated loss that would be incurred under severe, hypothetical circumstances, for which the Company believes the possibility is extremely remote, such as where the value of interests and any associated collateral declines to zero. Accordingly, this required disclosure is not an indication of expected losses.

The following table summarizes activity related to the Unconsolidated Trusts and Certificate Program trusts, with the transfers accounted for as a sale on the Company’s financial statements:

Year Ended December 31,	2022		2021		2020
Principal derecognized from loans securitized or sold	$	41,023	$	—	$	1,226,941
Net gains recognized from loans securitized or sold	$	259	$	—	$	7,877
Fair value of asset-backed senior and subordinated securities, and CLUB Certificate asset-backed securities retained upon settlement	$	2,180	$	—	$	48,543
Cash proceeds	$	15,903	$	32,722	$	893,774
Proceeds from sale of securities by consolidated VIE	$	5,320	$	—	$	—

The Company and other investors in the subordinated interests issued by unconsolidated trusts and Certificate Program trusts have rights to cash flows only after the investors holding the senior securities issued by the trusts have first received their contractual cash flows. The investors and the trusts have no direct recourse to the Company’s assets, and holders of the securities issued by the trusts can look only to the assets of the securitization trusts that issued their securities for payment. The beneficial interests held by the Company are subject principally to the credit and prepayment risk stemming from the underlying unsecured personal loans.

Off-Balance Sheet Loans

Off-balance sheet loans pursuant to unconsolidated VIE’s primarily relate to Structured Program transactions for which the Company has some form of continuing involvement, including as servicer.

109

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

As of December 31, 2022, the aggregate unpaid principal balance of the off-balance sheet loans related to Structured Program transactions was $433.5 million, of which $14.8 million was attributable to off-balance sheet loans that were 31 days or more past due. As of December 31, 2021, the aggregate unpaid principal balance of the off-balance sheet loans related to Structured Program transactions was $1.3 billion, of which $35.0 million was attributable to off-balance sheet loans that were 31 days or more past due. For such loans, the Company would only experience a loss if it was required to repurchase a loan due to a breach in representations and warranties associated with its loan sale or servicing contracts.

8. Fair Value of Assets and Liabilities

For a description of the fair value hierarchy and the Company’s fair value methodologies, see “Note 1. Summary of Significant Accounting Policies.” The Company records certain assets and liabilities at fair value as listed in the following tables.

Financial Instruments, Assets and Liabilities Recorded at Fair Value

The following tables present the fair value hierarchy for assets and liabilities measured at fair value:

December 31, 2022	Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Balance at Fair Value
Assets:
Loans held for sale at fair value	$	—	$	—	$	110,400	$	110,400
Loans held for investment at fair value	—		—		925,938		925,938
Retail and certificate loans held for investment at fair value	—		—		55,425		55,425
Securities available for sale:
U.S. agency residential mortgage-backed securities	—		214,427		—		214,427
U.S. agency securities	—		74,394		—		74,394
Commercial mortgage-backed securities	—		22,518		—		22,518
Other asset-backed securities	—		14,203		—		14,203
Asset-backed senior securities and subordinated securities	—		5,248		7,607		12,855
CLUB Certificate asset-backed securities	—		—		4,862		4,862
Municipal securities	—		2,443		—		2,443
Total securities available for sale	—		333,233		12,469		345,702
Servicing assets	—		—		84,308		84,308
Other assets	—		—		5,099		5,099
Total assets	$	—	$	333,233	$	1,193,639	$	1,526,872
Liabilities:
Retail notes, certificates and secured borrowings	$	—	$	—	$	55,425	$	55,425
Payable on Structured Program borrowings	—		—		8,085		8,085
Other liabilities	—		—		8,583		8,583
Total liabilities	$	—	$	—	$	72,093	$	72,093

110

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

December 31, 2021	Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Balance at Fair Value
Assets:
Loans held for sale at fair value	$	—	$	—	$	142,370	$	142,370
Loans held for investment at fair value	—		—		21,240		21,240
Retail and certificate loans held for investment at fair value	—		—		229,719		229,719
Securities available for sale:
U.S. agency residential mortgage-backed securities	—		123,699		—		123,699
Asset-backed senior securities and subordinated securities	—		28,129		11,762		39,891
U.S. agency securities	—		26,172		—		26,172
Other asset-backed securities	—		26,133		—		26,133
Commercial mortgage-backed securities	—		26,098		—		26,098
CLUB Certificate asset-backed securities	—		—		18,285		18,285
Municipal securities	—		3,252		—		3,252
Total securities available for sale	—		233,483		30,047		263,530
Servicing assets	—		—		67,726		67,726
Other assets	—		2,812		3,312		6,124
Total assets	$	—	$	236,295	$	494,414	$	730,709
Liabilities:
Retail notes, certificates and secured borrowings	$	—	$	—	$	229,719	$	229,719
Payable on Structured Program borrowings	—		—		65,451		65,451
Other liabilities	—		—		12,911		12,911
Total liabilities	$	—	$	—	$	308,081	$	308,081

Financial instruments are categorized in the valuation hierarchy based on the significance of observable or unobservable factors in the overall fair value measurement. For the financial instruments listed in the tables above that do not trade in an active market with readily observable prices, the Company uses significant unobservable inputs to measure the fair value of these assets and liabilities. These fair value estimates may also include observable, actively quoted components derived from external sources. As a result, changes in fair value for assets and liabilities within the Level 2 or Level 3 categories may include changes in fair value that were attributable to observable and unobservable inputs, respectively. The Company primarily uses a discounted cash flow model to estimate the fair value of Level 3 instruments based on the present value of estimated future cash flows. This model uses inputs that are inherently judgmental and reflect the Company’s best estimates of the assumptions a market participant would use to calculate fair value. The Company did not transfer any assets or liabilities in or out of Level 3 during the years ended December 31, 2022 and 2021.

111

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

Loans Held for Sale at Fair Value

As of both December 31, 2022 and 2021, the majority of loans HFS were sold shortly after origination and at committed prices. Therefore, the Company is generally not exposed to fair value fluctuations to the committed prices as a result of adverse changes in key assumptions.

Fair Value Reconciliation

The following table presents additional information about Level 3 loans HFS at fair value on a recurring basis:

Balance at December 31, 2020	$	121,902
Originations and purchases	7,506,066
Sales	(7,381,509)
Principal payments	(103,028)
Fair value adjustments recorded in earnings	(1,061)
Balance at December 31, 2021	$	142,370
Originations and purchases	9,045,701
Sales	(9,039,892)
Principal payments	(31,253)
Transfers(1)	(11,907)
Fair value adjustments recorded in earnings	5,381
Balance at December 31, 2022	$	110,400

(1)    Represents non-cash activity.

Loans Held for Investment at Fair Value

Loans HFI at fair value consist primarily of a $1.05 billion outstanding principal loan portfolio that was acquired at the end of 2022. Due to the short remaining duration of the acquired loan portfolio, the Company has elected to account for the HFI loan portfolio under the fair value option. Prior year comparative disclosures related to significant unobservable inputs and fair value sensitivities for loans HFI are not presented below as the comparability between periods would not be meaningful given that the current period consists primarily of the aforementioned acquired loan portfolio.

Significant Unobservable Inputs

The following table presents quantitative information about the significant unobservable inputs used for the Company’s Level 3 loans HFI at fair value:

	December 31, 2022
	Minimum		Maximum		Weighted- Average
Discount rates	8.8	%	17.1	%	12.7	%
Net cumulative expected loss rates (1)	2.1	%	9.8	%	5.7	%
Cumulative expected prepayment rates (1)	26.2	%	35.3	%	30.8	%

(1)     Expressed as a percentage of the acquired principal balance of the loan.

112

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

Significant Recurring Level 3 Fair Value Input Sensitivity

The sensitivity of loans HFI at fair value to adverse changes in key assumptions are as follows:

	December 31, 2022
Loans held for investment at fair value	$	925,938
Expected weighted-average life (in years)	0.9
Discount rates:
100 basis point increase	$	(7,471)
200 basis point increase	$	(14,830)
Expected credit loss rates on underlying loans:
10% increase	$	(5,574)
20% increase	$	(11,307)
Expected prepayment rates:
10% increase	$	(4,311)
20% increase	$	(7,480)

Fair Value Reconciliation

The following table presents additional information about Level 3 loans HFI at fair value on a recurring basis:

Balance at December 31, 2020	$	49,954
Purchases	104
Principal payments	(31,164)
Fair value adjustments recorded in earnings	2,346
Balance at December 31, 2021	$	21,240
Purchases	954,086
Principal payments	(74,393)
Transfers(1)	22,294
Interest income and fair value adjustments recorded in earnings	2,711
Balance at December 31, 2022	$	925,938

(1)    Represents non-cash activity.

Retail and Certificate Loans and Related Notes, Certificates and Secured Borrowings

The Company does not assume principal or interest rate risk on loans that were funded by its member payment-dependent self-directed retail program (Retail Program) because loan balances, interest rates and maturities are matched and offset by an equal balance of notes with the exact same interest rates and maturities. At December 31, 2022 and 2021, the DCF methodology used to estimate the retail note, certificate and secured borrowings’ fair values used the same projected net cash flows as their related loans. Therefore, the fair value adjustments for retail loans held for investment were largely offset by the corresponding fair value adjustments due to the payment-dependent design of the retail notes, certificates and secured borrowings.

113

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

Servicing Assets

Significant Unobservable Inputs

The following table presents quantitative information about the significant unobservable inputs used for the Company’s Level 3 fair value measurements for servicing assets related to loans sold to investors:

	December 31, 2022						December 31, 2021
	Minimum		Maximum		Weighted- Average		Minimum		Maximum		Weighted-Average
Discount rates	7.5	%	16.4	%	10.1	%	7.5	%	16.4	%	10.0	%
Net cumulative expected loss rates (1)	2.1	%	36.7	%	15.6	%	2.4	%	26.4	%	10.2	%
Cumulative expected prepayment rates (1)	15.8	%	47.2	%	35.9	%	32.1	%	45.9	%	38.4	%
Total market servicing rates (% per annum on outstanding principal balance) (2)	0.62	%	0.62	%	0.62	%	0.62	%	0.62	%	0.62	%

(1)     Expressed as a percentage of the original principal balance of the loan.

(2)     Includes collection fees estimated to be paid to a hypothetical third-party servicer.

Significant Recurring Level 3 Fair Value Input Sensitivity

The Company’s selection of the most representative market servicing rates for servicing assets is inherently judgmental. The Company reviews third-party servicing rates for its loans, loans in similar credit sectors, and market servicing benchmarking analyses provided by third-party valuation firms, when available. The table below shows the impact on the estimated fair value of servicing assets, calculated using different market servicing rate assumptions:

	December 31, 2022			December 31, 2021
Weighted-average market servicing rate assumptions	0.62		%	0.62		%
Change in fair value from:
Servicing rate increase by 0.10%	$	(10,505)		$	(9,495)
Servicing rate decrease by 0.10%	$	10,505		$	9,495

The following table presents the fair value of servicing assets to adverse changes in key assumptions:

	December 31, 2022		December 31, 2021
Fair value of Servicing Assets	$	84,308	$	67,726
Discount rates:
100 basis point increase	$	(726)	$	(558)
200 basis point increase	$	(1,451)	$	(1,115)
Expected loss rates:
10% increase	$	(1,037)	$	(693)
20% increase	$	(2,074)	$	(1,386)
Expected prepayment rates:
10% increase	$	(1,994)	$	(2,401)
20% increase	$	(3,989)	$	(4,802)

114

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

Fair Value Reconciliation

The following table presents additional information about Level 3 servicing assets measured at fair value on a recurring basis:

Fair value at December 31, 2020	$	56,347
Issuances (1)	69,075
Change in fair value, included in Marketplace Revenue	(56,561)
Other net changes included in Deferred Revenue	(1,135)
Fair value at December 31, 2021	$	67,726
Issuances (1)	93,352
Change in fair value, included in Marketplace Revenue	(73,229)
Other net changes included in Deferred Revenue	(3,541)
Fair value at December 31, 2022	$	84,308

(1)    Represents the gains or losses on sales of the related loans.

Financial Instruments, Assets, and Liabilities Not Recorded at Fair Value

The following tables present the fair value hierarchy for financial instruments, assets, and liabilities not recorded at fair value:

December 31, 2022	Carrying Amount		Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Balance at Fair Value
Assets:
Loans and leases held for investment, net	$	4,705,302	$	—	$	—	$	4,941,825	$	4,941,825
Other assets	36,646		—		35,300		1,397		36,697
Total assets	$	4,741,948	$	—	$	35,300	$	4,943,222	$	4,978,522
Liabilities:
Deposits (1)	$	860,808	$	—	$	—	$	860,808	$	860,808
Short-term borrowings	2,619		—		2,619		—		2,619
Advances from PPPLF	64,154		—		—		64,154		64,154
Other liabilities	62,247		—		30,311		31,936		62,247
Total liabilities	$	989,828	$	—	$	32,930	$	956,898	$	989,828

(1)    Excludes deposit liabilities with no defined or contractual maturities.

115

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

December 31, 2021	Carrying Amount		Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Balance at Fair Value
Assets:
Loans held for sale	$	248,878	$	—	$	—	$	251,101	$	251,101
Loans and leases held for investment, net	2,754,737		—		—		2,964,691		2,964,691
Other assets	18,274		—		15,630		2,644		18,274
Total assets	$	3,021,889	$	—	$	15,630	$	3,218,436	$	3,234,066
Liabilities:
Deposits (1)	$	68,405	$	—	$	—	$	68,405	$	68,405
Short-term borrowings	27,780		—		17,595		10,185		27,780
Advances from PPPLF	271,933		—		—		271,933		271,933
Other long-term debt	15,455		—		—		15,455		15,455
Other liabilities	51,655		—		22,187		29,468		51,655
Total liabilities	$	435,228	$	—	$	39,782	$	395,446	$	435,228

(1)    Excludes deposit liabilities with no defined or contractual maturities.

9. Property, Equipment and Software, Net

Property, equipment and software, net, consist of the following:

December 31,	2022		2021
Software (1)	$	174,360	$	121,102
Leasehold improvements	31,214		37,347
Computer equipment	27,410		29,598
Furniture and fixtures	6,088		8,346
Total property, equipment and software	239,072		196,393
Accumulated depreciation and amortization	(102,599)		(98,397)
Total property, equipment and software, net	$	136,473	$	97,996

(1)    Includes $43.7 million and $14.7 million of development in progress for internally-developed software and $3.0 million and $2.5 million of development in progress to customize purchased software as of December 31, 2022 and 2021, respectively.

Depreciation and amortization expense on property, equipment and software was $39.0 million, $38.2 million and $45.2 million for the years ended December 31, 2022, 2021 and 2020, respectively.

The Company records the above expenses in “Depreciation and amortization” expense on the Income Statement.

10. Goodwill and Intangible Assets

Goodwill

The Company’s Goodwill balance was $75.7 million as of both December 31, 2022 and 2021. The Company did not record any goodwill impairment expense during the years ended December 31, 2022 and 2021. Goodwill is not amortized, but is subject to annual impairment tests that are performed in the fourth quarter of each calendar year. For additional detail, see “Note 1. Summary of Significant Accounting Policies.”

116

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

Intangible Assets

Intangible assets consist of customer relationships. Intangible assets, net of accumulated amortization, are included in “Other assets” on the Balance Sheet. The gross and net carrying values and accumulated amortization were as follows:

December 31,	2022		2021
Gross carrying value	$	54,500	$	54,500
Accumulated amortization	(38,166)		(33,319)
Net carrying value	$	16,334	$	21,181

The customer relationship intangible assets are amortized on an accelerated basis from ten to fourteen years. Amortization expense associated with intangible assets for the years ended December 31, 2022, 2021 and 2020 was $4.8 million, $5.2 million and $3.1 million, respectively. There was no impairment loss for the years ended December 31, 2022, 2021 and 2020.

The expected future amortization expense for intangible assets as of December 31, 2022, is as follows:

2023	$	4,198
2024	3,549
2025	2,901
2026	2,252
2027	1,603
Thereafter	1,831
Total	$	16,334

11. Other Assets

Other assets consist of the following:

December 31,	2022		2021
Deferred tax asset, net (1)	$	173,687	$	—
Servicing assets (2)	85,654		70,370
Operating lease assets	63,872		77,316
Nonmarketable equity investments	38,320		31,726
Intangible assets, net (3)	16,334		21,181
Other	122,439		101,953
Total other assets	$	500,306	$	302,546

(1)     See “Note 17. Income Taxes” for additional detail.

(2)     Loans underlying servicing assets had a total outstanding principal balance of $11.0 billion and $10.3 billion as of December 31, 2022 and 2021, respectively.

(3)    See “Note 10. Goodwill and Intangible Assets” for additional detail.

117

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

12. Deposits

Deposits consist of the following:

December 31,	2022		2021
Interest-bearing deposits:
Savings and money market accounts	$	3,616,657	$	856,989
Checking accounts	1,681,095		1,993,809
Certificates of deposit	860,808		68,405
Total	$	6,158,560	$	2,919,203
Noninterest-bearing deposits	233,993		216,585
Total deposits	$	6,392,553	$	3,135,788

Total certificates of deposit at December 31, 2022 are scheduled to mature as follows:

2023	$	759,374
2024	81,415
2025	9,886
2026	946
2027	9,187
Total certificates of deposit	$	860,808

The following table presents the amount of certificates of deposit with denominations exceeding the Federal Deposit Insurance Corporation (FDIC) limit of $250 thousand, segregated by time remaining until maturity, as of December 31, 2022:

	Three months or less		Over 3 months through 6 months		Over 6 months through 12 months		Over 12 months		Total
Certificates of deposit	$	3,075	$	807	$	6,798	$	4,331	$	15,011

13. Short-term Borrowings and Long-term Debt

Short-term Borrowings:

The following table summarizes the Company’s short-term borrowings, as of the dates indicated:

December 31,	2022		2021
Repurchase agreements:
Aggregate debt outstanding	$	2,619	$	27,780
Interest rates (1)	6.30%-7.23%		3.12%-6.72%
Pledged collateral	$	2,812	$	50,519

(1)     Fixed or based on a benchmark of the weighted-average interest rate of the securities sold plus a spread.

The Company entered into repurchase agreements pursuant to which the Company sold securities (subject to an obligation to repurchase such securities at a specified future date and price) in exchange for cash. The aggregate debt outstanding under the Company’s repurchase agreements is amortized over time through regular principal and interest payments collected from the pledged securities. At December 31, 2022, the Company’s repurchase agreements have contractual repurchase dates ranging from January 2026 to March 2028. These contractual

118

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

repurchase dates correspond to the maturity dates of the underlying securities, which have a remaining weighted-average estimated life of less than one year.

Long-term Debt:

The following table summarizes the Company’s long-term debt, as of the dates indicated:

December 31,	2022			2021
Advances from PPPLF (1):
Aggregate debt outstanding	$	64,154		$	271,933
Interest rate (fixed)	0.35		%	0.35		%
Pledged collateral	$	66,971		$	268,297
Other long-term debt (2):
Aggregate debt outstanding	$	—		$	15,300
Interest rate	—			6.50		%
Pledged collateral	$	—		$	—
Retail notes, certificates and secured borrowings (3):
Aggregate debt outstanding	$	55,425		$	229,719
Payable on Structured Program borrowings (4):
Aggregate debt outstanding	$	8,085		$	65,451
Pledged collateral	$	9,708		$	73,855

(1)     Collateralized by SBA PPP loans originated by the Company. The maturity date of the PPPLF borrowings matches the maturity date of the SBA PPP loans. When loans are forgiven by the SBA, the corresponding PPPLF advance is paid by the Company.

(2)     Consists of subordinated notes which were fully redeemed at par plus accrued unpaid interest in December 2022 by the Company.

(3)     The Company does not assume principal or interest rate risk on loans that were funded by Retail Notes because loan balances, interest rates and maturities were matched and offset by an equal balance of notes with the exact same interest rates and maturities. As of December 31, 2020, LendingClub ceased offering and selling Retail Notes. The total balance of outstanding Retail Notes will continue to decline as underlying borrower payments are made.

(4)     Consists of certificate participations and securities of certain consolidated VIEs held by third-party investors and secured by “Loans held for investment at fair value” and “Loans held for sale” totaling $4.0 million and $62.7 million and restricted cash of $5.7 million and $11.2 million as of December 31, 2022 and 2021, respectively.

14. Other Liabilities

Other liabilities consist of the following:

December 31,	2022		2021
Accounts payable and accrued expenses	$	98,173	$	100,972
Operating lease liabilities	77,291		91,588
Payable to investors (1)	30,311		22,187
Other	86,842		89,204
Total other liabilities	$	292,617	$	303,951

(1)    Represents principal and interest on loans collected by the Company and pending disbursement to investors.

119

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

15. Accumulated Other Comprehensive Income (Loss)

Accumulated other comprehensive income (loss) represents other cumulative gains and losses that are not reflected in earnings. The components of other comprehensive income (loss) were as follows:

Year Ended December 31,	2022
	Before Tax		Tax Effect		Net of Tax
Change in net unrealized loss on securities available for sale	$	(61,326)	$	16,664	$	(44,662)
Other comprehensive loss	$	(61,326)	$	16,664	$	(44,662)

Year Ended December 31,	2021
	Before Tax		Tax Effect		Net of Tax
Change in net unrealized gain on securities available for sale	$	5,562	$	—	$	5,562
Other comprehensive income	$	5,562	$	—	$	5,562

Year Ended December 31,	2020
	Before Tax		Tax Effect		Net of Tax
Change in net unrealized gain on securities available for sale	$	2,044	$	5	$	2,049
Other comprehensive income	$	2,044	$	5	$	2,049

Accumulated other comprehensive income (loss) balances were as follows:

	Total Accumulated Other Comprehensive Income (Loss)
Balance at December 31, 2020	$	1,484
Change in net unrealized gain on securities available for sale	5,562
Balance at December 31, 2021	$	7,046
Change in net unrealized loss on securities available for sale	(44,662)
Balance at December 31, 2022	$	(37,616)

16. Employee Incentive Plans

The Company’s equity incentive plans provide for granting awards, including RSUs, PBRSUs, cash awards and stock options to employees, officers and directors.

Common Stock Reserved for Future Issuance

Shares of common stock reserved for future issuance was as follows:

December 31,	2022	2021
Available for future RSU, PBRSU and stock option grants	17,473,925	15,172,055
Unvested RSUs, PBRSUs and stock options outstanding	11,676,962	13,029,414
Available for ESPP	6,302,187	5,161,860
Total reserved for future issuance	35,453,074	33,363,329

120

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

Stock-based Compensation

Stock-based compensation expense was as follows for the periods presented:

Year Ended December 31,	2022		2021		2020
RSUs and PBRSUs	$	66,316	$	66,552	$	60,745
Stock options	46		599		788
Total stock-based compensation expense	$	66,362	$	67,151	$	61,533

The Company capitalized $8.0 million, $4.4 million and $5.1 million of stock-based compensation expense associated with developing software for internal use during the years ended December 31, 2022, 2021 and 2020, respectively.

Restricted Stock Units

The following table summarizes the activities for the Company’s RSUs:

	Number of Units	Weighted- Average Grant Date Fair Value
Unvested at December 31, 2021	9,703,751	$	12.44
Granted	5,532,101	$	14.03
Vested	(4,997,560)	$	12.85
Forfeited/expired	(1,565,666)	$	13.78
Unvested at December 31, 2022	8,672,626	$	12.94

During the year ended December 31, 2022, the Company granted 5,532,101 RSUs with an aggregate fair value of $77.6 million.

As of December 31, 2022, there was $99.1 million of unrecognized compensation cost related to unvested RSUs, which is expected to be recognized over the next 1.8 years.

Performance-based Restricted Stock Units

PBRSUs are restricted stock unit awards that are earned and eligible for vesting (if applicable) based upon the achievement of certain pre-established performance metrics over a specific performance period. The Company’s outstanding PBRSU awards have a multi-year market-based performance metric with no additional time-based vesting for any earned shares. For PBRSU awards with market-based metrics, the compensation expense of the award is fixed at the time of grant (incorporating the probability of achieving the market-based metrics) and expensed over the performance period.

121

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

The following table summarizes the activities for the Company’s PBRSUs:

	Number of Units	Weighted- Average Grant Date Fair Value
Unvested at December 31, 2021	1,771,869	$	9.72
Granted	743,074	$	8.83
Vested	(760,045)	$	5.48
Unvested at December 31, 2022	1,754,898	$	11.19

During the year ended December 31, 2022, the Company granted 743,074 PBRSUs with an aggregate fair value of $6.6 million.

As of December 31, 2022, there was $7.8 million of unrecognized compensation cost related to unvested PBRSUs, which is expected to be recognized over the next 1.1 years.

Stock Options

The following table summarizes the activities for the Company’s stock options:

	Number of Options	Weighted-Average Exercise Price Per Share		Weighted-Average Remaining Contractual Life (in years)	Aggregate Intrinsic  Value (1) (in thousands)
Outstanding at December 31, 2021	1,553,807	$	32.12
Exercised	(244,821)	$	3.52
Forfeited/Expired	(59,535)	$	44.99
Outstanding at December 31, 2022	1,249,451	$	37.11	1.8	$	142
Exercisable at December 31, 2022	1,249,451	$	37.11	1.8	$	142

(1)    The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying awards and the Company’s closing stock price of $8.80 as reported on the New York Stock Exchange on December 30, 2022.

The aggregate intrinsic value of options exercised was $1.7 million, $5.1 million and $1.8 million for the years ended December 31, 2022, 2021 and 2020, respectively. The total fair value of stock options vested for the years ended December 31, 2022, 2021 and 2020 was $0.3 million, $0.3 million and $1.0 million, respectively.

As of December 31, 2022, there was no unrecognized compensation cost related to outstanding stock options.

There were no stock options granted during the years ended December 31, 2022, 2021 and 2020.

122

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

17. Income Taxes

Income tax benefit consisted of the following for the periods shown below:

Year Ended December 31,	2022		2021		2020
Current:
Federal	$	—	$	—	$	1
State	(20,812)		(3,541)		78
Total current tax (expense) benefit	$	(20,812)	$	(3,541)	$	79
Deferred:
Federal	$	121,520	$	2,066	$	—
State	35,940		1,611		—
Total deferred benefit	$	157,460	$	3,677	$	—
Income tax benefit	$	136,648	$	136	$	79

Income tax benefit for the year ended December 31, 2022 was primarily due to the release of a $175.6 million valuation allowance against the Company’s deferred tax assets, of which $143.5 million is primarily based on the Company’s reassessment of realizability of its deferred tax assets. Income tax benefit for the year ended December 31, 2021 was primarily related to a tax benefit associated with the Acquisition, partially offset by income tax expense for state jurisdictions that limit net operating loss carryforward utilization. Income tax benefit for the year ended December 31, 2020 was primarily attributable to current state income taxes.

A reconciliation of the income taxes expected at the statutory federal income tax rate and income tax benefit is as follows:

Year Ended December 31,	2022		2021		2020
Statutory federal tax (expense) benefit	$	(32,140)	$	(3,873)	$	39,399
State tax, net of federal tax benefit	11,951		(1,524)		81
Stock-based compensation tax benefit (expense)	271		11,839		(8,044)
Research and development tax credits	10,907		4,354		994
Change in valuation allowance	154,081		(7,867)		(29,728)
Change in unrecognized tax benefit	(3,438)		(2,177)		(497)
Non-deductible expenses	(4,737)		(742)		(2,278)
Other	(247)		126		152
Income tax benefit	$	136,648	$	136	$	79

123

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

The significant components of the Company’s deferred tax assets and liabilities were:

December 31,	2022		2021
Deferred tax assets:
Net operating loss (NOL) carryforwards	$	64,288	$	144,510
Allowance for loan and lease losses	89,718		41,170
Stock-based compensation	10,121		11,721
Unrealized loss on AFS securities	17,214		—
Deferred compensation	12,690		493
Reserves and accruals	13,474		12,558
Operating lease liabilities	20,999		25,807
Goodwill	12,267		14,737
Tax credit carryforwards	26,913		19,339
Other	4,249		3,492
Total deferred tax assets	271,933		273,827
Valuation allowance	(47,721)		(223,367)
Deferred tax assets – net of valuation allowance	$	224,212	$	50,460
Deferred tax liabilities:
Internally developed software	$	(11,687)	$	(17,431)
Servicing assets	(2,634)		(2,452)
Operating lease assets	(17,353)		(21,614)
Leases	(15,694)		(6,961)
Intangible assets	—		(440)
Other	(3,157)		(1,562)
Total deferred tax liabilities	$	(50,525)	$	(50,460)
Deferred tax asset – net	$	173,687	$	—

The Company has evaluated both positive and negative evidence when assessing the recoverability of its net deferred tax assets. Several factors were considered, which primarily included the Company’s business model transition and resulting increase in profitability and the expectation of continued profitability. These factors resulted in the release of the majority of the Company’s valuation allowance against its deferred tax assets during the second quarter of 2022. As of December 31, 2022 and 2021, the valuation allowance was $47.7 million and $223.4 million, respectively. The valuation allowance of $47.7 million as of December 31, 2022 is related to state NOLs and tax credit carryforwards. The realization and timing of these state NOLs and tax credit carryforwards, based on the allocation of taxable income to the Parent, is uncertain and may expire before being utilized.

As of December 31, 2022, the Company had federal and state NOL carryforwards (prior to the application of statutory tax rates) of approximately $103.9 million and $540.8 million, respectively. Federal and state NOLs of approximately $103.9 million and $22.3 million, respectively, carry forward indefinitely and a majority of the remainder of state NOLs start expiring in 2026. Additionally, as of December 31, 2022, the Company had federal and state research and development credit carryforwards of $32.6 million and $15.2 million, respectively. The federal research credit carryforwards will expire beginning in 2026 and the state research credits may be carried forward indefinitely.

In general, a corporation’s ability to utilize its NOL and research and development credit carryforwards may be substantially limited due to the ownership change limitations as required by Section 382 and 383 of the Internal Revenue Code of 1986, as amended, as well as similar state provisions. The federal and state Section 382 and 383

124

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

limitations may limit the use of a portion of the Company’s domestic NOL and tax credit carryforwards. Further, a portion of the carryforwards may expire before being applied to reduce future income tax liabilities.

A reconciliation of the beginning and ending balance of total unrecognized tax benefits is as follows:

Year Ended December 31,	2022		2021		2020
Beginning balance	$	22,512	$	17,626	$	15,998
Gross increase for tax positions related to prior years	2,488		1,272		—
Gross increase for tax positions related to the current year	2,850		3,614		1,628
Ending balance	$	27,850	$	22,512	$	17,626

As of December 31, 2022, $17.4 million of unrecognized tax benefits, if recognized, would impact the Company’s effective tax rate. As of December 31, 2022, the Company accrued interest and penalties related to unrecognized tax benefits of $0.2 million. The Company does not expect any significant increases or decreases to its unrecognized benefits within the next twelve months.

The Company files income tax returns in the United States and various state jurisdictions. As of December 31, 2022, the Company’s federal tax returns for 2018 and earlier, and state tax returns for 2017 and earlier were no longer subject to examination by the taxing authorities. However, tax periods closed in a prior period may be subject to audit and re-examination by tax authorities for which tax carryforwards are utilized in subsequent years.

The Inflation Reduction Act of 2022 (IRA) was signed into law in August 2022. The IRA contains a number of tax-related provisions effective for tax years beginning after December 31, 2022, including a 15% minimum corporate income tax on certain large corporations. The Company is evaluating the provisions of the IRA, but does not expect it to have a material impact on its financial statements.

18. Leases

Lessor Arrangements

The Company has lessor arrangements which consist of sales-type leases for equipment (Equipment Finance). Such arrangements may include options to renew or to purchase the leased equipment at the end of the lease term. For the years ended December 31, 2022 and 2021, interest earned on Equipment Finance was $10.2 million and $10.8 million, respectively, and is included in “Interest and fees on loans and leases held for investment” on the Income Statement.

The components of Equipment Finance assets are as follows:

December 31,	2022		2021
Lease receivables	$	137,969	$	122,927
Unguaranteed residual asset values	39,262		36,837
Unearned income	(17,786)		(10,989)
Deferred fees	874		380
Total	$	160,319	$	149,155

125

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

Future minimum lease payments based on maturity of the Company’s lessor arrangements as of December 31, 2022 were as follows:

2023	$	47,585
2024	39,929
2025	27,655
2026	17,176
2027	8,171
Thereafter	5,624
Total lease payments	$	146,140
Discount effect	(8,171)
Present value of future minimum lease payments	$	137,969

Lessee Arrangements

The Company has operating leases for its headquarters in San Francisco, California, as well as additional office space in the Salt Lake City, Utah, and Boston, Massachusetts areas. As of December 31, 2022, the lease agreements have remaining lease terms ranging from approximately one year to eight years. Some of the lease agreements include options to extend the lease term for up to an additional fifteen years. The Company was the sublessor of a portion of its office space in San Francisco for which lease terms have expired as of June 30, 2022. As of December 31, 2022, the Company pledged $0.4 million of cash and $3.9 million in letters of credit as security deposits in connection with its lease agreements.

Balance sheet information related to leases was as follows:

Right-of-Use Assets and Lease Liabilities	Balance Sheet Classification	December 31, 2022		December 31, 2021
Operating lease assets	Other assets	$	63,872	$	77,316
Operating lease liabilities (1)	Other liabilities	$	77,291	$	91,588

(1)    The difference between operating lease assets and operating lease liabilities is the unamortized balance of deferred rent.

Components of net lease costs were as follows:

		Year Ended December 31,
Net Lease Costs	Income Statement Classification	2022		2021		2020
Operating lease costs (1)	Occupancy	$	(15,189)	$	(18,773)	$	(17,346)
Sublease revenue	Other non-interest income	2,847		6,149		6,146
Net lease costs		$	(12,342)	$	(12,624)	$	(11,200)

(1)    Includes variable lease costs of $1.1 million, $1.3 million and $1.5 million for the years ended December 31, 2022, 2021 and 2020, respectively.

126

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

Supplemental cash flow information related to the Company’s operating leases was as follows:

Year Ended December 31,	2022		2021		2020
Non-cash operating activity:
Leased assets obtained or adjusted in exchange for new, amended and modified operating lease liabilities (1)	$	(3,650)	$	12,914	$	84

(1)    Represents non-cash activity and, accordingly, is not reflected on the Consolidated Statements of Cash Flows. Amount includes non-cash remeasurements of the operating lease right-of-use (ROU) asset.

The Company’s future minimum undiscounted lease payments under operating leases as of December 31, 2022 were as follows:

	Operating Lease Payments
2023	$	12,798
2024	13,054
2025	13,184
2026	12,570
2027	12,261
Thereafter	31,484
Total lease payments	$	95,351
Discount effect	18,060
Present value of future minimum lease payments	$	77,291

The weighted-average remaining lease term and discount rate used in the calculation of the Company’s operating lease assets and liabilities were as follows:

Lease Term and Discount Rate	December 31, 2022
Weighted-average remaining lease term (in years)	7.43
Weighted-average discount rate	5.40	%

19. Commitments and Contingencies

Operating Lease Commitments

For discussion regarding the Company’s operating lease commitments, see “Note 18. Leases.”

Loan Repurchase Obligations

The Company is generally required to repurchase loans or interests therein in the event of identity theft or certain other types of fraud on the part of the borrower or education and patient service providers. The Company may also repurchase loans or interests therein in connection with certain customer accommodations. In connection with certain loan sales, the Company agreed to repurchase loans if representations and warranties made with respect to such loans were breached under certain circumstances. The Company believes such provisions are customary and consistent with institutional loan and securitization market standards.

127

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

Unfunded Loan Commitments

As of December 31, 2022 and 2021, the contractual amount of unfunded loan commitments was $138.0 million and $110.8 million, respectively. See “Note 6. Loans and Leases Held for Investment at Amortized Cost, Net of Allowance For Loan and Lease Losses” for additional detail related to the reserve for unfunded lending commitments.

Legal

The Company is subject to various claims brought in a litigation or regulatory context. These matters include lawsuits, including but not limited to, putative class action lawsuits and routine litigation matters arising in the ordinary course of business. In addition, the Company, and its business practices and compliance with licensing and other regulatory requirements, is subject to periodic exams, investigations, inquiries or requests, enforcement actions and other proceedings from federal and state regulatory agencies, including from the federal banking regulators that directly regulate the Company and/or LC Bank. The majority of these claims and proceedings relate to or arise from alleged state or federal law and regulatory violations, or are alleged commercial disputes or consumer complaints. The Company accrues for costs related to contingencies when a loss from such claims is probable and the amount of loss can be reasonably estimated. In determining whether a loss from a claim is probable and the loss can be reasonably estimated, the Company reviews and evaluates its litigation and regulatory matters on at least a quarterly basis in light of potentially relevant factual and legal developments. If the Company determines an unfavorable outcome is not probable or the amount of loss cannot be reasonably estimated, the Company does not accrue for a potential litigation loss. In those situations, the Company discloses an estimate or range of the reasonably possible losses, if such estimates can be made. Except as otherwise specifically noted below, at this time, the Company does not believe that it is possible to estimate the reasonably possible losses or a range of reasonably possible losses related to the matters described below.

Regulatory Examinations and Actions Relating to the Company’s Business Practices, Licensing and Compliance with Applicable Laws

The Company is and has been subject to periodic inquiries, exams and enforcement actions brought by federal and state regulatory agencies relating to the Company’s business practices, the required licenses to operate its business, and operating in compliance with applicable laws, including the requirements of its licenses and the regulatory framework applicable to its business.

The Company periodically has discussions with various regulatory agencies regarding its business model and has engaged in similar discussions with the New York Department of Financial Services (NYDFS). During the course of such discussions with the NYDFS, the Company decided to voluntarily comply with certain rules and regulations of the NYDFS while it was not a bank holding company operating a national bank. Post-acquisition, the Company has returned its New York state license to the NYDFS.

In the past, the Company has successfully resolved such matters in a manner that was not material to its results of financial operations in any period and that did not materially limit the Company’s ability to conduct its business. However, no assurances can be given as to the timing, outcome or consequences of these matters or other similar matters if or as they arise.

20. Regulatory Requirements

LendingClub and LC Bank are subject to comprehensive supervision, examination and enforcement, and regulation by the FRB and the Office of the Comptroller of the Currency (OCC), including generally similar capital adequacy requirements adopted by the FRB and the OCC, respectively. These requirements establish required minimum ratios for Common Equity Tier 1 (CET1) risk-based capital, Tier 1 risk-based capital, total risk-based capital and a Tier 1

128

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

leverage ratio; set risk-weighting for assets and certain other items for purposes of the risk-based capital ratios; and define what qualifies as capital for purposes of meeting the capital requirements. Failure to meet minimum capital requirements can result in certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company.

The minimum capital requirements under the Basel Committee on Banking Supervision standardized approach for U.S. banking organizations (U.S. Basel III) capital framework are: a CET1 risk-based capital ratio of 4.5%, a Tier 1 risk-based capital ratio of 6.0%, a total risk-based capital ratio of 8.0%, and a Tier 1 leverage ratio of 4.0%. Additionally, a Capital Conservation Buffer (CCB) of 2.5% must be maintained above the minimum risk-based capital requirements in order to avoid certain limitations on capital distributions, stock repurchases, and certain discretionary bonus payments. In addition to these guidelines, the regulators assess any particular institution’s capital adequacy based on numerous factors and may require a particular banking organization to maintain capital at levels higher than the generally applicable minimums prescribed under the U.S. Basel III capital framework. In this regard, and unless otherwise directed by the FRB and the OCC, we have made commitments for the Company and LC Bank (until February 2024) to maintain a CET1 risk-based capital ratio of 11.0%, a Tier 1 risk-based capital ratio above 11.0%, a total risk-based capital ratio above 13.0%, and a Tier 1 leverage ratio of 11.0%.

The following table summarizes the Company’s regulatory capital amounts (in millions) and ratios:

	December 31, 2022				December 31, 2021				Required Minimum plus Required CCB for Non-Leverage Ratios
LendingClub	Amount		Ratio		Amount		Ratio
CET1 capital (1)	$	1,005.8	15.8	%	$	710.0	21.3	%	7.0	%
Tier 1 capital	$	1,005.8	15.8	%	$	710.0	21.3	%	8.5	%
Total capital	$	1,088.1	17.1	%	$	767.9	23.0	%	10.5	%
Tier 1 leverage	$	1,005.8	14.1	%	$	710.0	16.5	%	4.0	%
Risk-weighted assets	$	6,360.7	N/A		$	3,333.2	N/A		N/A
Quarterly adjusted average assets	$	7,119.0	N/A		$	4,301.7	N/A		N/A

N/A – Not applicable

(1)     Consists of common stockholders’ equity as defined under U.S. GAAP and certain adjustments made in accordance with regulatory capital guidelines, including the addition of the CECL transitional benefit and deductions for goodwill and other intangible assets.

The following table summarizes LC Bank’s regulatory capital amounts (in millions) and ratios:

	December 31, 2022				December 31, 2021				Required Minimum plus Required CCB for Non-Leverage Ratios
LendingClub Bank	Amount		Ratio		Amount		Ratio
CET1 capital (1)	$	852.2	13.8	%	$	523.7	16.7	%	7.0	%
Tier 1 capital	$	852.2	13.8	%	$	523.7	16.7	%	8.5	%
Total capital	$	932.4	15.1	%	$	563.7	18.0	%	10.5	%
Tier 1 leverage	$	852.2	12.5	%	$	523.7	14.3	%	4.0	%
Risk-weighted assets	$	6,194.0	N/A		$	3,130.4	N/A		N/A
Quarterly adjusted average assets	$	6,795.2	N/A		$	3,667.7	N/A		N/A

N/A – Not applicable

(1)     Consists of common stockholders’ equity as defined under U.S. GAAP and certain adjustments made in accordance with regulatory capital guidelines, including the addition of the CECL transitional benefit and deductions for goodwill and other intangible assets.

129

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

In response to the COVID-19 pandemic, the FRB, OCC, and FDIC adopted a final rule related to the regulatory capital treatment of the allowance for credit losses under CECL. As permitted by the rule, the Company elected to delay the estimated impact of CECL on regulatory capital resulting in a CET1 capital benefit of $35 million at December 31, 2021. This benefit is phased out over a three-year transition period that commenced on January 1, 2022 at a rate of 25% each year through January 1, 2025.

The Federal Deposit Insurance Act provides for a system of “prompt corrective action” (PCA). The PCA regime provides for capitalization categories ranging from “well-capitalized” to “critically undercapitalized.” An institution’s PCA category is determined primarily by its regulatory capital ratios. The PCA requires remedial actions and imposes limitations that become increasingly stringent as its PCA capitalization category declines, including the ability to accept and/or rollover brokered deposits. At December 31, 2022 and 2021, the Company’s and LC Bank’s regulatory capital ratios exceeded the thresholds required to be regarded as well-capitalized institutions and met all capital adequacy requirements to which they are subject. There have been no events or conditions since December 31, 2022 that management believes would change the Company’s categorization.

Federal laws and regulations limit the dividends that a national bank may pay. Dividends that may be paid by a national bank without the express approval of the OCC are limited to that bank’s retained net profits for the preceding two calendar years plus retained net profits up to the date of any dividend declaration in the current calendar year. Retained net profits, as defined by the OCC, consist of net income less dividends declared during the period. Additionally, under the OCC Operating Agreement, LC Bank is required to obtain a written determination of non-objection from the OCC before declaring any dividend. No dividends were declared by LC Bank in 2022 or 2021. See “Part I – Item 1. Business – Regulation and Supervision – Broad Powers to Ensure Safety and Soundness” of this Annual Report for further discussion regarding the OCC Operating Agreement.

Federal law restricts the amount and the terms of both credit and non-credit transactions between a bank and its nonbank affiliates. These covered transactions may not exceed 10% of the bank’s capital and surplus (which for this purpose represents tier 1 and tier 2 capital, as calculated under the risk-based capital rules, plus the balance of the ACL excluded from tier 2 capital) with any single nonbank affiliate and 20% of the bank’s capital and surplus with all its nonbank affiliates. Covered transactions that are extensions of credit may require collateral to be pledged to provide added security to the bank.

21. Other Non-interest Income and Other Non-interest Expense

Other non-interest income consists of the following:

Year Ended December 31,	2022		2021		2020
Referral revenue	$	12,942	$	14,234	$	5,011
Realized gains (losses) on sales of securities available for sale and other investments	—		(93)		11
Other	15,823		13,078		8,420
Total other non-interest income	$	28,765	$	27,219	$	13,442

Other non-interest expense consists of the following:

Year Ended December 31,	2022		2021		2020
Consumer credit services	$	20,672	$	16,214	$	13,229
Other	43,515		45,044		34,533
Total other non-interest expense	$	64,187	$	61,258	$	47,762

130

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

22. Segment Reporting

The Company defines operating segments to be components of the Company for which discrete financial information is evaluated regularly by the Company’s Chief Executive Officer and Chief Financial Officer to allocate resources and evaluate financial performance. This information is reviewed according to the legal organizational structure of the Company’s operations with products and services presented separately for the parent bank holding company and its wholly-owned subsidiary, LC Bank. Income taxes are recorded on a separate entity basis whereby each operating segment determines income tax expense or benefit as if it filed a separate tax return. Differences between separate entity and consolidated tax returns are eliminated upon consolidation.

LendingClub Bank

The LC Bank operating segment represents the national bank legal entity and reflects post-Acquisition operating activities. This segment provides a full complement of financial products and solutions, including loans, leases and deposits. It originates loans to individuals and businesses, retains loans for investment, sells loans to investors and manages relationships with deposit holders.

All of the Company’s revenue is generated in the United States. No individual borrower or investor accounted for 10% or more of consolidated net revenue for any of the periods presented.

LendingClub Corporation (Parent Only)

The LendingClub Corporation (Parent only) operating segment represents the holding company legal entity and predominately reflects the operations of the Company prior to the Acquisition. This activity includes, but is not limited to, servicing fee revenue for loans serviced prior to the Acquisition, and interest income and interest expense related to the Retail Program and Structured Program transactions.

131

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

Financial information for the segments is presented in the following tables:

	LendingClub Bank				LendingClub Corporation (Parent only)				Intercompany Eliminations				Consolidated Total
	Year Ended December 31,		Eleven Months Ended December 31,		Year Ended December 31,				Year Ended December 31,		Eleven Months Ended December 31,		Year Ended December 31,
	2022		2021		2022		2021		2022		2021		2022		2021
Non-interest income:
Marketplace revenue	$	610,536	$	462,821	$	48,231	$	115,759	$	24,859	$	—	$	683,626	$	578,580
Other non-interest income	85,208		94,953		15,628		16,718		(72,071)		(84,452)		28,765		27,219
Total non-interest income	695,744		557,774		63,859		132,477		(47,212)		(84,452)		712,391		605,799
Interest income:
Interest income	526,471		210,739		30,869		82,093		—		—		557,340		292,832
Interest expense	(60,954)		(8,412)		(21,561)		(71,589)		—		—		(82,515)		(80,001)
Net interest income	465,517		202,327		9,308		10,504		—		—		474,825		212,831
Total net revenue	1,161,261		760,101		73,167		142,981		(47,212)		(84,452)		1,187,216		818,630
(Provision for) reversal of credit losses	(267,326)		(142,182)		—		3,382		—		—		(267,326)		(138,800)
Non-interest expense	(724,304)		(547,799)		(89,761)		(198,039)		47,212		84,452		(766,853)		(661,386)
Income (Loss) before income tax benefit (expense)	169,631		70,120		(16,594)		(51,676)		—		—		153,037		18,444
Income tax benefit (expense)	(42,354)		9,171		125,954		44,013		53,048		(53,048)		136,648		136
Net income (loss)	$	127,277	$	79,291	$	109,360	$	(7,663)	$	53,048	$	(53,048)	$	289,685	$	18,580
Capital expenditures	$	69,481	$	32,602	$	—	$	1,811	$	—	$	—	$	69,481	$	34,413
Depreciation and amortization	$	16,489	$	4,569	$	27,342	$	39,716	$	—	$	—	$	43,831	$	44,285

The Company integrated the Acquisition into its reportable segments in the first quarter of 2021. As the Company’s reportable segments are based on legal organizational structure and LC Bank was formed upon the Acquisition, the Company’s results of operations for the year ended December 31, 2020 are provided on a consolidated basis in the Company’s Income Statement.

132

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

	LendingClub Bank				LendingClub Corporation (Parent only)				Intercompany Eliminations				Consolidated Total
	December 31, 2022		December 31, 2021		December 31, 2022		December 31, 2021		December 31, 2022		December 31, 2021		December 31, 2022		December 31, 2021
Assets
Total cash and cash equivalents	$	1,020,874	$	659,919	$	56,475	$	88,268	$	(20,319)	$	(61,061)	$	1,057,030	$	687,126
Restricted cash	—		—		75,409		76,540		(7,955)		(80)		67,454		76,460
Securities available for sale at fair value	329,287		205,730		16,415		57,800		—		—		345,702		263,530
Loans held for sale	110,400		335,449		—		55,799		—		—		110,400		391,248
Loans and leases held for investment, net	4,705,302		2,754,737		—		—		—		—		4,705,302		2,754,737
Loans held for investment at fair value	906,711		—		19,227		21,240		—		—		925,938		21,240
Retail and certificate loans held for investment at fair value	—		—		55,425		229,719		—		—		55,425		229,719
Property, equipment and software, net	102,274		36,424		34,199		61,572		—		—		136,473		97,996
Investment in subsidiary	—		—		755,319		557,577		(755,319)		(557,577)		—		—
Goodwill	75,717		75,717		—		—		—		—		75,717		75,717
Other assets	339,341		254,075		173,851		168,042		(12,886)		(119,571)		500,306		302,546
Total assets	7,589,906		4,322,051		1,186,320		1,316,557		(796,479)		(738,289)		7,979,747		4,900,319
Liabilities and Equity
Total deposits	6,420,827		3,196,929		—		—		(28,274)		(61,141)		6,392,553		3,135,788
Short-term borrowings	—		165		2,619		27,615		—		—		2,619		27,780
Advances from PPPLF	64,154		271,933		—		—		—		—		64,154		271,933
Retail notes, certificates and secured borrowings at fair value	—		—		55,425		229,719		—		—		55,425		229,719
Payable on Structured Program borrowings	—		—		8,085		65,451		—		—		8,085		65,451
Other long-term debt	—		—		—		15,455		—		—		—		15,455
Other liabilities	189,185		218,775		116,318		150,727		(12,886)		(65,551)		292,617		303,951
Total liabilities	6,674,166		3,687,802		182,447		488,967		(41,160)		(126,692)		6,815,453		4,050,077
Total equity	915,740		634,249		1,003,873		827,590		(755,319)		(611,597)		1,164,294		850,242
Total liabilities and equity	$	7,589,906	$	4,322,051	$	1,186,320	$	1,316,557	$	(796,479)	$	(738,289)	$	7,979,747	$	4,900,319

133

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

23. LendingClub Corporation – Parent Company-Only Financial Statements

Upon the Acquisition in 2021, the Company became a bank holding company and formed LC Bank. Prior to the Acquisition, the consolidated financial results of the Company were the LendingClub Corporation (Parent Company) financial results. See “Item 8. Financial Statements and Supplementary Data – Consolidated Financial Statements of LendingClub Corporation” for the 2020 comparative results. Investment in the LC Bank subsidiary is accounted for by the Parent Company using the equity method for this presentation. Results of operations of the Parent Company’s bank subsidiary is therefore classified in the Parent Company’s investment in subsidiary account. VIEs in which the Parent Company is the primary beneficiary are included in the Parent Company-only financial statements.

Statements of Income (Loss)

Year Ended December 31,	2022		2021
Non-interest income:
Marketplace revenue	$	48,231	$	115,759
Other non-interest income	15,628		16,718
Total non-interest income	63,859		132,477
Interest income:
Interest on loans held for sale at fair value	1,390		11,025
Interest on loans held for investment at fair value	2,875		4,436
Interest on retail and certificate loans held for investment at fair value	18,135		57,684
Interest on securities available for sale	7,608		8,922
Other interest income	861		26
Total interest income	30,869		82,093
Interest expense:
Interest on short-term borrowings	1,002		3,676
Interest on retail notes, certificates and secured borrowings	18,135		57,684
Interest on Structured Program borrowings	1,508		9,638
Interest on other long-term debt	916		591
Total interest expense	21,561		71,589
Net interest income	9,308		10,504
Total net revenue	73,167		142,981
Reversal of credit losses	—		(3,382)
Non-interest expense:
Compensation and benefits	7,770		31,010
Marketing	188		5,460
Equipment and software	194		2,459
Occupancy	13,346		17,751
Depreciation and amortization	27,342		39,716
Professional services	523		14,666
Other non-interest expense	40,398		86,977
Total non-interest expense	89,761		198,039
Loss before income tax benefit	(16,594)		(51,676)
Income tax benefit	125,954		44,013
Income (Loss) before undistributed earnings of subsidiary	109,360		(7,663)
Equity in undistributed earnings of subsidiary	127,277		79,291
Net income	$	236,637	$	71,628

134

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

In accordance with federal laws and regulations, dividends paid by LC Bank to the Company are subject to certain restrictions. See “Note 20. Regulatory Requirements” for more information.

Statements of Comprehensive Income (Loss)

Year Ended December 31,	2022		2021
Net income	$	236,637	$	71,628
Other comprehensive income (loss), net of tax:
Net unrealized gain (loss) on securities available for sale	(1,556)		9,153
Equity in other comprehensive loss of subsidiary	(43,528)		(2,619)
Other comprehensive income (loss), net of tax	(45,084)		6,534
Total comprehensive income	$	191,553	$	78,162

Balance Sheets

December 31,	2022		2021
Assets
Cash and due from banks	$	34,119	$	58,284
Interest-bearing deposits in banks	22,356		29,984
Total cash and cash equivalents	56,475		88,268
Restricted cash	75,409		76,540
Securities available for sale at fair value ($8,322 and $47,225 at amortized cost, respectively)	16,415		57,800
Loans held for sale at fair value	—		55,799
Loans held for investment at fair value	19,227		21,240
Retail and certificate loans held for investment at fair value	55,425		229,719
Property, equipment and software, net	34,199		61,572
Investment in subsidiary	923,618		634,249
Other assets	165,973		168,042
Total assets	$	1,346,741	$	1,393,229
Liabilities and Equity
Short-term borrowings	2,619		27,615
Retail notes, certificates and secured borrowings at fair value	55,425		229,719
Payable on Structured Program borrowings	8,085		65,451
Other long-term debt	—		15,455
Other liabilities	116,318		150,727
Total liabilities	182,447		488,967
Equity
Series A Preferred stock, $0.01 par value; 1,200,000 shares authorized; 0 shares issued and outstanding	—		—
Common stock, $0.01 par value; 180,000,000 shares authorized; 106,546,995 and 101,043,924 shares issued and outstanding, respectively	1,065		1,010
Additional paid-in capital (1)	1,628,590		1,559,616
Accumulated deficit (1)	(427,745)		(664,382)
Accumulated other comprehensive income (loss)	(37,616)		8,018
Total equity	1,164,294		904,262
Total liabilities and equity	$	1,346,741	$	1,393,229

(1)    Prior period amounts have been reclassified to reflect the full retrospective adoption of ASU 2020-06. See “Note 1. Summary of Significant Accounting Policies” for additional information.

135

LENDINGCLUB CORPORATION

Notes to Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

Statements of Cash Flows

Year Ended December 31,	2022		2021
Cash Flows from Operating Activities:
Parent company net income	$	236,637	$	71,628
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in undistributed earnings of subsidiary	(127,277)		(79,291)
Income tax benefit	(125,954)		(44,013)
Net fair value adjustments	(5,929)		(5,936)
Reversal of credit losses	—		(3,382)
Change in fair value of loan servicing assets	33,840		37,138
Stock-based compensation, net	6,310		14,506
Depreciation and amortization (1)	27,342		39,716
Gain on sales of loans	—		(3,372)
Other, net (1)	16		9,326
Net change to loans held for sale	31,658		90,609
Net change in operating assets and liabilities:
Other assets	42,219		(29,556)
Other liabilities	(38,258)		(95,737)
Net cash provided by operating activities	80,604		1,636
Cash Flows from Investing Activities:
Acquisition of company	—		(145,344)
Payments for investments in and advances to subsidiary	(50,000)		(250,001)
Cash received from acquisition	—		658
Purchase of servicing asset investment	(59,880)		—
Proceeds from servicing asset investment	24,564		—
Net change in loans and leases	4,443		1,360
Net decrease in retail and certificate loans	171,853		437,870
Proceeds from maturities and paydowns of securities available for sale	46,548		103,258
Purchases of property, equipment and software, net	—		(1,811)
Other investing activities	2,370		8,146
Net cash provided by investing activities	139,898		154,136
Cash Flows from Financing Activities:
Principal payments on retail notes and certificates	(182,260)		(438,032)
Principal payments on Structured Program borrowings	(21,423)		(90,187)
Principal payments on short-term borrowings	(25,415)		(81,935)
Principal payments on long term debt	(15,300)		—
Other financing activities	(9,028)		(9,295)
Net cash used for financing activities	(253,426)		(619,449)
Net Decrease in Cash, Cash Equivalents and Restricted Cash	(32,924)		(463,677)
Cash, Cash Equivalents and Restricted Cash, Beginning of Period	164,808		628,485
Cash, Cash Equivalents and Restricted Cash, End of Period	$	131,884	$	164,808

(1)    Prior period amounts have been reclassified to conform to the current period presentation.

136

LENDINGCLUB CORPORATION

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

None.

Item 9A. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Company’s management evaluated, with the participation of the Company’s Chief Executive Officer (CEO) and Chief Financial Officer (CFO), the effectiveness of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) as of December 31, 2022. In designing and evaluating its disclosure controls and procedures, the Company’s management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance, not absolute assurance, of achieving the desired control objectives, and is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

Based on the evaluation, the Company’s CEO and CFO concluded that the Company’s disclosure controls and procedures as of December 31, 2022, were designed and functioned effectively to provide reasonable assurance that the information required to be disclosed by the Company in reports filed under the Exchange Act is (i) recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and (ii) accumulated and communicated to management, including the principal executive and principal financial officers, as appropriate, to allow timely decisions regarding required disclosure.

Management’s Annual Report on Internal Control over Financial Reporting

The Company’s management is responsible for maintaining effective internal control over financial reporting and for assessing the effectiveness of internal control over financial reporting, as defined in Rule 13a-15(f) of the Exchange Act. Under the supervision and with the participation of the Company’s CEO and CFO, management conducted an evaluation of the effectiveness of its internal control over financial reporting as of December 31, 2022, based on the criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. As a result of this assessment, management concluded that, as of December 31, 2022, our internal control over financial reporting was effective in providing reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Deloitte & Touche LLP, has independently audited the effectiveness of our internal control over financial reporting and its report is included below.

All internal control systems, no matter how well designed, have inherent limitations, including the possibility of human error and the circumvention or overriding of controls. Further, because of changes in conditions, the effectiveness of internal controls may vary over time. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Accordingly, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

Changes in Internal Control Over Financial Reporting

No change in the Company’s internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) occurred during the fiscal quarter ended December 31, 2022, that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

137

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the stockholders and the Board of Directors of LendingClub Corporation

Opinion on Internal Control over Financial Reporting

We have audited the internal control over financial reporting of LendingClub Corporation and subsidiaries (the “Company”) as of December 31, 2022, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2022, of the Company and our report dated February 9, 2023, expressed an unqualified opinion on those financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ DELOITTE & TOUCHE LLP

San Francisco, California

February 9, 2023

138

LENDINGCLUB CORPORATION

Item 9B. Other Information

On February 7, 2023, the Company and its CEO, Scott Sanborn, entered into an agreement (the Amendment to 2019 Award Agreement) to amend his restricted stock unit award granted in 2019 to provide that the remaining 9,985 shares subject to his 2019 restricted stock unit award shall be cash settled. The Amendment to 2019 Award Agreement is filed as Exhibit 10.10 to this Report and is incorporated herein by reference.

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Not Applicable.

PART III

Item 10. Directors, Executive Officers and Corporate Governance

The information required by Item 10 will be included in our definitive proxy statement with respect to our 2023 Annual Meeting of Stockholders (Proxy Statement) and is incorporated herein by reference. The Proxy Statement will be filed with the SEC pursuant to Regulation 14A within 120 days of the end of the 2022 fiscal year.

Item 11. Executive Compensation

The information required by Item 11 will be included in the Proxy Statement under the headings “Board of Directors and Corporate Governance – Compensation Committee Interlocks and Insider Participation,” “Board of Directors and Corporate Governance – Director Compensation,” “Executive Compensation” and “Report of the Compensation Committee,” and is incorporated herein by reference.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The information required by Item 12 will be included in the Proxy Statement under the headings “Security Ownership of Certain Beneficial Owners and Management” and “Executive Compensation – Securities Authorized for Issuance Under Equity Compensation Plans,” and is incorporated herein by reference.

Item 13. Certain Relationships and Related Transactions, and Director Independence

The information required by Item 13 will be included in the Proxy Statement under the headings “Related Party Transactions” and “Board of Directors and Corporate Governance – Director Independence,” and is incorporated herein by reference.

Item 14. Principal Accountant Fees and Services

The information required by Item 14 will be included in the Proxy Statement under the heading “Ratification of Appointment of Independent Registered Public Accounting Firm,” and is incorporated herein by reference.

139

LENDINGCLUB CORPORATION

PART IV

Item 15. Exhibits and Financial Statement Schedules

(a) Documents filed as part of this Annual Report:

1.    Financial Statements

The following consolidated financial statements are included in Part II, Item 8 of this Annual Report:

Report of Independent Registered Public Accounting Firm (PCAOB ID No. 34)	76
Consolidated Balance Sheets	77
Consolidated Statements of Income	78
Consolidated Statements of Comprehensive Income (Loss)	80
Consolidated Statements of Changes in Stockholders’ Equity	81
Consolidated Statements of Cash Flows	82
Notes to Consolidated Financial Statements	84

2.    Financial Statement Schedules

Financial statement schedules have been omitted because they are not required, not applicable, not present in amounts sufficient to require submission of the schedule, or the required information is shown in the Consolidated Financial Statements or Notes thereto.

3.    Exhibits

The documents listed in the Exhibit Index of this Annual Report are incorporated by reference or are filed with this Annual Report, in each case as indicated therein on the Exhibit Index immediately following the signature page of this Annual Report.

Item 16. Form 10-K Summary

None.

140

LENDINGCLUB CORPORATION

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: February 9, 2023

LENDINGCLUB CORPORATION
By:	/s/ Scott Sanborn
Scott Sanborn
Chief Executive Officer

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Scott Sanborn and Andrew LaBenne, jointly and severally, his or her attorney-in-fact, with the power of substitution, for him or her in any and all capacities, to sign any amendments to this Annual Report and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorneys-in-fact, or his or her substitute or substitutes, may do or cause to be done by virtue hereof.

141

LENDINGCLUB CORPORATION

Pursuant to the requirements of the Securities Exchange Act of 1934, this Annual Report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature	Title	Date
/s/ Scott Sanborn	Chief Executive Officer and Director	February 9, 2023
Scott Sanborn
/s/ Andrew LaBenne	Chief Financial Officer	February 9, 2023
Andrew LaBenne
/s/ Fergal Stack	Principal Accounting Officer	February 9, 2023
Fergal Stack
/s/ Faiz Ahmad	Director	February 9, 2023
Faiz Ahmad
/s/ Allan Landon	Director	February 9, 2023
Allan Landon
/s/ Timothy J. Mayopoulos	Director	February 9, 2023
Timothy J. Mayopoulos
/s/ John C. Morris	Director	February 9, 2023
John C. Morris
/s/ Kathryn S. Reimann	Director	February 9, 2023
Kathryn S. Reimann
/s/ Erin Selleck	Director	February 9, 2023
Erin Selleck
/s/ Michael Zeisser	Director	February 9, 2023
Michael Zeisser

142

LENDINGCLUB CORPORATION

EXHIBIT INDEX

		Incorporated by Reference
Exhibit Number	Exhibit Description	Form	File No.	Exhibit	Filing Date	Filed Herewith
3.1	Restated Certificate of Incorporation of LendingClub Corporation	8-K	000-54752	3.1	December 16, 2014
3.2	Certificate of Amendment of Restated Certificate of Incorporation of LendingClub Corporation, effective July 5, 2019	10-Q	001-36771	3.1	August 7, 2019
3.3	Second Certificate of Amendment of Restated Certificate of Incorporation of LendingClub Corporation, effective June 7, 2022	8-K	001-36771	3.1	June 7, 2022
3.4	Amended and Restated Bylaws of the Company, effective March 22, 2018	8-K/A	001-36771	3.1	June 22, 2018
4.1	Form of Common Stock Certificate of LendingClub Corporation	10-Q	001-36771	4.1	November 6, 2019
4.2	Description of Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934	10-K	001-36771	4.2	February 11, 2022
10.1	Form of Indemnity Agreement	S-1, Amendment No. 3	333-198393	10.1	December 1, 2014
10.2	LendingClub Corporation 2007 Stock Incentive Plan, as amended, and form of award agreement thereunder	10-K	001-36771	10.2	February 19, 2020
10.3	2014 Equity Incentive Plan, and forms of award agreements thereunder	10-K	001-36771	10.3	March 11, 2021
10.4	Form of Employment Agreement for Chief Executive Officer	S-1, Amendment No. 3	333-198393	10.15	December 1, 2014
10.5	Form of Employment Agreement for Executive Officers other than Chief Executive Officer	S-1, Amendment No. 3	333-198393	10.16	December 1, 2014
10.6	Lease Agreement, dated as of April 16, 2015, by and between LendingClub Corporation and 595 Market Street, Inc.	10-Q	001-36771	10.31	May 5, 2015
10.7	Radius Bancorp, Inc. 2016 Omnibus Incentive Plan	S-8	333-255688	99.3	April 30, 2021
10.8	Amendment to 2020 Award Agreements Issued Under the 2014 Equity Incentive Plan	10-Q	001-36771	10.1	August 4, 2021
10.9	Non-Employee Director Compensation Policy, effective October 20, 2022					X
10.10	Amendment to 2019 Award Agreement Issued Under the 2014 Equity Incentive Plan					X
21.1	List of Subsidiaries					X
23.1	Consent of Deloitte & Touche LLP					X
31.1	Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002					X
31.2	Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002					X

143

LENDINGCLUB CORPORATION

		Incorporated by Reference
Exhibit Number	Exhibit Description	Form	File No.	Exhibit	Filing Date	Filed Herewith
32.1	Certification of Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002					X
101	The following financial information from LendingClub Corporation’s Annual Report on Form 10-K for the year ended December 31, 2022 formatted in Inline XBRL (Extensible Business Reporting Language) includes: (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Income (Loss), (iii) the Consolidated Statements of Comprehensive Income (Loss), (iv) the Consolidated Statements of Changes in Equity, (v) the Consolidated Statements of Cash Flows, and (vi) Notes to the Consolidated Financial Statements.					X
104	Cover Page Interactive Data File (as formatted as Inline XBRL and contained in Exhibit 101)

144

EX-10.9

Exhibit 10.9

LendingClub Corporation

Non-Employee Director Compensation Policy

Effective as of October 20, 2022

Each non-employee member of the board of directors (the “Board”) of LendingClub Corporation (the “Company”) shall be eligible to receive cash and equity compensation as set forth in this Non-Employee Director Compensation Policy (this “Policy”). The cash and equity compensation described in this Policy shall be paid or be made to each member of the Board who is not an employee of the Company or any subsidiary or affiliate of the Company (each, a “Non-Employee Director”) who is eligible to receive such cash and/or equity compensation, unless such Non-Employee Director declines the receipt of such cash and/or equity compensation.

This Policy will be administered by the Board and supersedes any prior Non-Employee Director compensation policies. Any determination under this Policy by the Board shall be conclusive and binding on the Company and the relevant Non-Employee Director. The Policy will be governed by and construed in accordance with the laws of the State of California. The Board may amend, repeal or replace this Policy in whole or in part at any time and may make exceptions to this Policy in any extraordinary circumstance as determined by the Board. The Company’s Chief Administrative Officer or his/her designee shall determine whether and to what extent a Non-Employee Director is eligible to receive the cash and/or equity compensation set forth in this Policy.

Cash Compensation

Board and Committee Service	Cash Retainer
All Non-Employee Directors	$40,000/year
Non-Executive Board Chairperson	$25,000/year
Audit Committee Chairperson	$25,000/year
Compensation Committee, Operational Risk Committee and Credit Risk and Finance Committee Chairperson	$17,500/year
Nominating and Corporate Governance Chairperson	$10,000/year
Audit Committee Member	$12,500/year
Compensation Committee, Operational Risk Committee and Credit Risk and Finance Committee Member	$8,000/year
Nominating and Corporate Governance Member	$5,000/year

For the avoidance of doubt, each committee chairperson shall not receive such committee’s member retainer in addition to the chairperson retainer, provided, that the Non-Executive Board Chairperson shall receive the cash retainer as a Non-Employee Director and the cash retainer as Non-Executive Board Chairperson.

The cash retainers shall be paid in arrears in semi-annual installments (i.e., a payment in June for January through June service and a payment in December for July through December service), or more frequently as deemed advisable by the Company for administrative or other reasons. A Non-Employee Director who has served as a Non-Employee Director, or as a member of a committee (or as chairperson thereof), during only a portion of a calendar year shall receive a prorated portion of the applicable cash retainer(s).

Equity Compensation

Annual Award

On the date of each annual meeting of stockholders of the Company, each Non-Employee Director who is elected to serve on the Board at such meeting or whose term is scheduled to continue

1

through the date of such meeting shall receive a restricted stock unit (“RSU”) award (the “Annual Award”). The number of shares of Company common stock (“Common Stock”) subject to the Annual Award shall be determined by dividing (i) $200,000 by (ii) the closing Common Stock price on the grant date, and then rounding up to the nearest whole share; provided, however, that if the grant date is a date that the NYSE is closed for trading, then the closing Common Stock price on the nearest date preceding the grant date and on which the NYSE was open for trading shall apply and be used.

Each Annual Award shall vest quarterly over a one-year period beginning on the grant date, subject to the Non-Employee Director’s continued service through each such vesting date.

Onboarding Award

Any Non-Employee Director who commences service on the Board shall receive on such start date a prorated RSU award (the “Onboarding Award”). The number of shares of Common Stock subject to the Onboarding Award shall be determined by dividing (i) the product of (A) $200,000 and (B) a fraction, the numerator of which is 365 minus the number of days that have elapsed between the date of the Company’s most recently completed annual meeting of stockholders and the service commencement date for such Non-Employee Director, and the denominator of which is 365, by (ii) the closing Common Stock price on the grant date, and then rounding up to the nearest whole share; provided, however, that if the grant date is a date that the NYSE is closed for trading, then the closing Common Stock price on the nearest date preceding the grant date and on which the NYSE was open for trading shall apply and be used.

The forgoing notwithstanding, in no event shall the number of shares subject to an Onboarding Award be less than $1,000 divided by the closing Common Stock price on the grant date, and then rounding up to the nearest whole share; provided, however, that if the grant date is a date that the NYSE is closed for trading, then the closing Common Stock price on the nearest date preceding the grant date and on which the NYSE was open for trading shall apply and be used.

$1,000 of the shares subject to the Onboarding Award shall vest on the grant date, and the remainder of the Onboarding Award shall vest on the one-year anniversary of the date of the most recently completed annual meeting of stockholders, subject to the Non-Employee Director’s continued service through such vesting date.

Bank Service Compensation

Each Non-Employee Director concurrently serves on the board of directors of the Company’s banking subsidiary, LendingClub Bank, National Association (the “Bank Board”). Further, each Non-Employee Director who serves on a committee of the Board serves in a corresponding capacity on the corresponding committee, if any, of the Bank Board. Accordingly, by way of example only, a Non-Employee Director who serves as a member of the Audit Committee of the Board and the chair of the Operational Risk Committee of the Board also concurrently serves as a member of the Bank Board, a member of the Audit Committee of the Bank Board and the chair of the Operational Risk Committee of the Bank Board (such concurrent service, “Concurrent Service”).

Non-Employee Directors shall not receive any additional compensation for Concurrent Service. However, in the event a Non-Employee Director serves on a committee of the Bank Board for which there is no corresponding Board committee (such Bank Board committee, a “Bank Only Committee”) and such Bank Only Committee holds at least three meetings in the then current calendar year, then such Non-Employee Director shall be entitled to receive an additional cash retainer for each Bank Only Committee meeting attended since January 1, 2022 as follows: (i) $2,000 for the chairperson of the Bank Only Committee, or (ii) $1,000 for the non-chairperson members of the Bank Only Committee (such additional retainer amount(s), the “Additional Bank Cash Retainer”). For the avoidance of doubt, a Bank Only Committee chairperson shall not receive such Bank Only Committee’s non-chairperson member retainer in addition to the chairperson retainer. Notwithstanding the forgoing, the maximum aggregate Additional Bank Cash Retainer that any Non-Employee Director may receive in a calendar year is $25,000.

2

Accordingly, by way of example only, a Non-Employee Director who attends, in a given calendar year, ten meetings of a Bank Only Committee as chairperson and ten meetings of a separate Bank Only Committee as a non-chairperson member will be entitled to an aggregate Additional Bank Cash Retainer of $25,000 (rather than $30,000, which is the sum of $2,000 multiplied by ten meetings and $1,000 multiplied by ten meetings).

Additional Bank Cash Retainers with respect to service on a Bank Only Committee in 2022 shall be paid in December 2022, and thereafter Additional Bank Cash Retainers shall be paid on the same schedule as other cash retainers.

3

EX-10.10

Exhibit 10.10

AMENDMENT TO 2019 RSU AWARD AGREEMENT

ISSUED UNDER THE 2014 EQUITY INCENTIVE PLAN

This AMENDMENT TO 2019 AWARD AGREEMENT (this “Amendment”), dated as of February 7, 2023 (the “Effective Date”), is entered into by and between LENDINGCLUB CORPORATION, a Delaware corporation (the “Company”), and Scott Sanborn (“Participant”), and amends the following Award Agreement entered into by and between the Company and the Participant (the “RSU Award Agreement”): Award ID 1516691, dated February 24, 2019, evidencing 159,745 Restricted Stock Units.

Capitalized terms used but not otherwise defined in this Amendment shall have the respective meanings set forth in the Company’s 2014 Equity Incentive Plan, as amended (the “Plan”).

Recitals

A. The Company and Participant wish to amend certain provisions of the RSU Award Agreement as of the Effective Date to provide that the remaining 9,985 of unvested RSUs evidenced by the RSU Agreement shall be cash settled (the “Purpose”).

B. Pursuant to the RSU Award Agreement, such amendment must be set forth in a written agreement by and between the Company and Participant.

Amendment

NOW THEREFORE, in consideration of foregoing premises and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company and Participant hereby agree as follows:

1.Amendment of RSU Award Agreement. Section 1 of the RSU Award Agreement is hereby amended and restated, as of the Effective Date, in its entirety as follows:

“1. Settlement. Settlement of RSUs shall be made in the same calendar year as the applicable date of vesting under the vesting schedule set forth in the Notice; provided, however, that if the vesting date under the vesting schedule set forth in the Notice is in December, then settlement of any RSUs that vest in December shall be within 30 days of vesting. Settlement of RSUs shall be in cash. Settlement means the delivery of cash in an amount equal to the product of (a) the Fair Market Value of a Share on the vesting date, multiplied by (b), the number of RSUs that vest. No fractional RSUs or rights for fractional Shares (or corollary cash payment) shall be created pursuant to this RSU Agreement.”

2.Interpretation. The Company and Participant acknowledge and agree that the intent of this Amendment is to effectuate the Purpose and delegate to the Company’s legal department the authority to resolve any ambiguities or conflicts in or caused by this Amendment in a manner that it deems consistent with effectuating the Purpose.

3.No Other Amendments. Except as expressly amended hereby, the provisions of the RSU Award Agreement are and will remain in full force and effect and, except as expressly provided herein, nothing in this Amendment will be construed as a waiver of any of the rights or obligations of the Company and Participant under the RSU Award Agreement.

1

4.Counterparts. This Amendment may be executed in counterparts, each of which when signed by the Company or Participant will be deemed an original and all of which together will be deemed the same agreement.

5.Entire Agreement. This Amendment, the RSU Award Agreement and the Plan contain the entire understanding and agreement of the Company and Participant concerning the subject matter hereof, and collectively supersede any other agreement or understandings, written or oral, between the parties with respect thereto.

6.Governing Law. This Amendment and the rights of all persons claiming hereunder will be construed and determined in accordance with the laws of the State of California without giving effect to the conflict of law principles thereof.

IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first written above.

LENDINGCLUB CORPORATION
By:	/s/ Andrew LaBenne
Name:	Andrew LaBenne
Title:	Chief Financial Officer
PARTICIPANT
Signature:	/s/ Scott Sanborn
Name:	Scott Sanborn

2

EX-21.1

Exhibit 21.1

SUBSIDIARIES OF LENDINGCLUB CORPORATION

The following are the subsidiaries of LendingClub Corporation as of December 31, 2022, omitting subsidiaries which, considered in the aggregate, would not constitute a significant subsidiary:

Subsidiaries	Jurisdiction of Incorporation or Organization
Consumer Loan Underlying Bond (CLUB) Depositor, LLC	Delaware
Consumer Loan Underlying Bond (CLUB) Certificate Issuer Trust I	Delaware
LendingClub Bank, National Association	United States

EX-23.1

Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to the incorporation by reference in Registration Statement Nos. 333-233190; 333-238044; and 333-252634 on Form S-3 and Nos. 333-197570; 333-200676; 333-213647; 333-217731; 333-226899; 333-232518; 333-249973; 333-255688; and 333-264892 on Form S-8 of our reports dated February 9, 2023, relating to the consolidated financial statements of LendingClub Corporation, and the effectiveness of LendingClub Corporation's internal control over financial reporting, appearing in this Annual Report on Form 10-K for the year ended December 31, 2022, and to the reference to us under the heading “Experts” in the Prospectus, which is part of these Registration Statements.

/s/ Deloitte & Touche LLP

San Francisco, California

February 9, 2023

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Scott Sanborn, certify that:

1.I have reviewed this Annual Report on Form 10-K of LendingClub Corporation;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 9, 2023

/s/ SCOTT SANBORN

Scott Sanborn

Chief Executive Officer

(Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Andrew LaBenne, certify that:

1.    I have reviewed this Annual Report on Form 10-K of LendingClub Corporation; 

2.    Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 

3.    Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 

4.    The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: 

a)    Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; 

b)    Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; 

c)    Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and 

d)    Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an Annual Report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and 

5.    The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): 

a)    All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and 

b)    Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 9, 2023  

/s/ ANDREW LABENNE

Andrew LaBenne

Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of LendingClub Corporation (the “Company”) on Form 10-K for the year ended December 31, 2022, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned officers of the Company certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to such officer’s knowledge:

1.    The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2.    The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ SCOTT SANBORN
Scott Sanborn
Chief Executive Officer
(Principal Executive Officer)
/s/ ANDREW LABENNE
Andrew LaBenne
Chief Financial Officer
Dated:	February 9, 2023

XML

Cover Page - USD ($)	12 Months Ended
	Dec. 31, 2022	Jan. 31, 2023	Jun. 30, 2022
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Transition Report	false
Document Period End Date	Dec. 31, 2022
Current Fiscal Year End Date	--12-31
Entity File Number	001-36771
Entity Registrant Name	LendingClub Corporation
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	51-0605731
Entity Address, Address Line One	595 Market Street, Suite 200,
Entity Address, City or Town	San Francisco,
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94105
City Area Code	415
Local Phone Number	632-5600
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	LC
Security Exchange Name	NYSE
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Entity Shell Company	false
Documents Incorporated by Reference	Portions of the registrant’s Definitive Proxy Statement for the Registrant’s 2023 Annual Meeting of Stockholders are incorporated by reference into Part III of this Annual Report on Form 10-K to the extent stated herein. Such Definitive Proxy Statement will be filed with the Securities and Exchange Commission within 120 days after the end of the registrant’s fiscal year ended December 31, 2022.
Entity Central Index Key	0001409970
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Amendment Flag	false
Entity Common Stock, Shares Outstanding (shares)		106,571,027
Entity Public Float			$ 1,064,129,045

XML

Audit Information	12 Months Ended
	Dec. 31, 2022
Audit Information [Abstract]
Auditor Name	DELOITTE & TOUCHE LLP
Auditor Location	San Francisco, California
Auditor Firm ID	34

XML

Consolidated Balance Sheets - USD ($) $ in Thousands		Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Assets
Cash and due from banks		$ 23,125	$ 35,670
Interest-bearing deposits in banks		1,033,905	651,456
Total cash and cash equivalents		1,057,030	687,126
Restricted cash	[1]	67,454	76,460
Securities available for sale at fair value ($399,668 and $256,170 at amortized cost, respectively)		345,702	263,530
Loans held for sale	[1]	110,400	391,248
Loans and leases held for investment		5,033,154	2,899,126
Allowance for loan and lease losses		(327,852)	(144,389)	$ 0
Loans and leases held for investment, net		4,705,302	2,754,737
Loans held for investment at fair value	[1],[2]	925,938	21,240
Retail and certificate loans held for investment at fair value	[1]	55,425	229,719
Property, equipment and software, net		136,473	97,996
Goodwill		75,717	75,717
Other assets	[1]	500,306	302,546
Total assets		7,979,747	4,900,319
Deposits:
Interest-bearing		6,158,560	2,919,203
Noninterest-bearing		233,993	216,585
Total deposits		6,392,553	3,135,788
Short-term borrowings		2,619	27,780
Advances from Paycheck Protection Program Liquidity Facility (PPPLF)		64,154	271,933
Retail notes, certificates and secured borrowings at fair value	[1]	55,425	229,719
Payable on Structured Program borrowings	[1]	8,085	65,451
Other long-term debt		0	15,455
Other liabilities	[1]	292,617	303,951
Total liabilities		6,815,453	4,050,077
Equity
Series A Preferred stock, $0.01 par value; 1,200,000 shares authorized; 0 shares issued and outstanding		0	0
Common stock, $0.01 par value; 180,000,000 shares authorized; 106,546,995 and 101,043,924 shares issued and outstanding, respectively		1,065	1,010
Additional paid-in capital		1,628,590	1,559,616
Accumulated deficit		(427,745)	(717,430)
Accumulated other comprehensive income (loss)		(37,616)	7,046
Total equity		1,164,294	850,242	$ 724,171	$ 900,187
Total liabilities and equity		$ 7,979,747	$ 4,900,319

[1] Includes amounts in consolidated variable interest entities (VIEs). See “Notes to Consolidated Financial Statements – Note 7. Securitizations and Variable Interest Entities.”

[2] Consists primarily of a loan portfolio that was acquired at the end of 2022. See “Note 8. Fair Value of Assets and Liabilities.”

XML

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Mar. 31, 2021	Mar. 20, 2020
Statement of Financial Position [Abstract]
Securities available for sale at amortized cost	$ 399,668	$ 256,170
Loans held for sale at fair value	$ 110,400	$ 142,370
Preferred stock, par value ($ per share)	$ 0.01	$ 0.01
Preferred stock, authorized (shares)	1,200,000	1,200,000
Preferred stock, issued (shares)	0	0
Preferred stock, outstanding (shares)	0	0	0
Common stock, par value ($ per share)	$ 0.01	$ 0.01		$ 0.01
Common stock, shares authorized (shares)	180,000,000	180,000,000
Common stock, shares issued (shares)	106,546,995	101,043,924
Common stock, shares outstanding (shares)	106,546,995	101,043,924

XML

Consolidated Statements of Income (Loss) - USD ($) $ in Thousands		12 Months Ended
		Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Noninterest Income [Abstract]
Marketplace revenue		$ 683,626	$ 578,580
Other non-interest income		28,765	27,219	$ 13,442
Total non-interest income		712,391	605,799
Interest and Other Income [Abstract]
Interest on loans held for sale		26,183	29,540	72,876
Interest and fees on loans and leases held for investment		465,450	188,977	0
Interest on loans held for investment at fair value		12,877	4,436	7,688
Interest on retail and certificate loans held for investment at fair value		18,135	57,684	115,952
Interest on securities available for sale		16,116	11,025	12,125
Other interest income		18,579	1,170	1,053
Total interest income		557,340	292,832
Interest Expense [Abstract]
Interest on deposits		60,451	7,228	0
Interest on short-term borrowings		1,002	3,677	17,837
Interest on retail notes, certificates and secured borrowings		18,135	57,684	115,952
Interest on Structured Program borrowings		1,508	9,638	16,204
Interest on other long-term debt		1,419	1,774	373
Total interest expense		82,515	80,001	150,366
Net interest income		474,825	212,831
Total net revenue		1,187,216	818,630
Provision for credit losses		267,326	138,800	3,382
Noninterest Expense [Abstract]
Compensation and benefits		339,397	288,390	252,517
Marketing		197,747	156,142	51,518
Equipment and software		49,198	39,490	26,842
Occupancy		21,977	24,249	27,870
Depreciation and amortization		43,831	44,285	54,030
Professional services		50,516	47,572	41,780
Other non-interest expense		64,187	61,258	47,762
Total non-interest expense		766,853	661,386	502,319
Income (Loss) before income tax benefit		153,037	18,444	(187,617)
Income tax benefit (expense)		136,648	136	79
Net income (loss)	[1]	$ 289,685	$ 18,580	$ (187,538)
Common Stock
Net income (loss) per share
Basic EPS - common stockholders ($ per share)	[1]	$ 2.80	$ 0.19	$ (2.07)
Diluted EPS - common stockholders ($ per share)	[1]	$ 2.79	$ 0.18	$ (2.07)
Weighted-average common shares - Basic (shares)	[1]	103,547,305	97,486,754	77,934,302
Weighted-average common shares - Diluted (shares)	[1]	104,001,288	102,147,353	77,934,302
Preferred Stock
Net income (loss) per share
Basic EPS - common stockholders ($ per share)	[1]	$ 0.00	$ 0.19	$ (2.07)
Diluted EPS - common stockholders ($ per share)	[1]	$ 0.00	$ 0.00	$ (2.07)
Weighted-average common shares - Basic (shares)	[1]	0	653,118	12,505,393
Weighted-average common shares - Diluted (shares)	[1]	0	0	12,505,393

[1] See “Notes to Consolidated Financial Statements – Note 4. Net Income (Loss) Per Share” for additional information.

XML

Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands		12 Months Ended
		Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Statement of Comprehensive Income [Abstract]
Net income (loss)	[1]	$ 289,685	$ 18,580	$ (187,538)
Other comprehensive income (loss), before tax:
Net unrealized gain (loss) on securities available for sale		(61,326)	5,562	2,044
Other comprehensive income (loss), before tax		(61,326)	5,562	2,044
Income tax effect		16,664	0	5
Other comprehensive income (loss), net of tax		(44,662)	5,562	2,049
Total comprehensive income (loss)		$ 245,023	$ 24,142	$ (185,489)

[1] See “Notes to Consolidated Financial Statements – Note 4. Net Income (Loss) Per Share” for additional information.

XML

Consolidated Statements of Changes in Equity - USD ($) $ in Thousands		Total		Preferred Stock	Common Stock		Additional Paid-in Capital		Treasury Stock(1)		Accumulated Other Comprehensive Income (Loss)	Accumulated Deficit
Preferred stock, beginning balance (in shares) at Dec. 31, 2019				0
Common stock, beginning balance (in shares) at Dec. 31, 2019					88,757,406
Treasury stock, beginning balance (in shares) at Dec. 31, 2019									461,391
Beginning balances at Dec. 31, 2019		$ 900,187		$ 0	$ 892		$ 1,467,882		$ (19,550)		$ (565)	$ (548,472)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation		66,626					66,626
Net issuances under equity incentive plans, net of tax (shares)	[1]				3,692,185				5,658
Net issuances under equity incentive plans, net of tax	[1]	(6,949)			$ 36		(6,914)		$ (71)
Net issuances of stock related to acquisition		0
Issuance/exchange of preferred stock in exchange for common stock (in shares)	[2]			43,000	(4,300,081)
Issuance/exchange of preferred stock in exchange for common stock		(50,204)	[2]		$ (43)	[2]	(50,161)	[2]				0
Retirement of treasury stock (in shares)									(467,049)
Retirement of treasury stock		0			$ (4)		(19,617)		$ 19,621
Net unrealized gain (loss) on securities available for sale, net of tax		2,049									2,049
Consolidated net income (loss)		(187,538)										(187,538)
Preferred stock, ending balance (in shares) at Dec. 31, 2020				43,000
Common stock, ending balance (in shares) at Dec. 31, 2020					88,149,510
Treasury stock, ending balance (in shares) at Dec. 31, 2020									0
Ending balances at Dec. 31, 2020		724,171		$ 0	$ 881		1,457,816		$ 0		1,484	(736,010)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation		69,762					69,762
Net issuances under equity incentive plans, net of tax (shares)	[1]				4,833,300				4,251
Net issuances under equity incentive plans, net of tax	[1]	(9,387)			$ 48		(9,343)		$ (92)
Net issuances of stock related to acquisition (in shares)	[3]				3,761,114
Net issuances of stock related to acquisition	[3]	41,462			$ 38		41,424
Issuance/exchange of preferred stock in exchange for common stock (in shares)				(43,000)	4,300,000
Issuance/exchange of preferred stock in exchange for common stock		0			$ 43		(43)					0
Retirement of treasury stock (in shares)									(4,251)
Retirement of treasury stock		92			$ 0		0		$ 92
Net unrealized gain (loss) on securities available for sale, net of tax		5,562									5,562
Consolidated net income (loss)		$ 18,580										18,580
Preferred stock, ending balance (in shares) at Dec. 31, 2021		0		0
Common stock, ending balance (in shares) at Dec. 31, 2021		101,043,924			101,043,924
Treasury stock, ending balance (in shares) at Dec. 31, 2021									0
Ending balances at Dec. 31, 2021		$ 850,242		$ 0	$ 1,010		1,559,616		$ 0		7,046	(717,430)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation		$ 73,717					73,717
Net issuances under equity incentive plans, net of tax (shares)		244,821			5,503,071	[1]			7,751	[1]
Net issuances under equity incentive plans, net of tax	[1]	$ (4,688)			$ 55		(4,645)		$ (98)
Net issuances of stock related to acquisition		0
Retirement of treasury stock (in shares)									(7,751)
Retirement of treasury stock		0					(98)		$ 98
Net unrealized gain (loss) on securities available for sale, net of tax		(44,662)									(44,662)
Consolidated net income (loss)		$ 289,685										289,685
Preferred stock, ending balance (in shares) at Dec. 31, 2022		0		0
Common stock, ending balance (in shares) at Dec. 31, 2022		106,546,995			106,546,995
Treasury stock, ending balance (in shares) at Dec. 31, 2022									0
Ending balances at Dec. 31, 2022		$ 1,164,294		$ 0	$ 1,065		$ 1,628,590		$ 0		$ (37,616)	$ (427,745)

[1] Includes shares that were transferred to the Company to satisfy payment of all or a portion of the exercise price in connection with the exercise of stock options.

[2] Includes a payment of $50.2 million that was originally recorded as a deemed dividend within Accumulated Deficit, related to the beneficial conversion feature of the Series A Preferred Stock issued during the first quarter of 2020. Upon the full retrospective adoption of Accounting Standards Update (ASU) 2020-06 during the first quarter of 2022, the deemed dividend was reclassified from Accumulated Deficit to Additional Paid-in Capital. See “Notes to Consolidated Financial Statements – Note 1. Summary of Significant Accounting Policies and Note 4. Net Income (Loss) Per Share.”

[3] Stock issued as part of the consideration paid related to the Acquisition. See “Notes to Consolidated Financial Statements – Note 2. Business Acquisition.”

XML

Consolidated Statements of Changes in Equity (Parenthetical) $ in Millions	12 Months Ended
	Dec. 31, 2020 USD ($)
Statement of Stockholders' Equity [Abstract]
Payment of deemed dividend due to beneficial conversion feature	$ 50.2

XML

Consolidated Statements of Cash Flows - USD ($) $ in Thousands		12 Months Ended
		Dec. 31, 2022	Dec. 31, 2021		Dec. 31, 2020
Cash Flows from Operating Activities:
Consolidated net income (loss)		$ 289,685	$ 18,580		$ (187,538)
Adjustments to reconcile consolidated net income (loss) to net cash provided by operating activities:
Net fair value adjustments		(8,503)	(3,986)		105,002
Provision for credit losses		267,326	138,800		3,382
Change in fair value of loan servicing assets		73,229	54,108		58,730
Accretion of loan deferred fees and costs	[1]	(86,138)	(41,319)		0
Stock-based compensation, net		66,362	66,759		61,533
Depreciation and amortization	[1]	43,831	44,285		54,030
Gain on sales of loans		(95,335)	(70,116)		(30,812)
Income tax benefit from release of tax valuation allowance		(143,495)	0		0
Other, net	[1]	(1,828)	11,263		15,002
Net change to loans held for sale		8,032	4,856		435,245
Net change in operating assets and liabilities:
Other assets		(16,762)	(9,733)		34,483
Other liabilities		(20,836)	26,372		(131,026)
Net cash provided by operating activities		375,568	239,869		418,031
Cash Flows from Investing Activities:
Acquisition of company		0	(145,344)		0
Cash received from acquisition		0	668,236		0
Net change in loans and leases		(2,771,293)	(1,517,132)		7,151
Net decrease in retail and certificate loans		171,853	437,870		411,428
Purchases of securities available for sale		(222,534)	(100,474)		(53,736)
Proceeds from sales of securities available for sale		0	106,192		6,217
Proceeds from maturities and paydowns of securities available for sale		86,078	143,402		225,458
Purchases of property, equipment and software, net		(69,481)	(34,413)		(31,147)
Other investing activities		(4,423)	(12,747)		400
Net cash (used for) provided by investing activities		(2,809,800)	(454,410)		565,771
Cash Flows from Financing Activities:
Net change in demand deposits and savings accounts		3,256,501	1,126,659		0
Proceeds from PPPLF		0	325,194		0
Repayment on PPPLF		(207,779)	(474,223)		0
Proceeds from issuance of retail notes and certificates		0	0		314,995
Principal payments on retail notes and certificates		(182,260)	(438,032)		(729,405)
Principal payments on Structured Program borrowings		(21,423)	(90,187)		(73,710)
Proceeds from issuance of notes and certificates from Structured Program transactions		0	0		186,190
Principal payments on short-term borrowings		(25,581)	(87,640)		(1,662,199)
Principal payments on long-term debt		(15,300)	(2,834)		(14,419)
Proceeds from short-term borrowings		0	0		1,195,261
Deemed dividend paid to preferred stockholder		0	0		(50,204)
Other financing activities		(9,028)	(9,295)		(8,948)
Net cash provided by (used for) financing activities		2,795,130	349,642		(842,439)
Net Increase in Cash, Cash Equivalents and Restricted Cash		360,898	135,101		141,363
Cash, Cash Equivalents and Restricted Cash, Beginning of Period		763,586	628,485		487,122
Cash, Cash Equivalents and Restricted Cash, End of Period		1,124,484	763,586		628,485
Supplemental Cash Flow Information:
Cash paid for interest		79,732	77,334		143,840
Cash paid for operating leases included in the measurement of lease liabilities		15,540	20,546		16,679
Cash paid for taxes		14,462	4,799		3
Non-cash investing activity
Loans and leases held for investment transferred to loans held for sale	[2]	0	402,960		0
Net securities retained from Structured Program transactions	[2]	0	0		43,458
Non-cash investing and financing activity:
Transfer of whole loans to redeem certificates		0	0		17,414
Net issuances of stock related to acquisition		0	41,462	[3]	0
Non-cash financing activity:
Derecognition of payable on Structured Program borrowings		36,072	0		0
Exchange of common stock for preferred stock		$ 0	$ 0		$ 207,244

[1] Prior period amounts have been reclassified to conform to the current period presentation.

[2] See “Notes to Consolidated Financial Statements – Note 8. Fair Value of Assets and Liabilities” for other non-cash investing activity.

[3] Stock issued as part of the consideration paid related to the Acquisition. See “Notes to Consolidated Financial Statements – Note 2. Business Acquisition.”

XML

Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands		Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Statement of Cash Flows [Abstract]
Cash and cash equivalents		$ 1,057,030	$ 687,126
Restricted cash	[1]	67,454	76,460
Total cash, cash equivalents and restricted cash		$ 1,124,484	$ 763,586	$ 628,485	$ 487,122

[1] Includes amounts in consolidated variable interest entities (VIEs). See “Notes to Consolidated Financial Statements – Note 7. Securitizations and Variable Interest Entities.”

XML

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

Basis of Presentation

On February 1, 2021, LendingClub Corporation (LendingClub) completed the acquisition of Radius Bancorp, Inc. (Radius), whereby LendingClub became a bank holding company and formed LendingClub Bank, National Association (LC Bank) as its wholly-owned subsidiary. The Company operates the vast majority of its business through LC Bank, as a lender and originator of loans and as a regulated bank in the United States.

All intercompany balances and transactions have been eliminated in consolidation. These consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP) and, in the opinion of management, contain all adjustments, including normal recurring adjustments, necessary for the fair statement of the results and financial position for the periods presented. These accounting principles require management to make certain estimates and assumptions that affect the amounts in the accompanying financial statements. These estimates and assumptions are inherently subjective in nature and actual results may differ from these estimates and assumptions, and the differences could be material. Certain prior period amounts in the consolidated financial statements and accompanying notes have been reclassified to conform to the current period presentation.

Significant Accounting Policies

Cash and Cash Equivalents

Cash and cash equivalents have original maturities of three months or less and include cash on hand, cash items in transit, and amounts due from or held with other depository institutions, primarily with the Federal Reserve Bank (FRB).

Restricted Cash

Cash items held with other depository institutions in which the ability to withdraw funds is restricted by contractual provisions is classified as restricted cash. Such amounts include: (i) cash pledged as security related to LendingClub’s issuing bank activities and transactions with certain investors; and (ii) cash received from borrowers on loans owned and not yet distributed to investors.

Securities

Debt securities purchased and asset-backed securities retained from the sale of loans are classified as available for sale (AFS) securities. AFS securities represent investment securities with readily determinable fair values that the Company: (i) does not hold for trading purposes and (ii) does not have the positive intent and ability to hold to maturity. AFS securities are measured at fair value, with unrealized gains and losses reported in “Accumulated other comprehensive income” within the equity section of the Balance Sheet. The amount reported in “Accumulated other comprehensive income” is net of any valuation allowance and applicable income taxes.

Management evaluates whether debt AFS securities with unrealized losses are impaired on a quarterly basis. For any security that has declined in fair value below its amortized cost basis, the Company recognizes an impairment loss in current period earnings if management has the intent to sell the security or if it is more likely than not it will be required to sell the security before recovery of its amortized cost basis. The assessment of impairment also considers whether the decline in fair value below the security’s amortized cost basis is attributable to credit-related factors. If credit-related factors exist, credit-related impairment has occurred regardless of the Company’s intent to hold the security until it recovers. The credit-related portion of impairment is recognized as provision for credit loss expense in earnings with a corresponding valuation allowance for AFS securities on the Balance Sheet, to the extent the allowance does not reduce the value of the security below its fair value.

AFS securities where the expected cash flows are significantly lower than that of the contractual future cash flows at the time of acquisition are considered to be purchased with credit deterioration (PCD). The discounted differential in expected and contractual cash flows is included with the purchase price of the asset to determine amortized cost of the security with an equal and offsetting valuation allowance for credit losses.

Equity securities that do not have readily determinable fair values are generally recorded at cost adjusted for impairment, if any. These securities include FRB stock and Federal Home Loan Bank (FHLB) stock and are reported as “Nonmarketable equity investments” in “Other assets” on the Balance Sheet.

Loans and Leases

The Company initially classifies loans and leases as either held for sale (HFS) or held for investment (HFI) based on management’s assessment of its intent and ability to hold the loans for the foreseeable future or until maturity. Management’s intent and ability with respect to certain loans may change from time to time. In order to reclassify loans to HFS, management must have the intent to sell the loans and the ability to reasonably identify the specific loans to be sold.

HFI loans at amortized cost

HFI loans, with the exception of HFI loans accounted for under the fair value option, are measured at historical cost and reported at their outstanding principal balances net of any charge-offs, unamortized deferred fees and costs on originated loans, and for purchased loans, net of any unamortized premiums and discounts. Leases are recorded at the discounted amounts of lease payments receivable plus the estimated residual value of the leased asset, net of unearned income and unamortized deferred fees and costs. Lease payments receivable reflect contractual lease payments adjusted for renewal or termination options that the Company believes the customer is reasonably certain to exercise. Unearned income, deferred fees and costs, and discounts and premiums are accreted and amortized to interest income over the contractual life of the loan using its effective interest rate. In certain circumstances, the Company may transfer loans from HFI to HFS. At the time of transfer, these loans are valued at the lower of amortized cost or fair value.

HFI loans at fair value

HFI loans are measured at fair value if the Company elects the fair value option. The Company may elect the fair value option for certain HFI loans, which could include loans purchased by the Company. Interest income is recorded under the effective interest method which considers any purchase premium or discounts. In addition, purchase related discounts absorb credit losses. Retail and certificate loans and the related notes and certificates are measured at fair value. Due to the payment dependent feature of the notes and certificates, changes in the fair value of the notes and certificates are offset by changes in the fair values of related loans, resulting in no net effect on the Company’s earnings.

HFS loans at fair value

Loans initially classified as HFS are reported at their fair value with the Company’s election of the fair value option. Origination fees and costs for HFS loans are recognized in earnings at the time of loan origination and are not deferred. Origination fees are recognized in earnings within “Marketplace revenue” on the Consolidated Statements of Income (Income Statement). Changes in the fair value are recorded in “Net fair value adjustments” included in “Marketplace revenue” on the Income Statement.

Accrued Interest Income and Non-Accrual Policy

Interest income is accrued as earned. The accrual of interest income is discontinued, and the loan or lease is placed on nonaccrual status at 90 days past due or when reasonable doubt exists as to timely collection. Past due status is

based on the contractual terms of the loan or lease. When a loan or lease is placed on nonaccrual status, all income previously accrued but not collected is reversed against the current period’s interest income. The Company has a nonaccrual policy which results in the timely reversal of past-due accrued interest, and it does not record an allowance for credit losses (ACL) on accrued interest receivable. However, we record an ACL on accrued interest receivable for past due unsecured personal loans that are less than 90 days past due. Interest collections on nonaccrual loans and leases for which the ultimate collectability of principal is uncertain are applied as principal reductions; otherwise, such collections are credited to income when received. Nonaccrual loans and leases are returned to accrual status when there no longer exists concern over collectability, the borrower has demonstrated, over time, both the intent and ability to repay and the loan or lease has been brought current and future payments are reasonably assured. For loans held for investment measured at fair value, we record interest income over the term of the underlying loans using the effective interest method which considers any purchase discount or premiums.

Allowance for Credit Losses

The ACL represents management’s estimate of expected credit losses in the loan and lease portfolio, excluding loans accounted for under the fair value option. The ACL is measured based on a lifetime expected loss model, which does not require a loss event to occur before a credit loss is recognized. Under the lifetime expected credit loss model, the Company estimates the allowance based on relevant available information related to past events, current conditions, and reasonable and supportable forecasts of future economic conditions. The ACL is estimated using a discounted cash flow (DCF) approach where effective interest rates are used to calculate the net present value of expected cash flows. The effective interest rate is calculated based on the periodic interest income received from the loan’s contractual cash flows and the net investment in the loan, which includes deferred origination fees and costs, to provide a constant rate of return over the term.

The Company evaluates its estimate of expected credit losses each reporting period and records any additions or reductions to the allowance on the Income Statement as “Provision for credit losses.” Amounts determined to be uncollectible are charged-off to the allowance. Estimates of expected credit losses include expected recoveries of amounts previously charged-off and amounts expected to be charged-off. If amounts previously charged off are subsequently expected to be collected, the Company may recognize a negative allowance, which is limited to the amount that was previously charged off.

Under applicable accounting guidance, for reporting purposes, the loan and lease portfolio is categorized by portfolio segment. A portfolio segment is defined as the level at which an entity develops and documents a systematic methodology to determine the ACL. The Company’s two portfolio segments are consumer and commercial. The Company further disaggregates its portfolio segments into various classes of financing receivables based on their underlying risk characteristics. The classes within the consumer portfolio segment are unsecured consumer, secured consumer and residential mortgages. The classes within the commercial portfolio segment are commercial and industrial, commercial real estate, and equipment finance.

The ACL is measured on a collective basis when loans share similar risk characteristics. Relevant risk characteristics for the consumer portfolio include product type, risk rating, loan term, and monthly vintage. Relevant risk characteristics for the commercial portfolio include product type, risk rating and PCD status. Loans measured on a collective basis generally have an ACL comprised of a quantitative, or modeled, component that is supplemented by a framework of qualitative factors, as discussed below.

The Company will continue to monitor its loan pools on an ongoing basis and adjust accordingly as the risk characteristics of the financial assets may change over time. If a given financial asset does not share similar risk characteristics with other financial assets, the Company shall measure expected credit losses on an individual, rather than on a collective basis. Loans evaluated on an individual basis generally have an ACL that is measured in reference to any collateral securing the loan and/or expected cash flows which are specific to the borrower.

Allowance Calculation Methodology

The Company generally estimates expected credit losses over the contractual term of its loans. The contractual term is adjusted for estimated prepayments when appropriate. Expected renewals and extensions do not adjust the contractual term unless the extension or renewal option is through a troubled debt restructuring (TDR) that is reasonably expected to occur or represents an unconditionally cancellable option held by the borrower.

The quantitative, or modeled, component of the ACL is primarily based on statistical models that use known or estimated data as of the balance sheet date and forecasted data over the reasonable and supportable period. Known and estimated data include current probability and timing of default, loss rate and recovery exposure at default, timing and amount of estimated prepayments, timing and amount of expected draws (for unfunded lending commitments), and relevant risk characteristics. Certain of the Company’s commercial portfolios have limited internal historical loss data and use external credit loss information, including historical charge-off and balance data for peer banking institutions.

The Company obtains historical and forecast macroeconomic information to inform its view of the long-term condition of the economy. Forward-looking macroeconomic factors considered in the Company’s consumer model include, unemployment rate, unemployment insurance claims, gross domestic product (GDP), housing prices, and retail sales. Forward-looking macroeconomic factors are incorporated into the Company’s commercial model for a two-year reasonable and supportable economic forecast period followed by a one-year reversion period during which expected credit losses are expected to revert back on a straight-line basis to historical losses unadjusted for economic conditions. The reasonable and supportable economic forecast period and reversion methodology are accounting estimates which may change in future periods as a result of changes to the current macroeconomic environment.

The quantitative, or modeled, portion of ACL is estimated using a DCF approach. The Company’s statistical models produce expected cash flows, which are then discounted at the effective interest rate to derive net present value. The effective interest rate is calculated based on the periodic interest income received from the loan’s contractual cash flows and the net investment in the loan, which includes deferred origination fees and costs, to provide a constant rate of return over the contractual loan term. This net present value is then compared to the amortized cost basis to derive the initial expected credit losses. Under the DCF approach, the provision for credit losses includes credit loss expense in subsequent periods relating to the discounting effect due to the passage of time after the initial recognition of ACL on originated HFI loans at amortized cost.

The Company also considers the need for qualitative adjustments to the modeled estimate of expected credit losses. For this purpose, the Company established a qualitative factor framework to periodically assess qualitative adjustments to address certain identified elements that are not directly captured by the statistically modeled expected credit loss. The Company also obtains forecast macroeconomic information to inform its view of the long-term condition of the economy. These factors may include the impact of the non-modeled macroeconomic outlook, forecast unemployment rate and insurance claims, risk rating downgrades, changes in credit policies, problem loan trends, identification of new risks not incorporated into the modeling framework, credit concentrations, changes in underwriting and other external factors.

Zero Credit Loss Expectation Exception

The Company has a zero loss expectation when the loans and securities available for sale, or portions thereof, are issued or guaranteed by certain U.S. government entities or agencies, as those entities or agencies have a long history of no defaults and the highest credit ratings issued by rating agencies. Loans held for investment and securities available for sale, or portions thereof, which meet this criterion do not have an ACL.

Reserve for Unfunded Lending Commitments

The ACL includes an estimate for expected credit losses on off-balance sheet commitments to extend credit and unused lines of credit. The Company estimates these expected credit losses for the unfunded portion of the commitments that are not unconditionally cancellable depending on the likelihood that funding will occur. The reserve for unfunded lending commitments is reported in “Other liabilities” on the Balance Sheet.

Individually Assessed Loans

Loans that do not share similar risk characteristics with other financial assets, including those whose terms have been modified in a TDR and collateral-dependent loans, are individually assessed for purposes of measuring expected credit losses using the DCF approach.

For loans that are determined to be collateral dependent, the ACL is determined based on the fair value of the collateral. Loans are considered collateral dependent when the borrower is experiencing financial difficulty and repayment of the loan is expected to be substantially satisfied through sale or operation of the collateral. For such loans, the ACL is calculated as the difference between the amortized cost basis and the fair value of the underlying collateral less costs to sell, if applicable.

Purchased Credit Deteriorated Assets

PCD assets are acquired financial assets (or groups of financial assets with similar risk characteristics) that as of the date of acquisition have experienced a more-than-insignificant deterioration in credit quality since origination, as determined by an acquirer’s assessment. The Company considers indicators such as loan rating, FICO score, days past due status, nonaccrual status, TDR status, charge-off status, bankruptcy, modifications or risk rating to determine whether an acquired asset meets the definition of PCD.

PCD assets are recorded on the acquisition date at their purchase price plus any related initial ACL, which results in a “gross-up” of the asset’s initial amortized cost basis. Recognition of the initial ACL upon the acquisition of PCD assets does not impact net income. Changes in estimates of expected credit losses after acquisition are recognized through the provision for credit losses. Acquired non-PCD assets are accounted for in a manner similar to originated financial assets, whereby any initial ACL is recorded through the “Provision for credit losses” on the Income Statement.

Charge-Offs

Charge-offs are recorded when the Company determines that a loan balance is uncollectible or a loss-confirming event has occurred. Loss confirming events usually involve the receipt of specific adverse information about the borrower and may include borrower delinquency status, bankruptcy, foreclosure, or receipt of an asset valuation indicating a shortfall between the value of the collateral and the book value of the loan when that collateral asset is the sole source of repayment. A full or partial charge-off reduces the amortized cost basis of the loan and the related ACL. Unsecured personal loans are charged-off when a borrower is (i) contractually 120 days past due or (ii) two payments past due and has filed for bankruptcy or is deceased.

For acquired PCD loans where all or a portion of the loan balance had been charged off prior to acquisition, and for which active collection efforts are still underway, the ACL included as part of the grossed-up loan balance at acquisition is immediately charged off if required by the Company’s existing charge off policy. Additionally, the Company is required to consider its existing policies in determining whether to charge off any financial assets, regardless of whether a charge-off was recorded by the predecessor company. The initial ACL recognized on PCD assets includes the gross-up of the loan balance reduced by immediate charge-offs for loans previously charged off

by the acquired company or which meet the Company’s charge-off policy on the date of acquisition. Charge-offs against the allowance related to such acquired PCD loans do not result in an income statement impact.

Servicing Assets

Servicing assets are capitalized as separate assets when loans are sold and servicing is retained. The Company records servicing assets at their estimated fair values. Servicing asset fair value is based on the excess of the contractual servicing fee over an estimated market servicing rate. When servicing assets are recognized from the sale of loans originated by the Company, the fair value of the servicing asset is included as a component of the gain or loss on the loan sale and reported within “Marketplace revenue” on the Income Statement. Subsequent changes in fair value are reported within “Servicing fees” in “Marketplace revenue” during the period in which the changes occur. Servicing assets are reported in “Other assets” on the Balance Sheet.

Fair Value of Assets and Liabilities

Fair value is defined as the price that would be received to sell a financial asset or paid to transfer a financial liability in an orderly transaction between market participants at the measurement date. Fair value is based on an exit price notion that maximizes the use of observable inputs and minimizes the use of unobservable inputs. Certain of the Company’s assets and liabilities are recorded at fair value and measured on either a recurring or nonrecurring basis. Assets and liabilities that are recorded at fair value on a recurring basis require a fair value measurement at each reporting period.

The fair value hierarchy includes a three-level hierarchy that assigns the highest priority to unadjusted quoted prices in active markets and the lowest priority to unobservable inputs.

Level 1	—	Quoted market prices in active markets for identical assets or liabilities.
Level 2	—	Inputs other than quoted prices included in Level 1 that are observable for the asset or liability either directly or indirectly.
Level 3	—	Unobservable inputs.

Unobservable inputs require greater judgment in measuring fair value. In instances where there is limited or no observable market data, fair value measurements for assets and liabilities are based primarily upon the Company’s own estimates, and the measurements reflect information and assumptions that management believes a market participant would use in pricing the asset or liability.

Property, Equipment and Software, net

Property, equipment and software are carried at cost less accumulated depreciation and amortization. The Company uses the straight-line method of depreciation and amortization. Estimated useful lives range from three years to five years for furniture and fixtures, computer equipment, and software. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful life.

Internally developed software is capitalized when preliminary development efforts are successfully completed and it is probable that the project will be completed, and the software will be used as intended. Capitalized costs consist of salaries and compensation costs for employees, fees paid to third-party consultants who are directly involved in development efforts, and costs incurred for upgrades and enhancements to add functionality of the software. Other costs are expensed as incurred.

The Company evaluates impairments of its property, equipment and software whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. If the asset is not recoverable,

measurement of an impairment loss is based on the fair value of the asset. When an impairment loss is recognized, the carrying amount of the asset is reduced to its estimated fair value.

Goodwill and Other Intangible Assets

Goodwill is recorded when the purchase price of an acquired business exceeds the fair value of the net assets acquired. Goodwill is assigned to the Company’s reporting units at the acquisition date according to the expected economic benefits that the acquired business will provide to the reporting unit. A reporting unit is a business operating segment or a component of a business operating segment. The Company identifies its reporting units based on how the operating segments and reporting units are managed. Accordingly, the Company allocated goodwill to the LC Bank operating segment.

The goodwill of each reporting unit is tested for impairment annually or more frequently in certain circumstances. The Company’s annual impairment testing is performed in the fourth quarter of each calendar year. Impairment exists when the carrying value of goodwill exceeds its estimated fair value. Adverse changes in impairment indicators such as lower than forecast financial performance, increased competition, increased regulatory oversight, or unplanned changes in operations could result in impairment.

The Company can elect to either qualitatively assess goodwill for impairment, or bypass the qualitative test and proceed directly to a quantitative test. If the Company performs a qualitative assessment of goodwill to test for impairment and concludes it is more likely than not that the estimated fair value of a reporting unit is greater than its carrying value, a quantitative test is not required. However, if we determine it is more likely than not that a reporting unit’s fair value is less than its carrying amount, a quantitative assessment is performed to determine if goodwill impairment exists. Under the quantitative impairment assessment, the fair values of the Company’s reporting units are determined using a combination of income and market-based approaches.

Other intangible assets with determinable lives are recorded at their fair value upon completion of a business acquisition or certain other transactions, and generally represent the value of customer contracts or relationships. Such assets are amortized over their useful lives in a manner that best reflects their economic benefit, which may include straight-line or accelerated methods of amortization. Other intangible assets are reviewed for impairment quarterly and when events or changes in circumstances indicate that their carrying amount may not be recoverable. The Company does not have indefinite-lived intangible assets other than goodwill. Intangible assets are reported in “Other assets” on the Balance Sheet.

Loss Contingencies

Loss contingencies, including claims and legal actions arising in the ordinary course of business, are recorded as liabilities in “Other liabilities” on the Balance Sheet. Associated legal expense is recorded in “Other non-interest expense” for the losses associated with the securities class action lawsuits, as described in “Note 19. Commitments and Contingencies,” on the Income Statement. Such liabilities and associated expenses are recorded when the likelihood of loss is probable and an amount or range of loss can be reasonably estimated. The Company will also disclose a range of exposure to incremental loss when such amounts can be estimated and are reasonably possible to occur in future periods. In estimating the Company’s exposure to loss contingencies, if an amount within the estimated range of loss is the best estimate, that amount will be accrued. However, if there is no amount within the estimated range of loss that is the best estimate, the Company will accrue the minimum amount within the range, and disclose the amount up to the high end of the range as an exposure to incremental loss, if such amount is considered reasonably possible. Such estimates are based on the best information available at the time. As additional information becomes available, the Company reassesses the potential liability and records an adjustment to its estimate in the period in which the adjustment is probable and an amount or range can be reasonably estimated. The determination of an expected contingent liability and associated litigation expense requires the Company to make assumptions related to the outcome of these matters. Due to the inherent uncertainties of loss contingencies, the Company’s estimates may be different than the actual outcomes. Legal fees, including legal fees associated with

loss contingencies, are recognized as incurred and included in “Professional services” expense on the Income Statement.

Stock-based Compensation

Stock-based compensation includes expense primarily associated with restricted stock units (RSUs) and performance-based restricted stock units (PBRSUs), as well as expense associated with stock issued related to acquisitions. Stock-based compensation expense is based on the grant date fair value of the award. The cost is generally recognized over the vesting period on a straight-line basis. Forfeitures are recognized as incurred.

Income Taxes

The Company accounts for income taxes under the asset and liability method. Under this method, deferred tax assets and liabilities are determined on the basis of the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date.

The Company recognizes deferred tax assets to the extent that it believes these assets are more likely than not to be realized. In making such a determination, the Company considers the available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts that are more likely than not expected to be realized. If the Company determines that it is able to realize its deferred tax assets in the future in excess of the net recorded amount, the Company decreases the deferred tax asset valuation allowance, which reduces the provision for income taxes.

Uncertain tax positions are recognized only when the Company believes it is more likely than not that the tax position will be upheld on examination by the taxing authorities based on the merits of the position. The Company recognizes interest and penalties, if any, related to uncertain tax positions in “Income tax expense (benefit)” on the Income Statement.

Net Income (Loss) Per Share

Basic net income (loss) per share (Basic EPS) attributable to common stockholders is computed by dividing net income (loss) attributable to LendingClub by the weighted-average number of common shares outstanding during the period. Diluted net income (loss) per share (Diluted EPS) is computed by dividing net income (loss) attributable to LendingClub by the weighted-average number of common shares outstanding during the period, adjusted for the effects of dilutive issuances of shares of common stock, which predominantly include incremental shares issued for outstanding RSUs, PBRSUs, and stock options. PBRSUs are included in dilutive shares to the extent the pre-established performance targets have been or are estimated to be satisfied as of the reporting date. The dilutive potential common shares are computed using the treasury stock method. The effects of outstanding RSUs, PBRSUs, and stock options are excluded from the computation of Diluted EPS in periods in which the effect would be antidilutive. For periods with more than one class of common shares, the Company computes Basic and Diluted EPS using the two-class method, which is an allocation of net income (loss) among the holders of each class of common shares.

Beneficial Conversion Feature

The Company accounted for the beneficial conversion feature (BCF) on its Series A Preferred Stock in accordance with ASC 470-20, Debt with Conversion and Other Options. The Company accreted the BCF discount from the date of issuance to the earliest conversion date, which was March 20, 2020. All of the BCF discount was accreted

and initially recognized as a deemed dividend in “Accumulated deficit” on the Balance Sheet. On January 1, 2022, the Company adopted ASU 2020-06 under the full retrospective approach. As a result of the adoption, the deemed dividend was reclassified from “Accumulated Deficit” to “Additional Paid-in Capital.” See “Adoption of New Accounting Standards” of this Note for additional information.

Consolidation of Variable Interest Entities

A VIE is a legal entity that has either a total equity investment that is insufficient to finance its activities without additional subordinated financial support or whose equity investors lack the characteristics of a controlling financial interest. The Company’s variable interest arises from contractual, ownership or other monetary interests in the entity, which change with fluctuations in the fair value of the entity’s net assets. A VIE is consolidated by its primary beneficiary, the party that has both the power to direct the activities that most significantly impact the VIE’s economic performance, and the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. The Company consolidates a VIE when it is deemed to be the primary beneficiary. The Company assesses whether or not it is the primary beneficiary of a VIE on an ongoing basis.

Transfers of Financial Assets

The Company accounts for transfers of financial assets as sales when it has surrendered control over the transferred assets. Control is generally considered to have been surrendered when the transferred assets have been legally isolated from the Company, the transferee has the right to pledge or exchange the assets without any significant constraints, and the Company has not entered into a repurchase agreement, does not hold unconditional call options and has not written put options on the transferred assets. In assessing whether control has been surrendered, the Company considers whether the transferee would be a consolidated affiliate and the impact of all arrangements or agreements made contemporaneously with, or in contemplation of the transfer, even if they were not entered into at the time of transfer. The Company measures gain or loss on sale of financial assets as the net proceeds received on the sale less the carrying amount of the loans sold. The net proceeds of the sale represent the fair value of any assets obtained or liabilities incurred as part of the transaction, including, but not limited to servicing assets, retained securities, and recourse obligations.

Transfers of financial assets that do not qualify for sale accounting are reported as secured borrowings. Accordingly, the related assets remain on the Company’s Balance Sheet and continue to be reported and accounted for as if the transfer had not occurred. Cash proceeds from these transfers are reported as liabilities, with related interest expense recognized over the life of the related assets.

Adoption of New Accounting Standards

The Company did not adopt any new accounting standards during the year ended December 31, 2022, except as noted below.

In August 2020, the Financial Accounting Standards Board (FASB) issued ASU 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity including convertible instruments and contracts on an entity’s own equity. The guidance allows for either full or modified retrospective adoption for fiscal periods beginning after December 15, 2021. The Company adopted this ASU on January 1, 2022 under the full retrospective approach. As a result of the adoption, the deemed dividend recorded in the first quarter of 2020 related to the beneficial conversion feature of the convertible Series A Preferred Stock, was reclassified from Accumulated Deficit to Additional Paid-in Capital within Equity, as shown in the following table:

Year Ended December 31, 2020	Additional Paid-in Capital		Accumulated Deficit
Issuance of preferred stock in exchange for common stock, as originally reported	$	43	$	(50,204)
Adoption of ASU 2020-06	(50,204)		50,204
Issuance of preferred stock in exchange for common stock, as adjusted	$	(50,161)	$	—

In addition, since the beneficial conversion feature is no longer recorded as a deemed dividend, the allocation of net income (loss) attributable to stockholders and the related Basic and Diluted net income (loss) per share (EPS) has been adjusted, as shown in the following table:

Year Ended December 31, 2020	Common Stock		Preferred Stock
Net income (loss) attributable to stockholders, as originally reported	$	(204,868)	$	17,330
Adoption of ASU 2020-06	43,262		(43,262)
Net loss attributable to stockholders, as adjusted	$	(161,606)	$	(25,932)
Basic and Diluted EPS, as originally reported	$	(2.63)	$	1.39
Adoption of ASU 2020-06	0.56		(3.46)
Basic and Diluted EPS, as adjusted	$	(2.07)	$	(2.07)

The adoption of this ASU did not impact the Company’s financial position and cash flows for the year ended December 31, 2020, nor did it change net loss reported in the period.

New Accounting Standards Not Yet Adopted

The FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, and ASU 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, which, if certain criteria are met, provide optional expedients and exceptions for applying GAAP to transactions affected by reference rate reform. These transactions include, but are not limited to, contract modifications, hedging relationships, and sale or transfer of debt securities classified as held-to-maturity. The provisions of this topic are elective and may be applied prospectively as of the beginning of the reporting period when the election is made through December 31, 2024. The Company has plans to adopt this standard and concluded it does not have a material impact to the financial statements.

In March 2022, the FASB issued ASU 2022-02, Financial Instruments – Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures, which eliminates the accounting guidance on troubled debt restructurings

(TDRs) for creditors that have adopted the Current Expected Credit Losses (CECL) model and amends the guidance on “vintage disclosures” to require disclosure of current period gross write-offs by year of origination. The ASU also updates the requirements related to accounting for credit losses under Accounting Standards Codification 326 and adds enhanced disclosures for creditors with respect to loan refinancings and restructurings for borrowers experiencing financial difficulty. The provisions of this standard are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, with early adoption permitted. The Company plans to adopt this standard prospectively on January 1, 2023 and does not expect it to have a material impact to the financial statements.

XML

Business Acquisition

12 Months Ended

Dec. 31, 2022

Business Combination and Asset Acquisition [Abstract]

Business Acquisition

Business Acquisition

On February 1, 2021, the Company completed the Acquisition. Upon closing, LendingClub acquired all outstanding voting equity interests of Radius in exchange for total consideration as follows:

Cash paid	$	140,256
Fair value of common stock issued (1)	40,808
Consideration related to share-based payments (2)	5,742
Total consideration paid	$	186,806

(1)    Calculated using the closing stock price of $10.85 on January 29, 2021, the most recent trading day preceding the Acquisition, multiplied by 3,761,114 shares issued pursuant to the Plan of Merger.

(2)    In connection with the Acquisition, LendingClub agreed to convert equity awards held by Radius employees into cash and LendingClub awards pursuant to the Plan of Merger.

The Acquisition was accounted for as a purchase business combination. Accordingly, the assets acquired and liabilities assumed are presented at their fair values determined as of the Acquisition date. Determining fair value of identifiable assets, particularly intangibles, loans (including PCD loans), and liabilities acquired and assumed based on DCF analysis or other valuation techniques required management to make estimates that are highly subjective in nature based on available information.

The following table presents an allocation of the total consideration paid to the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed:

Assets acquired:
Cash and due from banks	$	18,184
Interest-bearing deposits in banks	650,052
Total cash and cash equivalents	668,236
Securities available for sale at fair value	259,037
Loans and leases held for investment	1,589,054
Allowance for loan and lease losses	(12,440)
Loans and leases held for investment, net	1,576,614
Property, equipment and software	1,926
Goodwill	75,717
Other assets	86,482
Total assets	2,668,012
Liabilities assumed:
Non-interest bearing deposits	146,187
Interest-bearing deposits	1,862,272
Total deposits	2,008,459
Short-term borrowings	9,870
Advances from PPPLF	420,962
Other long-term debt	18,630
Other liabilities	23,285
Total liabilities	2,481,206
Total consideration paid	$	186,806

The table below presents certain unaudited pro forma financial information for illustrative purposes only, for the years ended December 31, 2021 and 2020, as if the Acquisition took place on January 1, 2020. The pro forma information combines the historical results of Radius with the Company’s, adjusting for the estimated impact of certain fair value adjustments for the respective periods. The pro forma information does not reflect changes to the provision for credit losses resulting from recording loan assets as fair value, cost savings, or business synergies. As a result, actual amounts would have differed from the unaudited pro forma information presented and the differences could be significant.

Year Ended December 31,	2021		2020
Total net revenue	$	825,701	$	392,377
Net income (loss)	$	11,644	$	(190,120)

For the year ended December 31, 2021, total net revenue of $73.6 million from the Acquisition is included on the Income Statement.

XML

Marketplace Revenue

12 Months Ended

Dec. 31, 2022

Revenue from Contract with Customer [Abstract]

Marketplace Revenue

Marketplace Revenue

Marketplace revenue consists of (i) origination fees, (ii) servicing fees, (iii) gain (loss) on sales of loans and (iv) net fair value adjustments, as described below.

Origination Fees: Origination fees are primarily fees earned related to originating and issuing unsecured personal loans that are held for sale.

Servicing Fees: The Company receives servicing fees to compensate it for servicing loans on behalf of investors, including managing payments and collections from borrowers and payments to those investors. The amount of servicing fee revenue earned is predominantly affected by the servicing rates paid by investors and the outstanding principal balance of loans serviced for investors. Servicing fee revenue related to loans sold also includes the associated change in the fair value of servicing assets.

Gain (Loss) on Sales of Loans: In connection with loan sales the Company recognizes a gain or loss on the sale of loans based on the level to which the contractual servicing fee is above or below an estimated market rate of servicing. Additionally, the Company recognizes transaction costs, if any, as a loss on sale of loans.

Net Fair Value Adjustments: The Company records fair value adjustments on loans that are recorded at fair value,

including gains or losses from sale prices in excess of or less than the loan principal amount sold.

The following table presents components of marketplace revenue for the periods presented:

Year Ended December 31,	2022		2021		2020
Origination fees	$	499,179	$	416,839	$	207,640
Servicing fees	80,609		87,639		111,864
Gain on sales of loans	95,335		70,116		30,812
Net fair value adjustments	8,503		3,986		(105,002)
Total marketplace revenue	$	683,626	$	578,580	$	245,314

XML

Net Income (Loss) Per Share

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Net Income (Loss) Per Share

Net Income (Loss) Per Share

The following table details the computation of the Company’s Basic and Diluted EPS of common stock and Series A Preferred Stock:

Year Ended December 31,	2022		2021				2020(1)
	Common Stock		Common Stock		Preferred Stock(2)		Common Stock		Preferred Stock(2)
Basic EPS:
Net income (loss) attributable to stockholders	$	289,685	$	18,456	$	124	$	(161,606)	$	(25,932)
Weighted-average common shares – Basic	103,547,305		97,486,754		653,118		77,934,302		12,505,393
Basic EPS	$	2.80	$	0.19	$	0.19	$	(2.07)	$	(2.07)
Diluted EPS:
Net income (loss) attributable to stockholders	$	289,685	$	18,580	$	—	$	(161,606)	$	(25,932)
Weighted-average common shares – Diluted	104,001,288		102,147,353		—		77,934,302		12,505,393
Diluted EPS	$	2.79	$	0.18	$	0.00	$	(2.07)	$	(2.07)

(1)    Reflects the full retrospective adoption of Accounting Standards Update (ASU) 2020-06. See “Note 1. Summary of Significant Accounting Policies” for additional information.

(2)    Presented on an as-converted basis.

In February 2020, the Company entered into an exchange agreement with its largest stockholder, Shanda Asset Management Holdings Limited and its affiliates (Shanda), pursuant to which, on March 20, 2020, Shanda exchanged all of 19,562,881 shares of LendingClub common stock, par value of $0.01 per share, held by it for (i) 195,628 newly issued shares of mandatorily convertible, non-voting, Series A Preferred Stock, par value of $0.01 per share, and (ii) a one-time cash payment of $50.2 million. The Series A Preferred Stock is considered a separate class of common shares for purposes of calculating EPS because it participates in earnings similar to common stock and does not receive any significant preferences over the common stock. As a result of the preferred stock outstanding during 2020 and the first quarter of 2021, Basic and Diluted EPS were computed using the two-class method, which is a net income (loss) allocation that determines EPS for each class of common stock according to dividends declared and participation rights in undistributed income (loss). Shanda sold the remainder of its preferred stock during the first quarter of 2021 and, therefore, there were no shares of preferred stock outstanding as of March 31, 2021.

There were no weighted-average common shares that were excluded from the Company’s Diluted EPS computation for the years ended December 31, 2022 and 2021. The following table summarizes the weighted-average common shares that were excluded from the Company’s Diluted EPS computation because their effect would have been anti-dilutive for the year ended December 31, 2020:

Preferred stock	12,505,393
Restricted stock units (RSUs) and Performance-based RSUs (PBRSUs)	299,747
Stock options	221,949
Total	13,027,089

XML

Securities Available for Sale

12 Months Ended

Dec. 31, 2022

Investments, Debt and Equity Securities [Abstract]

Securities Available for Sale

Securities Available for Sale

The amortized cost, gross unrealized gains and losses, and fair value of AFS securities were as follows:

December 31, 2022	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
U.S. agency residential mortgage-backed securities	$	255,675	$	—	$	(41,248)	$	214,427
U.S. agency securities	90,447		—		(16,053)		74,394
Commercial mortgage-backed securities	26,988		—		(4,470)		22,518
Other asset-backed securities	14,959		29		(785)		14,203
Asset-backed senior securities	5,248		—		—		5,248
Asset-backed subordinated securities	2,020		5,587		—		7,607
CLUB Certificate asset-backed securities	1,054		3,808		—		4,862
Municipal securities	3,277		—		(834)		2,443
Total securities available for sale (1)	$	399,668	$	9,424	$	(63,390)	$	345,702

December 31, 2021	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
U.S. agency residential mortgage-backed securities	$	125,985	$	—	$	(2,286)	$	123,699
Asset-backed senior securities	28,057		72		—		28,129
U.S. agency securities	26,902		1		(731)		26,172
Other asset-backed securities	26,112		151		(130)		26,133
Commercial mortgage-backed securities	26,649		1		(552)		26,098
CLUB Certificate asset-backed securities	15,049		3,236		—		18,285
Asset-backed subordinated securities	4,119		7,643		—		11,762
Municipal securities	3,297		—		(45)		3,252
Total securities available for sale (1)	$	256,170	$	11,104	$	(3,744)	$	263,530

(1)    As of December 31, 2022 and 2021, includes $319.0 million and $236.8 million, respectively, of securities pledged as collateral at fair value.

A summary of AFS securities with unrealized losses for which a credit valuation allowance has not been recorded aggregated by period of continuous unrealized loss, is as follows:

	Less than 12 months				12 months or longer				Total
December 31, 2022	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
U.S. agency residential mortgage-backed securities	$	111,843	$	(15,831)	$	102,584	$	(25,417)	$	214,427	$	(41,248)
U.S. agency securities	50,352		(7,213)		24,042		(8,840)		74,394		(16,053)
Commercial mortgage-backed securities	2,441		(229)		20,077		(4,241)		22,518		(4,470)
Other asset-backed securities	4,086		(73)		6,945		(712)		11,031		(785)
Municipal securities	—		—		2,443		(834)		2,443		(834)
Total securities with unrealized losses	$	168,722	$	(23,346)	$	156,091	$	(40,044)	$	324,813	$	(63,390)
	Less than 12 months				12 months or longer				Total
December 31, 2021	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
U.S. agency residential mortgage-backed securities	$	123,668	$	(2,286)	$	—	$	—	$	123,668	$	(2,286)
U.S. agency securities	24,175		(731)		—		—		24,175		(731)
Other asset-backed securities	13,224		(130)		—		—		13,224		(130)
Commercial mortgage-backed securities	25,927		(552)		—		—		25,927		(552)
Municipal securities	3,252		(45)		—		—		3,252		(45)
Total securities with unrealized losses	$	190,246	$	(3,744)	$	—	$	—	$	190,246	$	(3,744)

At December 31, 2022, the majority of the Company’s AFS investment portfolio was comprised of U.S. agency-backed securities. Management considers these securities to be of the highest credit quality and rating given the guarantee of principal and interest by certain U.S. government agencies. The remaining securities in an unrealized loss position in the Company’s AFS investment portfolio at December 31, 2022, were rated investment grade. Substantially all of these unrealized losses in the AFS investment portfolio were caused by interest rate increases. The Company does not intend to sell the investment portfolio, and it is not more likely than not that it will be required to sell any investment before recovery of its amortized cost basis. For a description of management’s quarterly evaluation of AFS securities in an unrealized loss position, see “Note 1. Summary of Significant Accounting Policies.”

There was no activity in the allowance for AFS securities during 2022. The following tables present the activity in the credit valuation allowance for AFS securities, by major security type, during 2021 and 2020:

Credit Valuation Allowance	CLUB Certificate asset-backed securities		Asset-backed subordinated securities		Total
Beginning balance as of December 31, 2020	$	(4,190)	$	(14,546)	$	(18,736)
Reversal of credit loss expense	236		3,146		3,382
Reversal of allowance arising from PCD financial assets	3,954		11,400		15,354
Ending balance as of December 31, 2021	$	—	$	—	$	—

Credit Valuation Allowance	CLUB Certificate asset-backed securities		Asset-backed subordinated securities		Total
Beginning balance as of January 1, 2020	$	—	$	—	$	—
Provision for credit loss expense	(236)		(3,146)		(3,382)
Allowance arising from PCD financial assets	(3,954)		(11,400)		(15,354)
Ending balance as of December 31, 2020	$	(4,190)	$	(14,546)	$	(18,736)

There were no AFS securities purchased with credit deterioration during the years ended December 31, 2022 or 2021. AFS securities purchased with credit deterioration during the year ended December 31, 2020, were as follows:

	Year Ended December 31, 2020
Purchase price of PCD securities at acquisition	$	27,034
Credit valuation allowance on PCD securities at acquisition	15,354
Par value of acquired PCD securities at acquisition	$	42,388

The contractual maturities of AFS securities were as follows:

December 31, 2022	Amortized Cost		Fair Value		Weighted- average Yield(1)
Due after 1 year through 5 years:
U.S. agency securities	$	9,000	$	8,642
Commercial mortgage-backed securities	1,035		917
Total due after 1 year through 5 years	10,035		9,559		3.33	%
Due after 5 years through 10 years:
U.S. agency residential mortgage-backed securities	$	6,232	$	5,818
Other asset-backed securities	566		571
Commercial mortgage-backed securities	2,853		2,374
U.S. agency securities	12,847		11,235
Municipal securities	624		535
Total due after 5 years through 10 years	23,122		20,533		2.69	%
Due after 10 years:
U.S. agency residential mortgage-backed securities	249,443		208,609
Other asset-backed securities	14,393		13,632
Commercial mortgage-backed securities	23,100		19,227
U.S. agency securities	68,600		54,517
Municipal securities	2,653		1,908
Total due after 10 years	358,189		297,893		2.47	%
Asset-backed securities related to Structured Program transactions	8,322		17,717		83.81	%
Total securities available for sale	$	399,668	$	345,702	5.47	%

(1)    The weighted-average yield is computed using the amortized cost at December 31, 2022.

There were no sales of AFS securities during 2022. Proceeds and gross realized gains and losses from AFS securities during 2021 and 2020 were as follows:

Year Ended December 31,	2021		2020
Proceeds	$	106,192	$	6,217
Gross realized gains	$	708	$	14
Gross realized losses	$	(952)	$	(3)

XML

Loans and Leases Held for Investment at Amortized Cost, Net of Allowance For Loan and Lease Losses

12 Months Ended

Dec. 31, 2022

Loans and Leases Receivable Disclosure [Abstract]

Loans and Leases Held for Investment at Amortized Cost, Net of Allowance For Loan and Lease Losses

Loans and Leases Held for Investment at Amortized Cost, Net of Allowance for Loan and Lease Losses

LendingClub records certain loans and leases HFI at amortized cost, whereas certain HFI and all HFS loans are recorded at fair value with the Company’s election of the fair value option. Accrued interest receivable is excluded from the amortized cost basis of loans and leases HFI and is reported within “Other assets” on the Balance Sheet. Net accrued interest receivable related to loans and leases HFI at amortized cost was $27.9 million and $15.6 million as of December 31, 2022 and 2021, respectively.

Loans and Leases Held for Investment at Amortized Cost

The Company defines its loans and leases HFI portfolio segments as (i) consumer and (ii) commercial. The following table presents the components of each portfolio segment by class of financing receivable:

	December 31, 2022		December 31, 2021
Unsecured personal	$	3,866,373	$	1,804,578
Residential mortgages	199,601		151,362
Secured consumer	194,634		65,976
Total consumer loans held for investment	4,260,608		2,021,916
Equipment finance (1)	160,319		149,155
Commercial real estate	373,501		310,399
Commercial and industrial (2)	238,726		417,656
Total commercial loans and leases held for investment	772,546		877,210
Total loans and leases held for investment	5,033,154		2,899,126
Allowance for loan and lease losses	(327,852)		(144,389)
Loans and leases held for investment, net (3)	$	4,705,302	$	2,754,737

(1)    Comprised of sales-type leases for equipment. See “Note 18. Leases” for additional information.

(2)    Includes $67.0 million and $268.3 million of pledged loans under the Paycheck Protection Program (PPP), as of December 31, 2022 and 2021, respectively.

(3)    As of December 31, 2022 and 2021, the Company had $283.6 million and $149.2 million in loans pledged as collateral under the FRB Discount Window, respectively. In addition, as of December 31, 2022, the Company had $156.2 million in loans pledged to the FHLB of Des Moines. There were no loans pledged to FHLB of Des Moines as of December 31, 2021.

December 31, 2022	Gross		ALLL		Net		Allowance Ratios (1)
Total consumer loans held for investment	$	4,260,608	$	312,489	$	3,948,119	7.3	%
Total commercial loans and leases held for investment (2)	772,546		15,363		757,183		2.0	%
Total loans and leases held for investment (2)	$	5,033,154	$	327,852	$	4,705,302	6.5	%

December 31, 2021	Gross		ALLL		Net		Allowance Ratios (1)
Total consumer loans held for investment	$	2,021,916	$	128,812	$	1,893,104	6.4	%
Total commercial loans and leases held for investment (2)	877,210		15,577		861,633		1.8	%
Total loans and leases held for investment (2)	2,899,126		$	144,389	$	2,754,737	5.0	%

(1)    Calculated as the ratio of ALLL to loans and leases HFI at amortized cost.

(2)    As of December 31, 2022, excluding the $67.0 million of PPP loans, the ALLL represented 2.2% of commercial loans and leases HFI and 6.6% of total loans and leases HFI at amortized cost. As of December 31, 2021, excluding the $268.3 million of PPP loans, the ALLL represented 2.6% of commercial loans and leases HFI and 5.5% of total loans and leases HFI at amortized cost. PPP loans are guaranteed by the Small Business Administration (SBA) and, therefore, the Company determined no ACL is required on these loans.

The activity in the ACL by portfolio segment was as follows:

Year Ended December 31,	2022						2021
	Consumer		Commercial		Total		Consumer		Commercial		Total
Allowance for loan and lease losses, beginning of period	$	128,812	$	15,577	$	144,389	$	—	$	—	$	—
Credit loss expense for loans and leases held for investment (1)	265,359		1,320		266,679		136,789		4,162		140,951
Initial allowance for PCD loans acquired during the period (2)	—		—		—		603		11,837		12,440
Charge-offs (3)	(85,247)		(2,226)		(87,473)		(8,789)		(1,663)		(10,452)
Recoveries	3,565		692		4,257		209		1,241		1,450
Allowance for loan and lease losses, end of period	$	312,489	$	15,363	$	327,852	$	128,812	$	15,577	$	144,389
Reserve for unfunded lending commitments, beginning of period	$	—	$	1,231	$	1,231	$	—	$	—	$	—
Credit loss expense for unfunded lending commitments	18		629		647		—		1,231		1,231
Reserve for unfunded lending commitments, end of period (4)	$	18	$	1,860	$	1,878	$	—	$	1,231	$	1,231

(1)    Includes $6.9 million of credit loss expense for Radius loans at Acquisition for the year ended December 31, 2021.

(2)    For acquired PCD loans, an ACL of $30.4 million was required with a corresponding increase to the amortized cost basis as of the acquisition date during the year ended December 31, 2021. For PCD loans where all or a portion of the loan balance had been previously written-off, or would be subject to write-off under the Company’s charge-off policy, an ACL of $18.0 million included as part of the grossed-up loan balance at Acquisition was immediately written-off during the year ended December 31, 2021. The net impact to the allowance for PCD assets on the acquisition date was $12.4 million.

(3)    Unsecured personal loans are charged-off when a borrower is (i) contractually 120 days past due or (ii) two payments past due and has filed for bankruptcy or is deceased.

(4)    Relates to $138.0 million and $110.8 million of unfunded commitments as of December 31, 2022 and 2021, respectively.

Consumer Lending Credit Quality Indicators

The Company evaluates the credit quality of its consumer loan portfolio based on the aging status of the loan and by payment activity. Loan delinquency reporting is based upon borrower payment activity relative to the contractual terms of the loan. The following tables present the classes of financing receivables within the consumer portfolio segment by credit quality indicator based on delinquency status and origination year:

December 31, 2022	Term Loans and Leases by Origination Year
	2022		2021		2020		2019		2018		Prior		Total
Unsecured personal
Current	$	2,835,460	$	977,224	$	—	$	—	$	—	$	—	$	3,812,684
30-59 days past due	11,149		9,867		—		—		—		—		21,016
60-89 days past due	7,785		8,633		—		—		—		—		16,418
90 or more days past due	6,813		9,442		—		—		—		—		16,255
Total unsecured personal	2,861,207		1,005,166		—		—		—		—		3,866,373
Residential mortgages
Current	49,721		58,353		31,465		21,683		4,546		33,248		199,016
30-59 days past due	—		—		—		—		—		—		—
60-89 days past due	—		—		—		—		—		254		254
90 or more days past due	—		—		—		—		—		331		331
Total residential mortgages	49,721		58,353		31,465		21,683		4,546		33,833		199,601
Secured consumer
Current	151,725		38,076		—		2,543		—		—		192,344
30-59 days past due	1,017		703		—		—		—		—		1,720
60-89 days past due	235		147		—		—		—		—		382
90 or more days past due	116		72		—		—		—		—		188
Total secured consumer	153,093		38,998		—		2,543		—		—		194,634
Total consumer loans held for investment	$	3,064,021	$	1,102,517	$	31,465	$	24,226	$	4,546	$	33,833	$	4,260,608

December 31, 2021	Term Loans and Leases by Origination Year
	2021		2020		2019		2018		2017		Prior		Within Revolving Period		Total
Unsecured personal
Current	$	1,796,678	$	—	$	—	$	—	$	—	$	—	$	—	$	1,796,678
30-59 days past due	3,624		—		—		—		—		—		—		3,624
60-89 days past due	2,600		—		—		—		—		—		—		2,600
90 or more days past due	1,676		—		—		—		—		—		—		1,676
Total unsecured personal	1,804,578		—		—		—		—		—		—		1,804,578
Residential mortgages
Current	36,732		37,620		26,798		7,277		2,682		37,685		1,265		150,059
30-59 days past due	—		—		—		—		—		142		—		142
60-89 days past due	—		—		—		—		92		—		—		92
90 or more days past due	—		—		—		—		251		818		—		1,069
Total residential mortgages	36,732		37,620		26,798		7,277		3,025		38,645		1,265		151,362
Secured consumer
Current	62,731		—		—		—		—		—		10		62,741
30-59 days past due	171		—		—		—		—		—		—		171
60-89 days past due	53		—		—		—		—		—		—		53
90 or more days past due	—		—		—		2,629		382		—		—		3,011
Total secured consumer	62,955		—		—		2,629		382		—		10		65,976
Total consumer loans held for investment	$	1,904,265	$	37,620	$	26,798	$	9,906	$	3,407	$	38,645	$	1,275	$	2,021,916

Commercial Lending Credit Quality Indicators

The Company evaluates the credit quality of its commercial loan portfolio based on regulatory risk ratings. The Company categorizes loans and leases into risk ratings based on relevant information about the quality and realizable value of collateral, if any, and the ability of borrowers to service their debts, such as current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors. The Company analyzes loans and leases individually by classifying the loans and leases based on their associated credit risk and performs this analysis whenever credit is extended, renewed or modified, or when an observable event occurs indicating a potential decline in credit quality, and no less than annually for large balance loans. Risk rating classifications consist of the following:

Pass – Loans and leases that the Company believes will fully repay in accordance with the contractual loan terms.

Special Mention – Loans and leases with a potential weakness that deserves management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or the Company’s credit position at some future date.

Substandard – Loans and leases that are inadequately protected by the current sound worth and paying capacity of the obligator or of the collateral pledged, if any. Loans and leases so classified have a well-defined weakness or weaknesses that jeopardize the repayment and liquidation of the debt. They are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected. Normal payment from the borrower is in jeopardy, although loss of principal, while still possible, is not imminent.

Doubtful – Loans and leases that have all the weaknesses inherent in those classified as Substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently known facts, conditions, and values, highly questionable and improbable.

Loss – Loans and leases that are considered uncollectible and of little value.

The following tables present the classes of financing receivables within the commercial portfolio segment by risk rating and origination year:

December 31, 2022	Term Loans and Leases by Origination Year
	2022		2021		2020		2019		2018		Prior		Total
Equipment finance
Pass	$	59,227	$	38,218	$	25,014	$	15,785	$	11,880	$	3,444	$	153,568
Special mention	—		2,094		—		3,759		—		—		5,853
Substandard	—		—		859		—		39		—		898
Doubtful	—		—		—		—		—		—		—
Loss	—		—		—		—		—		—		—
Total equipment finance	59,227		40,312		25,873		19,544		11,919		3,444		160,319
Commercial real estate
Pass	100,602		53,445		47,497		52,834		35,992		60,976		351,346
Special mention	—		—		8,415		260		1,237		405		10,317
Substandard	—		—		—		643		2,404		8,215		11,262
Doubtful	—		—		—		—		—		—		—
Loss	—		—		—		—		—		576		576
Total commercial real estate	100,602		53,445		55,912		53,737		39,633		70,172		373,501
Commercial and industrial
Pass	61,076		99,264		24,726		13,866		5,174		10,831		214,937
Special mention	—		—		—		483		163		455		1,101
Substandard	—		9,361		4,529		3,623		797		2,820		21,130
Doubtful	—		—		—		—		—		286		286
Loss	—		—		—		—		1		1,271		1,272
Total commercial and industrial (1)	61,076		108,625		29,255		17,972		6,135		15,663		238,726
Total commercial loans and leases held for investment	$	220,905	$	202,382	$	111,040	$	91,253	$	57,687	$	89,279	$	772,546

(1)    Includes $67.0 million of PPP loans.

December 31, 2021	Term Loans and Leases by Origination Year
	2021		2020		2019		2018		2017		Prior		Within Revolving Period		Total
Equipment finance
Pass	$	52,440	$	35,398	$	26,918	$	15,457	$	6,184	$	8,814	$	—	$	145,211
Special mention	1,531		—		1,810		—		—		—		—		3,341
Substandard	—		—		—		603		—		—		—		603
Doubtful	—		—		—		—		—		—		—		—
Loss	—		—		—		—		—		—		—		—
Total equipment finance	53,971		35,398		28,728		16,060		6,184		8,814		—		149,155
Commercial real estate
Pass	55,613		55,202		54,460		39,981		22,366		57,235		—		284,857
Special mention	—		8,397		—		1,366		1,018		7,242		—		18,023
Substandard	—		—		277		2,496		—		4,179		—		6,952
Doubtful	—		—		—		—		—		—		—		—
Loss	—		—		—		—		—		567		—		567
Total commercial real estate	55,613		63,599		54,737		43,843		23,384		69,223		—		310,399
Commercial and industrial
Pass	241,368		108,574		24,106		7,874		14,756		8,058		599		405,335
Special mention	—		—		2,207		463		1,467		40		—		4,177
Substandard	—		1,122		862		1,858		1,525		1,571		87		7,025
Doubtful	—		—		—		—		—		—		—		—
Loss	—		—		—		52		4		1,063		—		1,119
Total commercial and industrial (1)	241,368		109,696		27,175		10,247		17,752		10,732		686		417,656
Total commercial loans and leases held for investment	$	350,952	$	208,693	$	110,640	$	70,150	$	47,320	$	88,769	$	686	$	877,210

(1)    Includes $268.3 million of PPP loans.

The following tables present an analysis of the past due loans and leases HFI at amortized cost within the commercial portfolio segment:

December 31, 2022	30-59 Days		60-89 Days		90 or More Days		Total Days Past Due
Equipment finance	$	3,172	$	—	$	859	$	4,031
Commercial real estate	—		102		—		102
Commercial and industrial (1)	—		—		1,643		1,643
Total commercial loans and leases held for investment	$	3,172	$	102	$	2,502	$	5,776

December 31, 2021	30-59 Days		60-89 Days		90 or More Days		Total Days Past Due
Equipment finance	$	—	$	—	$	—	$	—
Commercial real estate	104		—		609		713
Commercial and industrial (1)	—		—		1,410		1,410
Total commercial loans and leases held for investment	$	104	$	—	$	2,019	$	2,123

(1)    Past due PPP loans are excluded from the tables.

Nonaccrual Assets

Nonaccrual loans and leases are those for which accrual of interest has been suspended. Loans and leases are generally placed on nonaccrual status when contractually past due 90 days or more, or earlier if management believes that the probability of collection does not warrant further accrual, and are charged-off no later than 120 days past due.

The following table presents nonaccrual loans and leases:

Year Ended December 31,	2022				2021
	Nonaccrual(1)		Nonaccrual with no related ACL(2)		Nonaccrual(1)		Nonaccrual with no related ACL(2)
Unsecured personal	$	16,255	$	—	$	1,676	$	—
Residential mortgages	331		331		1,373		1,373
Secured consumer	188		—		3,011		3,011
Total nonaccrual consumer loans held for investment	16,774		331		6,060		4,384
Equipment finance	898		39		603		—
Commercial real estate	1,018		1,018		989		989
Commercial and industrial	16,137		1,229		2,333		1,061
Total nonaccrual commercial loans and leases held for investment	18,053		2,286		3,925		2,050
Total nonaccrual loans and leases held for investment	$	34,827	$	2,617	$	9,985	$	6,434

(1)     Excluding PPP loans, there were no loans and leases that were 90 days or more past due and accruing as of both December 31, 2022 and 2021.

(2)     Subset of total nonaccrual loans and leases.

Year Ended December 31,	2022				2021
	Nonaccrual		Nonaccrual Ratios(1)		Nonaccrual		Nonaccrual Ratios(1)
Total nonaccrual consumer loans held for investment	$	16,774	0.4	%	$	6,060	0.3	%
Total nonaccrual commercial loans and leases held for investment	18,053		2.3	%	3,925		0.4	%
Total nonaccrual loans and leases held for investment (2)	$	34,827	0.7	%	$	9,985	0.3	%

(1)     Calculated as the ratio of nonaccruing loans and leases to loans and leases HFI at amortized cost.

(2)     Nonaccruing loans and leases represented 0.7% and 0.4% of total loans and leases HFI at amortized cost, excluding PPP loans, as of December 31, 2022 and 2021, respectively.

Collateral-Dependent Assets

Certain loans on non-accrual status and certain TDR loans may be considered collateral-dependent loans if the borrower is experiencing financial difficulty and repayment of the loan is expected to be substantially through sale or operation of the collateral. Expected credit losses for the Company’s collateral-dependent loans are calculated as the difference between the amortized cost basis and the fair value of the underlying collateral less costs to sell, if applicable.

Purchased Financial Assets with Credit Deterioration

Acquired loans are recorded at their fair value, which may result in the recognition of a discount or premium. In addition, the purchase price of PCD loans is grossed-up upon acquisition for the initial estimate of ACL. Subsequent changes to the ACLs are recorded as additions to or reversals of credit losses on the Income Statement.

There were no acquired PCD loans during 2022. Acquired PCD loans during 2021 were as follows:

Purchase price	$	337,118
Allowance for credit losses (1)	30,378
Discount attributable to other factors	12,204
Par value	$	379,700

(1)    For acquired PCD loans, an ACL of $30.4 million was required with a corresponding increase to the amortized cost basis as of the acquisition date during the year ended December 31, 2021. For PCD loans where all or a portion of the loan balance had been previously written-off, or would be subject to write-off under the Company’s charge-off policy, an ACL of $18.0 million included as part of the grossed-up loan balance at acquisition was immediately written-off during the year ended December 31, 2021. The net impact to the allowance for PCD assets on the acquisition date was $12.4 million.

XML

Securitizations and Variable Interest Entities

12 Months Ended

Dec. 31, 2022

Transfers and Servicing [Abstract]

Securitizations and Variable Interest Entities

Securitizations and Variable Interest Entities

For additional information regarding the consolidation of VIEs, see “Note 1. Summary of Significant Accounting Policies.”

VIE Assets and Liabilities

The following tables provide the classifications of assets and liabilities on the Balance Sheet for the Company’s transactions with consolidated and unconsolidated VIEs. The Company’s transactions with unconsolidated VIEs include Structured Program transactions. The Company has various forms of involvement with VIEs, including servicing of loans and holding senior or subordinated residual interests in the VIEs. Additionally, the assets and liabilities in the tables below exclude intercompany balances that eliminate in consolidation:

December 31, 2022	Consolidated VIEs		Unconsolidated VIEs		Total
Assets
Restricted cash	$	8,048	$	—	$	8,048
Securities available for sale at fair value	—		17,717		17,717
Loans held for investment at fair value	3,994		—		3,994
Retail and certificate loans held for investment at fair value	1,946		—		1,946
Other assets	206		10,464		10,670
Total assets	$	14,194	$	28,181	$	42,375
Liabilities
Retail notes, certificates and secured borrowings at fair value	$	1,946	$	—	$	1,946
Payable on Structured Program borrowings	8,085		—		8,085
Other liabilities	29		—		29
Total liabilities	10,060		—		10,060
Total net assets	$	4,134	$	28,181	$	32,315

December 31, 2021	Consolidated VIEs		Unconsolidated VIEs		Total
Assets
Restricted cash	$	13,462	$	—	$	13,462
Securities available for sale at fair value	—		58,177		58,177
Loans held for sale at fair value	41,734		—		41,734
Loans held for investment at fair value	20,929		—		20,929
Retail and certificate loans held for investment at fair value	10,281		—		10,281
Other assets	584		17,156		17,740
Total assets	$	86,990	$	75,333	$	162,323
Liabilities
Retail notes, certificates and secured borrowings at fair value	$	10,281	$	—	$	10,281
Payable on Structured Program borrowings	65,451		—		65,451
Other liabilities	467		—		467
Total liabilities	76,199		—		76,199
Total net assets	$	10,791	$	75,333	$	86,124

The remaining principal balance of loans held by unconsolidated VIEs was $457.8 million and $1.4 billion as of December 31, 2022 and 2021, respectively. For unconsolidated VIEs, “Total net assets” indicates the Company’s maximum exposure to loss, however, the balance continues to decline due to the ongoing paydown of loan balances from prior Structured Program transactions. Maximum exposure represents estimated loss that would be incurred under severe, hypothetical circumstances, for which the Company believes the possibility is extremely remote, such as where the value of interests and any associated collateral declines to zero. Accordingly, this required disclosure is not an indication of expected losses.

The following table summarizes activity related to the Unconsolidated Trusts and Certificate Program trusts, with the transfers accounted for as a sale on the Company’s financial statements:

Year Ended December 31,	2022		2021		2020
Principal derecognized from loans securitized or sold	$	41,023	$	—	$	1,226,941
Net gains recognized from loans securitized or sold	$	259	$	—	$	7,877
Fair value of asset-backed senior and subordinated securities, and CLUB Certificate asset-backed securities retained upon settlement	$	2,180	$	—	$	48,543
Cash proceeds	$	15,903	$	32,722	$	893,774
Proceeds from sale of securities by consolidated VIE	$	5,320	$	—	$	—

The Company and other investors in the subordinated interests issued by unconsolidated trusts and Certificate Program trusts have rights to cash flows only after the investors holding the senior securities issued by the trusts have first received their contractual cash flows. The investors and the trusts have no direct recourse to the Company’s assets, and holders of the securities issued by the trusts can look only to the assets of the securitization trusts that issued their securities for payment. The beneficial interests held by the Company are subject principally to the credit and prepayment risk stemming from the underlying unsecured personal loans.

Off-Balance Sheet Loans

Off-balance sheet loans pursuant to unconsolidated VIE’s primarily relate to Structured Program transactions for which the Company has some form of continuing involvement, including as servicer.

As of December 31, 2022, the aggregate unpaid principal balance of the off-balance sheet loans related to Structured Program transactions was $433.5 million, of which $14.8 million was attributable to off-balance sheet loans that were 31 days or more past due. As of December 31, 2021, the aggregate unpaid principal balance of the off-balance sheet loans related to Structured Program transactions was $1.3 billion, of which $35.0 million was attributable to off-balance sheet loans that were 31 days or more past due. For such loans, the Company would only experience a loss if it was required to repurchase a loan due to a breach in representations and warranties associated with its loan sale or servicing contracts.

XML

Fair Value of Assets and Liabilities

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

Fair Value of Assets and Liabilities

Fair Value of Assets and Liabilities

For a description of the fair value hierarchy and the Company’s fair value methodologies, see “Note 1. Summary of Significant Accounting Policies.” The Company records certain assets and liabilities at fair value as listed in the following tables.

Financial Instruments, Assets and Liabilities Recorded at Fair Value

The following tables present the fair value hierarchy for assets and liabilities measured at fair value:

December 31, 2022	Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Balance at Fair Value
Assets:
Loans held for sale at fair value	$	—	$	—	$	110,400	$	110,400
Loans held for investment at fair value	—		—		925,938		925,938
Retail and certificate loans held for investment at fair value	—		—		55,425		55,425
Securities available for sale:
U.S. agency residential mortgage-backed securities	—		214,427		—		214,427
U.S. agency securities	—		74,394		—		74,394
Commercial mortgage-backed securities	—		22,518		—		22,518
Other asset-backed securities	—		14,203		—		14,203
Asset-backed senior securities and subordinated securities	—		5,248		7,607		12,855
CLUB Certificate asset-backed securities	—		—		4,862		4,862
Municipal securities	—		2,443		—		2,443
Total securities available for sale	—		333,233		12,469		345,702
Servicing assets	—		—		84,308		84,308
Other assets	—		—		5,099		5,099
Total assets	$	—	$	333,233	$	1,193,639	$	1,526,872
Liabilities:
Retail notes, certificates and secured borrowings	$	—	$	—	$	55,425	$	55,425
Payable on Structured Program borrowings	—		—		8,085		8,085
Other liabilities	—		—		8,583		8,583
Total liabilities	$	—	$	—	$	72,093	$	72,093

December 31, 2021	Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Balance at Fair Value
Assets:
Loans held for sale at fair value	$	—	$	—	$	142,370	$	142,370
Loans held for investment at fair value	—		—		21,240		21,240
Retail and certificate loans held for investment at fair value	—		—		229,719		229,719
Securities available for sale:
U.S. agency residential mortgage-backed securities	—		123,699		—		123,699
Asset-backed senior securities and subordinated securities	—		28,129		11,762		39,891
U.S. agency securities	—		26,172		—		26,172
Other asset-backed securities	—		26,133		—		26,133
Commercial mortgage-backed securities	—		26,098		—		26,098
CLUB Certificate asset-backed securities	—		—		18,285		18,285
Municipal securities	—		3,252		—		3,252
Total securities available for sale	—		233,483		30,047		263,530
Servicing assets	—		—		67,726		67,726
Other assets	—		2,812		3,312		6,124
Total assets	$	—	$	236,295	$	494,414	$	730,709
Liabilities:
Retail notes, certificates and secured borrowings	$	—	$	—	$	229,719	$	229,719
Payable on Structured Program borrowings	—		—		65,451		65,451
Other liabilities	—		—		12,911		12,911
Total liabilities	$	—	$	—	$	308,081	$	308,081

Financial instruments are categorized in the valuation hierarchy based on the significance of observable or unobservable factors in the overall fair value measurement. For the financial instruments listed in the tables above that do not trade in an active market with readily observable prices, the Company uses significant unobservable inputs to measure the fair value of these assets and liabilities. These fair value estimates may also include observable, actively quoted components derived from external sources. As a result, changes in fair value for assets and liabilities within the Level 2 or Level 3 categories may include changes in fair value that were attributable to observable and unobservable inputs, respectively. The Company primarily uses a discounted cash flow model to estimate the fair value of Level 3 instruments based on the present value of estimated future cash flows. This model uses inputs that are inherently judgmental and reflect the Company’s best estimates of the assumptions a market participant would use to calculate fair value. The Company did not transfer any assets or liabilities in or out of Level 3 during the years ended December 31, 2022 and 2021.

Loans Held for Sale at Fair Value

As of both December 31, 2022 and 2021, the majority of loans HFS were sold shortly after origination and at committed prices. Therefore, the Company is generally not exposed to fair value fluctuations to the committed prices as a result of adverse changes in key assumptions.

Fair Value Reconciliation

The following table presents additional information about Level 3 loans HFS at fair value on a recurring basis:

Balance at December 31, 2020	$	121,902
Originations and purchases	7,506,066
Sales	(7,381,509)
Principal payments	(103,028)
Fair value adjustments recorded in earnings	(1,061)
Balance at December 31, 2021	$	142,370
Originations and purchases	9,045,701
Sales	(9,039,892)
Principal payments	(31,253)
Transfers(1)	(11,907)
Fair value adjustments recorded in earnings	5,381
Balance at December 31, 2022	$	110,400

(1)    Represents non-cash activity.

Loans Held for Investment at Fair Value

Loans HFI at fair value consist primarily of a $1.05 billion outstanding principal loan portfolio that was acquired at the end of 2022. Due to the short remaining duration of the acquired loan portfolio, the Company has elected to account for the HFI loan portfolio under the fair value option. Prior year comparative disclosures related to significant unobservable inputs and fair value sensitivities for loans HFI are not presented below as the comparability between periods would not be meaningful given that the current period consists primarily of the aforementioned acquired loan portfolio.

Significant Unobservable Inputs

The following table presents quantitative information about the significant unobservable inputs used for the Company’s Level 3 loans HFI at fair value:

	December 31, 2022
	Minimum		Maximum		Weighted- Average
Discount rates	8.8	%	17.1	%	12.7	%
Net cumulative expected loss rates (1)	2.1	%	9.8	%	5.7	%
Cumulative expected prepayment rates (1)	26.2	%	35.3	%	30.8	%

(1)     Expressed as a percentage of the acquired principal balance of the loan.

Significant Recurring Level 3 Fair Value Input Sensitivity

The sensitivity of loans HFI at fair value to adverse changes in key assumptions are as follows:

	December 31, 2022
Loans held for investment at fair value	$	925,938
Expected weighted-average life (in years)	0.9
Discount rates:
100 basis point increase	$	(7,471)
200 basis point increase	$	(14,830)
Expected credit loss rates on underlying loans:
10% increase	$	(5,574)
20% increase	$	(11,307)
Expected prepayment rates:
10% increase	$	(4,311)
20% increase	$	(7,480)

Fair Value Reconciliation

The following table presents additional information about Level 3 loans HFI at fair value on a recurring basis:

Balance at December 31, 2020	$	49,954
Purchases	104
Principal payments	(31,164)
Fair value adjustments recorded in earnings	2,346
Balance at December 31, 2021	$	21,240
Purchases	954,086
Principal payments	(74,393)
Transfers(1)	22,294
Interest income and fair value adjustments recorded in earnings	2,711
Balance at December 31, 2022	$	925,938

(1)    Represents non-cash activity.

Retail and Certificate Loans and Related Notes, Certificates and Secured Borrowings

The Company does not assume principal or interest rate risk on loans that were funded by its member payment-dependent self-directed retail program (Retail Program) because loan balances, interest rates and maturities are matched and offset by an equal balance of notes with the exact same interest rates and maturities. At December 31, 2022 and 2021, the DCF methodology used to estimate the retail note, certificate and secured borrowings’ fair values used the same projected net cash flows as their related loans. Therefore, the fair value adjustments for retail loans held for investment were largely offset by the corresponding fair value adjustments due to the payment-dependent design of the retail notes, certificates and secured borrowings.

Servicing Assets

Significant Unobservable Inputs

The following table presents quantitative information about the significant unobservable inputs used for the Company’s Level 3 fair value measurements for servicing assets related to loans sold to investors:

	December 31, 2022						December 31, 2021
	Minimum		Maximum		Weighted- Average		Minimum		Maximum		Weighted-Average
Discount rates	7.5	%	16.4	%	10.1	%	7.5	%	16.4	%	10.0	%
Net cumulative expected loss rates (1)	2.1	%	36.7	%	15.6	%	2.4	%	26.4	%	10.2	%
Cumulative expected prepayment rates (1)	15.8	%	47.2	%	35.9	%	32.1	%	45.9	%	38.4	%
Total market servicing rates (% per annum on outstanding principal balance) (2)	0.62	%	0.62	%	0.62	%	0.62	%	0.62	%	0.62	%

(1)     Expressed as a percentage of the original principal balance of the loan.

(2)     Includes collection fees estimated to be paid to a hypothetical third-party servicer.

Significant Recurring Level 3 Fair Value Input Sensitivity

The Company’s selection of the most representative market servicing rates for servicing assets is inherently judgmental. The Company reviews third-party servicing rates for its loans, loans in similar credit sectors, and market servicing benchmarking analyses provided by third-party valuation firms, when available. The table below shows the impact on the estimated fair value of servicing assets, calculated using different market servicing rate assumptions:

	December 31, 2022			December 31, 2021
Weighted-average market servicing rate assumptions	0.62		%	0.62		%
Change in fair value from:
Servicing rate increase by 0.10%	$	(10,505)		$	(9,495)
Servicing rate decrease by 0.10%	$	10,505		$	9,495

The following table presents the fair value of servicing assets to adverse changes in key assumptions:

	December 31, 2022		December 31, 2021
Fair value of Servicing Assets	$	84,308	$	67,726
Discount rates:
100 basis point increase	$	(726)	$	(558)
200 basis point increase	$	(1,451)	$	(1,115)
Expected loss rates:
10% increase	$	(1,037)	$	(693)
20% increase	$	(2,074)	$	(1,386)
Expected prepayment rates:
10% increase	$	(1,994)	$	(2,401)
20% increase	$	(3,989)	$	(4,802)

Fair Value Reconciliation

The following table presents additional information about Level 3 servicing assets measured at fair value on a recurring basis:

Fair value at December 31, 2020	$	56,347
Issuances (1)	69,075
Change in fair value, included in Marketplace Revenue	(56,561)
Other net changes included in Deferred Revenue	(1,135)
Fair value at December 31, 2021	$	67,726
Issuances (1)	93,352
Change in fair value, included in Marketplace Revenue	(73,229)
Other net changes included in Deferred Revenue	(3,541)
Fair value at December 31, 2022	$	84,308

(1)    Represents the gains or losses on sales of the related loans.

Financial Instruments, Assets, and Liabilities Not Recorded at Fair Value

The following tables present the fair value hierarchy for financial instruments, assets, and liabilities not recorded at fair value:

December 31, 2022	Carrying Amount		Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Balance at Fair Value
Assets:
Loans and leases held for investment, net	$	4,705,302	$	—	$	—	$	4,941,825	$	4,941,825
Other assets	36,646		—		35,300		1,397		36,697
Total assets	$	4,741,948	$	—	$	35,300	$	4,943,222	$	4,978,522
Liabilities:
Deposits (1)	$	860,808	$	—	$	—	$	860,808	$	860,808
Short-term borrowings	2,619		—		2,619		—		2,619
Advances from PPPLF	64,154		—		—		64,154		64,154
Other liabilities	62,247		—		30,311		31,936		62,247
Total liabilities	$	989,828	$	—	$	32,930	$	956,898	$	989,828

(1)    Excludes deposit liabilities with no defined or contractual maturities.

December 31, 2021	Carrying Amount		Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Balance at Fair Value
Assets:
Loans held for sale	$	248,878	$	—	$	—	$	251,101	$	251,101
Loans and leases held for investment, net	2,754,737		—		—		2,964,691		2,964,691
Other assets	18,274		—		15,630		2,644		18,274
Total assets	$	3,021,889	$	—	$	15,630	$	3,218,436	$	3,234,066
Liabilities:
Deposits (1)	$	68,405	$	—	$	—	$	68,405	$	68,405
Short-term borrowings	27,780		—		17,595		10,185		27,780
Advances from PPPLF	271,933		—		—		271,933		271,933
Other long-term debt	15,455		—		—		15,455		15,455
Other liabilities	51,655		—		22,187		29,468		51,655
Total liabilities	$	435,228	$	—	$	39,782	$	395,446	$	435,228

(1)    Excludes deposit liabilities with no defined or contractual maturities.

XML

Property, Equipment and Software, Net

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment [Abstract]

Property, Equipment and Software, Net

Property, Equipment and Software, Net

Property, equipment and software, net, consist of the following:

December 31,	2022		2021
Software (1)	$	174,360	$	121,102
Leasehold improvements	31,214		37,347
Computer equipment	27,410		29,598
Furniture and fixtures	6,088		8,346
Total property, equipment and software	239,072		196,393
Accumulated depreciation and amortization	(102,599)		(98,397)
Total property, equipment and software, net	$	136,473	$	97,996

(1)    Includes $43.7 million and $14.7 million of development in progress for internally-developed software and $3.0 million and $2.5 million of development in progress to customize purchased software as of December 31, 2022 and 2021, respectively.

Depreciation and amortization expense on property, equipment and software was $39.0 million, $38.2 million and $45.2 million for the years ended December 31, 2022, 2021 and 2020, respectively.

The Company records the above expenses in “Depreciation and amortization” expense on the Income Statement.

XML

Goodwill and Intangible Assets

12 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

Goodwill and Intangible Assets

Goodwill

The Company’s Goodwill balance was $75.7 million as of both December 31, 2022 and 2021. The Company did not record any goodwill impairment expense during the years ended December 31, 2022 and 2021. Goodwill is not amortized, but is subject to annual impairment tests that are performed in the fourth quarter of each calendar year. For additional detail, see “Note 1. Summary of Significant Accounting Policies.”

Intangible Assets

Intangible assets consist of customer relationships. Intangible assets, net of accumulated amortization, are included in “Other assets” on the Balance Sheet. The gross and net carrying values and accumulated amortization were as follows:

December 31,	2022		2021
Gross carrying value	$	54,500	$	54,500
Accumulated amortization	(38,166)		(33,319)
Net carrying value	$	16,334	$	21,181

The customer relationship intangible assets are amortized on an accelerated basis from ten to fourteen years. Amortization expense associated with intangible assets for the years ended December 31, 2022, 2021 and 2020 was $4.8 million, $5.2 million and $3.1 million, respectively. There was no impairment loss for the years ended December 31, 2022, 2021 and 2020.

The expected future amortization expense for intangible assets as of December 31, 2022, is as follows:

2023	$	4,198
2024	3,549
2025	2,901
2026	2,252
2027	1,603
Thereafter	1,831
Total	$	16,334

XML

Other Assets

12 Months Ended

Dec. 31, 2022

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Other Assets

Other Assets

Other assets consist of the following:

December 31,	2022		2021
Deferred tax asset, net (1)	$	173,687	$	—
Servicing assets (2)	85,654		70,370
Operating lease assets	63,872		77,316
Nonmarketable equity investments	38,320		31,726
Intangible assets, net (3)	16,334		21,181
Other	122,439		101,953
Total other assets	$	500,306	$	302,546

(1)     See “Note 17. Income Taxes” for additional detail.

(2)     Loans underlying servicing assets had a total outstanding principal balance of $11.0 billion and $10.3 billion as of December 31, 2022 and 2021, respectively.

(3)    See “Note 10. Goodwill and Intangible Assets” for additional detail.

XML

Deposits

12 Months Ended

Dec. 31, 2022

Other Liabilities Disclosure [Abstract]

Deposits

Deposits

Deposits consist of the following:

December 31,	2022		2021
Interest-bearing deposits:
Savings and money market accounts	$	3,616,657	$	856,989
Checking accounts	1,681,095		1,993,809
Certificates of deposit	860,808		68,405
Total	$	6,158,560	$	2,919,203
Noninterest-bearing deposits	233,993		216,585
Total deposits	$	6,392,553	$	3,135,788

Total certificates of deposit at December 31, 2022 are scheduled to mature as follows:

2023	$	759,374
2024	81,415
2025	9,886
2026	946
2027	9,187
Total certificates of deposit	$	860,808

The following table presents the amount of certificates of deposit with denominations exceeding the Federal Deposit Insurance Corporation (FDIC) limit of $250 thousand, segregated by time remaining until maturity, as of December 31, 2022:

	Three months or less		Over 3 months through 6 months		Over 6 months through 12 months		Over 12 months		Total
Certificates of deposit	$	3,075	$	807	$	6,798	$	4,331	$	15,011

XML

Short-term Borrowings and Long-term Debt

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Short-term Borrowings and Long-term Debt

Short-term Borrowings and Long-term Debt

Short-term Borrowings:

The following table summarizes the Company’s short-term borrowings, as of the dates indicated:

December 31,	2022		2021
Repurchase agreements:
Aggregate debt outstanding	$	2,619	$	27,780
Interest rates (1)	6.30%-7.23%		3.12%-6.72%
Pledged collateral	$	2,812	$	50,519

(1)     Fixed or based on a benchmark of the weighted-average interest rate of the securities sold plus a spread.

The Company entered into repurchase agreements pursuant to which the Company sold securities (subject to an obligation to repurchase such securities at a specified future date and price) in exchange for cash. The aggregate debt outstanding under the Company’s repurchase agreements is amortized over time through regular principal and interest payments collected from the pledged securities. At December 31, 2022, the Company’s repurchase agreements have contractual repurchase dates ranging from January 2026 to March 2028. These contractual

repurchase dates correspond to the maturity dates of the underlying securities, which have a remaining weighted-average estimated life of less than one year.

Long-term Debt:

The following table summarizes the Company’s long-term debt, as of the dates indicated:

December 31,	2022			2021
Advances from PPPLF (1):
Aggregate debt outstanding	$	64,154		$	271,933
Interest rate (fixed)	0.35		%	0.35		%
Pledged collateral	$	66,971		$	268,297
Other long-term debt (2):
Aggregate debt outstanding	$	—		$	15,300
Interest rate	—			6.50		%
Pledged collateral	$	—		$	—
Retail notes, certificates and secured borrowings (3):
Aggregate debt outstanding	$	55,425		$	229,719
Payable on Structured Program borrowings (4):
Aggregate debt outstanding	$	8,085		$	65,451
Pledged collateral	$	9,708		$	73,855

(1)     Collateralized by SBA PPP loans originated by the Company. The maturity date of the PPPLF borrowings matches the maturity date of the SBA PPP loans. When loans are forgiven by the SBA, the corresponding PPPLF advance is paid by the Company.

(2)     Consists of subordinated notes which were fully redeemed at par plus accrued unpaid interest in December 2022 by the Company.

(3)     The Company does not assume principal or interest rate risk on loans that were funded by Retail Notes because loan balances, interest rates and maturities were matched and offset by an equal balance of notes with the exact same interest rates and maturities. As of December 31, 2020, LendingClub ceased offering and selling Retail Notes. The total balance of outstanding Retail Notes will continue to decline as underlying borrower payments are made.

(4)     Consists of certificate participations and securities of certain consolidated VIEs held by third-party investors and secured by “Loans held for investment at fair value” and “Loans held for sale” totaling $4.0 million and $62.7 million and restricted cash of $5.7 million and $11.2 million as of December 31, 2022 and 2021, respectively.

XML

Other Liabilities

12 Months Ended

Dec. 31, 2022

Payables and Accruals [Abstract]

Other Liabilities

Other Liabilities

Other liabilities consist of the following:

December 31,	2022		2021
Accounts payable and accrued expenses	$	98,173	$	100,972
Operating lease liabilities	77,291		91,588
Payable to investors (1)	30,311		22,187
Other	86,842		89,204
Total other liabilities	$	292,617	$	303,951

(1)    Represents principal and interest on loans collected by the Company and pending disbursement to investors.

XML

Accumulated Other Comprehensive Income (Loss)

12 Months Ended

Dec. 31, 2022

Equity [Abstract]

Accumulated Other Comprehensive Income (Loss)

Accumulated Other Comprehensive Income (Loss)

Accumulated other comprehensive income (loss) represents other cumulative gains and losses that are not reflected in earnings. The components of other comprehensive income (loss) were as follows:

Year Ended December 31,	2022
	Before Tax		Tax Effect		Net of Tax
Change in net unrealized loss on securities available for sale	$	(61,326)	$	16,664	$	(44,662)
Other comprehensive loss	$	(61,326)	$	16,664	$	(44,662)

Year Ended December 31,	2021
	Before Tax		Tax Effect		Net of Tax
Change in net unrealized gain on securities available for sale	$	5,562	$	—	$	5,562
Other comprehensive income	$	5,562	$	—	$	5,562

Year Ended December 31,	2020
	Before Tax		Tax Effect		Net of Tax
Change in net unrealized gain on securities available for sale	$	2,044	$	5	$	2,049
Other comprehensive income	$	2,044	$	5	$	2,049

Accumulated other comprehensive income (loss) balances were as follows:

	Total Accumulated Other Comprehensive Income (Loss)
Balance at December 31, 2020	$	1,484
Change in net unrealized gain on securities available for sale	5,562
Balance at December 31, 2021	$	7,046
Change in net unrealized loss on securities available for sale	(44,662)
Balance at December 31, 2022	$	(37,616)

XML

Employee Incentive Plans

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Employee Incentive Plans

Employee Incentive Plans

The Company’s equity incentive plans provide for granting awards, including RSUs, PBRSUs, cash awards and stock options to employees, officers and directors.

Common Stock Reserved for Future Issuance

Shares of common stock reserved for future issuance was as follows:

December 31,	2022	2021
Available for future RSU, PBRSU and stock option grants	17,473,925	15,172,055
Unvested RSUs, PBRSUs and stock options outstanding	11,676,962	13,029,414
Available for ESPP	6,302,187	5,161,860
Total reserved for future issuance	35,453,074	33,363,329

Stock-based Compensation

Stock-based compensation expense was as follows for the periods presented:

Year Ended December 31,	2022		2021		2020
RSUs and PBRSUs	$	66,316	$	66,552	$	60,745
Stock options	46		599		788
Total stock-based compensation expense	$	66,362	$	67,151	$	61,533

The Company capitalized $8.0 million, $4.4 million and $5.1 million of stock-based compensation expense associated with developing software for internal use during the years ended December 31, 2022, 2021 and 2020, respectively.

Restricted Stock Units

The following table summarizes the activities for the Company’s RSUs:

	Number of Units	Weighted- Average Grant Date Fair Value
Unvested at December 31, 2021	9,703,751	$	12.44
Granted	5,532,101	$	14.03
Vested	(4,997,560)	$	12.85
Forfeited/expired	(1,565,666)	$	13.78
Unvested at December 31, 2022	8,672,626	$	12.94

During the year ended December 31, 2022, the Company granted 5,532,101 RSUs with an aggregate fair value of $77.6 million.

As of December 31, 2022, there was $99.1 million of unrecognized compensation cost related to unvested RSUs, which is expected to be recognized over the next 1.8 years.

Performance-based Restricted Stock Units

PBRSUs are restricted stock unit awards that are earned and eligible for vesting (if applicable) based upon the achievement of certain pre-established performance metrics over a specific performance period. The Company’s outstanding PBRSU awards have a multi-year market-based performance metric with no additional time-based vesting for any earned shares. For PBRSU awards with market-based metrics, the compensation expense of the award is fixed at the time of grant (incorporating the probability of achieving the market-based metrics) and expensed over the performance period.

The following table summarizes the activities for the Company’s PBRSUs:

	Number of Units	Weighted- Average Grant Date Fair Value
Unvested at December 31, 2021	1,771,869	$	9.72
Granted	743,074	$	8.83
Vested	(760,045)	$	5.48
Unvested at December 31, 2022	1,754,898	$	11.19

During the year ended December 31, 2022, the Company granted 743,074 PBRSUs with an aggregate fair value of $6.6 million.

As of December 31, 2022, there was $7.8 million of unrecognized compensation cost related to unvested PBRSUs, which is expected to be recognized over the next 1.1 years.

Stock Options

The following table summarizes the activities for the Company’s stock options:

	Number of Options	Weighted-Average Exercise Price Per Share		Weighted-Average Remaining Contractual Life (in years)	Aggregate Intrinsic  Value (1) (in thousands)
Outstanding at December 31, 2021	1,553,807	$	32.12
Exercised	(244,821)	$	3.52
Forfeited/Expired	(59,535)	$	44.99
Outstanding at December 31, 2022	1,249,451	$	37.11	1.8	$	142
Exercisable at December 31, 2022	1,249,451	$	37.11	1.8	$	142

(1)    The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying awards and the Company’s closing stock price of $8.80 as reported on the New York Stock Exchange on December 30, 2022.

The aggregate intrinsic value of options exercised was $1.7 million, $5.1 million and $1.8 million for the years ended December 31, 2022, 2021 and 2020, respectively. The total fair value of stock options vested for the years ended December 31, 2022, 2021 and 2020 was $0.3 million, $0.3 million and $1.0 million, respectively.

As of December 31, 2022, there was no unrecognized compensation cost related to outstanding stock options.

There were no stock options granted during the years ended December 31, 2022, 2021 and 2020.

XML

Income Taxes

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

Income tax benefit consisted of the following for the periods shown below:

Year Ended December 31,	2022		2021		2020
Current:
Federal	$	—	$	—	$	1
State	(20,812)		(3,541)		78
Total current tax (expense) benefit	$	(20,812)	$	(3,541)	$	79
Deferred:
Federal	$	121,520	$	2,066	$	—
State	35,940		1,611		—
Total deferred benefit	$	157,460	$	3,677	$	—
Income tax benefit	$	136,648	$	136	$	79

Income tax benefit for the year ended December 31, 2022 was primarily due to the release of a $175.6 million valuation allowance against the Company’s deferred tax assets, of which $143.5 million is primarily based on the Company’s reassessment of realizability of its deferred tax assets. Income tax benefit for the year ended December 31, 2021 was primarily related to a tax benefit associated with the Acquisition, partially offset by income tax expense for state jurisdictions that limit net operating loss carryforward utilization. Income tax benefit for the year ended December 31, 2020 was primarily attributable to current state income taxes.

A reconciliation of the income taxes expected at the statutory federal income tax rate and income tax benefit is as follows:

Year Ended December 31,	2022		2021		2020
Statutory federal tax (expense) benefit	$	(32,140)	$	(3,873)	$	39,399
State tax, net of federal tax benefit	11,951		(1,524)		81
Stock-based compensation tax benefit (expense)	271		11,839		(8,044)
Research and development tax credits	10,907		4,354		994
Change in valuation allowance	154,081		(7,867)		(29,728)
Change in unrecognized tax benefit	(3,438)		(2,177)		(497)
Non-deductible expenses	(4,737)		(742)		(2,278)
Other	(247)		126		152
Income tax benefit	$	136,648	$	136	$	79

The significant components of the Company’s deferred tax assets and liabilities were:

December 31,	2022		2021
Deferred tax assets:
Net operating loss (NOL) carryforwards	$	64,288	$	144,510
Allowance for loan and lease losses	89,718		41,170
Stock-based compensation	10,121		11,721
Unrealized loss on AFS securities	17,214		—
Deferred compensation	12,690		493
Reserves and accruals	13,474		12,558
Operating lease liabilities	20,999		25,807
Goodwill	12,267		14,737
Tax credit carryforwards	26,913		19,339
Other	4,249		3,492
Total deferred tax assets	271,933		273,827
Valuation allowance	(47,721)		(223,367)
Deferred tax assets – net of valuation allowance	$	224,212	$	50,460
Deferred tax liabilities:
Internally developed software	$	(11,687)	$	(17,431)
Servicing assets	(2,634)		(2,452)
Operating lease assets	(17,353)		(21,614)
Leases	(15,694)		(6,961)
Intangible assets	—		(440)
Other	(3,157)		(1,562)
Total deferred tax liabilities	$	(50,525)	$	(50,460)
Deferred tax asset – net	$	173,687	$	—

The Company has evaluated both positive and negative evidence when assessing the recoverability of its net deferred tax assets. Several factors were considered, which primarily included the Company’s business model transition and resulting increase in profitability and the expectation of continued profitability. These factors resulted in the release of the majority of the Company’s valuation allowance against its deferred tax assets during the second quarter of 2022. As of December 31, 2022 and 2021, the valuation allowance was $47.7 million and $223.4 million, respectively. The valuation allowance of $47.7 million as of December 31, 2022 is related to state NOLs and tax credit carryforwards. The realization and timing of these state NOLs and tax credit carryforwards, based on the allocation of taxable income to the Parent, is uncertain and may expire before being utilized.

As of December 31, 2022, the Company had federal and state NOL carryforwards (prior to the application of statutory tax rates) of approximately $103.9 million and $540.8 million, respectively. Federal and state NOLs of approximately $103.9 million and $22.3 million, respectively, carry forward indefinitely and a majority of the remainder of state NOLs start expiring in 2026. Additionally, as of December 31, 2022, the Company had federal and state research and development credit carryforwards of $32.6 million and $15.2 million, respectively. The federal research credit carryforwards will expire beginning in 2026 and the state research credits may be carried forward indefinitely.

In general, a corporation’s ability to utilize its NOL and research and development credit carryforwards may be substantially limited due to the ownership change limitations as required by Section 382 and 383 of the Internal Revenue Code of 1986, as amended, as well as similar state provisions. The federal and state Section 382 and 383

limitations may limit the use of a portion of the Company’s domestic NOL and tax credit carryforwards. Further, a portion of the carryforwards may expire before being applied to reduce future income tax liabilities.

A reconciliation of the beginning and ending balance of total unrecognized tax benefits is as follows:

Year Ended December 31,	2022		2021		2020
Beginning balance	$	22,512	$	17,626	$	15,998
Gross increase for tax positions related to prior years	2,488		1,272		—
Gross increase for tax positions related to the current year	2,850		3,614		1,628
Ending balance	$	27,850	$	22,512	$	17,626

As of December 31, 2022, $17.4 million of unrecognized tax benefits, if recognized, would impact the Company’s effective tax rate. As of December 31, 2022, the Company accrued interest and penalties related to unrecognized tax benefits of $0.2 million. The Company does not expect any significant increases or decreases to its unrecognized benefits within the next twelve months.

The Company files income tax returns in the United States and various state jurisdictions. As of December 31, 2022, the Company’s federal tax returns for 2018 and earlier, and state tax returns for 2017 and earlier were no longer subject to examination by the taxing authorities. However, tax periods closed in a prior period may be subject to audit and re-examination by tax authorities for which tax carryforwards are utilized in subsequent years.

The Inflation Reduction Act of 2022 (IRA) was signed into law in August 2022. The IRA contains a number of tax-related provisions effective for tax years beginning after December 31, 2022, including a 15% minimum corporate income tax on certain large corporations. The Company is evaluating the provisions of the IRA, but does not expect it to have a material impact on its financial statements.

XML

Leases

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Leases

Leases

Lessor Arrangements

The Company has lessor arrangements which consist of sales-type leases for equipment (Equipment Finance). Such arrangements may include options to renew or to purchase the leased equipment at the end of the lease term. For the years ended December 31, 2022 and 2021, interest earned on Equipment Finance was $10.2 million and $10.8 million, respectively, and is included in “Interest and fees on loans and leases held for investment” on the Income Statement.

The components of Equipment Finance assets are as follows:

December 31,	2022		2021
Lease receivables	$	137,969	$	122,927
Unguaranteed residual asset values	39,262		36,837
Unearned income	(17,786)		(10,989)
Deferred fees	874		380
Total	$	160,319	$	149,155

Future minimum lease payments based on maturity of the Company’s lessor arrangements as of December 31, 2022 were as follows:

2023	$	47,585
2024	39,929
2025	27,655
2026	17,176
2027	8,171
Thereafter	5,624
Total lease payments	$	146,140
Discount effect	(8,171)
Present value of future minimum lease payments	$	137,969

Lessee Arrangements

The Company has operating leases for its headquarters in San Francisco, California, as well as additional office space in the Salt Lake City, Utah, and Boston, Massachusetts areas. As of December 31, 2022, the lease agreements have remaining lease terms ranging from approximately one year to eight years. Some of the lease agreements include options to extend the lease term for up to an additional fifteen years. The Company was the sublessor of a portion of its office space in San Francisco for which lease terms have expired as of June 30, 2022. As of December 31, 2022, the Company pledged $0.4 million of cash and $3.9 million in letters of credit as security deposits in connection with its lease agreements.

Balance sheet information related to leases was as follows:

Right-of-Use Assets and Lease Liabilities	Balance Sheet Classification	December 31, 2022		December 31, 2021
Operating lease assets	Other assets	$	63,872	$	77,316
Operating lease liabilities (1)	Other liabilities	$	77,291	$	91,588

(1)    The difference between operating lease assets and operating lease liabilities is the unamortized balance of deferred rent.

Components of net lease costs were as follows:

		Year Ended December 31,
Net Lease Costs	Income Statement Classification	2022		2021		2020
Operating lease costs (1)	Occupancy	$	(15,189)	$	(18,773)	$	(17,346)
Sublease revenue	Other non-interest income	2,847		6,149		6,146
Net lease costs		$	(12,342)	$	(12,624)	$	(11,200)

(1)    Includes variable lease costs of $1.1 million, $1.3 million and $1.5 million for the years ended December 31, 2022, 2021 and 2020, respectively.

Supplemental cash flow information related to the Company’s operating leases was as follows:

Year Ended December 31,	2022		2021		2020
Non-cash operating activity:
Leased assets obtained or adjusted in exchange for new, amended and modified operating lease liabilities (1)	$	(3,650)	$	12,914	$	84

(1)    Represents non-cash activity and, accordingly, is not reflected on the Consolidated Statements of Cash Flows. Amount includes non-cash remeasurements of the operating lease right-of-use (ROU) asset.

The Company’s future minimum undiscounted lease payments under operating leases as of December 31, 2022 were as follows:

	Operating Lease Payments
2023	$	12,798
2024	13,054
2025	13,184
2026	12,570
2027	12,261
Thereafter	31,484
Total lease payments	$	95,351
Discount effect	18,060
Present value of future minimum lease payments	$	77,291

The weighted-average remaining lease term and discount rate used in the calculation of the Company’s operating lease assets and liabilities were as follows:

Lease Term and Discount Rate	December 31, 2022
Weighted-average remaining lease term (in years)	7.43
Weighted-average discount rate	5.40	%

Leases

Leases

Lessor Arrangements

The Company has lessor arrangements which consist of sales-type leases for equipment (Equipment Finance). Such arrangements may include options to renew or to purchase the leased equipment at the end of the lease term. For the years ended December 31, 2022 and 2021, interest earned on Equipment Finance was $10.2 million and $10.8 million, respectively, and is included in “Interest and fees on loans and leases held for investment” on the Income Statement.

The components of Equipment Finance assets are as follows:

December 31,	2022		2021
Lease receivables	$	137,969	$	122,927
Unguaranteed residual asset values	39,262		36,837
Unearned income	(17,786)		(10,989)
Deferred fees	874		380
Total	$	160,319	$	149,155

Future minimum lease payments based on maturity of the Company’s lessor arrangements as of December 31, 2022 were as follows:

2023	$	47,585
2024	39,929
2025	27,655
2026	17,176
2027	8,171
Thereafter	5,624
Total lease payments	$	146,140
Discount effect	(8,171)
Present value of future minimum lease payments	$	137,969

Lessee Arrangements

The Company has operating leases for its headquarters in San Francisco, California, as well as additional office space in the Salt Lake City, Utah, and Boston, Massachusetts areas. As of December 31, 2022, the lease agreements have remaining lease terms ranging from approximately one year to eight years. Some of the lease agreements include options to extend the lease term for up to an additional fifteen years. The Company was the sublessor of a portion of its office space in San Francisco for which lease terms have expired as of June 30, 2022. As of December 31, 2022, the Company pledged $0.4 million of cash and $3.9 million in letters of credit as security deposits in connection with its lease agreements.

Balance sheet information related to leases was as follows:

Right-of-Use Assets and Lease Liabilities	Balance Sheet Classification	December 31, 2022		December 31, 2021
Operating lease assets	Other assets	$	63,872	$	77,316
Operating lease liabilities (1)	Other liabilities	$	77,291	$	91,588

(1)    The difference between operating lease assets and operating lease liabilities is the unamortized balance of deferred rent.

Components of net lease costs were as follows:

		Year Ended December 31,
Net Lease Costs	Income Statement Classification	2022		2021		2020
Operating lease costs (1)	Occupancy	$	(15,189)	$	(18,773)	$	(17,346)
Sublease revenue	Other non-interest income	2,847		6,149		6,146
Net lease costs		$	(12,342)	$	(12,624)	$	(11,200)

(1)    Includes variable lease costs of $1.1 million, $1.3 million and $1.5 million for the years ended December 31, 2022, 2021 and 2020, respectively.

Supplemental cash flow information related to the Company’s operating leases was as follows:

Year Ended December 31,	2022		2021		2020
Non-cash operating activity:
Leased assets obtained or adjusted in exchange for new, amended and modified operating lease liabilities (1)	$	(3,650)	$	12,914	$	84

(1)    Represents non-cash activity and, accordingly, is not reflected on the Consolidated Statements of Cash Flows. Amount includes non-cash remeasurements of the operating lease right-of-use (ROU) asset.

The Company’s future minimum undiscounted lease payments under operating leases as of December 31, 2022 were as follows:

	Operating Lease Payments
2023	$	12,798
2024	13,054
2025	13,184
2026	12,570
2027	12,261
Thereafter	31,484
Total lease payments	$	95,351
Discount effect	18,060
Present value of future minimum lease payments	$	77,291

The weighted-average remaining lease term and discount rate used in the calculation of the Company’s operating lease assets and liabilities were as follows:

Lease Term and Discount Rate	December 31, 2022
Weighted-average remaining lease term (in years)	7.43
Weighted-average discount rate	5.40	%

XML

Commitments and Contingencies

12 Months Ended

Dec. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies

Operating Lease Commitments

For discussion regarding the Company’s operating lease commitments, see “Note 18. Leases.”

Loan Repurchase Obligations

The Company is generally required to repurchase loans or interests therein in the event of identity theft or certain other types of fraud on the part of the borrower or education and patient service providers. The Company may also repurchase loans or interests therein in connection with certain customer accommodations. In connection with certain loan sales, the Company agreed to repurchase loans if representations and warranties made with respect to such loans were breached under certain circumstances. The Company believes such provisions are customary and consistent with institutional loan and securitization market standards.

Unfunded Loan Commitments

As of December 31, 2022 and 2021, the contractual amount of unfunded loan commitments was $138.0 million and $110.8 million, respectively. See “Note 6. Loans and Leases Held for Investment at Amortized Cost, Net of Allowance For Loan and Lease Losses” for additional detail related to the reserve for unfunded lending commitments.

Legal

The Company is subject to various claims brought in a litigation or regulatory context. These matters include lawsuits, including but not limited to, putative class action lawsuits and routine litigation matters arising in the ordinary course of business. In addition, the Company, and its business practices and compliance with licensing and other regulatory requirements, is subject to periodic exams, investigations, inquiries or requests, enforcement actions and other proceedings from federal and state regulatory agencies, including from the federal banking regulators that directly regulate the Company and/or LC Bank. The majority of these claims and proceedings relate to or arise from alleged state or federal law and regulatory violations, or are alleged commercial disputes or consumer complaints. The Company accrues for costs related to contingencies when a loss from such claims is probable and the amount of loss can be reasonably estimated. In determining whether a loss from a claim is probable and the loss can be reasonably estimated, the Company reviews and evaluates its litigation and regulatory matters on at least a quarterly basis in light of potentially relevant factual and legal developments. If the Company determines an unfavorable outcome is not probable or the amount of loss cannot be reasonably estimated, the Company does not accrue for a potential litigation loss. In those situations, the Company discloses an estimate or range of the reasonably possible losses, if such estimates can be made. Except as otherwise specifically noted below, at this time, the Company does not believe that it is possible to estimate the reasonably possible losses or a range of reasonably possible losses related to the matters described below.

Regulatory Examinations and Actions Relating to the Company’s Business Practices, Licensing and Compliance with Applicable Laws

The Company is and has been subject to periodic inquiries, exams and enforcement actions brought by federal and state regulatory agencies relating to the Company’s business practices, the required licenses to operate its business, and operating in compliance with applicable laws, including the requirements of its licenses and the regulatory framework applicable to its business.

The Company periodically has discussions with various regulatory agencies regarding its business model and has engaged in similar discussions with the New York Department of Financial Services (NYDFS). During the course of such discussions with the NYDFS, the Company decided to voluntarily comply with certain rules and regulations of the NYDFS while it was not a bank holding company operating a national bank. Post-acquisition, the Company has returned its New York state license to the NYDFS.

In the past, the Company has successfully resolved such matters in a manner that was not material to its results of financial operations in any period and that did not materially limit the Company’s ability to conduct its business. However, no assurances can be given as to the timing, outcome or consequences of these matters or other similar matters if or as they arise.

XML

Regulatory Requirements

12 Months Ended

Dec. 31, 2022

Regulated Operations [Abstract]

Regulatory Requirements

Regulatory RequirementsLendingClub and LC Bank are subject to comprehensive supervision, examination and enforcement, and regulation by the FRB and the Office of the Comptroller of the Currency (OCC), including generally similar capital adequacy requirements adopted by the FRB and the OCC, respectively. These requirements establish required minimum ratios for Common Equity Tier 1 (CET1) risk-based capital, Tier 1 risk-based capital, total risk-based capital and a Tier 1

leverage ratio; set risk-weighting for assets and certain other items for purposes of the risk-based capital ratios; and define what qualifies as capital for purposes of meeting the capital requirements. Failure to meet minimum capital requirements can result in certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company.

The minimum capital requirements under the Basel Committee on Banking Supervision standardized approach for U.S. banking organizations (U.S. Basel III) capital framework are: a CET1 risk-based capital ratio of 4.5%, a Tier 1 risk-based capital ratio of 6.0%, a total risk-based capital ratio of 8.0%, and a Tier 1 leverage ratio of 4.0%. Additionally, a Capital Conservation Buffer (CCB) of 2.5% must be maintained above the minimum risk-based capital requirements in order to avoid certain limitations on capital distributions, stock repurchases, and certain discretionary bonus payments. In addition to these guidelines, the regulators assess any particular institution’s capital adequacy based on numerous factors and may require a particular banking organization to maintain capital at levels higher than the generally applicable minimums prescribed under the U.S. Basel III capital framework. In this regard, and unless otherwise directed by the FRB and the OCC, we have made commitments for the Company and LC Bank (until February 2024) to maintain a CET1 risk-based capital ratio of 11.0%, a Tier 1 risk-based capital ratio above 11.0%, a total risk-based capital ratio above 13.0%, and a Tier 1 leverage ratio of 11.0%.

The following table summarizes the Company’s regulatory capital amounts (in millions) and ratios:

	December 31, 2022				December 31, 2021				Required Minimum plus Required CCB for Non-Leverage Ratios
LendingClub	Amount		Ratio		Amount		Ratio
CET1 capital (1)	$	1,005.8	15.8	%	$	710.0	21.3	%	7.0	%
Tier 1 capital	$	1,005.8	15.8	%	$	710.0	21.3	%	8.5	%
Total capital	$	1,088.1	17.1	%	$	767.9	23.0	%	10.5	%
Tier 1 leverage	$	1,005.8	14.1	%	$	710.0	16.5	%	4.0	%
Risk-weighted assets	$	6,360.7	N/A		$	3,333.2	N/A		N/A
Quarterly adjusted average assets	$	7,119.0	N/A		$	4,301.7	N/A		N/A

N/A – Not applicable

(1)     Consists of common stockholders’ equity as defined under U.S. GAAP and certain adjustments made in accordance with regulatory capital guidelines, including the addition of the CECL transitional benefit and deductions for goodwill and other intangible assets.

The following table summarizes LC Bank’s regulatory capital amounts (in millions) and ratios:

	December 31, 2022				December 31, 2021				Required Minimum plus Required CCB for Non-Leverage Ratios
LendingClub Bank	Amount		Ratio		Amount		Ratio
CET1 capital (1)	$	852.2	13.8	%	$	523.7	16.7	%	7.0	%
Tier 1 capital	$	852.2	13.8	%	$	523.7	16.7	%	8.5	%
Total capital	$	932.4	15.1	%	$	563.7	18.0	%	10.5	%
Tier 1 leverage	$	852.2	12.5	%	$	523.7	14.3	%	4.0	%
Risk-weighted assets	$	6,194.0	N/A		$	3,130.4	N/A		N/A
Quarterly adjusted average assets	$	6,795.2	N/A		$	3,667.7	N/A		N/A

N/A – Not applicable

(1)     Consists of common stockholders’ equity as defined under U.S. GAAP and certain adjustments made in accordance with regulatory capital guidelines, including the addition of the CECL transitional benefit and deductions for goodwill and other intangible assets.

In response to the COVID-19 pandemic, the FRB, OCC, and FDIC adopted a final rule related to the regulatory capital treatment of the allowance for credit losses under CECL. As permitted by the rule, the Company elected to delay the estimated impact of CECL on regulatory capital resulting in a CET1 capital benefit of $35 million at December 31, 2021. This benefit is phased out over a three-year transition period that commenced on January 1, 2022 at a rate of 25% each year through January 1, 2025.

The Federal Deposit Insurance Act provides for a system of “prompt corrective action” (PCA). The PCA regime provides for capitalization categories ranging from “well-capitalized” to “critically undercapitalized.” An institution’s PCA category is determined primarily by its regulatory capital ratios. The PCA requires remedial actions and imposes limitations that become increasingly stringent as its PCA capitalization category declines, including the ability to accept and/or rollover brokered deposits. At December 31, 2022 and 2021, the Company’s and LC Bank’s regulatory capital ratios exceeded the thresholds required to be regarded as well-capitalized institutions and met all capital adequacy requirements to which they are subject. There have been no events or conditions since December 31, 2022 that management believes would change the Company’s categorization.

Federal laws and regulations limit the dividends that a national bank may pay. Dividends that may be paid by a national bank without the express approval of the OCC are limited to that bank’s retained net profits for the preceding two calendar years plus retained net profits up to the date of any dividend declaration in the current calendar year. Retained net profits, as defined by the OCC, consist of net income less dividends declared during the period. Additionally, under the OCC Operating Agreement, LC Bank is required to obtain a written determination of non-objection from the OCC before declaring any dividend. No dividends were declared by LC Bank in 2022 or 2021. See “Part I – Item 1. Business – Regulation and Supervision – Broad Powers to Ensure Safety and Soundness” of this Annual Report for further discussion regarding the OCC Operating Agreement.

Federal law restricts the amount and the terms of both credit and non-credit transactions between a bank and its nonbank affiliates. These covered transactions may not exceed 10% of the bank’s capital and surplus (which for this purpose represents tier 1 and tier 2 capital, as calculated under the risk-based capital rules, plus the balance of the ACL excluded from tier 2 capital) with any single nonbank affiliate and 20% of the bank’s capital and surplus with all its nonbank affiliates. Covered transactions that are extensions of credit may require collateral to be pledged to provide added security to the bank.

XML

Other Non-interest Income and Non-interest Expense

12 Months Ended

Dec. 31, 2022

Other Income and Expenses [Abstract]

Other Non-interest Income and Non-interest Expense

Other Non-interest Income and Other Non-interest Expense

Other non-interest income consists of the following:

Year Ended December 31,	2022		2021		2020
Referral revenue	$	12,942	$	14,234	$	5,011
Realized gains (losses) on sales of securities available for sale and other investments	—		(93)		11
Other	15,823		13,078		8,420
Total other non-interest income	$	28,765	$	27,219	$	13,442

Other non-interest expense consists of the following:

Year Ended December 31,	2022		2021		2020
Consumer credit services	$	20,672	$	16,214	$	13,229
Other	43,515		45,044		34,533
Total other non-interest expense	$	64,187	$	61,258	$	47,762

XML

Segment Reporting

12 Months Ended

Dec. 31, 2022

Segment Reporting [Abstract]

Segment Reporting

Segment Reporting

The Company defines operating segments to be components of the Company for which discrete financial information is evaluated regularly by the Company’s Chief Executive Officer and Chief Financial Officer to allocate resources and evaluate financial performance. This information is reviewed according to the legal organizational structure of the Company’s operations with products and services presented separately for the parent bank holding company and its wholly-owned subsidiary, LC Bank. Income taxes are recorded on a separate entity basis whereby each operating segment determines income tax expense or benefit as if it filed a separate tax return. Differences between separate entity and consolidated tax returns are eliminated upon consolidation.

LendingClub Bank

The LC Bank operating segment represents the national bank legal entity and reflects post-Acquisition operating activities. This segment provides a full complement of financial products and solutions, including loans, leases and deposits. It originates loans to individuals and businesses, retains loans for investment, sells loans to investors and manages relationships with deposit holders.

All of the Company’s revenue is generated in the United States. No individual borrower or investor accounted for 10% or more of consolidated net revenue for any of the periods presented.

LendingClub Corporation (Parent Only)

The LendingClub Corporation (Parent only) operating segment represents the holding company legal entity and predominately reflects the operations of the Company prior to the Acquisition. This activity includes, but is not limited to, servicing fee revenue for loans serviced prior to the Acquisition, and interest income and interest expense related to the Retail Program and Structured Program transactions.

Financial information for the segments is presented in the following tables:

	LendingClub Bank				LendingClub Corporation (Parent only)				Intercompany Eliminations				Consolidated Total
	Year Ended December 31,		Eleven Months Ended December 31,		Year Ended December 31,				Year Ended December 31,		Eleven Months Ended December 31,		Year Ended December 31,
	2022		2021		2022		2021		2022		2021		2022		2021
Non-interest income:
Marketplace revenue	$	610,536	$	462,821	$	48,231	$	115,759	$	24,859	$	—	$	683,626	$	578,580
Other non-interest income	85,208		94,953		15,628		16,718		(72,071)		(84,452)		28,765		27,219
Total non-interest income	695,744		557,774		63,859		132,477		(47,212)		(84,452)		712,391		605,799
Interest income:
Interest income	526,471		210,739		30,869		82,093		—		—		557,340		292,832
Interest expense	(60,954)		(8,412)		(21,561)		(71,589)		—		—		(82,515)		(80,001)
Net interest income	465,517		202,327		9,308		10,504		—		—		474,825		212,831
Total net revenue	1,161,261		760,101		73,167		142,981		(47,212)		(84,452)		1,187,216		818,630
(Provision for) reversal of credit losses	(267,326)		(142,182)		—		3,382		—		—		(267,326)		(138,800)
Non-interest expense	(724,304)		(547,799)		(89,761)		(198,039)		47,212		84,452		(766,853)		(661,386)
Income (Loss) before income tax benefit (expense)	169,631		70,120		(16,594)		(51,676)		—		—		153,037		18,444
Income tax benefit (expense)	(42,354)		9,171		125,954		44,013		53,048		(53,048)		136,648		136
Net income (loss)	$	127,277	$	79,291	$	109,360	$	(7,663)	$	53,048	$	(53,048)	$	289,685	$	18,580
Capital expenditures	$	69,481	$	32,602	$	—	$	1,811	$	—	$	—	$	69,481	$	34,413
Depreciation and amortization	$	16,489	$	4,569	$	27,342	$	39,716	$	—	$	—	$	43,831	$	44,285

The Company integrated the Acquisition into its reportable segments in the first quarter of 2021. As the Company’s reportable segments are based on legal organizational structure and LC Bank was formed upon the Acquisition, the Company’s results of operations for the year ended December 31, 2020 are provided on a consolidated basis in the Company’s Income Statement.

	LendingClub Bank				LendingClub Corporation (Parent only)				Intercompany Eliminations				Consolidated Total
	December 31, 2022		December 31, 2021		December 31, 2022		December 31, 2021		December 31, 2022		December 31, 2021		December 31, 2022		December 31, 2021
Assets
Total cash and cash equivalents	$	1,020,874	$	659,919	$	56,475	$	88,268	$	(20,319)	$	(61,061)	$	1,057,030	$	687,126
Restricted cash	—		—		75,409		76,540		(7,955)		(80)		67,454		76,460
Securities available for sale at fair value	329,287		205,730		16,415		57,800		—		—		345,702		263,530
Loans held for sale	110,400		335,449		—		55,799		—		—		110,400		391,248
Loans and leases held for investment, net	4,705,302		2,754,737		—		—		—		—		4,705,302		2,754,737
Loans held for investment at fair value	906,711		—		19,227		21,240		—		—		925,938		21,240
Retail and certificate loans held for investment at fair value	—		—		55,425		229,719		—		—		55,425		229,719
Property, equipment and software, net	102,274		36,424		34,199		61,572		—		—		136,473		97,996
Investment in subsidiary	—		—		755,319		557,577		(755,319)		(557,577)		—		—
Goodwill	75,717		75,717		—		—		—		—		75,717		75,717
Other assets	339,341		254,075		173,851		168,042		(12,886)		(119,571)		500,306		302,546
Total assets	7,589,906		4,322,051		1,186,320		1,316,557		(796,479)		(738,289)		7,979,747		4,900,319
Liabilities and Equity
Total deposits	6,420,827		3,196,929		—		—		(28,274)		(61,141)		6,392,553		3,135,788
Short-term borrowings	—		165		2,619		27,615		—		—		2,619		27,780
Advances from PPPLF	64,154		271,933		—		—		—		—		64,154		271,933
Retail notes, certificates and secured borrowings at fair value	—		—		55,425		229,719		—		—		55,425		229,719
Payable on Structured Program borrowings	—		—		8,085		65,451		—		—		8,085		65,451
Other long-term debt	—		—		—		15,455		—		—		—		15,455
Other liabilities	189,185		218,775		116,318		150,727		(12,886)		(65,551)		292,617		303,951
Total liabilities	6,674,166		3,687,802		182,447		488,967		(41,160)		(126,692)		6,815,453		4,050,077
Total equity	915,740		634,249		1,003,873		827,590		(755,319)		(611,597)		1,164,294		850,242
Total liabilities and equity	$	7,589,906	$	4,322,051	$	1,186,320	$	1,316,557	$	(796,479)	$	(738,289)	$	7,979,747	$	4,900,319

XML

LendingClub Corporation – Parent Company-Only Financial Statements

12 Months Ended

Dec. 31, 2022

Segment Reporting [Abstract]

LendingClub Corporation – Parent Company-Only Financial Statements

LendingClub Corporation – Parent Company-Only Financial Statements

Upon the Acquisition in 2021, the Company became a bank holding company and formed LC Bank. Prior to the Acquisition, the consolidated financial results of the Company were the LendingClub Corporation (Parent Company) financial results. See “Item 8. Financial Statements and Supplementary Data – Consolidated Financial Statements of LendingClub Corporation” for the 2020 comparative results. Investment in the LC Bank subsidiary is accounted for by the Parent Company using the equity method for this presentation. Results of operations of the Parent Company’s bank subsidiary is therefore classified in the Parent Company’s investment in subsidiary account. VIEs in which the Parent Company is the primary beneficiary are included in the Parent Company-only financial statements.

Statements of Income (Loss)

Year Ended December 31,	2022		2021
Non-interest income:
Marketplace revenue	$	48,231	$	115,759
Other non-interest income	15,628		16,718
Total non-interest income	63,859		132,477
Interest income:
Interest on loans held for sale at fair value	1,390		11,025
Interest on loans held for investment at fair value	2,875		4,436
Interest on retail and certificate loans held for investment at fair value	18,135		57,684
Interest on securities available for sale	7,608		8,922
Other interest income	861		26
Total interest income	30,869		82,093
Interest expense:
Interest on short-term borrowings	1,002		3,676
Interest on retail notes, certificates and secured borrowings	18,135		57,684
Interest on Structured Program borrowings	1,508		9,638
Interest on other long-term debt	916		591
Total interest expense	21,561		71,589
Net interest income	9,308		10,504
Total net revenue	73,167		142,981
Reversal of credit losses	—		(3,382)
Non-interest expense:
Compensation and benefits	7,770		31,010
Marketing	188		5,460
Equipment and software	194		2,459
Occupancy	13,346		17,751
Depreciation and amortization	27,342		39,716
Professional services	523		14,666
Other non-interest expense	40,398		86,977
Total non-interest expense	89,761		198,039
Loss before income tax benefit	(16,594)		(51,676)
Income tax benefit	125,954		44,013
Income (Loss) before undistributed earnings of subsidiary	109,360		(7,663)
Equity in undistributed earnings of subsidiary	127,277		79,291
Net income	$	236,637	$	71,628

In accordance with federal laws and regulations, dividends paid by LC Bank to the Company are subject to certain restrictions. See “Note 20. Regulatory Requirements” for more information.

Statements of Comprehensive Income (Loss)

Year Ended December 31,	2022		2021
Net income	$	236,637	$	71,628
Other comprehensive income (loss), net of tax:
Net unrealized gain (loss) on securities available for sale	(1,556)		9,153
Equity in other comprehensive loss of subsidiary	(43,528)		(2,619)
Other comprehensive income (loss), net of tax	(45,084)		6,534
Total comprehensive income	$	191,553	$	78,162

Balance Sheets

December 31,	2022		2021
Assets
Cash and due from banks	$	34,119	$	58,284
Interest-bearing deposits in banks	22,356		29,984
Total cash and cash equivalents	56,475		88,268
Restricted cash	75,409		76,540
Securities available for sale at fair value ($8,322 and $47,225 at amortized cost, respectively)	16,415		57,800
Loans held for sale at fair value	—		55,799
Loans held for investment at fair value	19,227		21,240
Retail and certificate loans held for investment at fair value	55,425		229,719
Property, equipment and software, net	34,199		61,572
Investment in subsidiary	923,618		634,249
Other assets	165,973		168,042
Total assets	$	1,346,741	$	1,393,229
Liabilities and Equity
Short-term borrowings	2,619		27,615
Retail notes, certificates and secured borrowings at fair value	55,425		229,719
Payable on Structured Program borrowings	8,085		65,451
Other long-term debt	—		15,455
Other liabilities	116,318		150,727
Total liabilities	182,447		488,967
Equity
Series A Preferred stock, $0.01 par value; 1,200,000 shares authorized; 0 shares issued and outstanding	—		—
Common stock, $0.01 par value; 180,000,000 shares authorized; 106,546,995 and 101,043,924 shares issued and outstanding, respectively	1,065		1,010
Additional paid-in capital (1)	1,628,590		1,559,616
Accumulated deficit (1)	(427,745)		(664,382)
Accumulated other comprehensive income (loss)	(37,616)		8,018
Total equity	1,164,294		904,262
Total liabilities and equity	$	1,346,741	$	1,393,229

(1)    Prior period amounts have been reclassified to reflect the full retrospective adoption of ASU 2020-06. See “Note 1. Summary of Significant Accounting Policies” for additional information.

Statements of Cash Flows

Year Ended December 31,	2022		2021
Cash Flows from Operating Activities:
Parent company net income	$	236,637	$	71,628
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in undistributed earnings of subsidiary	(127,277)		(79,291)
Income tax benefit	(125,954)		(44,013)
Net fair value adjustments	(5,929)		(5,936)
Reversal of credit losses	—		(3,382)
Change in fair value of loan servicing assets	33,840		37,138
Stock-based compensation, net	6,310		14,506
Depreciation and amortization (1)	27,342		39,716
Gain on sales of loans	—		(3,372)
Other, net (1)	16		9,326
Net change to loans held for sale	31,658		90,609
Net change in operating assets and liabilities:
Other assets	42,219		(29,556)
Other liabilities	(38,258)		(95,737)
Net cash provided by operating activities	80,604		1,636
Cash Flows from Investing Activities:
Acquisition of company	—		(145,344)
Payments for investments in and advances to subsidiary	(50,000)		(250,001)
Cash received from acquisition	—		658
Purchase of servicing asset investment	(59,880)		—
Proceeds from servicing asset investment	24,564		—
Net change in loans and leases	4,443		1,360
Net decrease in retail and certificate loans	171,853		437,870
Proceeds from maturities and paydowns of securities available for sale	46,548		103,258
Purchases of property, equipment and software, net	—		(1,811)
Other investing activities	2,370		8,146
Net cash provided by investing activities	139,898		154,136
Cash Flows from Financing Activities:
Principal payments on retail notes and certificates	(182,260)		(438,032)
Principal payments on Structured Program borrowings	(21,423)		(90,187)
Principal payments on short-term borrowings	(25,415)		(81,935)
Principal payments on long term debt	(15,300)		—
Other financing activities	(9,028)		(9,295)
Net cash used for financing activities	(253,426)		(619,449)
Net Decrease in Cash, Cash Equivalents and Restricted Cash	(32,924)		(463,677)
Cash, Cash Equivalents and Restricted Cash, Beginning of Period	164,808		628,485
Cash, Cash Equivalents and Restricted Cash, End of Period	$	131,884	$	164,808

XML

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

On February 1, 2021, LendingClub Corporation (LendingClub) completed the acquisition of Radius Bancorp, Inc. (Radius), whereby LendingClub became a bank holding company and formed LendingClub Bank, National Association (LC Bank) as its wholly-owned subsidiary. The Company operates the vast majority of its business through LC Bank, as a lender and originator of loans and as a regulated bank in the United States.

All intercompany balances and transactions have been eliminated in consolidation. These consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP) and, in the opinion of management, contain all adjustments, including normal recurring adjustments, necessary for the fair statement of the results and financial position for the periods presented. These accounting principles require management to make certain estimates and assumptions that affect the amounts in the accompanying financial statements. These estimates and assumptions are inherently subjective in nature and actual results may differ from these estimates and assumptions, and the differences could be material. Certain prior period amounts in the consolidated financial statements and accompanying notes have been reclassified to conform to the current period presentation.

Cash and Cash Equivalents

Cash and Cash Equivalents

Cash and cash equivalents have original maturities of three months or less and include cash on hand, cash items in transit, and amounts due from or held with other depository institutions, primarily with the Federal Reserve Bank (FRB).

Restricted Cash

Restricted Cash

Cash items held with other depository institutions in which the ability to withdraw funds is restricted by contractual provisions is classified as restricted cash. Such amounts include: (i) cash pledged as security related to LendingClub’s issuing bank activities and transactions with certain investors; and (ii) cash received from borrowers on loans owned and not yet distributed to investors.

Securities

Securities

Debt securities purchased and asset-backed securities retained from the sale of loans are classified as available for sale (AFS) securities. AFS securities represent investment securities with readily determinable fair values that the Company: (i) does not hold for trading purposes and (ii) does not have the positive intent and ability to hold to maturity. AFS securities are measured at fair value, with unrealized gains and losses reported in “Accumulated other comprehensive income” within the equity section of the Balance Sheet. The amount reported in “Accumulated other comprehensive income” is net of any valuation allowance and applicable income taxes.

Management evaluates whether debt AFS securities with unrealized losses are impaired on a quarterly basis. For any security that has declined in fair value below its amortized cost basis, the Company recognizes an impairment loss in current period earnings if management has the intent to sell the security or if it is more likely than not it will be required to sell the security before recovery of its amortized cost basis. The assessment of impairment also considers whether the decline in fair value below the security’s amortized cost basis is attributable to credit-related factors. If credit-related factors exist, credit-related impairment has occurred regardless of the Company’s intent to hold the security until it recovers. The credit-related portion of impairment is recognized as provision for credit loss expense in earnings with a corresponding valuation allowance for AFS securities on the Balance Sheet, to the extent the allowance does not reduce the value of the security below its fair value.

AFS securities where the expected cash flows are significantly lower than that of the contractual future cash flows at the time of acquisition are considered to be purchased with credit deterioration (PCD). The discounted differential in expected and contractual cash flows is included with the purchase price of the asset to determine amortized cost of the security with an equal and offsetting valuation allowance for credit losses.

Equity securities that do not have readily determinable fair values are generally recorded at cost adjusted for impairment, if any. These securities include FRB stock and Federal Home Loan Bank (FHLB) stock and are reported as “Nonmarketable equity investments” in “Other assets” on the Balance Sheet.

Loans and Leases

Loans and Leases

The Company initially classifies loans and leases as either held for sale (HFS) or held for investment (HFI) based on management’s assessment of its intent and ability to hold the loans for the foreseeable future or until maturity. Management’s intent and ability with respect to certain loans may change from time to time. In order to reclassify loans to HFS, management must have the intent to sell the loans and the ability to reasonably identify the specific loans to be sold.

HFI loans at amortized cost

HFI loans, with the exception of HFI loans accounted for under the fair value option, are measured at historical cost and reported at their outstanding principal balances net of any charge-offs, unamortized deferred fees and costs on originated loans, and for purchased loans, net of any unamortized premiums and discounts. Leases are recorded at the discounted amounts of lease payments receivable plus the estimated residual value of the leased asset, net of unearned income and unamortized deferred fees and costs. Lease payments receivable reflect contractual lease payments adjusted for renewal or termination options that the Company believes the customer is reasonably certain to exercise. Unearned income, deferred fees and costs, and discounts and premiums are accreted and amortized to interest income over the contractual life of the loan using its effective interest rate. In certain circumstances, the Company may transfer loans from HFI to HFS. At the time of transfer, these loans are valued at the lower of amortized cost or fair value.

HFI loans at fair value

HFI loans are measured at fair value if the Company elects the fair value option. The Company may elect the fair value option for certain HFI loans, which could include loans purchased by the Company. Interest income is recorded under the effective interest method which considers any purchase premium or discounts. In addition, purchase related discounts absorb credit losses. Retail and certificate loans and the related notes and certificates are measured at fair value. Due to the payment dependent feature of the notes and certificates, changes in the fair value of the notes and certificates are offset by changes in the fair values of related loans, resulting in no net effect on the Company’s earnings.

HFS loans at fair value

Loans initially classified as HFS are reported at their fair value with the Company’s election of the fair value option. Origination fees and costs for HFS loans are recognized in earnings at the time of loan origination and are not deferred. Origination fees are recognized in earnings within “Marketplace revenue” on the Consolidated Statements of Income (Income Statement). Changes in the fair value are recorded in “Net fair value adjustments” included in “Marketplace revenue” on the Income Statement.

Accrued Interest Income and Non-Accrual Policy

Accrued Interest Income and Non-Accrual Policy

Interest income is accrued as earned. The accrual of interest income is discontinued, and the loan or lease is placed on nonaccrual status at 90 days past due or when reasonable doubt exists as to timely collection. Past due status is

based on the contractual terms of the loan or lease. When a loan or lease is placed on nonaccrual status, all income previously accrued but not collected is reversed against the current period’s interest income. The Company has a nonaccrual policy which results in the timely reversal of past-due accrued interest, and it does not record an allowance for credit losses (ACL) on accrued interest receivable. However, we record an ACL on accrued interest receivable for past due unsecured personal loans that are less than 90 days past due. Interest collections on nonaccrual loans and leases for which the ultimate collectability of principal is uncertain are applied as principal reductions; otherwise, such collections are credited to income when received. Nonaccrual loans and leases are returned to accrual status when there no longer exists concern over collectability, the borrower has demonstrated, over time, both the intent and ability to repay and the loan or lease has been brought current and future payments are reasonably assured. For loans held for investment measured at fair value, we record interest income over the term of the underlying loans using the effective interest method which considers any purchase discount or premiums.

Allowance for Credit Losses

Allowance for Credit Losses

The ACL represents management’s estimate of expected credit losses in the loan and lease portfolio, excluding loans accounted for under the fair value option. The ACL is measured based on a lifetime expected loss model, which does not require a loss event to occur before a credit loss is recognized. Under the lifetime expected credit loss model, the Company estimates the allowance based on relevant available information related to past events, current conditions, and reasonable and supportable forecasts of future economic conditions. The ACL is estimated using a discounted cash flow (DCF) approach where effective interest rates are used to calculate the net present value of expected cash flows. The effective interest rate is calculated based on the periodic interest income received from the loan’s contractual cash flows and the net investment in the loan, which includes deferred origination fees and costs, to provide a constant rate of return over the term.

The Company evaluates its estimate of expected credit losses each reporting period and records any additions or reductions to the allowance on the Income Statement as “Provision for credit losses.” Amounts determined to be uncollectible are charged-off to the allowance. Estimates of expected credit losses include expected recoveries of amounts previously charged-off and amounts expected to be charged-off. If amounts previously charged off are subsequently expected to be collected, the Company may recognize a negative allowance, which is limited to the amount that was previously charged off.

Under applicable accounting guidance, for reporting purposes, the loan and lease portfolio is categorized by portfolio segment. A portfolio segment is defined as the level at which an entity develops and documents a systematic methodology to determine the ACL. The Company’s two portfolio segments are consumer and commercial. The Company further disaggregates its portfolio segments into various classes of financing receivables based on their underlying risk characteristics. The classes within the consumer portfolio segment are unsecured consumer, secured consumer and residential mortgages. The classes within the commercial portfolio segment are commercial and industrial, commercial real estate, and equipment finance.

The ACL is measured on a collective basis when loans share similar risk characteristics. Relevant risk characteristics for the consumer portfolio include product type, risk rating, loan term, and monthly vintage. Relevant risk characteristics for the commercial portfolio include product type, risk rating and PCD status. Loans measured on a collective basis generally have an ACL comprised of a quantitative, or modeled, component that is supplemented by a framework of qualitative factors, as discussed below.

The Company will continue to monitor its loan pools on an ongoing basis and adjust accordingly as the risk characteristics of the financial assets may change over time. If a given financial asset does not share similar risk characteristics with other financial assets, the Company shall measure expected credit losses on an individual, rather than on a collective basis. Loans evaluated on an individual basis generally have an ACL that is measured in reference to any collateral securing the loan and/or expected cash flows which are specific to the borrower.

Allowance Calculation Methodology

The Company generally estimates expected credit losses over the contractual term of its loans. The contractual term is adjusted for estimated prepayments when appropriate. Expected renewals and extensions do not adjust the contractual term unless the extension or renewal option is through a troubled debt restructuring (TDR) that is reasonably expected to occur or represents an unconditionally cancellable option held by the borrower.

The quantitative, or modeled, component of the ACL is primarily based on statistical models that use known or estimated data as of the balance sheet date and forecasted data over the reasonable and supportable period. Known and estimated data include current probability and timing of default, loss rate and recovery exposure at default, timing and amount of estimated prepayments, timing and amount of expected draws (for unfunded lending commitments), and relevant risk characteristics. Certain of the Company’s commercial portfolios have limited internal historical loss data and use external credit loss information, including historical charge-off and balance data for peer banking institutions.

The Company obtains historical and forecast macroeconomic information to inform its view of the long-term condition of the economy. Forward-looking macroeconomic factors considered in the Company’s consumer model include, unemployment rate, unemployment insurance claims, gross domestic product (GDP), housing prices, and retail sales. Forward-looking macroeconomic factors are incorporated into the Company’s commercial model for a two-year reasonable and supportable economic forecast period followed by a one-year reversion period during which expected credit losses are expected to revert back on a straight-line basis to historical losses unadjusted for economic conditions. The reasonable and supportable economic forecast period and reversion methodology are accounting estimates which may change in future periods as a result of changes to the current macroeconomic environment.

The quantitative, or modeled, portion of ACL is estimated using a DCF approach. The Company’s statistical models produce expected cash flows, which are then discounted at the effective interest rate to derive net present value. The effective interest rate is calculated based on the periodic interest income received from the loan’s contractual cash flows and the net investment in the loan, which includes deferred origination fees and costs, to provide a constant rate of return over the contractual loan term. This net present value is then compared to the amortized cost basis to derive the initial expected credit losses. Under the DCF approach, the provision for credit losses includes credit loss expense in subsequent periods relating to the discounting effect due to the passage of time after the initial recognition of ACL on originated HFI loans at amortized cost.

The Company also considers the need for qualitative adjustments to the modeled estimate of expected credit losses. For this purpose, the Company established a qualitative factor framework to periodically assess qualitative adjustments to address certain identified elements that are not directly captured by the statistically modeled expected credit loss. The Company also obtains forecast macroeconomic information to inform its view of the long-term condition of the economy. These factors may include the impact of the non-modeled macroeconomic outlook, forecast unemployment rate and insurance claims, risk rating downgrades, changes in credit policies, problem loan trends, identification of new risks not incorporated into the modeling framework, credit concentrations, changes in underwriting and other external factors.

Zero Credit Loss Expectation Exception

The Company has a zero loss expectation when the loans and securities available for sale, or portions thereof, are issued or guaranteed by certain U.S. government entities or agencies, as those entities or agencies have a long history of no defaults and the highest credit ratings issued by rating agencies. Loans held for investment and securities available for sale, or portions thereof, which meet this criterion do not have an ACL.

Reserve for Unfunded Lending Commitments

The ACL includes an estimate for expected credit losses on off-balance sheet commitments to extend credit and unused lines of credit. The Company estimates these expected credit losses for the unfunded portion of the commitments that are not unconditionally cancellable depending on the likelihood that funding will occur. The reserve for unfunded lending commitments is reported in “Other liabilities” on the Balance Sheet.

Individually Assessed Loans

Loans that do not share similar risk characteristics with other financial assets, including those whose terms have been modified in a TDR and collateral-dependent loans, are individually assessed for purposes of measuring expected credit losses using the DCF approach.

For loans that are determined to be collateral dependent, the ACL is determined based on the fair value of the collateral. Loans are considered collateral dependent when the borrower is experiencing financial difficulty and repayment of the loan is expected to be substantially satisfied through sale or operation of the collateral. For such loans, the ACL is calculated as the difference between the amortized cost basis and the fair value of the underlying collateral less costs to sell, if applicable.

Purchased Credit Deteriorated Assets

PCD assets are acquired financial assets (or groups of financial assets with similar risk characteristics) that as of the date of acquisition have experienced a more-than-insignificant deterioration in credit quality since origination, as determined by an acquirer’s assessment. The Company considers indicators such as loan rating, FICO score, days past due status, nonaccrual status, TDR status, charge-off status, bankruptcy, modifications or risk rating to determine whether an acquired asset meets the definition of PCD.

PCD assets are recorded on the acquisition date at their purchase price plus any related initial ACL, which results in a “gross-up” of the asset’s initial amortized cost basis. Recognition of the initial ACL upon the acquisition of PCD assets does not impact net income. Changes in estimates of expected credit losses after acquisition are recognized through the provision for credit losses. Acquired non-PCD assets are accounted for in a manner similar to originated financial assets, whereby any initial ACL is recorded through the “Provision for credit losses” on the Income Statement.

Charge-Offs

Charge-offs are recorded when the Company determines that a loan balance is uncollectible or a loss-confirming event has occurred. Loss confirming events usually involve the receipt of specific adverse information about the borrower and may include borrower delinquency status, bankruptcy, foreclosure, or receipt of an asset valuation indicating a shortfall between the value of the collateral and the book value of the loan when that collateral asset is the sole source of repayment. A full or partial charge-off reduces the amortized cost basis of the loan and the related ACL. Unsecured personal loans are charged-off when a borrower is (i) contractually 120 days past due or (ii) two payments past due and has filed for bankruptcy or is deceased.

For acquired PCD loans where all or a portion of the loan balance had been charged off prior to acquisition, and for which active collection efforts are still underway, the ACL included as part of the grossed-up loan balance at acquisition is immediately charged off if required by the Company’s existing charge off policy. Additionally, the Company is required to consider its existing policies in determining whether to charge off any financial assets, regardless of whether a charge-off was recorded by the predecessor company. The initial ACL recognized on PCD assets includes the gross-up of the loan balance reduced by immediate charge-offs for loans previously charged off

by the acquired company or which meet the Company’s charge-off policy on the date of acquisition. Charge-offs against the allowance related to such acquired PCD loans do not result in an income statement impact.

Servicing Assets

Servicing Assets

Servicing assets are capitalized as separate assets when loans are sold and servicing is retained. The Company records servicing assets at their estimated fair values. Servicing asset fair value is based on the excess of the contractual servicing fee over an estimated market servicing rate. When servicing assets are recognized from the sale of loans originated by the Company, the fair value of the servicing asset is included as a component of the gain or loss on the loan sale and reported within “Marketplace revenue” on the Income Statement. Subsequent changes in fair value are reported within “Servicing fees” in “Marketplace revenue” during the period in which the changes occur. Servicing assets are reported in “Other assets” on the Balance Sheet.

Fair Value of Assets and Liabilities

Fair Value of Assets and Liabilities

Fair value is defined as the price that would be received to sell a financial asset or paid to transfer a financial liability in an orderly transaction between market participants at the measurement date. Fair value is based on an exit price notion that maximizes the use of observable inputs and minimizes the use of unobservable inputs. Certain of the Company’s assets and liabilities are recorded at fair value and measured on either a recurring or nonrecurring basis. Assets and liabilities that are recorded at fair value on a recurring basis require a fair value measurement at each reporting period.

The fair value hierarchy includes a three-level hierarchy that assigns the highest priority to unadjusted quoted prices in active markets and the lowest priority to unobservable inputs.

Level 1	—	Quoted market prices in active markets for identical assets or liabilities.
Level 2	—	Inputs other than quoted prices included in Level 1 that are observable for the asset or liability either directly or indirectly.
Level 3	—	Unobservable inputs.

Unobservable inputs require greater judgment in measuring fair value. In instances where there is limited or no observable market data, fair value measurements for assets and liabilities are based primarily upon the Company’s own estimates, and the measurements reflect information and assumptions that management believes a market participant would use in pricing the asset or liability.

Property, Equipment and Software, Net

Property, Equipment and Software, net

Property, equipment and software are carried at cost less accumulated depreciation and amortization. The Company uses the straight-line method of depreciation and amortization. Estimated useful lives range from three years to five years for furniture and fixtures, computer equipment, and software. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful life.

Internally developed software is capitalized when preliminary development efforts are successfully completed and it is probable that the project will be completed, and the software will be used as intended. Capitalized costs consist of salaries and compensation costs for employees, fees paid to third-party consultants who are directly involved in development efforts, and costs incurred for upgrades and enhancements to add functionality of the software. Other costs are expensed as incurred.

The Company evaluates impairments of its property, equipment and software whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. If the asset is not recoverable,

measurement of an impairment loss is based on the fair value of the asset. When an impairment loss is recognized, the carrying amount of the asset is reduced to its estimated fair value.

Goodwill and Other Intangible Assets

Goodwill and Other Intangible Assets

Goodwill is recorded when the purchase price of an acquired business exceeds the fair value of the net assets acquired. Goodwill is assigned to the Company’s reporting units at the acquisition date according to the expected economic benefits that the acquired business will provide to the reporting unit. A reporting unit is a business operating segment or a component of a business operating segment. The Company identifies its reporting units based on how the operating segments and reporting units are managed. Accordingly, the Company allocated goodwill to the LC Bank operating segment.

The goodwill of each reporting unit is tested for impairment annually or more frequently in certain circumstances. The Company’s annual impairment testing is performed in the fourth quarter of each calendar year. Impairment exists when the carrying value of goodwill exceeds its estimated fair value. Adverse changes in impairment indicators such as lower than forecast financial performance, increased competition, increased regulatory oversight, or unplanned changes in operations could result in impairment.

The Company can elect to either qualitatively assess goodwill for impairment, or bypass the qualitative test and proceed directly to a quantitative test. If the Company performs a qualitative assessment of goodwill to test for impairment and concludes it is more likely than not that the estimated fair value of a reporting unit is greater than its carrying value, a quantitative test is not required. However, if we determine it is more likely than not that a reporting unit’s fair value is less than its carrying amount, a quantitative assessment is performed to determine if goodwill impairment exists. Under the quantitative impairment assessment, the fair values of the Company’s reporting units are determined using a combination of income and market-based approaches.

Other intangible assets with determinable lives are recorded at their fair value upon completion of a business acquisition or certain other transactions, and generally represent the value of customer contracts or relationships. Such assets are amortized over their useful lives in a manner that best reflects their economic benefit, which may include straight-line or accelerated methods of amortization. Other intangible assets are reviewed for impairment quarterly and when events or changes in circumstances indicate that their carrying amount may not be recoverable. The Company does not have indefinite-lived intangible assets other than goodwill. Intangible assets are reported in “Other assets” on the Balance Sheet.

Loss Contingencies

Loss Contingencies

Loss contingencies, including claims and legal actions arising in the ordinary course of business, are recorded as liabilities in “Other liabilities” on the Balance Sheet. Associated legal expense is recorded in “Other non-interest expense” for the losses associated with the securities class action lawsuits, as described in “Note 19. Commitments and Contingencies,” on the Income Statement. Such liabilities and associated expenses are recorded when the likelihood of loss is probable and an amount or range of loss can be reasonably estimated. The Company will also disclose a range of exposure to incremental loss when such amounts can be estimated and are reasonably possible to occur in future periods. In estimating the Company’s exposure to loss contingencies, if an amount within the estimated range of loss is the best estimate, that amount will be accrued. However, if there is no amount within the estimated range of loss that is the best estimate, the Company will accrue the minimum amount within the range, and disclose the amount up to the high end of the range as an exposure to incremental loss, if such amount is considered reasonably possible. Such estimates are based on the best information available at the time. As additional information becomes available, the Company reassesses the potential liability and records an adjustment to its estimate in the period in which the adjustment is probable and an amount or range can be reasonably estimated. The determination of an expected contingent liability and associated litigation expense requires the Company to make assumptions related to the outcome of these matters. Due to the inherent uncertainties of loss contingencies, the Company’s estimates may be different than the actual outcomes. Legal fees, including legal fees associated with

loss contingencies, are recognized as incurred and included in “Professional services” expense on the Income Statement.

Stock-based Compensation

Stock-based Compensation

Stock-based compensation includes expense primarily associated with restricted stock units (RSUs) and performance-based restricted stock units (PBRSUs), as well as expense associated with stock issued related to acquisitions. Stock-based compensation expense is based on the grant date fair value of the award. The cost is generally recognized over the vesting period on a straight-line basis. Forfeitures are recognized as incurred.

Income Taxes

Income Taxes

The Company accounts for income taxes under the asset and liability method. Under this method, deferred tax assets and liabilities are determined on the basis of the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date.

The Company recognizes deferred tax assets to the extent that it believes these assets are more likely than not to be realized. In making such a determination, the Company considers the available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts that are more likely than not expected to be realized. If the Company determines that it is able to realize its deferred tax assets in the future in excess of the net recorded amount, the Company decreases the deferred tax asset valuation allowance, which reduces the provision for income taxes.

Uncertain tax positions are recognized only when the Company believes it is more likely than not that the tax position will be upheld on examination by the taxing authorities based on the merits of the position. The Company recognizes interest and penalties, if any, related to uncertain tax positions in “Income tax expense (benefit)” on the Income Statement.

Net Income (Loss) Per Share

Net Income (Loss) Per Share

Basic net income (loss) per share (Basic EPS) attributable to common stockholders is computed by dividing net income (loss) attributable to LendingClub by the weighted-average number of common shares outstanding during the period. Diluted net income (loss) per share (Diluted EPS) is computed by dividing net income (loss) attributable to LendingClub by the weighted-average number of common shares outstanding during the period, adjusted for the effects of dilutive issuances of shares of common stock, which predominantly include incremental shares issued for outstanding RSUs, PBRSUs, and stock options. PBRSUs are included in dilutive shares to the extent the pre-established performance targets have been or are estimated to be satisfied as of the reporting date. The dilutive potential common shares are computed using the treasury stock method. The effects of outstanding RSUs, PBRSUs, and stock options are excluded from the computation of Diluted EPS in periods in which the effect would be antidilutive. For periods with more than one class of common shares, the Company computes Basic and Diluted EPS using the two-class method, which is an allocation of net income (loss) among the holders of each class of common shares.

Beneficial Conversion Feature

Beneficial Conversion Feature

The Company accounted for the beneficial conversion feature (BCF) on its Series A Preferred Stock in accordance with ASC 470-20, Debt with Conversion and Other Options. The Company accreted the BCF discount from the date of issuance to the earliest conversion date, which was March 20, 2020. All of the BCF discount was accreted

and initially recognized as a deemed dividend in “Accumulated deficit” on the Balance Sheet. On January 1, 2022, the Company adopted ASU 2020-06 under the full retrospective approach. As a result of the adoption, the deemed dividend was reclassified from “Accumulated Deficit” to “Additional Paid-in Capital.”

Consolidation of Variable Interest Entities

Consolidation of Variable Interest Entities

A VIE is a legal entity that has either a total equity investment that is insufficient to finance its activities without additional subordinated financial support or whose equity investors lack the characteristics of a controlling financial interest. The Company’s variable interest arises from contractual, ownership or other monetary interests in the entity, which change with fluctuations in the fair value of the entity’s net assets. A VIE is consolidated by its primary beneficiary, the party that has both the power to direct the activities that most significantly impact the VIE’s economic performance, and the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. The Company consolidates a VIE when it is deemed to be the primary beneficiary. The Company assesses whether or not it is the primary beneficiary of a VIE on an ongoing basis.

Transfers of Financial Assets

Transfers of Financial Assets

The Company accounts for transfers of financial assets as sales when it has surrendered control over the transferred assets. Control is generally considered to have been surrendered when the transferred assets have been legally isolated from the Company, the transferee has the right to pledge or exchange the assets without any significant constraints, and the Company has not entered into a repurchase agreement, does not hold unconditional call options and has not written put options on the transferred assets. In assessing whether control has been surrendered, the Company considers whether the transferee would be a consolidated affiliate and the impact of all arrangements or agreements made contemporaneously with, or in contemplation of the transfer, even if they were not entered into at the time of transfer. The Company measures gain or loss on sale of financial assets as the net proceeds received on the sale less the carrying amount of the loans sold. The net proceeds of the sale represent the fair value of any assets obtained or liabilities incurred as part of the transaction, including, but not limited to servicing assets, retained securities, and recourse obligations.

Transfers of financial assets that do not qualify for sale accounting are reported as secured borrowings. Accordingly, the related assets remain on the Company’s Balance Sheet and continue to be reported and accounted for as if the transfer had not occurred. Cash proceeds from these transfers are reported as liabilities, with related interest expense recognized over the life of the related assets.

Adoption of New Accounting Standards and New Accounting Standards Net Yet Adopted

Adoption of New Accounting Standards

The Company did not adopt any new accounting standards during the year ended December 31, 2022, except as noted below.

In August 2020, the Financial Accounting Standards Board (FASB) issued ASU 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity including convertible instruments and contracts on an entity’s own equity. The guidance allows for either full or modified retrospective adoption for fiscal periods beginning after December 15, 2021. The Company adopted this ASU on January 1, 2022 under the full retrospective approach. As a result of the adoption, the deemed dividend recorded in the first quarter of 2020 related to the beneficial conversion feature of the convertible Series A Preferred Stock, was reclassified from Accumulated Deficit to Additional Paid-in Capital within Equity, as shown in the following table:

Year Ended December 31, 2020	Additional Paid-in Capital		Accumulated Deficit
Issuance of preferred stock in exchange for common stock, as originally reported	$	43	$	(50,204)
Adoption of ASU 2020-06	(50,204)		50,204
Issuance of preferred stock in exchange for common stock, as adjusted	$	(50,161)	$	—

In addition, since the beneficial conversion feature is no longer recorded as a deemed dividend, the allocation of net income (loss) attributable to stockholders and the related Basic and Diluted net income (loss) per share (EPS) has been adjusted, as shown in the following table:

Year Ended December 31, 2020	Common Stock		Preferred Stock
Net income (loss) attributable to stockholders, as originally reported	$	(204,868)	$	17,330
Adoption of ASU 2020-06	43,262		(43,262)
Net loss attributable to stockholders, as adjusted	$	(161,606)	$	(25,932)
Basic and Diluted EPS, as originally reported	$	(2.63)	$	1.39
Adoption of ASU 2020-06	0.56		(3.46)
Basic and Diluted EPS, as adjusted	$	(2.07)	$	(2.07)

The adoption of this ASU did not impact the Company’s financial position and cash flows for the year ended December 31, 2020, nor did it change net loss reported in the period.

New Accounting Standards Not Yet Adopted

The FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, and ASU 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, which, if certain criteria are met, provide optional expedients and exceptions for applying GAAP to transactions affected by reference rate reform. These transactions include, but are not limited to, contract modifications, hedging relationships, and sale or transfer of debt securities classified as held-to-maturity. The provisions of this topic are elective and may be applied prospectively as of the beginning of the reporting period when the election is made through December 31, 2024. The Company has plans to adopt this standard and concluded it does not have a material impact to the financial statements.

In March 2022, the FASB issued ASU 2022-02, Financial Instruments – Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures, which eliminates the accounting guidance on troubled debt restructurings

(TDRs) for creditors that have adopted the Current Expected Credit Losses (CECL) model and amends the guidance on “vintage disclosures” to require disclosure of current period gross write-offs by year of origination. The ASU also updates the requirements related to accounting for credit losses under Accounting Standards Codification 326 and adds enhanced disclosures for creditors with respect to loan refinancings and restructurings for borrowers experiencing financial difficulty. The provisions of this standard are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, with early adoption permitted. The Company plans to adopt this standard prospectively on January 1, 2023 and does not expect it to have a material impact to the financial statements.

Revenue from Contracts with Customers

Marketplace revenue consists of (i) origination fees, (ii) servicing fees, (iii) gain (loss) on sales of loans and (iv) net fair value adjustments, as described below.

Origination Fees: Origination fees are primarily fees earned related to originating and issuing unsecured personal loans that are held for sale.

Servicing Fees: The Company receives servicing fees to compensate it for servicing loans on behalf of investors, including managing payments and collections from borrowers and payments to those investors. The amount of servicing fee revenue earned is predominantly affected by the servicing rates paid by investors and the outstanding principal balance of loans serviced for investors. Servicing fee revenue related to loans sold also includes the associated change in the fair value of servicing assets.

Gain (Loss) on Sales of Loans: In connection with loan sales the Company recognizes a gain or loss on the sale of loans based on the level to which the contractual servicing fee is above or below an estimated market rate of servicing. Additionally, the Company recognizes transaction costs, if any, as a loss on sale of loans.

Net Fair Value Adjustments: The Company records fair value adjustments on loans that are recorded at fair value,

including gains or losses from sale prices in excess of or less than the loan principal amount sold.

XML

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Schedule of Adoption of New Accounting Standard

As a result of the adoption, the deemed dividend recorded in the first quarter of 2020 related to the beneficial conversion feature of the convertible Series A Preferred Stock, was reclassified from Accumulated Deficit to Additional Paid-in Capital within Equity, as shown in the following table:

Year Ended December 31, 2020	Additional Paid-in Capital		Accumulated Deficit
Issuance of preferred stock in exchange for common stock, as originally reported	$	43	$	(50,204)
Adoption of ASU 2020-06	(50,204)		50,204
Issuance of preferred stock in exchange for common stock, as adjusted	$	(50,161)	$	—

In addition, since the beneficial conversion feature is no longer recorded as a deemed dividend, the allocation of net income (loss) attributable to stockholders and the related Basic and Diluted net income (loss) per share (EPS) has been adjusted, as shown in the following table:

Year Ended December 31, 2020	Common Stock		Preferred Stock
Net income (loss) attributable to stockholders, as originally reported	$	(204,868)	$	17,330
Adoption of ASU 2020-06	43,262		(43,262)
Net loss attributable to stockholders, as adjusted	$	(161,606)	$	(25,932)
Basic and Diluted EPS, as originally reported	$	(2.63)	$	1.39
Adoption of ASU 2020-06	0.56		(3.46)
Basic and Diluted EPS, as adjusted	$	(2.07)	$	(2.07)

XML

Business Acquisition (Tables)

12 Months Ended

Dec. 31, 2022

Business Combination and Asset Acquisition [Abstract]

Schedule of Consideration Paid for Acquisition

On February 1, 2021, the Company completed the Acquisition. Upon closing, LendingClub acquired all outstanding voting equity interests of Radius in exchange for total consideration as follows:

Cash paid	$	140,256
Fair value of common stock issued (1)	40,808
Consideration related to share-based payments (2)	5,742
Total consideration paid	$	186,806

(1)    Calculated using the closing stock price of $10.85 on January 29, 2021, the most recent trading day preceding the Acquisition, multiplied by 3,761,114 shares issued pursuant to the Plan of Merger.

(2)    In connection with the Acquisition, LendingClub agreed to convert equity awards held by Radius employees into cash and LendingClub awards pursuant to the Plan of Merger.

Schedule of Allocation of Consideration Paid

The following table presents an allocation of the total consideration paid to the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed:

Assets acquired:
Cash and due from banks	$	18,184
Interest-bearing deposits in banks	650,052
Total cash and cash equivalents	668,236
Securities available for sale at fair value	259,037
Loans and leases held for investment	1,589,054
Allowance for loan and lease losses	(12,440)
Loans and leases held for investment, net	1,576,614
Property, equipment and software	1,926
Goodwill	75,717
Other assets	86,482
Total assets	2,668,012
Liabilities assumed:
Non-interest bearing deposits	146,187
Interest-bearing deposits	1,862,272
Total deposits	2,008,459
Short-term borrowings	9,870
Advances from PPPLF	420,962
Other long-term debt	18,630
Other liabilities	23,285
Total liabilities	2,481,206
Total consideration paid	$	186,806

Schedule of Pro Forma Financial Information

The table below presents certain unaudited pro forma financial information for illustrative purposes only, for the years ended December 31, 2021 and 2020, as if the Acquisition took place on January 1, 2020. The pro forma information combines the historical results of Radius with the Company’s, adjusting for the estimated impact of certain fair value adjustments for the respective periods. The pro forma information does not reflect changes to the provision for credit losses resulting from recording loan assets as fair value, cost savings, or business synergies. As a result, actual amounts would have differed from the unaudited pro forma information presented and the differences could be significant.

Year Ended December 31,	2021		2020
Total net revenue	$	825,701	$	392,377
Net income (loss)	$	11,644	$	(190,120)

XML

Marketplace Revenue (Tables)

12 Months Ended

Dec. 31, 2022

Revenue from Contract with Customer [Abstract]

Schedule of Disaggregation of Revenue by Source

The following table presents components of marketplace revenue for the periods presented:

Year Ended December 31,	2022		2021		2020
Origination fees	$	499,179	$	416,839	$	207,640
Servicing fees	80,609		87,639		111,864
Gain on sales of loans	95,335		70,116		30,812
Net fair value adjustments	8,503		3,986		(105,002)
Total marketplace revenue	$	683,626	$	578,580	$	245,314

XML

Net Income (Loss) Per Share (Tables)

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Basic and Diluted Net Income (Loss) per Share

The following table details the computation of the Company’s Basic and Diluted EPS of common stock and Series A Preferred Stock:

Year Ended December 31,	2022		2021				2020(1)
	Common Stock		Common Stock		Preferred Stock(2)		Common Stock		Preferred Stock(2)
Basic EPS:
Net income (loss) attributable to stockholders	$	289,685	$	18,456	$	124	$	(161,606)	$	(25,932)
Weighted-average common shares – Basic	103,547,305		97,486,754		653,118		77,934,302		12,505,393
Basic EPS	$	2.80	$	0.19	$	0.19	$	(2.07)	$	(2.07)
Diluted EPS:
Net income (loss) attributable to stockholders	$	289,685	$	18,580	$	—	$	(161,606)	$	(25,932)
Weighted-average common shares – Diluted	104,001,288		102,147,353		—		77,934,302		12,505,393
Diluted EPS	$	2.79	$	0.18	$	0.00	$	(2.07)	$	(2.07)

(1)    Reflects the full retrospective adoption of Accounting Standards Update (ASU) 2020-06. See “Note 1. Summary of Significant Accounting Policies” for additional information.

(2)    Presented on an as-converted basis.

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share

The following table summarizes the weighted-average common shares that were excluded from the Company’s Diluted EPS computation because their effect would have been anti-dilutive for the year ended December 31, 2020:

Preferred stock	12,505,393
Restricted stock units (RSUs) and Performance-based RSUs (PBRSUs)	299,747
Stock options	221,949
Total	13,027,089

XML

Securities Available for Sale (Tables)

12 Months Ended

Dec. 31, 2022

Investments, Debt and Equity Securities [Abstract]

Schedule of Available-for-sale Securities Reconciliation

The amortized cost, gross unrealized gains and losses, and fair value of AFS securities were as follows:

December 31, 2022	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
U.S. agency residential mortgage-backed securities	$	255,675	$	—	$	(41,248)	$	214,427
U.S. agency securities	90,447		—		(16,053)		74,394
Commercial mortgage-backed securities	26,988		—		(4,470)		22,518
Other asset-backed securities	14,959		29		(785)		14,203
Asset-backed senior securities	5,248		—		—		5,248
Asset-backed subordinated securities	2,020		5,587		—		7,607
CLUB Certificate asset-backed securities	1,054		3,808		—		4,862
Municipal securities	3,277		—		(834)		2,443
Total securities available for sale (1)	$	399,668	$	9,424	$	(63,390)	$	345,702

December 31, 2021	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
U.S. agency residential mortgage-backed securities	$	125,985	$	—	$	(2,286)	$	123,699
Asset-backed senior securities	28,057		72		—		28,129
U.S. agency securities	26,902		1		(731)		26,172
Other asset-backed securities	26,112		151		(130)		26,133
Commercial mortgage-backed securities	26,649		1		(552)		26,098
CLUB Certificate asset-backed securities	15,049		3,236		—		18,285
Asset-backed subordinated securities	4,119		7,643		—		11,762
Municipal securities	3,297		—		(45)		3,252
Total securities available for sale (1)	$	256,170	$	11,104	$	(3,744)	$	263,530

(1)    As of December 31, 2022 and 2021, includes $319.0 million and $236.8 million, respectively, of securities pledged as collateral at fair value.

Available-for-sale Securities, Continuous Unrealized Loss Position, Fair Value

A summary of AFS securities with unrealized losses for which a credit valuation allowance has not been recorded aggregated by period of continuous unrealized loss, is as follows:

	Less than 12 months				12 months or longer				Total
December 31, 2022	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
U.S. agency residential mortgage-backed securities	$	111,843	$	(15,831)	$	102,584	$	(25,417)	$	214,427	$	(41,248)
U.S. agency securities	50,352		(7,213)		24,042		(8,840)		74,394		(16,053)
Commercial mortgage-backed securities	2,441		(229)		20,077		(4,241)		22,518		(4,470)
Other asset-backed securities	4,086		(73)		6,945		(712)		11,031		(785)
Municipal securities	—		—		2,443		(834)		2,443		(834)
Total securities with unrealized losses	$	168,722	$	(23,346)	$	156,091	$	(40,044)	$	324,813	$	(63,390)
	Less than 12 months				12 months or longer				Total
December 31, 2021	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
U.S. agency residential mortgage-backed securities	$	123,668	$	(2,286)	$	—	$	—	$	123,668	$	(2,286)
U.S. agency securities	24,175		(731)		—		—		24,175		(731)
Other asset-backed securities	13,224		(130)		—		—		13,224		(130)
Commercial mortgage-backed securities	25,927		(552)		—		—		25,927		(552)
Municipal securities	3,252		(45)		—		—		3,252		(45)
Total securities with unrealized losses	$	190,246	$	(3,744)	$	—	$	—	$	190,246	$	(3,744)

Allowance for Credit Losses for Securities Available for Sale

The following tables present the activity in the credit valuation allowance for AFS securities, by major security type, during 2021 and 2020:

Credit Valuation Allowance	CLUB Certificate asset-backed securities		Asset-backed subordinated securities		Total
Beginning balance as of December 31, 2020	$	(4,190)	$	(14,546)	$	(18,736)
Reversal of credit loss expense	236		3,146		3,382
Reversal of allowance arising from PCD financial assets	3,954		11,400		15,354
Ending balance as of December 31, 2021	$	—	$	—	$	—

Credit Valuation Allowance	CLUB Certificate asset-backed securities		Asset-backed subordinated securities		Total
Beginning balance as of January 1, 2020	$	—	$	—	$	—
Provision for credit loss expense	(236)		(3,146)		(3,382)
Allowance arising from PCD financial assets	(3,954)		(11,400)		(15,354)
Ending balance as of December 31, 2020	$	(4,190)	$	(14,546)	$	(18,736)

Available-for-sale Securities Purchased with Credit Deterioration

AFS securities purchased with credit deterioration during the year ended December 31, 2020, were as follows:

	Year Ended December 31, 2020
Purchase price of PCD securities at acquisition	$	27,034
Credit valuation allowance on PCD securities at acquisition	15,354
Par value of acquired PCD securities at acquisition	$	42,388

Available-for-sale Securities by Contractual Maturity

The contractual maturities of AFS securities were as follows:

December 31, 2022	Amortized Cost		Fair Value		Weighted- average Yield(1)
Due after 1 year through 5 years:
U.S. agency securities	$	9,000	$	8,642
Commercial mortgage-backed securities	1,035		917
Total due after 1 year through 5 years	10,035		9,559		3.33	%
Due after 5 years through 10 years:
U.S. agency residential mortgage-backed securities	$	6,232	$	5,818
Other asset-backed securities	566		571
Commercial mortgage-backed securities	2,853		2,374
U.S. agency securities	12,847		11,235
Municipal securities	624		535
Total due after 5 years through 10 years	23,122		20,533		2.69	%
Due after 10 years:
U.S. agency residential mortgage-backed securities	249,443		208,609
Other asset-backed securities	14,393		13,632
Commercial mortgage-backed securities	23,100		19,227
U.S. agency securities	68,600		54,517
Municipal securities	2,653		1,908
Total due after 10 years	358,189		297,893		2.47	%
Asset-backed securities related to Structured Program transactions	8,322		17,717		83.81	%
Total securities available for sale	$	399,668	$	345,702	5.47	%

(1)    The weighted-average yield is computed using the amortized cost at December 31, 2022.

Schedule of Proceeds and Realized Gain (Loss)

Proceeds and gross realized gains and losses from AFS securities during 2021 and 2020 were as follows:

Year Ended December 31,	2021		2020
Proceeds	$	106,192	$	6,217
Gross realized gains	$	708	$	14
Gross realized losses	$	(952)	$	(3)

XML

Loans and Leases Held for Investment at Amortized Cost, Net of Allowance For Loan and Lease Losses (Tables)

12 Months Ended

Dec. 31, 2022

Loans and Leases Receivable Disclosure [Abstract]

Loans and Notes and Certificates

The following table presents the components of each portfolio segment by class of financing receivable:

	December 31, 2022		December 31, 2021
Unsecured personal	$	3,866,373	$	1,804,578
Residential mortgages	199,601		151,362
Secured consumer	194,634		65,976
Total consumer loans held for investment	4,260,608		2,021,916
Equipment finance (1)	160,319		149,155
Commercial real estate	373,501		310,399
Commercial and industrial (2)	238,726		417,656
Total commercial loans and leases held for investment	772,546		877,210
Total loans and leases held for investment	5,033,154		2,899,126
Allowance for loan and lease losses	(327,852)		(144,389)
Loans and leases held for investment, net (3)	$	4,705,302	$	2,754,737

(1)    Comprised of sales-type leases for equipment. See “Note 18. Leases” for additional information.

(2)    Includes $67.0 million and $268.3 million of pledged loans under the Paycheck Protection Program (PPP), as of December 31, 2022 and 2021, respectively.

(3)    As of December 31, 2022 and 2021, the Company had $283.6 million and $149.2 million in loans pledged as collateral under the FRB Discount Window, respectively. In addition, as of December 31, 2022, the Company had $156.2 million in loans pledged to the FHLB of Des Moines. There were no loans pledged to FHLB of Des Moines as of December 31, 2021.

December 31, 2022	Gross		ALLL		Net		Allowance Ratios (1)
Total consumer loans held for investment	$	4,260,608	$	312,489	$	3,948,119	7.3	%
Total commercial loans and leases held for investment (2)	772,546		15,363		757,183		2.0	%
Total loans and leases held for investment (2)	$	5,033,154	$	327,852	$	4,705,302	6.5	%

December 31, 2021	Gross		ALLL		Net		Allowance Ratios (1)
Total consumer loans held for investment	$	2,021,916	$	128,812	$	1,893,104	6.4	%
Total commercial loans and leases held for investment (2)	877,210		15,577		861,633		1.8	%
Total loans and leases held for investment (2)	2,899,126		$	144,389	$	2,754,737	5.0	%

(1)    Calculated as the ratio of ALLL to loans and leases HFI at amortized cost.

(2)    As of December 31, 2022, excluding the $67.0 million of PPP loans, the ALLL represented 2.2% of commercial loans and leases HFI and 6.6% of total loans and leases HFI at amortized cost. As of December 31, 2021, excluding the $268.3 million of PPP loans, the ALLL represented 2.6% of commercial loans and leases HFI and 5.5% of total loans and leases HFI at amortized cost. PPP loans are guaranteed by the Small Business Administration (SBA) and, therefore, the Company determined no ACL is required on these loans.

Financing Receivable, Allowance for Credit Loss

The activity in the ACL by portfolio segment was as follows:

Year Ended December 31,	2022						2021
	Consumer		Commercial		Total		Consumer		Commercial		Total
Allowance for loan and lease losses, beginning of period	$	128,812	$	15,577	$	144,389	$	—	$	—	$	—
Credit loss expense for loans and leases held for investment (1)	265,359		1,320		266,679		136,789		4,162		140,951
Initial allowance for PCD loans acquired during the period (2)	—		—		—		603		11,837		12,440
Charge-offs (3)	(85,247)		(2,226)		(87,473)		(8,789)		(1,663)		(10,452)
Recoveries	3,565		692		4,257		209		1,241		1,450
Allowance for loan and lease losses, end of period	$	312,489	$	15,363	$	327,852	$	128,812	$	15,577	$	144,389
Reserve for unfunded lending commitments, beginning of period	$	—	$	1,231	$	1,231	$	—	$	—	$	—
Credit loss expense for unfunded lending commitments	18		629		647		—		1,231		1,231
Reserve for unfunded lending commitments, end of period (4)	$	18	$	1,860	$	1,878	$	—	$	1,231	$	1,231

(1)    Includes $6.9 million of credit loss expense for Radius loans at Acquisition for the year ended December 31, 2021.

(2)    For acquired PCD loans, an ACL of $30.4 million was required with a corresponding increase to the amortized cost basis as of the acquisition date during the year ended December 31, 2021. For PCD loans where all or a portion of the loan balance had been previously written-off, or would be subject to write-off under the Company’s charge-off policy, an ACL of $18.0 million included as part of the grossed-up loan balance at Acquisition was immediately written-off during the year ended December 31, 2021. The net impact to the allowance for PCD assets on the acquisition date was $12.4 million.

(3)    Unsecured personal loans are charged-off when a borrower is (i) contractually 120 days past due or (ii) two payments past due and has filed for bankruptcy or is deceased.

(4)    Relates to $138.0 million and $110.8 million of unfunded commitments as of December 31, 2022 and 2021, respectively.

Financing Receivable Credit Quality Indicators

The following tables present the classes of financing receivables within the consumer portfolio segment by credit quality indicator based on delinquency status and origination year:

December 31, 2022	Term Loans and Leases by Origination Year
	2022		2021		2020		2019		2018		Prior		Total
Unsecured personal
Current	$	2,835,460	$	977,224	$	—	$	—	$	—	$	—	$	3,812,684
30-59 days past due	11,149		9,867		—		—		—		—		21,016
60-89 days past due	7,785		8,633		—		—		—		—		16,418
90 or more days past due	6,813		9,442		—		—		—		—		16,255
Total unsecured personal	2,861,207		1,005,166		—		—		—		—		3,866,373
Residential mortgages
Current	49,721		58,353		31,465		21,683		4,546		33,248		199,016
30-59 days past due	—		—		—		—		—		—		—
60-89 days past due	—		—		—		—		—		254		254
90 or more days past due	—		—		—		—		—		331		331
Total residential mortgages	49,721		58,353		31,465		21,683		4,546		33,833		199,601
Secured consumer
Current	151,725		38,076		—		2,543		—		—		192,344
30-59 days past due	1,017		703		—		—		—		—		1,720
60-89 days past due	235		147		—		—		—		—		382
90 or more days past due	116		72		—		—		—		—		188
Total secured consumer	153,093		38,998		—		2,543		—		—		194,634
Total consumer loans held for investment	$	3,064,021	$	1,102,517	$	31,465	$	24,226	$	4,546	$	33,833	$	4,260,608

December 31, 2021	Term Loans and Leases by Origination Year
	2021		2020		2019		2018		2017		Prior		Within Revolving Period		Total
Unsecured personal
Current	$	1,796,678	$	—	$	—	$	—	$	—	$	—	$	—	$	1,796,678
30-59 days past due	3,624		—		—		—		—		—		—		3,624
60-89 days past due	2,600		—		—		—		—		—		—		2,600
90 or more days past due	1,676		—		—		—		—		—		—		1,676
Total unsecured personal	1,804,578		—		—		—		—		—		—		1,804,578
Residential mortgages
Current	36,732		37,620		26,798		7,277		2,682		37,685		1,265		150,059
30-59 days past due	—		—		—		—		—		142		—		142
60-89 days past due	—		—		—		—		92		—		—		92
90 or more days past due	—		—		—		—		251		818		—		1,069
Total residential mortgages	36,732		37,620		26,798		7,277		3,025		38,645		1,265		151,362
Secured consumer
Current	62,731		—		—		—		—		—		10		62,741
30-59 days past due	171		—		—		—		—		—		—		171
60-89 days past due	53		—		—		—		—		—		—		53
90 or more days past due	—		—		—		2,629		382		—		—		3,011
Total secured consumer	62,955		—		—		2,629		382		—		10		65,976
Total consumer loans held for investment	$	1,904,265	$	37,620	$	26,798	$	9,906	$	3,407	$	38,645	$	1,275	$	2,021,916

The following tables present the classes of financing receivables within the commercial portfolio segment by risk rating and origination year:

December 31, 2022	Term Loans and Leases by Origination Year
	2022		2021		2020		2019		2018		Prior		Total
Equipment finance
Pass	$	59,227	$	38,218	$	25,014	$	15,785	$	11,880	$	3,444	$	153,568
Special mention	—		2,094		—		3,759		—		—		5,853
Substandard	—		—		859		—		39		—		898
Doubtful	—		—		—		—		—		—		—
Loss	—		—		—		—		—		—		—
Total equipment finance	59,227		40,312		25,873		19,544		11,919		3,444		160,319
Commercial real estate
Pass	100,602		53,445		47,497		52,834		35,992		60,976		351,346
Special mention	—		—		8,415		260		1,237		405		10,317
Substandard	—		—		—		643		2,404		8,215		11,262
Doubtful	—		—		—		—		—		—		—
Loss	—		—		—		—		—		576		576
Total commercial real estate	100,602		53,445		55,912		53,737		39,633		70,172		373,501
Commercial and industrial
Pass	61,076		99,264		24,726		13,866		5,174		10,831		214,937
Special mention	—		—		—		483		163		455		1,101
Substandard	—		9,361		4,529		3,623		797		2,820		21,130
Doubtful	—		—		—		—		—		286		286
Loss	—		—		—		—		1		1,271		1,272
Total commercial and industrial (1)	61,076		108,625		29,255		17,972		6,135		15,663		238,726
Total commercial loans and leases held for investment	$	220,905	$	202,382	$	111,040	$	91,253	$	57,687	$	89,279	$	772,546

(1)    Includes $67.0 million of PPP loans.

December 31, 2021	Term Loans and Leases by Origination Year
	2021		2020		2019		2018		2017		Prior		Within Revolving Period		Total
Equipment finance
Pass	$	52,440	$	35,398	$	26,918	$	15,457	$	6,184	$	8,814	$	—	$	145,211
Special mention	1,531		—		1,810		—		—		—		—		3,341
Substandard	—		—		—		603		—		—		—		603
Doubtful	—		—		—		—		—		—		—		—
Loss	—		—		—		—		—		—		—		—
Total equipment finance	53,971		35,398		28,728		16,060		6,184		8,814		—		149,155
Commercial real estate
Pass	55,613		55,202		54,460		39,981		22,366		57,235		—		284,857
Special mention	—		8,397		—		1,366		1,018		7,242		—		18,023
Substandard	—		—		277		2,496		—		4,179		—		6,952
Doubtful	—		—		—		—		—		—		—		—
Loss	—		—		—		—		—		567		—		567
Total commercial real estate	55,613		63,599		54,737		43,843		23,384		69,223		—		310,399
Commercial and industrial
Pass	241,368		108,574		24,106		7,874		14,756		8,058		599		405,335
Special mention	—		—		2,207		463		1,467		40		—		4,177
Substandard	—		1,122		862		1,858		1,525		1,571		87		7,025
Doubtful	—		—		—		—		—		—		—		—
Loss	—		—		—		52		4		1,063		—		1,119
Total commercial and industrial (1)	241,368		109,696		27,175		10,247		17,752		10,732		686		417,656
Total commercial loans and leases held for investment	$	350,952	$	208,693	$	110,640	$	70,150	$	47,320	$	88,769	$	686	$	877,210

(1)    Includes $268.3 million of PPP loans.

Past Due Financing Receivables

The following tables present an analysis of the past due loans and leases HFI at amortized cost within the commercial portfolio segment:

December 31, 2022	30-59 Days		60-89 Days		90 or More Days		Total Days Past Due
Equipment finance	$	3,172	$	—	$	859	$	4,031
Commercial real estate	—		102		—		102
Commercial and industrial (1)	—		—		1,643		1,643
Total commercial loans and leases held for investment	$	3,172	$	102	$	2,502	$	5,776

December 31, 2021	30-59 Days		60-89 Days		90 or More Days		Total Days Past Due
Equipment finance	$	—	$	—	$	—	$	—
Commercial real estate	104		—		609		713
Commercial and industrial (1)	—		—		1,410		1,410
Total commercial loans and leases held for investment	$	104	$	—	$	2,019	$	2,123

(1)    Past due PPP loans are excluded from the tables.

The following table presents nonaccrual loans and leases:

Year Ended December 31,	2022				2021
	Nonaccrual(1)		Nonaccrual with no related ACL(2)		Nonaccrual(1)		Nonaccrual with no related ACL(2)
Unsecured personal	$	16,255	$	—	$	1,676	$	—
Residential mortgages	331		331		1,373		1,373
Secured consumer	188		—		3,011		3,011
Total nonaccrual consumer loans held for investment	16,774		331		6,060		4,384
Equipment finance	898		39		603		—
Commercial real estate	1,018		1,018		989		989
Commercial and industrial	16,137		1,229		2,333		1,061
Total nonaccrual commercial loans and leases held for investment	18,053		2,286		3,925		2,050
Total nonaccrual loans and leases held for investment	$	34,827	$	2,617	$	9,985	$	6,434

(1)     Excluding PPP loans, there were no loans and leases that were 90 days or more past due and accruing as of both December 31, 2022 and 2021.

(2)     Subset of total nonaccrual loans and leases.

Year Ended December 31,	2022				2021
	Nonaccrual		Nonaccrual Ratios(1)		Nonaccrual		Nonaccrual Ratios(1)
Total nonaccrual consumer loans held for investment	$	16,774	0.4	%	$	6,060	0.3	%
Total nonaccrual commercial loans and leases held for investment	18,053		2.3	%	3,925		0.4	%
Total nonaccrual loans and leases held for investment (2)	$	34,827	0.7	%	$	9,985	0.3	%

(1)     Calculated as the ratio of nonaccruing loans and leases to loans and leases HFI at amortized cost.

(2)     Nonaccruing loans and leases represented 0.7% and 0.4% of total loans and leases HFI at amortized cost, excluding PPP loans, as of December 31, 2022 and 2021, respectively.

Financing Receivable, Acquired Financial Assets With Credit Deterioration

Acquired PCD loans during 2021 were as follows:

Purchase price	$	337,118
Allowance for credit losses (1)	30,378
Discount attributable to other factors	12,204
Par value	$	379,700

(1)    For acquired PCD loans, an ACL of $30.4 million was required with a corresponding increase to the amortized cost basis as of the acquisition date during the year ended December 31, 2021. For PCD loans where all or a portion of the loan balance had been previously written-off, or would be subject to write-off under the Company’s charge-off policy, an ACL of $18.0 million included as part of the grossed-up loan balance at acquisition was immediately written-off during the year ended December 31, 2021. The net impact to the allowance for PCD assets on the acquisition date was $12.4 million.

XML

Securitizations and Variable Interest Entities (Tables)

12 Months Ended

Dec. 31, 2022

Transfers and Servicing [Abstract]

Summary of Select Information Related to VIEs

The following tables provide the classifications of assets and liabilities on the Balance Sheet for the Company’s transactions with consolidated and unconsolidated VIEs. The Company’s transactions with unconsolidated VIEs include Structured Program transactions. The Company has various forms of involvement with VIEs, including servicing of loans and holding senior or subordinated residual interests in the VIEs. Additionally, the assets and liabilities in the tables below exclude intercompany balances that eliminate in consolidation:

December 31, 2022	Consolidated VIEs		Unconsolidated VIEs		Total
Assets
Restricted cash	$	8,048	$	—	$	8,048
Securities available for sale at fair value	—		17,717		17,717
Loans held for investment at fair value	3,994		—		3,994
Retail and certificate loans held for investment at fair value	1,946		—		1,946
Other assets	206		10,464		10,670
Total assets	$	14,194	$	28,181	$	42,375
Liabilities
Retail notes, certificates and secured borrowings at fair value	$	1,946	$	—	$	1,946
Payable on Structured Program borrowings	8,085		—		8,085
Other liabilities	29		—		29
Total liabilities	10,060		—		10,060
Total net assets	$	4,134	$	28,181	$	32,315

December 31, 2021	Consolidated VIEs		Unconsolidated VIEs		Total
Assets
Restricted cash	$	13,462	$	—	$	13,462
Securities available for sale at fair value	—		58,177		58,177
Loans held for sale at fair value	41,734		—		41,734
Loans held for investment at fair value	20,929		—		20,929
Retail and certificate loans held for investment at fair value	10,281		—		10,281
Other assets	584		17,156		17,740
Total assets	$	86,990	$	75,333	$	162,323
Liabilities
Retail notes, certificates and secured borrowings at fair value	$	10,281	$	—	$	10,281
Payable on Structured Program borrowings	65,451		—		65,451
Other liabilities	467		—		467
Total liabilities	76,199		—		76,199
Total net assets	$	10,791	$	75,333	$	86,124

Summary of Activity Related to Personal Whole Loan Securitizations

The following table summarizes activity related to the Unconsolidated Trusts and Certificate Program trusts, with the transfers accounted for as a sale on the Company’s financial statements:

Year Ended December 31,	2022		2021		2020
Principal derecognized from loans securitized or sold	$	41,023	$	—	$	1,226,941
Net gains recognized from loans securitized or sold	$	259	$	—	$	7,877
Fair value of asset-backed senior and subordinated securities, and CLUB Certificate asset-backed securities retained upon settlement	$	2,180	$	—	$	48,543
Cash proceeds	$	15,903	$	32,722	$	893,774
Proceeds from sale of securities by consolidated VIE	$	5,320	$	—	$	—

XML

Fair Value of Assets and Liabilities (Tables)

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

Fair Value Hierarchy of Assets and Liabilities Measured on a Recurring Basis

The following tables present the fair value hierarchy for assets and liabilities measured at fair value:

December 31, 2022	Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Balance at Fair Value
Assets:
Loans held for sale at fair value	$	—	$	—	$	110,400	$	110,400
Loans held for investment at fair value	—		—		925,938		925,938
Retail and certificate loans held for investment at fair value	—		—		55,425		55,425
Securities available for sale:
U.S. agency residential mortgage-backed securities	—		214,427		—		214,427
U.S. agency securities	—		74,394		—		74,394
Commercial mortgage-backed securities	—		22,518		—		22,518
Other asset-backed securities	—		14,203		—		14,203
Asset-backed senior securities and subordinated securities	—		5,248		7,607		12,855
CLUB Certificate asset-backed securities	—		—		4,862		4,862
Municipal securities	—		2,443		—		2,443
Total securities available for sale	—		333,233		12,469		345,702
Servicing assets	—		—		84,308		84,308
Other assets	—		—		5,099		5,099
Total assets	$	—	$	333,233	$	1,193,639	$	1,526,872
Liabilities:
Retail notes, certificates and secured borrowings	$	—	$	—	$	55,425	$	55,425
Payable on Structured Program borrowings	—		—		8,085		8,085
Other liabilities	—		—		8,583		8,583
Total liabilities	$	—	$	—	$	72,093	$	72,093

December 31, 2021	Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Balance at Fair Value
Assets:
Loans held for sale at fair value	$	—	$	—	$	142,370	$	142,370
Loans held for investment at fair value	—		—		21,240		21,240
Retail and certificate loans held for investment at fair value	—		—		229,719		229,719
Securities available for sale:
U.S. agency residential mortgage-backed securities	—		123,699		—		123,699
Asset-backed senior securities and subordinated securities	—		28,129		11,762		39,891
U.S. agency securities	—		26,172		—		26,172
Other asset-backed securities	—		26,133		—		26,133
Commercial mortgage-backed securities	—		26,098		—		26,098
CLUB Certificate asset-backed securities	—		—		18,285		18,285
Municipal securities	—		3,252		—		3,252
Total securities available for sale	—		233,483		30,047		263,530
Servicing assets	—		—		67,726		67,726
Other assets	—		2,812		3,312		6,124
Total assets	$	—	$	236,295	$	494,414	$	730,709
Liabilities:
Retail notes, certificates and secured borrowings	$	—	$	—	$	229,719	$	229,719
Payable on Structured Program borrowings	—		—		65,451		65,451
Other liabilities	—		—		12,911		12,911
Total liabilities	$	—	$	—	$	308,081	$	308,081

Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation

The following table presents additional information about Level 3 loans HFS at fair value on a recurring basis:

Balance at December 31, 2020	$	121,902
Originations and purchases	7,506,066
Sales	(7,381,509)
Principal payments	(103,028)
Fair value adjustments recorded in earnings	(1,061)
Balance at December 31, 2021	$	142,370
Originations and purchases	9,045,701
Sales	(9,039,892)
Principal payments	(31,253)
Transfers(1)	(11,907)
Fair value adjustments recorded in earnings	5,381
Balance at December 31, 2022	$	110,400

(1)    Represents non-cash activity.

The following table presents additional information about Level 3 loans HFI at fair value on a recurring basis:

Balance at December 31, 2020	$	49,954
Purchases	104
Principal payments	(31,164)
Fair value adjustments recorded in earnings	2,346
Balance at December 31, 2021	$	21,240
Purchases	954,086
Principal payments	(74,393)
Transfers(1)	22,294
Interest income and fair value adjustments recorded in earnings	2,711
Balance at December 31, 2022	$	925,938

The following table presents additional information about Level 3 servicing assets measured at fair value on a recurring basis:

Fair value at December 31, 2020	$	56,347
Issuances (1)	69,075
Change in fair value, included in Marketplace Revenue	(56,561)
Other net changes included in Deferred Revenue	(1,135)
Fair value at December 31, 2021	$	67,726
Issuances (1)	93,352
Change in fair value, included in Marketplace Revenue	(73,229)
Other net changes included in Deferred Revenue	(3,541)
Fair value at December 31, 2022	$	84,308

(1)    Represents the gains or losses on sales of the related loans.

Quantitative Information about Significant Unobservable Inputs Used for Fair Value Measurements

The following table presents quantitative information about the significant unobservable inputs used for the Company’s Level 3 loans HFI at fair value:

	December 31, 2022
	Minimum		Maximum		Weighted- Average
Discount rates	8.8	%	17.1	%	12.7	%
Net cumulative expected loss rates (1)	2.1	%	9.8	%	5.7	%
Cumulative expected prepayment rates (1)	26.2	%	35.3	%	30.8	%

(1)     Expressed as a percentage of the acquired principal balance of the loan.

The following table presents quantitative information about the significant unobservable inputs used for the Company’s Level 3 fair value measurements for servicing assets related to loans sold to investors:

	December 31, 2022						December 31, 2021
	Minimum		Maximum		Weighted- Average		Minimum		Maximum		Weighted-Average
Discount rates	7.5	%	16.4	%	10.1	%	7.5	%	16.4	%	10.0	%
Net cumulative expected loss rates (1)	2.1	%	36.7	%	15.6	%	2.4	%	26.4	%	10.2	%
Cumulative expected prepayment rates (1)	15.8	%	47.2	%	35.9	%	32.1	%	45.9	%	38.4	%
Total market servicing rates (% per annum on outstanding principal balance) (2)	0.62	%	0.62	%	0.62	%	0.62	%	0.62	%	0.62	%

(1)     Expressed as a percentage of the original principal balance of the loan.

(2)     Includes collection fees estimated to be paid to a hypothetical third-party servicer.

Schedule Of Fair Value Sensitivity Of Loans

The sensitivity of loans HFI at fair value to adverse changes in key assumptions are as follows:

	December 31, 2022
Loans held for investment at fair value	$	925,938
Expected weighted-average life (in years)	0.9
Discount rates:
100 basis point increase	$	(7,471)
200 basis point increase	$	(14,830)
Expected credit loss rates on underlying loans:
10% increase	$	(5,574)
20% increase	$	(11,307)
Expected prepayment rates:
10% increase	$	(4,311)
20% increase	$	(7,480)

Fair Value Disclosure And Measurement

The table below shows the impact on the estimated fair value of servicing assets, calculated using different market servicing rate assumptions:

	December 31, 2022			December 31, 2021
Weighted-average market servicing rate assumptions	0.62		%	0.62		%
Change in fair value from:
Servicing rate increase by 0.10%	$	(10,505)		$	(9,495)
Servicing rate decrease by 0.10%	$	10,505		$	9,495

Fair Value Sensitivity

The following table presents the fair value of servicing assets to adverse changes in key assumptions:

	December 31, 2022		December 31, 2021
Fair value of Servicing Assets	$	84,308	$	67,726
Discount rates:
100 basis point increase	$	(726)	$	(558)
200 basis point increase	$	(1,451)	$	(1,115)
Expected loss rates:
10% increase	$	(1,037)	$	(693)
20% increase	$	(2,074)	$	(1,386)
Expected prepayment rates:
10% increase	$	(1,994)	$	(2,401)
20% increase	$	(3,989)	$	(4,802)

Fair Value, by Balance Sheet Grouping

The following tables present the fair value hierarchy for financial instruments, assets, and liabilities not recorded at fair value:

December 31, 2022	Carrying Amount		Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Balance at Fair Value
Assets:
Loans and leases held for investment, net	$	4,705,302	$	—	$	—	$	4,941,825	$	4,941,825
Other assets	36,646		—		35,300		1,397		36,697
Total assets	$	4,741,948	$	—	$	35,300	$	4,943,222	$	4,978,522
Liabilities:
Deposits (1)	$	860,808	$	—	$	—	$	860,808	$	860,808
Short-term borrowings	2,619		—		2,619		—		2,619
Advances from PPPLF	64,154		—		—		64,154		64,154
Other liabilities	62,247		—		30,311		31,936		62,247
Total liabilities	$	989,828	$	—	$	32,930	$	956,898	$	989,828

(1)    Excludes deposit liabilities with no defined or contractual maturities.

December 31, 2021	Carrying Amount		Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Balance at Fair Value
Assets:
Loans held for sale	$	248,878	$	—	$	—	$	251,101	$	251,101
Loans and leases held for investment, net	2,754,737		—		—		2,964,691		2,964,691
Other assets	18,274		—		15,630		2,644		18,274
Total assets	$	3,021,889	$	—	$	15,630	$	3,218,436	$	3,234,066
Liabilities:
Deposits (1)	$	68,405	$	—	$	—	$	68,405	$	68,405
Short-term borrowings	27,780		—		17,595		10,185		27,780
Advances from PPPLF	271,933		—		—		271,933		271,933
Other long-term debt	15,455		—		—		15,455		15,455
Other liabilities	51,655		—		22,187		29,468		51,655
Total liabilities	$	435,228	$	—	$	39,782	$	395,446	$	435,228

(1)    Excludes deposit liabilities with no defined or contractual maturities.

XML

Property, Equipment and Software, Net (Tables)

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment [Abstract]

Property, Equipment and Software

Property, equipment and software, net, consist of the following:

December 31,	2022		2021
Software (1)	$	174,360	$	121,102
Leasehold improvements	31,214		37,347
Computer equipment	27,410		29,598
Furniture and fixtures	6,088		8,346
Total property, equipment and software	239,072		196,393
Accumulated depreciation and amortization	(102,599)		(98,397)
Total property, equipment and software, net	$	136,473	$	97,996

(1)    Includes $43.7 million and $14.7 million of development in progress for internally-developed software and $3.0 million and $2.5 million of development in progress to customize purchased software as of December 31, 2022 and 2021, respectively.

XML

Goodwill and Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Finite-Lived Intangible Assets

The gross and net carrying values and accumulated amortization were as follows:

December 31,	2022		2021
Gross carrying value	$	54,500	$	54,500
Accumulated amortization	(38,166)		(33,319)
Net carrying value	$	16,334	$	21,181

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense

The expected future amortization expense for intangible assets as of December 31, 2022, is as follows:

2023	$	4,198
2024	3,549
2025	2,901
2026	2,252
2027	1,603
Thereafter	1,831
Total	$	16,334

XML

Other Assets (Tables)

12 Months Ended

Dec. 31, 2022

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Schedule of Other Assets

Other assets consist of the following:

December 31,	2022		2021
Deferred tax asset, net (1)	$	173,687	$	—
Servicing assets (2)	85,654		70,370
Operating lease assets	63,872		77,316
Nonmarketable equity investments	38,320		31,726
Intangible assets, net (3)	16,334		21,181
Other	122,439		101,953
Total other assets	$	500,306	$	302,546

(1)     See “Note 17. Income Taxes” for additional detail.

(2)     Loans underlying servicing assets had a total outstanding principal balance of $11.0 billion and $10.3 billion as of December 31, 2022 and 2021, respectively.

(3)    See “Note 10. Goodwill and Intangible Assets” for additional detail.

XML

Deposits (Tables)

12 Months Ended

Dec. 31, 2022

Other Liabilities Disclosure [Abstract]

Summary of Deposits

Deposits consist of the following:

December 31,	2022		2021
Interest-bearing deposits:
Savings and money market accounts	$	3,616,657	$	856,989
Checking accounts	1,681,095		1,993,809
Certificates of deposit	860,808		68,405
Total	$	6,158,560	$	2,919,203
Noninterest-bearing deposits	233,993		216,585
Total deposits	$	6,392,553	$	3,135,788

Total certificates of deposit at December 31, 2022 are scheduled to mature as follows:

2023	$	759,374
2024	81,415
2025	9,886
2026	946
2027	9,187
Total certificates of deposit	$	860,808

The following table presents the amount of certificates of deposit with denominations exceeding the Federal Deposit Insurance Corporation (FDIC) limit of $250 thousand, segregated by time remaining until maturity, as of December 31, 2022:

	Three months or less		Over 3 months through 6 months		Over 6 months through 12 months		Over 12 months		Total
Certificates of deposit	$	3,075	$	807	$	6,798	$	4,331	$	15,011

XML

Short-term Borrowings and Long-term Debt (Tables)

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Schedule of Short-Term Borrowings

The following table summarizes the Company’s short-term borrowings, as of the dates indicated:

December 31,	2022		2021
Repurchase agreements:
Aggregate debt outstanding	$	2,619	$	27,780
Interest rates (1)	6.30%-7.23%		3.12%-6.72%
Pledged collateral	$	2,812	$	50,519

(1)     Fixed or based on a benchmark of the weighted-average interest rate of the securities sold plus a spread.

Schedule of Long-Term Debt

The following table summarizes the Company’s long-term debt, as of the dates indicated:

December 31,	2022			2021
Advances from PPPLF (1):
Aggregate debt outstanding	$	64,154		$	271,933
Interest rate (fixed)	0.35		%	0.35		%
Pledged collateral	$	66,971		$	268,297
Other long-term debt (2):
Aggregate debt outstanding	$	—		$	15,300
Interest rate	—			6.50		%
Pledged collateral	$	—		$	—
Retail notes, certificates and secured borrowings (3):
Aggregate debt outstanding	$	55,425		$	229,719
Payable on Structured Program borrowings (4):
Aggregate debt outstanding	$	8,085		$	65,451
Pledged collateral	$	9,708		$	73,855

(1)     Collateralized by SBA PPP loans originated by the Company. The maturity date of the PPPLF borrowings matches the maturity date of the SBA PPP loans. When loans are forgiven by the SBA, the corresponding PPPLF advance is paid by the Company.

(2)     Consists of subordinated notes which were fully redeemed at par plus accrued unpaid interest in December 2022 by the Company.

(3)     The Company does not assume principal or interest rate risk on loans that were funded by Retail Notes because loan balances, interest rates and maturities were matched and offset by an equal balance of notes with the exact same interest rates and maturities. As of December 31, 2020, LendingClub ceased offering and selling Retail Notes. The total balance of outstanding Retail Notes will continue to decline as underlying borrower payments are made.

(4)     Consists of certificate participations and securities of certain consolidated VIEs held by third-party investors and secured by “Loans held for investment at fair value” and “Loans held for sale” totaling $4.0 million and $62.7 million and restricted cash of $5.7 million and $11.2 million as of December 31, 2022 and 2021, respectively.

XML

Other Liabilities (Tables)

12 Months Ended

Dec. 31, 2022

Payables and Accruals [Abstract]

Schedule of Other Liabilities

Other liabilities consist of the following:

December 31,	2022		2021
Accounts payable and accrued expenses	$	98,173	$	100,972
Operating lease liabilities	77,291		91,588
Payable to investors (1)	30,311		22,187
Other	86,842		89,204
Total other liabilities	$	292,617	$	303,951

(1)    Represents principal and interest on loans collected by the Company and pending disbursement to investors.

XML

Accumulated Other Comprehensive Income (Loss) (Tables)

12 Months Ended

Dec. 31, 2022

Equity [Abstract]

Comprehensive Income (Loss)

Accumulated other comprehensive income (loss) represents other cumulative gains and losses that are not reflected in earnings. The components of other comprehensive income (loss) were as follows:

Year Ended December 31,	2022
	Before Tax		Tax Effect		Net of Tax
Change in net unrealized loss on securities available for sale	$	(61,326)	$	16,664	$	(44,662)
Other comprehensive loss	$	(61,326)	$	16,664	$	(44,662)

Year Ended December 31,	2021
	Before Tax		Tax Effect		Net of Tax
Change in net unrealized gain on securities available for sale	$	5,562	$	—	$	5,562
Other comprehensive income	$	5,562	$	—	$	5,562

Year Ended December 31,	2020
	Before Tax		Tax Effect		Net of Tax
Change in net unrealized gain on securities available for sale	$	2,044	$	5	$	2,049
Other comprehensive income	$	2,044	$	5	$	2,049

Schedule of Accumulated Other Comprehensive Income (Loss)

Accumulated other comprehensive income (loss) balances were as follows:

	Total Accumulated Other Comprehensive Income (Loss)
Balance at December 31, 2020	$	1,484
Change in net unrealized gain on securities available for sale	5,562
Balance at December 31, 2021	$	7,046
Change in net unrealized loss on securities available for sale	(44,662)
Balance at December 31, 2022	$	(37,616)

XML

Employee Incentive Plans (Tables)

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Schedule of Common Stock Reserved for Future Issuance

Shares of common stock reserved for future issuance was as follows:

December 31,	2022	2021
Available for future RSU, PBRSU and stock option grants	17,473,925	15,172,055
Unvested RSUs, PBRSUs and stock options outstanding	11,676,962	13,029,414
Available for ESPP	6,302,187	5,161,860
Total reserved for future issuance	35,453,074	33,363,329

Total Stock-based Compensation Expense

Stock-based compensation expense was as follows for the periods presented:

Year Ended December 31,	2022		2021		2020
RSUs and PBRSUs	$	66,316	$	66,552	$	60,745
Stock options	46		599		788
Total stock-based compensation expense	$	66,362	$	67,151	$	61,533

Schedule of RSU Activity

The following table summarizes the activities for the Company’s RSUs:

	Number of Units	Weighted- Average Grant Date Fair Value
Unvested at December 31, 2021	9,703,751	$	12.44
Granted	5,532,101	$	14.03
Vested	(4,997,560)	$	12.85
Forfeited/expired	(1,565,666)	$	13.78
Unvested at December 31, 2022	8,672,626	$	12.94

Schedule of PBRSU Activity

The following table summarizes the activities for the Company’s PBRSUs:

	Number of Units	Weighted- Average Grant Date Fair Value
Unvested at December 31, 2021	1,771,869	$	9.72
Granted	743,074	$	8.83
Vested	(760,045)	$	5.48
Unvested at December 31, 2022	1,754,898	$	11.19

Schedule of Options Activity

The following table summarizes the activities for the Company’s stock options:

	Number of Options	Weighted-Average Exercise Price Per Share		Weighted-Average Remaining Contractual Life (in years)	Aggregate Intrinsic  Value (1) (in thousands)
Outstanding at December 31, 2021	1,553,807	$	32.12
Exercised	(244,821)	$	3.52
Forfeited/Expired	(59,535)	$	44.99
Outstanding at December 31, 2022	1,249,451	$	37.11	1.8	$	142
Exercisable at December 31, 2022	1,249,451	$	37.11	1.8	$	142

(1)    The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying awards and the Company’s closing stock price of $8.80 as reported on the New York Stock Exchange on December 30, 2022.

XML

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Schedule of Components of Income Tax Expense (Benefit)

Income tax benefit consisted of the following for the periods shown below:

Year Ended December 31,	2022		2021		2020
Current:
Federal	$	—	$	—	$	1
State	(20,812)		(3,541)		78
Total current tax (expense) benefit	$	(20,812)	$	(3,541)	$	79
Deferred:
Federal	$	121,520	$	2,066	$	—
State	35,940		1,611		—
Total deferred benefit	$	157,460	$	3,677	$	—
Income tax benefit	$	136,648	$	136	$	79

Schedule of Effective Income Tax Rate Reconciliation

A reconciliation of the income taxes expected at the statutory federal income tax rate and income tax benefit is as follows:

Year Ended December 31,	2022		2021		2020
Statutory federal tax (expense) benefit	$	(32,140)	$	(3,873)	$	39,399
State tax, net of federal tax benefit	11,951		(1,524)		81
Stock-based compensation tax benefit (expense)	271		11,839		(8,044)
Research and development tax credits	10,907		4,354		994
Change in valuation allowance	154,081		(7,867)		(29,728)
Change in unrecognized tax benefit	(3,438)		(2,177)		(497)
Non-deductible expenses	(4,737)		(742)		(2,278)
Other	(247)		126		152
Income tax benefit	$	136,648	$	136	$	79

Deferred Tax Assets and Liabilities

The significant components of the Company’s deferred tax assets and liabilities were:

December 31,	2022		2021
Deferred tax assets:
Net operating loss (NOL) carryforwards	$	64,288	$	144,510
Allowance for loan and lease losses	89,718		41,170
Stock-based compensation	10,121		11,721
Unrealized loss on AFS securities	17,214		—
Deferred compensation	12,690		493
Reserves and accruals	13,474		12,558
Operating lease liabilities	20,999		25,807
Goodwill	12,267		14,737
Tax credit carryforwards	26,913		19,339
Other	4,249		3,492
Total deferred tax assets	271,933		273,827
Valuation allowance	(47,721)		(223,367)
Deferred tax assets – net of valuation allowance	$	224,212	$	50,460
Deferred tax liabilities:
Internally developed software	$	(11,687)	$	(17,431)
Servicing assets	(2,634)		(2,452)
Operating lease assets	(17,353)		(21,614)
Leases	(15,694)		(6,961)
Intangible assets	—		(440)
Other	(3,157)		(1,562)
Total deferred tax liabilities	$	(50,525)	$	(50,460)
Deferred tax asset – net	$	173,687	$	—

Changes in Unrecognized Tax Benefit

A reconciliation of the beginning and ending balance of total unrecognized tax benefits is as follows:

Year Ended December 31,	2022		2021		2020
Beginning balance	$	22,512	$	17,626	$	15,998
Gross increase for tax positions related to prior years	2,488		1,272		—
Gross increase for tax positions related to the current year	2,850		3,614		1,628
Ending balance	$	27,850	$	22,512	$	17,626

XML

Leases (Tables)

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Sales-type Lease, Lease Income

The components of Equipment Finance assets are as follows:

December 31,	2022		2021
Lease receivables	$	137,969	$	122,927
Unguaranteed residual asset values	39,262		36,837
Unearned income	(17,786)		(10,989)
Deferred fees	874		380
Total	$	160,319	$	149,155

Future Minimum Payments to be Received, Fiscal Year Maturity

Future minimum lease payments based on maturity of the Company’s lessor arrangements as of December 31, 2022 were as follows:

2023	$	47,585
2024	39,929
2025	27,655
2026	17,176
2027	8,171
Thereafter	5,624
Total lease payments	$	146,140
Discount effect	(8,171)
Present value of future minimum lease payments	$	137,969

Supplemental Balance Sheet Information

Balance sheet information related to leases was as follows:

Right-of-Use Assets and Lease Liabilities	Balance Sheet Classification	December 31, 2022		December 31, 2021
Operating lease assets	Other assets	$	63,872	$	77,316
Operating lease liabilities (1)	Other liabilities	$	77,291	$	91,588

(1)    The difference between operating lease assets and operating lease liabilities is the unamortized balance of deferred rent.

Lease Costs

Components of net lease costs were as follows:

		Year Ended December 31,
Net Lease Costs	Income Statement Classification	2022		2021		2020
Operating lease costs (1)	Occupancy	$	(15,189)	$	(18,773)	$	(17,346)
Sublease revenue	Other non-interest income	2,847		6,149		6,146
Net lease costs		$	(12,342)	$	(12,624)	$	(11,200)

(1)    Includes variable lease costs of $1.1 million, $1.3 million and $1.5 million for the years ended December 31, 2022, 2021 and 2020, respectively.

Supplemental Cash Flow Information

Supplemental cash flow information related to the Company’s operating leases was as follows:

Year Ended December 31,	2022		2021		2020
Non-cash operating activity:
Leased assets obtained or adjusted in exchange for new, amended and modified operating lease liabilities (1)	$	(3,650)	$	12,914	$	84

(1)    Represents non-cash activity and, accordingly, is not reflected on the Consolidated Statements of Cash Flows. Amount includes non-cash remeasurements of the operating lease right-of-use (ROU) asset.

Future Minimum Undiscounted Lease Payments

The Company’s future minimum undiscounted lease payments under operating leases as of December 31, 2022 were as follows:

	Operating Lease Payments
2023	$	12,798
2024	13,054
2025	13,184
2026	12,570
2027	12,261
Thereafter	31,484
Total lease payments	$	95,351
Discount effect	18,060
Present value of future minimum lease payments	$	77,291

Weighted-average Remaining Lease Term and Discount Rate

The weighted-average remaining lease term and discount rate used in the calculation of the Company’s operating lease assets and liabilities were as follows:

Lease Term and Discount Rate	December 31, 2022
Weighted-average remaining lease term (in years)	7.43
Weighted-average discount rate	5.40	%

XML

Regulatory Requirements (Tables)

12 Months Ended

Dec. 31, 2022

Regulated Operations [Abstract]

Schedule of Compliance with Regulatory Capital Requirements under Banking Regulations

The following table summarizes the Company’s regulatory capital amounts (in millions) and ratios:

	December 31, 2022				December 31, 2021				Required Minimum plus Required CCB for Non-Leverage Ratios
LendingClub	Amount		Ratio		Amount		Ratio
CET1 capital (1)	$	1,005.8	15.8	%	$	710.0	21.3	%	7.0	%
Tier 1 capital	$	1,005.8	15.8	%	$	710.0	21.3	%	8.5	%
Total capital	$	1,088.1	17.1	%	$	767.9	23.0	%	10.5	%
Tier 1 leverage	$	1,005.8	14.1	%	$	710.0	16.5	%	4.0	%
Risk-weighted assets	$	6,360.7	N/A		$	3,333.2	N/A		N/A
Quarterly adjusted average assets	$	7,119.0	N/A		$	4,301.7	N/A		N/A

N/A – Not applicable

(1)     Consists of common stockholders’ equity as defined under U.S. GAAP and certain adjustments made in accordance with regulatory capital guidelines, including the addition of the CECL transitional benefit and deductions for goodwill and other intangible assets.

The following table summarizes LC Bank’s regulatory capital amounts (in millions) and ratios:

	December 31, 2022				December 31, 2021				Required Minimum plus Required CCB for Non-Leverage Ratios
LendingClub Bank	Amount		Ratio		Amount		Ratio
CET1 capital (1)	$	852.2	13.8	%	$	523.7	16.7	%	7.0	%
Tier 1 capital	$	852.2	13.8	%	$	523.7	16.7	%	8.5	%
Total capital	$	932.4	15.1	%	$	563.7	18.0	%	10.5	%
Tier 1 leverage	$	852.2	12.5	%	$	523.7	14.3	%	4.0	%
Risk-weighted assets	$	6,194.0	N/A		$	3,130.4	N/A		N/A
Quarterly adjusted average assets	$	6,795.2	N/A		$	3,667.7	N/A		N/A

N/A – Not applicable

(1)     Consists of common stockholders’ equity as defined under U.S. GAAP and certain adjustments made in accordance with regulatory capital guidelines, including the addition of the CECL transitional benefit and deductions for goodwill and other intangible assets.

XML

Other Non-interest Income and Non-interest Expense (Tables)

12 Months Ended

Dec. 31, 2022

Other Income and Expenses [Abstract]

Schedule of Other Nonoperating Income (Expense)

Other non-interest income consists of the following:

Year Ended December 31,	2022		2021		2020
Referral revenue	$	12,942	$	14,234	$	5,011
Realized gains (losses) on sales of securities available for sale and other investments	—		(93)		11
Other	15,823		13,078		8,420
Total other non-interest income	$	28,765	$	27,219	$	13,442

Other non-interest expense consists of the following:

Year Ended December 31,	2022		2021		2020
Consumer credit services	$	20,672	$	16,214	$	13,229
Other	43,515		45,044		34,533
Total other non-interest expense	$	64,187	$	61,258	$	47,762

XML

Segment Reporting (Tables)

12 Months Ended

Dec. 31, 2022

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment

Financial information for the segments is presented in the following tables:

	LendingClub Bank				LendingClub Corporation (Parent only)				Intercompany Eliminations				Consolidated Total
	Year Ended December 31,		Eleven Months Ended December 31,		Year Ended December 31,				Year Ended December 31,		Eleven Months Ended December 31,		Year Ended December 31,
	2022		2021		2022		2021		2022		2021		2022		2021
Non-interest income:
Marketplace revenue	$	610,536	$	462,821	$	48,231	$	115,759	$	24,859	$	—	$	683,626	$	578,580
Other non-interest income	85,208		94,953		15,628		16,718		(72,071)		(84,452)		28,765		27,219
Total non-interest income	695,744		557,774		63,859		132,477		(47,212)		(84,452)		712,391		605,799
Interest income:
Interest income	526,471		210,739		30,869		82,093		—		—		557,340		292,832
Interest expense	(60,954)		(8,412)		(21,561)		(71,589)		—		—		(82,515)		(80,001)
Net interest income	465,517		202,327		9,308		10,504		—		—		474,825		212,831
Total net revenue	1,161,261		760,101		73,167		142,981		(47,212)		(84,452)		1,187,216		818,630
(Provision for) reversal of credit losses	(267,326)		(142,182)		—		3,382		—		—		(267,326)		(138,800)
Non-interest expense	(724,304)		(547,799)		(89,761)		(198,039)		47,212		84,452		(766,853)		(661,386)
Income (Loss) before income tax benefit (expense)	169,631		70,120		(16,594)		(51,676)		—		—		153,037		18,444
Income tax benefit (expense)	(42,354)		9,171		125,954		44,013		53,048		(53,048)		136,648		136
Net income (loss)	$	127,277	$	79,291	$	109,360	$	(7,663)	$	53,048	$	(53,048)	$	289,685	$	18,580
Capital expenditures	$	69,481	$	32,602	$	—	$	1,811	$	—	$	—	$	69,481	$	34,413
Depreciation and amortization	$	16,489	$	4,569	$	27,342	$	39,716	$	—	$	—	$	43,831	$	44,285

The Company integrated the Acquisition into its reportable segments in the first quarter of 2021. As the Company’s reportable segments are based on legal organizational structure and LC Bank was formed upon the Acquisition, the Company’s results of operations for the year ended December 31, 2020 are provided on a consolidated basis in the Company’s Income Statement.

	LendingClub Bank				LendingClub Corporation (Parent only)				Intercompany Eliminations				Consolidated Total
	December 31, 2022		December 31, 2021		December 31, 2022		December 31, 2021		December 31, 2022		December 31, 2021		December 31, 2022		December 31, 2021
Assets
Total cash and cash equivalents	$	1,020,874	$	659,919	$	56,475	$	88,268	$	(20,319)	$	(61,061)	$	1,057,030	$	687,126
Restricted cash	—		—		75,409		76,540		(7,955)		(80)		67,454		76,460
Securities available for sale at fair value	329,287		205,730		16,415		57,800		—		—		345,702		263,530
Loans held for sale	110,400		335,449		—		55,799		—		—		110,400		391,248
Loans and leases held for investment, net	4,705,302		2,754,737		—		—		—		—		4,705,302		2,754,737
Loans held for investment at fair value	906,711		—		19,227		21,240		—		—		925,938		21,240
Retail and certificate loans held for investment at fair value	—		—		55,425		229,719		—		—		55,425		229,719
Property, equipment and software, net	102,274		36,424		34,199		61,572		—		—		136,473		97,996
Investment in subsidiary	—		—		755,319		557,577		(755,319)		(557,577)		—		—
Goodwill	75,717		75,717		—		—		—		—		75,717		75,717
Other assets	339,341		254,075		173,851		168,042		(12,886)		(119,571)		500,306		302,546
Total assets	7,589,906		4,322,051		1,186,320		1,316,557		(796,479)		(738,289)		7,979,747		4,900,319
Liabilities and Equity
Total deposits	6,420,827		3,196,929		—		—		(28,274)		(61,141)		6,392,553		3,135,788
Short-term borrowings	—		165		2,619		27,615		—		—		2,619		27,780
Advances from PPPLF	64,154		271,933		—		—		—		—		64,154		271,933
Retail notes, certificates and secured borrowings at fair value	—		—		55,425		229,719		—		—		55,425		229,719
Payable on Structured Program borrowings	—		—		8,085		65,451		—		—		8,085		65,451
Other long-term debt	—		—		—		15,455		—		—		—		15,455
Other liabilities	189,185		218,775		116,318		150,727		(12,886)		(65,551)		292,617		303,951
Total liabilities	6,674,166		3,687,802		182,447		488,967		(41,160)		(126,692)		6,815,453		4,050,077
Total equity	915,740		634,249		1,003,873		827,590		(755,319)		(611,597)		1,164,294		850,242
Total liabilities and equity	$	7,589,906	$	4,322,051	$	1,186,320	$	1,316,557	$	(796,479)	$	(738,289)	$	7,979,747	$	4,900,319

XML

LendingClub Corporation – Parent Company-Only Financial Statements (Tables)

12 Months Ended

Dec. 31, 2022

Segment Reporting [Abstract]

Condensed Statements of Income (Loss)

Statements of Income (Loss)

Year Ended December 31,	2022		2021
Non-interest income:
Marketplace revenue	$	48,231	$	115,759
Other non-interest income	15,628		16,718
Total non-interest income	63,859		132,477
Interest income:
Interest on loans held for sale at fair value	1,390		11,025
Interest on loans held for investment at fair value	2,875		4,436
Interest on retail and certificate loans held for investment at fair value	18,135		57,684
Interest on securities available for sale	7,608		8,922
Other interest income	861		26
Total interest income	30,869		82,093
Interest expense:
Interest on short-term borrowings	1,002		3,676
Interest on retail notes, certificates and secured borrowings	18,135		57,684
Interest on Structured Program borrowings	1,508		9,638
Interest on other long-term debt	916		591
Total interest expense	21,561		71,589
Net interest income	9,308		10,504
Total net revenue	73,167		142,981
Reversal of credit losses	—		(3,382)
Non-interest expense:
Compensation and benefits	7,770		31,010
Marketing	188		5,460
Equipment and software	194		2,459
Occupancy	13,346		17,751
Depreciation and amortization	27,342		39,716
Professional services	523		14,666
Other non-interest expense	40,398		86,977
Total non-interest expense	89,761		198,039
Loss before income tax benefit	(16,594)		(51,676)
Income tax benefit	125,954		44,013
Income (Loss) before undistributed earnings of subsidiary	109,360		(7,663)
Equity in undistributed earnings of subsidiary	127,277		79,291
Net income	$	236,637	$	71,628

Condensed Statement of Comprehensive Income (Loss)

Statements of Comprehensive Income (Loss)

Year Ended December 31,	2022		2021
Net income	$	236,637	$	71,628
Other comprehensive income (loss), net of tax:
Net unrealized gain (loss) on securities available for sale	(1,556)		9,153
Equity in other comprehensive loss of subsidiary	(43,528)		(2,619)
Other comprehensive income (loss), net of tax	(45,084)		6,534
Total comprehensive income	$	191,553	$	78,162

Condensed Balance Sheets

Balance Sheets

December 31,	2022		2021
Assets
Cash and due from banks	$	34,119	$	58,284
Interest-bearing deposits in banks	22,356		29,984
Total cash and cash equivalents	56,475		88,268
Restricted cash	75,409		76,540
Securities available for sale at fair value ($8,322 and $47,225 at amortized cost, respectively)	16,415		57,800
Loans held for sale at fair value	—		55,799
Loans held for investment at fair value	19,227		21,240
Retail and certificate loans held for investment at fair value	55,425		229,719
Property, equipment and software, net	34,199		61,572
Investment in subsidiary	923,618		634,249
Other assets	165,973		168,042
Total assets	$	1,346,741	$	1,393,229
Liabilities and Equity
Short-term borrowings	2,619		27,615
Retail notes, certificates and secured borrowings at fair value	55,425		229,719
Payable on Structured Program borrowings	8,085		65,451
Other long-term debt	—		15,455
Other liabilities	116,318		150,727
Total liabilities	182,447		488,967
Equity
Series A Preferred stock, $0.01 par value; 1,200,000 shares authorized; 0 shares issued and outstanding	—		—
Common stock, $0.01 par value; 180,000,000 shares authorized; 106,546,995 and 101,043,924 shares issued and outstanding, respectively	1,065		1,010
Additional paid-in capital (1)	1,628,590		1,559,616
Accumulated deficit (1)	(427,745)		(664,382)
Accumulated other comprehensive income (loss)	(37,616)		8,018
Total equity	1,164,294		904,262
Total liabilities and equity	$	1,346,741	$	1,393,229

(1)    Prior period amounts have been reclassified to reflect the full retrospective adoption of ASU 2020-06. See “Note 1. Summary of Significant Accounting Policies” for additional information.

Condensed Statements of Cash Flows

Statements of Cash Flows

Year Ended December 31,	2022		2021
Cash Flows from Operating Activities:
Parent company net income	$	236,637	$	71,628
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in undistributed earnings of subsidiary	(127,277)		(79,291)
Income tax benefit	(125,954)		(44,013)
Net fair value adjustments	(5,929)		(5,936)
Reversal of credit losses	—		(3,382)
Change in fair value of loan servicing assets	33,840		37,138
Stock-based compensation, net	6,310		14,506
Depreciation and amortization (1)	27,342		39,716
Gain on sales of loans	—		(3,372)
Other, net (1)	16		9,326
Net change to loans held for sale	31,658		90,609
Net change in operating assets and liabilities:
Other assets	42,219		(29,556)
Other liabilities	(38,258)		(95,737)
Net cash provided by operating activities	80,604		1,636
Cash Flows from Investing Activities:
Acquisition of company	—		(145,344)
Payments for investments in and advances to subsidiary	(50,000)		(250,001)
Cash received from acquisition	—		658
Purchase of servicing asset investment	(59,880)		—
Proceeds from servicing asset investment	24,564		—
Net change in loans and leases	4,443		1,360
Net decrease in retail and certificate loans	171,853		437,870
Proceeds from maturities and paydowns of securities available for sale	46,548		103,258
Purchases of property, equipment and software, net	—		(1,811)
Other investing activities	2,370		8,146
Net cash provided by investing activities	139,898		154,136
Cash Flows from Financing Activities:
Principal payments on retail notes and certificates	(182,260)		(438,032)
Principal payments on Structured Program borrowings	(21,423)		(90,187)
Principal payments on short-term borrowings	(25,415)		(81,935)
Principal payments on long term debt	(15,300)		—
Other financing activities	(9,028)		(9,295)
Net cash used for financing activities	(253,426)		(619,449)
Net Decrease in Cash, Cash Equivalents and Restricted Cash	(32,924)		(463,677)
Cash, Cash Equivalents and Restricted Cash, Beginning of Period	164,808		628,485
Cash, Cash Equivalents and Restricted Cash, End of Period	$	131,884	$	164,808

XML

Summary of Significant Accounting Policies - Narrative (Detail)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Accounting Policies [Abstract]
Changes in fair value, location	Marketplace revenue	Marketplace revenue
Minimum
Class of Stock [Line Items]
Property and equipment, estimated useful life	3 years
Maximum
Class of Stock [Line Items]
Property and equipment, estimated useful life	5 years

XML

Summary of Significant Accounting Policies - Adoption of New Accounting Standard (Details) - USD ($) $ / shares in Units, $ in Thousands		12 Months Ended
		Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Issuance/exchange of preferred stock in exchange for common stock			$ 0	$ (50,204)	[1]
Additional Paid-in Capital
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Issuance/exchange of preferred stock in exchange for common stock			(43)	(50,161)	[1]
Additional Paid-in Capital | Originally reported
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Issuance/exchange of preferred stock in exchange for common stock				43
Additional Paid-in Capital | Adoption of ASU, adjustment
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Issuance/exchange of preferred stock in exchange for common stock				(50,204)
Accumulated Deficit
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Issuance/exchange of preferred stock in exchange for common stock			0	0
Accumulated Deficit | Originally reported
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Issuance/exchange of preferred stock in exchange for common stock				(50,204)
Accumulated Deficit | Adoption of ASU, adjustment
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Issuance/exchange of preferred stock in exchange for common stock				50,204
Common Stock
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Issuance/exchange of preferred stock in exchange for common stock			43	(43)	[1]
Net income (loss) attributable to stockholders, basic		$ 289,685	18,456	(161,606)
Net income (loss) attributable to stockholders, diluted		$ 289,685	$ 18,580	$ (161,606)
Basic EPS - common stockholders ($ per share)	[2]	$ 2.80	$ 0.19	$ (2.07)
Diluted EPS - common stockholders ($ per share)	[2]	2.79	$ 0.18	$ (2.07)
Common Stock | Originally reported
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Net income (loss) attributable to stockholders, basic				$ (204,868)
Net income (loss) attributable to stockholders, diluted				$ (204,868)
Basic EPS - common stockholders ($ per share)				$ (2.63)
Diluted EPS - common stockholders ($ per share)				$ (2.63)
Common Stock | Adoption of ASU, adjustment
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Net income (loss) attributable to stockholders, basic				$ 43,262
Net income (loss) attributable to stockholders, diluted				$ 43,262
Basic EPS - common stockholders ($ per share)				$ 0.56
Diluted EPS - common stockholders ($ per share)				$ 0.56
Preferred Stock
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Net income (loss) attributable to stockholders, basic			$ 124	$ (25,932)
Net income (loss) attributable to stockholders, diluted			$ 0	$ (25,932)
Basic EPS - common stockholders ($ per share)	[2]	0.00	$ 0.19	$ (2.07)
Diluted EPS - common stockholders ($ per share)	[2]	$ 0.00	$ 0.00	$ (2.07)
Preferred Stock | Originally reported
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Net income (loss) attributable to stockholders, basic				$ 17,330
Net income (loss) attributable to stockholders, diluted				$ 17,330
Basic EPS - common stockholders ($ per share)				$ 1.39
Diluted EPS - common stockholders ($ per share)				$ 1.39
Preferred Stock | Adoption of ASU, adjustment
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Net income (loss) attributable to stockholders, basic				$ (43,262)
Net income (loss) attributable to stockholders, diluted				$ (43,262)
Basic EPS - common stockholders ($ per share)				$ (3.46)
Diluted EPS - common stockholders ($ per share)				$ (3.46)

[1] Includes a payment of $50.2 million that was originally recorded as a deemed dividend within Accumulated Deficit, related to the beneficial conversion feature of the Series A Preferred Stock issued during the first quarter of 2020. Upon the full retrospective adoption of Accounting Standards Update (ASU) 2020-06 during the first quarter of 2022, the deemed dividend was reclassified from Accumulated Deficit to Additional Paid-in Capital. See “Notes to Consolidated Financial Statements – Note 1. Summary of Significant Accounting Policies and Note 4. Net Income (Loss) Per Share.”

[2] See “Notes to Consolidated Financial Statements – Note 4. Net Income (Loss) Per Share” for additional information.

XML

Business Acquisition - Consideration (Details) - USD ($) $ / shares in Units, $ in Thousands		12 Months Ended
	Feb. 01, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Jan. 29, 2021
Business Acquisition [Line Items]
Cash paid		$ 0	$ 145,344	$ 0
Parent
Business Acquisition [Line Items]
Cash paid		$ 0	$ 145,344
Radius Bancorp, Inc
Business Acquisition [Line Items]
Cash paid	$ 140,256
Fair value of common stock issued	40,808
Consideration related to share-based payments	5,742
Total consideration paid	$ 186,806
Stocks issued in acquisition (in shares)	3,761,114
Radius Bancorp, Inc | Parent
Business Acquisition [Line Items]
LendingClub share price (in dollars per share)					$ 10.85

XML

Business Acquisition - Purchase Price Allocation (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Feb. 01, 2021
Assets acquired:
Goodwill	$ 75,717	$ 75,717
Radius Bancorp, Inc
Assets acquired:
Cash and due from banks			$ 18,184
Interest-bearing deposits in banks			650,052
Total cash and cash equivalents			668,236
Securities available for sale at fair value			259,037
Loans and leases held for investment			1,589,054
Allowance for loan and lease losses			(12,440)
Loans and leases held for investment, net			1,576,614
Property, equipment and software			1,926
Goodwill			75,717
Other assets			86,482
Total assets			2,668,012
Liabilities assumed:
Non-interest bearing deposits			146,187
Interest-bearing deposits			1,862,272
Total deposits			2,008,459
Short-term borrowings			9,870
Advances from PPPLF			420,962
Other long-term debt			18,630
Other liabilities			23,285
Total liabilities			2,481,206
Total consideration paid			$ 186,806

XML

Business Acquisition - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Business Acquisition [Line Items]
Total net revenue	$ 1,187,216	$ 818,630
Radius Bancorp, Inc
Business Acquisition [Line Items]
Total net revenue		$ 73,600

XML

Business Acquisition - Pro Forma Information (Details) - Radius Bancorp, Inc - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]
Total net revenue	$ 825,701	$ 392,377
Net income (loss)	$ 11,644	$ (190,120)

XML

Marketplace Revenue - Components of Marketplace Revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Disaggregation of Revenue [Line Items]
Gain on sales of loans	$ 95,335	$ 70,116	$ 30,812
Net fair value adjustments	8,503	3,986	(105,002)
Total marketplace revenue	683,626	578,580	245,314
Origination fees
Disaggregation of Revenue [Line Items]
Revenue	499,179	416,839	207,640
Servicing fees
Disaggregation of Revenue [Line Items]
Revenue	$ 80,609	$ 87,639	$ 111,864

XML

Net Income (Loss) Per Share - Basic and Diluted Net Income (Loss) per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands		12 Months Ended
		Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Common Stock
Basic EPS:
Net income (loss) attributable to stockholders, basic		$ 289,685	$ 18,456	$ (161,606)
Weighted-average common shares - Basic (shares)	[1]	103,547,305	97,486,754	77,934,302
Basic EPS ($ per share)	[1]	$ 2.80	$ 0.19	$ (2.07)
Diluted EPS:
Net income (loss) attributable to stockholders, diluted		$ 289,685	$ 18,580	$ (161,606)
Weighted-average common shares - Diluted (shares)	[1]	104,001,288	102,147,353	77,934,302
Diluted EPS ($ per share)	[1]	$ 2.79	$ 0.18	$ (2.07)
Preferred Stock
Basic EPS:
Net income (loss) attributable to stockholders, basic			$ 124	$ (25,932)
Weighted-average common shares - Basic (shares)	[1]	0	653,118	12,505,393
Basic EPS ($ per share)	[1]	$ 0.00	$ 0.19	$ (2.07)
Diluted EPS:
Net income (loss) attributable to stockholders, diluted			$ 0	$ (25,932)
Weighted-average common shares - Diluted (shares)	[1]	0	0	12,505,393
Diluted EPS ($ per share)	[1]	$ 0.00	$ 0.00	$ (2.07)

[1] See “Notes to Consolidated Financial Statements – Note 4. Net Income (Loss) Per Share” for additional information.

XML

Net Income (Loss) Per Share - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions	Mar. 20, 2020	Dec. 31, 2022	Dec. 31, 2021	Mar. 31, 2021
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Common stock, par value ($ per share)	$ 0.01	$ 0.01	$ 0.01
Preferred stock, par value ($ per share)		$ 0.01	$ 0.01
One-time cash payment	$ 50.2
Preferred stock, outstanding (shares)		0	0	0
Series A Preferred Stock
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Preferred stock, par value ($ per share)	$ 0.01
Largest Stockholder | Series A Preferred Stock
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Conversion of stock, shares issued (in shares)	195,628
Largest Stockholder | Common Stock
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Conversion of stock, shares of common stock converted and retired (in shares)	19,562,881

XML

Net Income (Loss) Per Share - Shares Excluded from Calculation of Earnings (Loss) per Share (Details)	12 Months Ended
	Dec. 31, 2020 shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Weighted average common shares excluded (shares)	13,027,089
Preferred Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Weighted average common shares excluded (shares)	12,505,393
Restricted stock units (RSUs) and Performance-based RSUs (PBRSUs)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Weighted average common shares excluded (shares)	299,747
Stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Weighted average common shares excluded (shares)	221,949

XML

Securities Available for Sale - Amortized cost/fair value (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	$ 399,668	$ 256,170
Gross Unrealized Gains	9,424	11,104
Gross Unrealized Losses	(63,390)	(3,744)
Fair Value	345,702	263,530
Asset Pledged as Collateral
Debt Securities, Available-for-sale [Line Items]
Fair Value	319,000	236,800
U.S. agency residential mortgage-backed securities
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	255,675	125,985
Gross Unrealized Gains	0	0
Gross Unrealized Losses	(41,248)	(2,286)
Fair Value	214,427	123,699
U.S. agency securities
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	90,447	26,902
Gross Unrealized Gains	0	1
Gross Unrealized Losses	(16,053)	(731)
Fair Value	74,394	26,172
Commercial mortgage-backed securities
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	26,988	26,649
Gross Unrealized Gains	0	1
Gross Unrealized Losses	(4,470)	(552)
Fair Value	22,518	26,098
Other asset-backed securities
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	14,959	26,112
Gross Unrealized Gains	29	151
Gross Unrealized Losses	(785)	(130)
Fair Value	14,203	26,133
Asset-backed senior securities
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	5,248	28,057
Gross Unrealized Gains	0	72
Gross Unrealized Losses	0	0
Fair Value	5,248	28,129
Asset-backed subordinated securities
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	2,020	4,119
Gross Unrealized Gains	5,587	7,643
Gross Unrealized Losses	0	0
Fair Value	7,607	11,762
CLUB Certificate asset-backed securities
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	1,054	15,049
Gross Unrealized Gains	3,808	3,236
Gross Unrealized Losses	0	0
Fair Value	4,862	18,285
Municipal securities
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	3,277	3,297
Gross Unrealized Gains	0	0
Gross Unrealized Losses	(834)	(45)
Fair Value	$ 2,443	$ 3,252

XML

Securities Available for Sale - Continuous loss (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Schedule of Securities Available-for-Sale [Line Items]
Fair value, less than 12 months	$ 168,722	$ 190,246
Unrealized losses, less than 12 months	(23,346)	(3,744)
Fair value, 12 months or longer	156,091	0
Unrealized losses, 12 months or longer	(40,044)	0
Fair Value	324,813	190,246
Unrealized Losses	(63,390)	(3,744)
U.S. agency residential mortgage-backed securities
Schedule of Securities Available-for-Sale [Line Items]
Fair value, less than 12 months	111,843	123,668
Unrealized losses, less than 12 months	(15,831)	(2,286)
Fair value, 12 months or longer	102,584	0
Unrealized losses, 12 months or longer	(25,417)	0
Fair Value	214,427	123,668
Unrealized Losses	(41,248)	(2,286)
U.S. agency securities
Schedule of Securities Available-for-Sale [Line Items]
Fair value, less than 12 months	50,352	24,175
Unrealized losses, less than 12 months	(7,213)	(731)
Fair value, 12 months or longer	24,042	0
Unrealized losses, 12 months or longer	(8,840)	0
Fair Value	74,394	24,175
Unrealized Losses	(16,053)	(731)
Other asset-backed securities
Schedule of Securities Available-for-Sale [Line Items]
Fair value, less than 12 months	4,086	13,224
Unrealized losses, less than 12 months	(73)	(130)
Fair value, 12 months or longer	6,945	0
Unrealized losses, 12 months or longer	(712)	0
Fair Value	11,031	13,224
Unrealized Losses	(785)	(130)
Commercial mortgage-backed securities
Schedule of Securities Available-for-Sale [Line Items]
Fair value, less than 12 months	2,441	25,927
Unrealized losses, less than 12 months	(229)	(552)
Fair value, 12 months or longer	20,077	0
Unrealized losses, 12 months or longer	(4,241)	0
Fair Value	22,518	25,927
Unrealized Losses	(4,470)	(552)
Municipal securities
Schedule of Securities Available-for-Sale [Line Items]
Fair value, less than 12 months	0	3,252
Unrealized losses, less than 12 months	0	(45)
Fair value, 12 months or longer	2,443	0
Unrealized losses, 12 months or longer	(834)	0
Fair Value	2,443	3,252
Unrealized Losses	$ (834)	$ (45)

XML

Securities Available for Sale - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Schedule of Securities Available-for-Sale [Line Items]
Par value of acquired PCD securities at acquisition		$ 42,388
Proceeds from sales of securities available for sale	$ 0	$ 106,192	$ 6,217

XML

Securities Available for Sale - Allowance for Credit Losses (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Debt Securities, Available-for-sale, Allowance for Credit Loss [Roll Forward]
Balance at beginning of period	$ (18,736)	$ 0
Reversal of credit loss expense	3,382
Reversal of allowance arising from PCD financial assets	15,354
Provision for credit loss expense		(3,382)
Allowance arising from PCD financial assets		(15,354)
Balance at end of period	0	(18,736)
CLUB Certificate asset-backed securities
Debt Securities, Available-for-sale, Allowance for Credit Loss [Roll Forward]
Balance at beginning of period	(4,190)	0
Reversal of credit loss expense	236
Reversal of allowance arising from PCD financial assets	3,954
Provision for credit loss expense		(236)
Allowance arising from PCD financial assets		(3,954)
Balance at end of period	0	(4,190)
Asset-backed subordinated securities
Debt Securities, Available-for-sale, Allowance for Credit Loss [Roll Forward]
Balance at beginning of period	(14,546)	0
Reversal of credit loss expense	3,146
Reversal of allowance arising from PCD financial assets	11,400
Provision for credit loss expense		(3,146)
Allowance arising from PCD financial assets		(11,400)
Balance at end of period	$ 0	$ (14,546)

XML

Securities Available for Sale - Securities Purchased with Credit Deterioration (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2021 USD ($)
Investments, Debt and Equity Securities [Abstract]
Purchase price of PCD securities at acquisition	$ 27,034
Credit valuation allowance on PCD securities at acquisition	15,354
Par value of acquired PCD securities at acquisition	$ 42,388

XML

Securities Available for Sale - Maturities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Debt Securities, Available-for-sale, Maturity, Allocated and Single Maturity Date, Amortized Cost [Abstract]
Amortized cost, after 1 year through 5 years	$ 10,035
Amortized cost, due after 5 years through 10 years	23,122
Amortized cost, due after 10 years	358,189
Asset-backed securities related to Structured Program transactions	8,322
Amortized Cost	399,668	$ 256,170
Fair Value
Fair value, after 1 year through 5 years	9,559
Fair value, due after 5 years through 10 years	20,533
Fair value, due after 10 years	297,893
Asset-backed securities related to Structured Program transactions	17,717
Fair Value	$ 345,702	263,530
Weighted-average yield, due after 1 year through 5 years	3.33%
Weighted-average yield, due after 5 years through 10 years	2.69%
Weighted-average yield, due after 10 years	2.47%
Weighted-average yield	5.47%
U.S. agency residential mortgage-backed securities
Debt Securities, Available-for-sale, Maturity, Allocated and Single Maturity Date, Amortized Cost [Abstract]
Amortized cost, due after 5 years through 10 years	$ 6,232
Amortized cost, due after 10 years	249,443
Fair Value
Fair value, due after 5 years through 10 years	5,818
Fair value, due after 10 years	208,609
Fair Value	214,427	123,699
Other asset-backed securities
Debt Securities, Available-for-sale, Maturity, Allocated and Single Maturity Date, Amortized Cost [Abstract]
Amortized cost, due after 5 years through 10 years	566
Amortized cost, due after 10 years	14,393
Amortized Cost	14,959	26,112
Fair Value
Fair value, due after 5 years through 10 years	571
Fair value, due after 10 years	13,632
Fair Value	14,203	26,133
Commercial mortgage-backed securities
Debt Securities, Available-for-sale, Maturity, Allocated and Single Maturity Date, Amortized Cost [Abstract]
Amortized cost, after 1 year through 5 years	1,035
Amortized cost, due after 5 years through 10 years	2,853
Amortized cost, due after 10 years	23,100
Amortized Cost	26,988	26,649
Fair Value
Fair value, after 1 year through 5 years	917
Fair value, due after 5 years through 10 years	2,374
Fair value, due after 10 years	19,227
Fair Value	22,518	26,098
U.S. agency securities
Debt Securities, Available-for-sale, Maturity, Allocated and Single Maturity Date, Amortized Cost [Abstract]
Amortized cost, after 1 year through 5 years	9,000
Amortized cost, due after 5 years through 10 years	12,847
Amortized cost, due after 10 years	68,600
Amortized Cost	90,447	26,902
Fair Value
Fair value, after 1 year through 5 years	8,642
Fair value, due after 5 years through 10 years	11,235
Fair value, due after 10 years	54,517
Fair Value	74,394	26,172
Municipal securities
Debt Securities, Available-for-sale, Maturity, Allocated and Single Maturity Date, Amortized Cost [Abstract]
Amortized cost, due after 5 years through 10 years	624
Amortized cost, due after 10 years	2,653
Amortized Cost	3,277	3,297
Fair Value
Fair value, due after 5 years through 10 years	535
Fair value, due after 10 years	1,908
Fair Value	$ 2,443	$ 3,252
Asset-backed securities related to Structured Program transactions
Fair Value
Weighted-average yield	83.81%

XML

Securities Available for Sale - Proceeds and Gross Realized Gains and Losses from Sales of Other Securities Available for Sale (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Investments, Debt and Equity Securities [Abstract]
Proceeds	$ 0	$ 106,192	$ 6,217
Gross realized gains		708	14
Gross realized losses		$ (952)	$ (3)

XML

Loans and Leases Held for Investment at Amortized Cost, Net of Allowance For Loan and Lease Losses - Narrative (Detail) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Loans and Leases Receivable Disclosure [Abstract]
Accrued interest receivable, location	Other assets	Other assets
Accrued interest	$ 27.9	$ 15.6

XML

Loans and Leases Held for Investment at Amortized Cost, Net of Allowance For Loan and Lease Losses - Schedule of Components of Portfolio Segment by Class of Financing Receivable (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Loans and leases held for investment	$ 5,033,154	$ 2,899,126
Allowance for loan and lease losses	(327,852)	(144,389)	$ 0
Loans and leases held for investment, net	4,705,302	2,754,737
Loans pledged as collateral under the FRB discount window	$ 283,600	$ 149,200
Allowance ratios	6.50%	5.00%
Allowance for loan and lease losses to commercial loans and leases held for investment, excluding PPP loans, percent	6.60%	5.50%
Asset Pledged as Collateral
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Loans and leases held for investment, net	$ 156,200	$ 0
Consumer Portfolio Segment
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Loans and leases held for investment	4,260,608	2,021,916
Allowance for loan and lease losses	(312,489)	(128,812)	0
Loans and leases held for investment, net	$ 3,948,119	$ 1,893,104
Allowance ratios	7.30%	6.40%
Consumer Portfolio Segment | Unsecured personal
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Loans and leases held for investment	$ 3,866,373	$ 1,804,578
Consumer Portfolio Segment | Residential mortgages
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Loans and leases held for investment	199,601	151,362
Consumer Portfolio Segment | Secured consumer
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Loans and leases held for investment	194,634	65,976
Commercial Portfolio Segment
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Loans and leases held for investment	772,546	877,210
Allowance for loan and lease losses	(15,363)	(15,577)	$ 0
Loans and leases held for investment, net	$ 757,183	$ 861,633
Allowance ratios	2.00%	1.80%
Allowance for loan and lease losses to commercial loans and leases held for investment, excluding PPP loans, percent	2.20%	2.60%
Commercial Portfolio Segment | Equipment finance
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Loans and leases held for investment	$ 160,319	$ 149,155
Commercial Portfolio Segment | Commercial real estate
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Loans and leases held for investment	373,501	310,399
Commercial Portfolio Segment | Commercial and industrial
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Loans and leases held for investment	238,726	417,656
Commercial Portfolio Segment | Commercial and industrial loan, PPP
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Loans and leases held for investment	$ 67,000	$ 268,300

XML

Loans and Leases Held for Investment at Amortized Cost, Net of Allowance For Loan and Lease Losses - Allowance For Credit Losses (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Allowance for loan and lease losses, beginning of period	$ 144,389	$ 0
Credit loss expense for loans and leases held for investment	266,679	140,951
Initial allowance for PCD loans acquired during the period	0	12,440
Charge-offs	(87,473)	(10,452)
Recoveries	4,257	1,450
Allowance for loan and lease losses, end of period	327,852	144,389
Off-Balance Sheet, Credit Loss, Liability [Roll Forward]
Initial allowance for PCD assets acquired during the period at acquisition date	30,378	30,400
Net impact to the allowance for PCD assets on the acquisition date		12,400
Radius Bancorp, Inc
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Credit loss expense for loans and leases held for investment		6,900
Unfunded Loan Commitment
Off-Balance Sheet, Credit Loss, Liability [Roll Forward]
Reserve for unfunded lending commitments, beginning of period	1,231	0
Credit loss expense for unfunded lending commitments	647	1,231
Reserve for unfunded lending commitments, end of period	1,878	1,231
Unfunded Loan Commitment, Commitments To Extend Credit
Off-Balance Sheet, Credit Loss, Liability [Roll Forward]
Reserve for unfunded lending commitments, beginning of period	110,800
Reserve for unfunded lending commitments, end of period	138,000	110,800
PCD Loans Acquired
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Charge-offs		(18,000)
Consumer Portfolio Segment
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Allowance for loan and lease losses, beginning of period	128,812	0
Credit loss expense for loans and leases held for investment	265,359	136,789
Initial allowance for PCD loans acquired during the period	0	603
Charge-offs	(85,247)	(8,789)
Recoveries	3,565	209
Allowance for loan and lease losses, end of period	312,489	128,812
Consumer Portfolio Segment | Unfunded Loan Commitment
Off-Balance Sheet, Credit Loss, Liability [Roll Forward]
Reserve for unfunded lending commitments, beginning of period	0	0
Credit loss expense for unfunded lending commitments	18	0
Reserve for unfunded lending commitments, end of period	18	0
Commercial Portfolio Segment
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Allowance for loan and lease losses, beginning of period	15,577	0
Credit loss expense for loans and leases held for investment	1,320	4,162
Initial allowance for PCD loans acquired during the period	0	11,837
Charge-offs	(2,226)	(1,663)
Recoveries	692	1,241
Allowance for loan and lease losses, end of period	15,363	15,577
Commercial Portfolio Segment | Unfunded Loan Commitment
Off-Balance Sheet, Credit Loss, Liability [Roll Forward]
Reserve for unfunded lending commitments, beginning of period	1,231	0
Credit loss expense for unfunded lending commitments	629	1,231
Reserve for unfunded lending commitments, end of period	$ 1,860	$ 1,231

XML

Loans and Leases Held for Investment at Amortized Cost, Net of Allowance For Loan and Lease Losses - Credit Quality Indicators (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Term Loans and Leases by Origination Year
Total	$ 5,033,154	$ 2,899,126
Consumer Portfolio Segment
Term Loans and Leases by Origination Year
Year one	3,064,021	1,904,265
Year two	1,102,517	37,620
Year three	31,465	26,798
Year four	24,226	9,906
Year five	4,546	3,407
Prior	33,833	38,645
Within Revolving Period		1,275
Total	4,260,608	2,021,916
Consumer Portfolio Segment | Unsecured personal
Term Loans and Leases by Origination Year
Year one	2,861,207	1,804,578
Year two	1,005,166	0
Year three	0	0
Year four	0	0
Year five	0	0
Prior	0	0
Within Revolving Period		0
Total	3,866,373	1,804,578
Consumer Portfolio Segment | Residential mortgages
Term Loans and Leases by Origination Year
Year one	49,721	36,732
Year two	58,353	37,620
Year three	31,465	26,798
Year four	21,683	7,277
Year five	4,546	3,025
Prior	33,833	38,645
Within Revolving Period		1,265
Total	199,601	151,362
Consumer Portfolio Segment | Secured consumer
Term Loans and Leases by Origination Year
Year one	153,093	62,955
Year two	38,998	0
Year three	0	0
Year four	2,543	2,629
Year five	0	382
Prior	0	0
Within Revolving Period		10
Total	194,634	65,976
Commercial Portfolio Segment
Term Loans and Leases by Origination Year
Year one	220,905	350,952
Year two	202,382	208,693
Year three	111,040	110,640
Year four	91,253	70,150
Year five	57,687	47,320
Prior	89,279	88,769
Within Revolving Period		686
Total	772,546	877,210
Commercial Portfolio Segment | Equipment finance
Term Loans and Leases by Origination Year
Year one	59,227	53,971
Year two	40,312	35,398
Year three	25,873	28,728
Year four	19,544	16,060
Year five	11,919	6,184
Prior	3,444	8,814
Within Revolving Period		0
Total	160,319	149,155
Commercial Portfolio Segment | Equipment finance | Pass
Term Loans and Leases by Origination Year
Year one	59,227	52,440
Year two	38,218	35,398
Year three	25,014	26,918
Year four	15,785	15,457
Year five	11,880	6,184
Prior	3,444	8,814
Within Revolving Period		0
Total	153,568	145,211
Commercial Portfolio Segment | Equipment finance | Special mention
Term Loans and Leases by Origination Year
Year one	0	1,531
Year two	2,094	0
Year three	0	1,810
Year four	3,759	0
Year five	0	0
Prior	0	0
Within Revolving Period		0
Total	5,853	3,341
Commercial Portfolio Segment | Equipment finance | Substandard
Term Loans and Leases by Origination Year
Year one	0	0
Year two	0	0
Year three	859	0
Year four	0	603
Year five	39	0
Prior	0	0
Within Revolving Period		0
Total	898	603
Commercial Portfolio Segment | Equipment finance | Doubtful
Term Loans and Leases by Origination Year
Year one	0	0
Year two	0	0
Year three	0	0
Year four	0	0
Year five	0	0
Prior	0	0
Within Revolving Period		0
Total	0	0
Commercial Portfolio Segment | Equipment finance | Loss
Term Loans and Leases by Origination Year
Year one	0	0
Year two	0	0
Year three	0	0
Year four	0	0
Year five	0	0
Prior	0	0
Within Revolving Period		0
Total	0	0
Commercial Portfolio Segment | Commercial real estate
Term Loans and Leases by Origination Year
Year one	100,602	55,613
Year two	53,445	63,599
Year three	55,912	54,737
Year four	53,737	43,843
Year five	39,633	23,384
Prior	70,172	69,223
Within Revolving Period		0
Total	373,501	310,399
Commercial Portfolio Segment | Commercial real estate | Pass
Term Loans and Leases by Origination Year
Year one	100,602	55,613
Year two	53,445	55,202
Year three	47,497	54,460
Year four	52,834	39,981
Year five	35,992	22,366
Prior	60,976	57,235
Within Revolving Period		0
Total	351,346	284,857
Commercial Portfolio Segment | Commercial real estate | Special mention
Term Loans and Leases by Origination Year
Year one	0	0
Year two	0	8,397
Year three	8,415	0
Year four	260	1,366
Year five	1,237	1,018
Prior	405	7,242
Within Revolving Period		0
Total	10,317	18,023
Commercial Portfolio Segment | Commercial real estate | Substandard
Term Loans and Leases by Origination Year
Year one	0	0
Year two	0	0
Year three	0	277
Year four	643	2,496
Year five	2,404	0
Prior	8,215	4,179
Within Revolving Period		0
Total	11,262	6,952
Commercial Portfolio Segment | Commercial real estate | Doubtful
Term Loans and Leases by Origination Year
Year one	0	0
Year two	0	0
Year three	0	0
Year four	0	0
Year five	0	0
Prior	0	0
Within Revolving Period		0
Total	0	0
Commercial Portfolio Segment | Commercial real estate | Loss
Term Loans and Leases by Origination Year
Year one	0	0
Year two	0	0
Year three	0	0
Year four	0	0
Year five	0	0
Prior	576	567
Within Revolving Period		0
Total	576	567
Commercial Portfolio Segment | Commercial and industrial
Term Loans and Leases by Origination Year
Year one	61,076	241,368
Year two	108,625	109,696
Year three	29,255	27,175
Year four	17,972	10,247
Year five	6,135	17,752
Prior	15,663	10,732
Within Revolving Period		686
Total	238,726	417,656
Commercial Portfolio Segment | Commercial and industrial | Pass
Term Loans and Leases by Origination Year
Year one	61,076	241,368
Year two	99,264	108,574
Year three	24,726	24,106
Year four	13,866	7,874
Year five	5,174	14,756
Prior	10,831	8,058
Within Revolving Period		599
Total	214,937	405,335
Commercial Portfolio Segment | Commercial and industrial | Special mention
Term Loans and Leases by Origination Year
Year one	0	0
Year two	0	0
Year three	0	2,207
Year four	483	463
Year five	163	1,467
Prior	455	40
Within Revolving Period		0
Total	1,101	4,177
Commercial Portfolio Segment | Commercial and industrial | Substandard
Term Loans and Leases by Origination Year
Year one	0	0
Year two	9,361	1,122
Year three	4,529	862
Year four	3,623	1,858
Year five	797	1,525
Prior	2,820	1,571
Within Revolving Period		87
Total	21,130	7,025
Commercial Portfolio Segment | Commercial and industrial | Doubtful
Term Loans and Leases by Origination Year
Year one	0	0
Year two	0	0
Year three	0	0
Year four	0	0
Year five	0	0
Prior	286	0
Within Revolving Period		0
Total	286	0
Commercial Portfolio Segment | Commercial and industrial | Loss
Term Loans and Leases by Origination Year
Year one	0	0
Year two	0	0
Year three	0	0
Year four	0	52
Year five	1	4
Prior	1,271	1,063
Within Revolving Period		0
Total	1,272	1,119
Current | Consumer Portfolio Segment | Unsecured personal
Term Loans and Leases by Origination Year
Year one	2,835,460	1,796,678
Year two	977,224	0
Year three	0	0
Year four	0	0
Year five	0	0
Prior	0	0
Within Revolving Period		0
Total	3,812,684	1,796,678
Current | Consumer Portfolio Segment | Residential mortgages
Term Loans and Leases by Origination Year
Year one	49,721	36,732
Year two	58,353	37,620
Year three	31,465	26,798
Year four	21,683	7,277
Year five	4,546	2,682
Prior	33,248	37,685
Within Revolving Period		1,265
Total	199,016	150,059
Current | Consumer Portfolio Segment | Secured consumer
Term Loans and Leases by Origination Year
Year one	151,725	62,731
Year two	38,076	0
Year three	0	0
Year four	2,543	0
Year five	0	0
Prior	0	0
Within Revolving Period		10
Total	192,344	62,741
30-59 days past due | Consumer Portfolio Segment | Unsecured personal
Term Loans and Leases by Origination Year
Year one	11,149	3,624
Year two	9,867	0
Year three	0	0
Year four	0	0
Year five	0	0
Prior	0	0
Within Revolving Period		0
Total	21,016	3,624
30-59 days past due | Consumer Portfolio Segment | Residential mortgages
Term Loans and Leases by Origination Year
Year one	0	0
Year two	0	0
Year three	0	0
Year four	0	0
Year five	0	0
Prior	0	142
Within Revolving Period		0
Total	0	142
30-59 days past due | Consumer Portfolio Segment | Secured consumer
Term Loans and Leases by Origination Year
Year one	1,017	171
Year two	703	0
Year three	0	0
Year four	0	0
Year five	0	0
Prior	0	0
Within Revolving Period		0
Total	1,720	171
30-59 days past due | Commercial Portfolio Segment
Term Loans and Leases by Origination Year
Total	3,172	104
30-59 days past due | Commercial Portfolio Segment | Equipment finance
Term Loans and Leases by Origination Year
Total	3,172	0
30-59 days past due | Commercial Portfolio Segment | Commercial real estate
Term Loans and Leases by Origination Year
Total	0	104
30-59 days past due | Commercial Portfolio Segment | Commercial and industrial
Term Loans and Leases by Origination Year
Total	0	0
60-89 days past due | Consumer Portfolio Segment | Unsecured personal
Term Loans and Leases by Origination Year
Year one	7,785	2,600
Year two	8,633	0
Year three	0	0
Year four	0	0
Year five	0	0
Prior	0	0
Within Revolving Period		0
Total	16,418	2,600
60-89 days past due | Consumer Portfolio Segment | Residential mortgages
Term Loans and Leases by Origination Year
Year one	0	0
Year two	0	0
Year three	0	0
Year four	0	0
Year five	0	92
Prior	254	0
Within Revolving Period		0
Total	254	92
60-89 days past due | Consumer Portfolio Segment | Secured consumer
Term Loans and Leases by Origination Year
Year one	235	53
Year two	147	0
Year three	0	0
Year four	0	0
Year five	0	0
Prior	0	0
Within Revolving Period		0
Total	382	53
60-89 days past due | Commercial Portfolio Segment
Term Loans and Leases by Origination Year
Total	102	0
60-89 days past due | Commercial Portfolio Segment | Equipment finance
Term Loans and Leases by Origination Year
Total	0	0
60-89 days past due | Commercial Portfolio Segment | Commercial real estate
Term Loans and Leases by Origination Year
Total	102	0
60-89 days past due | Commercial Portfolio Segment | Commercial and industrial
Term Loans and Leases by Origination Year
Total	0	0
90 or more days past due | Consumer Portfolio Segment | Unsecured personal
Term Loans and Leases by Origination Year
Year one	6,813	1,676
Year two	9,442	0
Year three	0	0
Year four	0	0
Year five	0	0
Prior	0	0
Within Revolving Period		0
Total	16,255	1,676
90 or more days past due | Consumer Portfolio Segment | Residential mortgages
Term Loans and Leases by Origination Year
Year one	0	0
Year two	0	0
Year three	0	0
Year four	0	0
Year five	0	251
Prior	331	818
Within Revolving Period		0
Total	331	1,069
90 or more days past due | Consumer Portfolio Segment | Secured consumer
Term Loans and Leases by Origination Year
Year one	116	0
Year two	72	0
Year three	0	0
Year four	0	2,629
Year five	0	382
Prior	0	0
Within Revolving Period		0
Total	188	3,011
90 or more days past due | Commercial Portfolio Segment
Term Loans and Leases by Origination Year
Total	2,502	2,019
90 or more days past due | Commercial Portfolio Segment | Equipment finance
Term Loans and Leases by Origination Year
Total	859	0
90 or more days past due | Commercial Portfolio Segment | Commercial real estate
Term Loans and Leases by Origination Year
Total	0	609
90 or more days past due | Commercial Portfolio Segment | Commercial and industrial
Term Loans and Leases by Origination Year
Total	1,643	1,410
Total Days Past Due | Commercial Portfolio Segment
Term Loans and Leases by Origination Year
Total	5,776	2,123
Total Days Past Due | Commercial Portfolio Segment | Equipment finance
Term Loans and Leases by Origination Year
Total	4,031	0
Total Days Past Due | Commercial Portfolio Segment | Commercial real estate
Term Loans and Leases by Origination Year
Total	102	713
Total Days Past Due | Commercial Portfolio Segment | Commercial and industrial
Term Loans and Leases by Origination Year
Total	$ 1,643	$ 1,410

XML

Loans and Leases Held for Investment at Amortized Cost, Net of Allowance For Loan and Lease Losses - Nonaccrual and Past Due Table (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Financing Receivable, Past Due [Line Items]
Nonaccrual	$ 34,827	$ 9,985
Nonaccrual with no related ACL	$ 2,617	$ 6,434
Nonaccrual ratios	0.70%	0.30%
Nonaccuring Loans And Leases, Excluding PPP Loans | Loans And Leases, Class | Credit Concentration Risk
Financing Receivable, Past Due [Line Items]
Concentration risk, percentage	0.70%	0.40%
Consumer Portfolio Segment
Financing Receivable, Past Due [Line Items]
Nonaccrual	$ 16,774	$ 6,060
Nonaccrual with no related ACL	$ 331	$ 4,384
Nonaccrual ratios	0.40%	0.30%
Consumer Portfolio Segment | Unsecured personal
Financing Receivable, Past Due [Line Items]
Nonaccrual	$ 16,255	$ 1,676
Nonaccrual with no related ACL	0	0
Consumer Portfolio Segment | Residential mortgages
Financing Receivable, Past Due [Line Items]
Nonaccrual	331	1,373
Nonaccrual with no related ACL	331	1,373
Consumer Portfolio Segment | Secured consumer
Financing Receivable, Past Due [Line Items]
Nonaccrual	188	3,011
Nonaccrual with no related ACL	0	3,011
Commercial Portfolio Segment
Financing Receivable, Past Due [Line Items]
Nonaccrual	18,053	3,925
Nonaccrual with no related ACL	$ 2,286	$ 2,050
Nonaccrual ratios	2.30%	0.40%
Commercial Portfolio Segment | Equipment finance
Financing Receivable, Past Due [Line Items]
Nonaccrual	$ 898	$ 603
Nonaccrual with no related ACL	39	0
Commercial Portfolio Segment | Commercial real estate
Financing Receivable, Past Due [Line Items]
Nonaccrual	1,018	989
Nonaccrual with no related ACL	1,018	989
Commercial Portfolio Segment | Commercial and industrial
Financing Receivable, Past Due [Line Items]
Nonaccrual	16,137	2,333
Nonaccrual with no related ACL	$ 1,229	$ 1,061

XML

Loans and Leases Held for Investment at Amortized Cost, Net of Allowance For Loan and Lease Losses - PCD Loans Acquired (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Loans and Leases Receivable Disclosure [Abstract]
Purchase price	$ 337,118
Allowance for credit losses	30,378	$ 30,400
Discount attributable to other factors	12,204
Par value	379,700
Charge-offs, gross	87,473	10,452
Recoveries	$ 4,257	$ 1,450

XML

Securitizations and Variable Interest Entities - Summary of Select Information Related to VIEs (Details) - USD ($) $ in Thousands		Dec. 31, 2022	Dec. 31, 2021
Assets
Restricted cash	[1]	$ 67,454	$ 76,460
Total securities available for sale		345,702	263,530
Loans held for sale at fair value		110,400	142,370
Loans held for investment at fair value		4,705,302	2,754,737
Retail and certificate loans held for investment at fair value	[1]	55,425	229,719
Other assets	[1]	500,306	302,546
Liabilities
Retail notes, certificates and secured borrowings at fair value	[1]	55,425	229,719
Payable on Structured Program borrowings	[1]	8,085	65,451
Other liabilities	[1]	292,617	303,951
Total liabilities		6,815,453	4,050,077
Consolidated VIEs
Assets
Restricted cash		8,048	13,462
Total securities available for sale		0	0
Loans held for sale at fair value			41,734
Loans held for investment at fair value		3,994	20,929
Retail and certificate loans held for investment at fair value		1,946	10,281
Other assets		206	584
Total assets		14,194	86,990
Liabilities
Retail notes, certificates and secured borrowings at fair value		1,946	10,281
Payable on Structured Program borrowings		8,085	65,451
Other liabilities		29	467
Total liabilities		10,060	76,199
Total net assets		4,134	10,791
Variable Interest Entity, Not Primary Beneficiary [Member]
Assets
Restricted cash		0	0
Total securities available for sale		17,717	58,177
Loans held for sale at fair value			0
Loans held for investment at fair value		0	0
Retail and certificate loans held for investment at fair value		0	0
Other assets		10,464	17,156
Total assets		28,181	75,333
Liabilities
Retail notes, certificates and secured borrowings at fair value		0	0
Payable on Structured Program borrowings		0	0
Other liabilities		0	0
Total liabilities		0	0
Total net assets		28,181	75,333
Total
Assets
Restricted cash		8,048	13,462
Total securities available for sale		17,717	58,177
Loans held for sale at fair value			41,734
Loans held for investment at fair value		3,994	20,929
Retail and certificate loans held for investment at fair value		1,946	10,281
Other assets		10,670	17,740
Total assets		42,375	162,323
Liabilities
Retail notes, certificates and secured borrowings at fair value		1,946	10,281
Payable on Structured Program borrowings		8,085	65,451
Other liabilities		29	467
Total liabilities		10,060	76,199
Total net assets		$ 32,315	$ 86,124

[1] Includes amounts in consolidated variable interest entities (VIEs). See “Notes to Consolidated Financial Statements – Note 7. Securitizations and Variable Interest Entities.”

XML

Securitizations and Variable Interest Entities - Summary of Personal Whole Loan Securitizations and Sales (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Fair Value Assumption, Date of Securitization or Asset-backed Financing Arrangement, Transferor's Continuing Involvement, Servicing Assets or Liabilities [Line Items]
Proceeds from sales of securities available for sale	$ 0	$ 106,192	$ 6,217
Unconsolidated Trusts And Unconsolidated Certificate Program Trusts
Fair Value Assumption, Date of Securitization or Asset-backed Financing Arrangement, Transferor's Continuing Involvement, Servicing Assets or Liabilities [Line Items]
Principal derecognized from loans securitized or sold	41,023	0	1,226,941
Net gains recognized from loans securitized or sold	259	0	7,877
Fair value of asset-backed senior and subordinated securities, and CLUB Certificate asset-backed securities retained upon settlement	2,180	0	48,543
Cash proceeds	15,903	32,722	893,774
Proceeds from sales of securities available for sale	$ 5,320	$ 0	$ 0

XML

Securitizations and Variable Interest Entities - Narrative (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Loans held for investment at fair value	$ 4,705,302	$ 2,754,737
Investment Fund
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Loans held for investment at fair value	457,800	1,400,000
Off-balance Sheet Loans
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Outstanding principal balance	433,500	1,300,000
Off-balance sheet loans, principal amount outstanding, 31 days or more past due	$ 14,800	$ 35,000

XML

Fair Value of Assets and Liabilities - Financial Instruments, Assets and Liabilities Recorded at Fair Value (Detail) - USD ($) $ in Thousands		Dec. 31, 2022	Dec. 31, 2021
Assets
Loans held for sale at fair value		$ 110,400	$ 142,370
Loans held for investment at fair value	[1],[2]	925,938	21,240
Retail and certificate loans held for investment at fair value	[2]	55,425	229,719
Securities available for sale:
Total securities available for sale		345,702	263,530
Servicing assets		84,308	67,726
Other assets		5,099	6,124
Total assets		1,526,872	730,709
Liabilities
Retail notes, certificates and secured borrowings	[2]	55,425	229,719
Payable on Structured Program borrowings	[2]	8,085	65,451
Other liabilities		8,583	12,911
Total liabilities		72,093	308,081
U.S. agency residential mortgage-backed securities
Securities available for sale:
Total securities available for sale		214,427	123,699
U.S. agency securities
Securities available for sale:
Total securities available for sale		74,394	26,172
Commercial mortgage-backed securities
Securities available for sale:
Total securities available for sale		22,518	26,098
Other asset-backed securities
Securities available for sale:
Total securities available for sale		14,203	26,133
Asset-backed senior securities and subordinated securities
Securities available for sale:
Total securities available for sale		12,855	39,891
CLUB Certificate asset-backed securities
Securities available for sale:
Total securities available for sale		4,862	18,285
Municipal securities
Securities available for sale:
Total securities available for sale		2,443	3,252
Level 1 Inputs
Assets
Loans held for sale at fair value		0	0
Loans held for investment at fair value		0	0
Retail and certificate loans held for investment at fair value		0	0
Securities available for sale:
Total securities available for sale		0	0
Servicing assets		0	0
Other assets		0	0
Total assets		0	0
Liabilities
Retail notes, certificates and secured borrowings		0	0
Payable on Structured Program borrowings		0	0
Other liabilities		0	0
Total liabilities		0	0
Level 1 Inputs | U.S. agency residential mortgage-backed securities
Securities available for sale:
Total securities available for sale		0	0
Level 1 Inputs | U.S. agency securities
Securities available for sale:
Total securities available for sale		0	0
Level 1 Inputs | Commercial mortgage-backed securities
Securities available for sale:
Total securities available for sale		0	0
Level 1 Inputs | Other asset-backed securities
Securities available for sale:
Total securities available for sale		0	0
Level 1 Inputs | Asset-backed senior securities and subordinated securities
Securities available for sale:
Total securities available for sale		0	0
Level 1 Inputs | CLUB Certificate asset-backed securities
Securities available for sale:
Total securities available for sale		0	0
Level 1 Inputs | Municipal securities
Securities available for sale:
Total securities available for sale		0	0
Level 2 Inputs
Assets
Loans held for sale at fair value		0	0
Loans held for investment at fair value		0	0
Retail and certificate loans held for investment at fair value		0	0
Securities available for sale:
Total securities available for sale		333,233	233,483
Servicing assets		0	0
Other assets		0	2,812
Total assets		333,233	236,295
Liabilities
Retail notes, certificates and secured borrowings		0	0
Payable on Structured Program borrowings		0	0
Other liabilities		0	0
Total liabilities		0	0
Level 2 Inputs | U.S. agency residential mortgage-backed securities
Securities available for sale:
Total securities available for sale		214,427	123,699
Level 2 Inputs | U.S. agency securities
Securities available for sale:
Total securities available for sale		74,394	26,172
Level 2 Inputs | Commercial mortgage-backed securities
Securities available for sale:
Total securities available for sale		22,518	26,098
Level 2 Inputs | Other asset-backed securities
Securities available for sale:
Total securities available for sale		14,203	26,133
Level 2 Inputs | Asset-backed senior securities and subordinated securities
Securities available for sale:
Total securities available for sale		5,248	28,129
Level 2 Inputs | CLUB Certificate asset-backed securities
Securities available for sale:
Total securities available for sale		0	0
Level 2 Inputs | Municipal securities
Securities available for sale:
Total securities available for sale		2,443	3,252
Level 3 Inputs
Assets
Loans held for sale at fair value		110,400	142,370
Loans held for investment at fair value		925,938	21,240
Retail and certificate loans held for investment at fair value		55,425	229,719
Securities available for sale:
Total securities available for sale		12,469	30,047
Servicing assets		84,308	67,726
Other assets		5,099	3,312
Total assets		1,193,639	494,414
Liabilities
Retail notes, certificates and secured borrowings		55,425	229,719
Payable on Structured Program borrowings		8,085	65,451
Other liabilities		8,583	12,911
Total liabilities		72,093	308,081
Level 3 Inputs | U.S. agency residential mortgage-backed securities
Securities available for sale:
Total securities available for sale		0	0
Level 3 Inputs | U.S. agency securities
Securities available for sale:
Total securities available for sale		0	0
Level 3 Inputs | Commercial mortgage-backed securities
Securities available for sale:
Total securities available for sale		0	0
Level 3 Inputs | Other asset-backed securities
Securities available for sale:
Total securities available for sale		0	0
Level 3 Inputs | Asset-backed senior securities and subordinated securities
Securities available for sale:
Total securities available for sale		7,607	11,762
Level 3 Inputs | CLUB Certificate asset-backed securities
Securities available for sale:
Total securities available for sale		4,862	18,285
Level 3 Inputs | Municipal securities
Securities available for sale:
Total securities available for sale		$ 0	$ 0

[1] Consists primarily of a loan portfolio that was acquired at the end of 2022. See “Note 8. Fair Value of Assets and Liabilities.”

[2] Includes amounts in consolidated variable interest entities (VIEs). See “Notes to Consolidated Financial Statements – Note 7. Securitizations and Variable Interest Entities.”

XML

Fair Value of Assets and Liabilities - Fair Value Reconciliation (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Loans Held For Sale
Loans
Fair value, beginning	$ 142,370	$ 121,902
Fair value, purchases	9,045,701	7,506,066
Fair value, sales	(9,039,892)	(7,381,509)
Fair value, principal payments	(31,253)	(103,028)
Fair value, transfers	(11,907)
Fair value adjustments recorded in earnings	5,381	(1,061)
Fair value, ending	110,400	142,370
Loans Held for Investment
Loans
Fair value, beginning	21,240	49,954
Fair value, purchases	954,086	104
Fair value, principal payments	(74,393)	(31,164)
Fair value, transfers	22,294
Fair value adjustments recorded in earnings	2,711	2,346
Fair value, ending	$ 925,938	$ 21,240

XML

Fair Value of Assets and Liabilities - Narrative (Details) $ in Millions	Dec. 31, 2022 USD ($)
Fair Value Disclosures [Abstract]
Outstanding principal loan portfolio acquired	$ 1,050

XML

Fair Value of Assets and Liabilities - Quantitative Information about Significant Unobservable Inputs Used for Fair Value Measurements (Detail) - Level 3 Inputs	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Minimum | Servicing Assets
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Total market servicing rates (percent per annum on outstanding principal balance)	0.62%	0.62%
Maximum | Servicing Assets
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Total market servicing rates (percent per annum on outstanding principal balance)	0.62%	0.62%
Weighted- Average | Servicing Assets
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Total market servicing rates (percent per annum on outstanding principal balance)	0.62%	0.62%
Discount rates | Minimum | Loans Held for Investment
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Measurement input, percent	8.80%
Discount rates | Minimum | Servicing Assets
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Measurement input, percent	7.50%	7.50%
Discount rates | Maximum | Loans Held for Investment
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Measurement input, percent	17.10%
Discount rates | Maximum | Servicing Assets
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Measurement input, percent	16.40%	16.40%
Discount rates | Weighted- Average | Loans Held for Investment
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Measurement input, percent	12.70%
Discount rates | Weighted- Average | Servicing Assets
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Measurement input, percent	10.10%	10.00%
Net cumulative expected loss rates | Minimum | Loans Held for Investment
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Measurement input, percent	2.10%
Net cumulative expected loss rates | Minimum | Servicing Assets
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Measurement input, percent	2.10%	2.40%
Net cumulative expected loss rates | Maximum | Loans Held for Investment
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Measurement input, percent	9.80%
Net cumulative expected loss rates | Maximum | Servicing Assets
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Measurement input, percent	36.70%	26.40%
Net cumulative expected loss rates | Weighted- Average | Loans Held for Investment
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Measurement input, percent	5.70%
Net cumulative expected loss rates | Weighted- Average | Servicing Assets
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Measurement input, percent	15.60%	10.20%
Cumulative expected prepayment rates | Minimum | Loans Held for Investment
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Measurement input, percent	26.20%
Cumulative expected prepayment rates | Minimum | Servicing Assets
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Measurement input, percent	15.80%	32.10%
Cumulative expected prepayment rates | Maximum | Loans Held for Investment
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Measurement input, percent	35.30%
Cumulative expected prepayment rates | Maximum | Servicing Assets
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Measurement input, percent	47.20%	45.90%
Cumulative expected prepayment rates | Weighted- Average | Loans Held for Investment
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Measurement input, percent	30.80%
Cumulative expected prepayment rates | Weighted- Average | Servicing Assets
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items]
Measurement input, percent	35.90%	38.40%

XML

Fair Value of Assets and Liabilities - Sensitivity of Fair Value of Loans Invested in by the Company, Asset-backed Securities Related to Structured Program Transactions and Servicing Assets (Details) - USD ($) $ in Thousands		12 Months Ended
		Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held for investment at fair value	[1],[2]	$ 925,938	$ 21,240
Servicing assets		84,308	67,726
Level 3 Inputs
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held for investment at fair value		925,938	21,240
Servicing assets		84,308	67,726
Fair Value, Measurements, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Servicing assets		84,308	67,726	$ 56,347
Fair Value, Measurements, Recurring | Level 3 Inputs | Servicing Assets
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Servicing assets		84,308	67,726
Discount rates, impact of 100 basis point increase		(726)	(558)
Discount rates, impact of 200 basis point increase		(1,451)	(1,115)
Expected credit loss on rates on underlying loans, 10% adverse change		(1,037)	(693)
Expected credit loss on rates on underlying loans, 20% adverse change		(2,074)	(1,386)
Expected prepayment rates, 10% adverse change		(1,994)	(2,401)
Expected prepayment rates, 20% adverse change		(3,989)	$ (4,802)
Loans Held for Investment | Fair Value, Measurements, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Discount rates, impact of 100 basis point increase		(7,471)
Discount rates, impact of 200 basis point increase		(14,830)
Expected credit loss rates on underlying loans, 10% adverse change		(5,574)
Expected credit loss rates on underlying loans, 20% adverse change		(11,307)
Expected prepayment rates, 10% adverse change		(4,311)
Expected prepayment rates, 20% adverse change		$ (7,480)
Loans Held for Investment | Fair Value, Measurements, Recurring | Expected weighted-average life
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Expected weighted-average life		10 months 24 days

[1] Consists primarily of a loan portfolio that was acquired at the end of 2022. See “Note 8. Fair Value of Assets and Liabilities.”

[2] Includes amounts in consolidated variable interest entities (VIEs). See “Notes to Consolidated Financial Statements – Note 7. Securitizations and Variable Interest Entities.”

XML

Fair Value of Assets and Liabilities - Additional Information about Servicing Assets and Liabilities Measured Using Different Market Servicing Rates and Different Prepayment (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Change in rate	0.10%	0.10%
Fair Value, Measurements, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Weighted-average market servicing rate assumptions	0.62%	0.62%
Servicing rate increase by 0.10%	$ (10,505)	$ (9,495)
Servicing rate decrease by 0.10%	$ 10,505	$ 9,495

XML

Fair Value of Assets and Liabilities - Additional Information about Servicing Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Servicing Assets, Changes in fair value due to:
Fair value at beginning of period	$ 67,726
Fair value at end of period	84,308	$ 67,726
Fair Value, Measurements, Recurring
Servicing Assets, Changes in fair value due to:
Fair value at beginning of period	67,726	56,347
Issuances	93,352	69,075
Change in fair value, included in Marketplace Revenue	(73,229)	(56,561)
Other net changes included in Deferred Revenue	(3,541)	(1,135)
Fair value at end of period	$ 84,308	$ 67,726

XML

Fair Value of Assets and Liabilities - Not Recorded at Fair Value (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Assets
Loans held for sale at fair value	$ 110,400	$ 142,370
Other assets	5,099	6,124
Total assets	1,526,872	730,709
Liabilities
Other liabilities	8,583	12,911
Total liabilities	72,093	308,081
Level 1 Inputs
Assets
Loans held for sale at fair value	0	0
Other assets	0	0
Total assets	0	0
Liabilities
Other liabilities	0	0
Total liabilities	0	0
Level 2 Inputs
Assets
Loans held for sale at fair value	0	0
Other assets	0	2,812
Total assets	333,233	236,295
Liabilities
Other liabilities	0	0
Total liabilities	0	0
Level 3 Inputs
Assets
Loans held for sale at fair value	110,400	142,370
Other assets	5,099	3,312
Total assets	1,193,639	494,414
Liabilities
Other liabilities	8,583	12,911
Total liabilities	72,093	308,081
Carrying Amount
Assets
Loans held for sale at fair value		248,878
Loans and leases held for investment, net	4,705,302	2,754,737
Other assets	36,646	18,274
Total assets	4,741,948	3,021,889
Liabilities
Deposits	860,808	68,405
Short-term borrowings	2,619	27,780
Advances from PPPLF	64,154	271,933
Other long-term debt		15,455
Other liabilities	62,247	51,655
Total liabilities	989,828	435,228
Balance at Fair Value
Assets
Loans held for sale at fair value		251,101
Loans and leases held for investment, net	4,941,825	2,964,691
Other assets	36,697	18,274
Total assets	4,978,522	3,234,066
Liabilities
Deposits	860,808	68,405
Short-term borrowings	2,619	27,780
Advances from PPPLF	64,154	271,933
Other long-term debt		15,455
Other liabilities	62,247	51,655
Total liabilities	989,828	435,228
Balance at Fair Value | Level 1 Inputs
Assets
Loans held for sale at fair value		0
Loans and leases held for investment, net	0	0
Other assets	0	0
Total assets	0	0
Liabilities
Deposits	0	0
Short-term borrowings	0	0
Advances from PPPLF	0	0
Other long-term debt		0
Other liabilities	0	0
Total liabilities	0	0
Balance at Fair Value | Level 2 Inputs
Assets
Loans held for sale at fair value		0
Loans and leases held for investment, net	0	0
Other assets	35,300	15,630
Total assets	35,300	15,630
Liabilities
Deposits	0	0
Short-term borrowings	2,619	17,595
Advances from PPPLF	0	0
Other long-term debt		0
Other liabilities	30,311	22,187
Total liabilities	32,930	39,782
Balance at Fair Value | Level 3 Inputs
Assets
Loans held for sale at fair value		251,101
Loans and leases held for investment, net	4,941,825	2,964,691
Other assets	1,397	2,644
Total assets	4,943,222	3,218,436
Liabilities
Deposits	860,808	68,405
Short-term borrowings	0	10,185
Advances from PPPLF	64,154	271,933
Other long-term debt		15,455
Other liabilities	31,936	29,468
Total liabilities	$ 956,898	$ 395,446

XML

Property, Equipment and Software, Net - Schedule of Property, Equipment and Software (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Total property, equipment and software	$ 239,072	$ 196,393
Accumulated depreciation and amortization	(102,599)	(98,397)
Total property, equipment and software, net	136,473	97,996
Software
Property, Plant and Equipment [Line Items]
Total property, equipment and software	174,360	121,102
Development in progress for internally-developed software
Property, Plant and Equipment [Line Items]
Total property, equipment and software	43,700	14,700
Development in progress to customize purchased software
Property, Plant and Equipment [Line Items]
Total property, equipment and software	3,000	2,500
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property, equipment and software	31,214	37,347
Computer equipment
Property, Plant and Equipment [Line Items]
Total property, equipment and software	27,410	29,598
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Total property, equipment and software	$ 6,088	$ 8,346

XML

Property, Equipment and Software, Net - Narrative (Detail) - USD ($) $ in Thousands		12 Months Ended
		Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense	[1]	$ 43,831	$ 44,285	$ 54,030
Property, Equipment and Software
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense		$ 39,000	$ 38,200	$ 45,200

[1] Prior period amounts have been reclassified to conform to the current period presentation.

XML

Goodwill and Intangible Assets - Narrative (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 75,717	$ 75,717
Finite-Lived Intangible Assets [Line Items]
Amortization expense	4,800	5,200	$ 3,100
Impairment of intangible assets	$ 0	$ 0	$ 0
Customer Relationships | Minimum
Finite-Lived Intangible Assets [Line Items]
Intangible assets, amortized period	10 years
Customer Relationships | Maximum
Finite-Lived Intangible Assets [Line Items]
Intangible assets, amortized period	14 years

XML

Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Total	$ 16,334
Customer Relationships
Finite-Lived Intangible Assets [Line Items]
Gross carrying value	54,500	$ 54,500
Accumulated amortization	(38,166)	(33,319)
Total	$ 16,334	$ 21,181

XML

Goodwill and Intangible Assets - Schedule of Expected Future Amortization Expense for Intangible Assets (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2023	$ 4,198
2024	3,549
2025	2,901
2026	2,252
2027	1,603
Thereafter	1,831
Total	$ 16,334

XML

Other Assets (Detail) - USD ($) $ in Thousands		Dec. 31, 2022	Dec. 31, 2021
Other Assets [Abstract]
Deferred tax asset, net		$ 173,687	$ 0
Servicing assets		85,654	70,370
Operating lease assets		63,872	77,316
Nonmarketable equity investments		38,320	31,726
Intangible assets, net		16,334	21,181
Other		122,439	101,953
Total other assets	[1]	500,306	302,546
Principal balance of underlying loan servicing rights		$ 11,000,000	$ 10,300,000

[1] Includes amounts in consolidated variable interest entities (VIEs). See “Notes to Consolidated Financial Statements – Note 7. Securitizations and Variable Interest Entities.”

XML

Deposits - Summary of Deposits (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Interest-bearing deposits:
Savings and money market accounts	$ 3,616,657	$ 856,989
Checking accounts	1,681,095	1,993,809
Certificates of deposit	860,808	68,405
Total	6,158,560	2,919,203
Noninterest-bearing	233,993	216,585
Total deposits	$ 6,392,553	$ 3,135,788

XML

Deposits - Maturity Schedule (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Other Liabilities Disclosure [Abstract]
2023	$ 759,374
2024	81,415
2025	9,886
2026	946
2027	9,187
Total certificates of deposit	$ 860,808	$ 68,405

XML

Deposits - Summary of Certificates of Deposit Above FDIC Limit (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Other Liabilities Disclosure [Abstract]
Three months or less	$ 3,075
Over 3 months through 6 months	807
Over 6 months through 12 months	6,798
Over 12 months	4,331
Total	$ 15,011

XML

Short-term Borrowings and Long-term Debt - Short-term Borrowings (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Short-Term Debt [Line Items]
Aggregate debt outstanding	$ 2,619	$ 27,780
Repurchase agreements
Short-Term Debt [Line Items]
Pledged collateral	$ 2,812	$ 50,519
Repurchase agreements | Minimum
Short-Term Debt [Line Items]
Interest rates	6.30%	3.12%
Repurchase agreements | Maximum
Short-Term Debt [Line Items]
Interest rates	7.23%	6.72%

XML

Short-term Borrowings and Long-term Debt - Long-Term Debt (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Consolidated VIEs | Payables to Securitization Holders
Debt Instrument [Line Items]
Restricted cash	$ 5,700	$ 11,200
PPPLF
Debt Instrument [Line Items]
Aggregate debt outstanding	$ 64,154	$ 271,933
Interest rates	0.35%	0.35%
Other long-term debt
Debt Instrument [Line Items]
Aggregate debt outstanding	$ 0	$ 15,300
Interest rates	0.00%	6.50%
Retail notes, certificates and secured borrowings
Debt Instrument [Line Items]
Aggregate debt outstanding	$ 55,425	$ 229,719
Payable on Structured Program borrowings
Debt Instrument [Line Items]
Aggregate debt outstanding	8,085	65,451
PPPLF
Debt Instrument [Line Items]
Pledged collateral	66,971	268,297
Other long-term debt
Debt Instrument [Line Items]
Pledged collateral	0	0
Other long-term debt | Consolidated VIEs | Loans Held for Investment and Loans Held for Sale | Payables to Securitization Holders | Loans Related to Consolidation of Securitization Trust
Debt Instrument [Line Items]
Pledged collateral	4,000	62,700
Payable on Structured Program borrowings
Debt Instrument [Line Items]
Pledged collateral	$ 9,708	$ 73,855

XML

Other Liabilities (Detail) - USD ($) $ in Thousands		Dec. 31, 2022	Dec. 31, 2021
Payables and Accruals [Abstract]
Accounts payable and accrued expenses		$ 98,173	$ 100,972
Operating lease liabilities		77,291	91,588
Payable to investors		30,311	22,187
Other		86,842	89,204
Total other liabilities	[1]	$ 292,617	$ 303,951

[1] Includes amounts in consolidated variable interest entities (VIEs). See “Notes to Consolidated Financial Statements – Note 7. Securitizations and Variable Interest Entities.”

XML

Accumulated Other Comprehensive Income (Loss) - Comprehensive income/loss (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Accumulated Other Comprehensive Income (Loss) [Line Items]
Other comprehensive Income (loss), before tax	$ (61,326)	$ 5,562	$ 2,044
Income tax effect	16,664	0	5
Other comprehensive income (loss), net of tax	(44,662)	5,562	2,049
Change in net unrealized loss on securities available for sale
Accumulated Other Comprehensive Income (Loss) [Line Items]
Other comprehensive Income (loss), before tax	(61,326)	5,562	2,044
Income tax effect	16,664	0	5
Other comprehensive income (loss), net of tax	(44,662)	5,562	2,049
Accumulated Other Comprehensive Income (Loss)
Accumulated Other Comprehensive Income (Loss) [Line Items]
Other comprehensive Income (loss), before tax	(61,326)	5,562	2,044
Income tax effect	16,664	0	5
Other comprehensive income (loss), net of tax	$ (44,662)	$ 5,562	$ 2,049

XML

Accumulated Other Comprehensive Income (Loss) - Accumulated other comprehensive income/loss (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Beginning balances	$ 850,242	$ 724,171	$ 900,187
Change in net unrealized loss on securities available for sale	(44,662)	5,562	2,049
Ending balances	1,164,294	850,242	724,171
Change in net unrealized loss on securities available for sale
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Beginning balances	7,046	1,484
Change in net unrealized loss on securities available for sale	(44,662)	5,562	2,049
Ending balances	$ (37,616)	$ 7,046	$ 1,484

XML

Employee Incentive Plans - Schedule of Stock Reserved for Future Issuance (Detail) - shares	Dec. 31, 2022	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total reserved for future issuance (shares)	35,453,074	33,363,329
Available for future RSU, PBRSU and stock option grants
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Available for grant (in shares)	17,473,925	15,172,055
Unvested RSUs, PBRSUs and stock options outstanding (in shares)	11,676,962	13,029,414
ESPP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Available for grant (in shares)	6,302,187	5,161,860

XML

Employee Incentive Plans - Schedule of Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	$ 66,362	$ 67,151	$ 61,533
Restricted stock units (RSUs) and Performance-based RSUs (PBRSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	66,316	66,552	60,745
Stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	$ 46	$ 599	$ 788

XML

Employee Incentive Plans - Narrative (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total intrinsic value of options exercised	$ 1.7	$ 5.1	$ 1.8
Total fair value of stock options vested	$ 0.3	$ 0.3	$ 1.0
Options granted (shares)	0	0	0
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (shares)	5,532,101
Granted, aggregate fair value	$ 77.6
Unrecognized compensation cost related to unvested awards	$ 99.1
Unrecognized compensation cost, period for recognition	1 year 9 months 18 days
PBRSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (shares)	743,074
Granted, aggregate fair value	$ 6.6
Unrecognized compensation cost related to unvested awards	$ 7.8
Unrecognized compensation cost, period for recognition	1 year 1 month 6 days
Internally developed software
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense, capitalized amount	$ 8.0	$ 4.4	$ 5.1

XML

Employee Incentive Plans - RSU and PBRSU Activity and Weighted Average Grant Date Fair Value table (Details)	12 Months Ended
	Dec. 31, 2022 $ / shares shares
RSUs
Number of Units
Unvested, beginning (shares) | shares	9,703,751
Granted (shares) | shares	5,532,101
Vested (shares) | shares	(4,997,560)
Forfeited/expired (shares) | shares	(1,565,666)
Unvested, ending (shares) | shares	8,672,626
Weighted- Average Grant Date Fair Value
Unvested, beginning ($ per share) | $ / shares	$ 12.44
Granted ($ per share) | $ / shares	14.03
Vested ($ per share) | $ / shares	12.85
Forfeited/expired ($ per share) | $ / shares	13.78
Unvested, ending ($ per share) | $ / shares	$ 12.94
PBRSUs
Number of Units
Unvested, beginning (shares) | shares	1,771,869
Granted (shares) | shares	743,074
Vested (shares) | shares	(760,045)
Unvested, ending (shares) | shares	1,754,898
Weighted- Average Grant Date Fair Value
Unvested, beginning ($ per share) | $ / shares	$ 9.72
Granted ($ per share) | $ / shares	8.83
Vested ($ per share) | $ / shares	5.48
Unvested, ending ($ per share) | $ / shares	$ 11.19

XML

Employee Incentive Plans - Options Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 30, 2022
Number of Options
Outstanding at beginning of period (shares)	1,553,807
Exercised (shares)	(244,821)
Forfeited/Expired (shares)	(59,535)
Outstanding at end of period (shares)	1,249,451
Options exercisable (shares)	1,249,451
Weighted- Average Exercise Price Per Share
Outstanding at beginning of period ($ per share)	$ 32.12
Exercised ($ per share)	3.52
Forfeited/Expired ($ per share)	44.99
Outstanding at end of period ($ per share)	37.11
Options exercisable ($ per share)	$ 37.11
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
Weighted-average remaining contractual life of options outstanding	1 year 9 months 18 days
Weighted-average remaining contractual life of options exercisable	1 year 9 months 18 days
Aggregate intrinsic value of options outstanding	$ 142,000
Aggregate intrinsic value of options exercisable	$ 142,000
Stock options
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
Stock price ($ per share)		$ 8.80

XML

Income Taxes - Narrative (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Tax Credit Carryforward [Line Items]
Release of valuation allowance	$ 175,600
Release of valuation allowance, due to reassessment of realizability of deferred tax assets	143,500
Valuation allowance	47,721	$ 223,367
Amount of unrecognized tax benefits, if recognized, would impact the effective tax rate	17,400
Accrued interest and penalties related to unrecognized tax benefits	200
Federal
Tax Credit Carryforward [Line Items]
Operating loss carryforward	103,900
Operating loss carryforwards, not subject to expiration	103,900
Federal | Research and Development
Tax Credit Carryforward [Line Items]
Tax credit carryforwards	32,600
State and Local Jurisdiction
Tax Credit Carryforward [Line Items]
Operating loss carryforward	540,800
Operating loss carryforwards, not subject to expiration	22,300
State and Local Jurisdiction | Research and Development
Tax Credit Carryforward [Line Items]
Tax credit carryforwards	$ 15,200

XML

Income Taxes - Components of tax (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Current:
Federal	$ 0	$ 0	$ 1
State	(20,812)	(3,541)	78
Total current tax (expense) benefit	(20,812)	(3,541)	79
Deferred:
Federal	121,520	2,066	0
State	35,940	1,611	0
Total deferred benefit	157,460	3,677	0
Income tax benefit	$ 136,648	$ 136	$ 79

XML

Income Taxes - Reconciliation of Income Tax Rate (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Effective Income Tax Rate Reconciliation, Amount
Statutory federal tax (expense) benefit	$ (32,140)	$ (3,873)	$ 39,399
State tax, net of federal tax benefit	11,951	(1,524)	81
Stock-based compensation tax benefit (expense)	271	11,839	(8,044)
Research and development tax credits	10,907	4,354	994
Change in valuation allowance	154,081	(7,867)	(29,728)
Change in unrecognized tax benefit	(3,438)	(2,177)	(497)
Non-deductible expenses	(4,737)	(742)	(2,278)
Other	(247)	126	152
Income tax benefit	$ 136,648	$ 136	$ 79

XML

Income Taxes - Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Deferred tax assets:
Net operating loss (NOL) carryforwards	$ 64,288	$ 144,510
Allowance for loan and lease losses	89,718	41,170
Stock-based compensation	10,121	11,721
Unrealized loss on AFS securities	17,214	0
Deferred compensation	12,690	493
Reserves and accruals	13,474	12,558
Operating lease liabilities	20,999	25,807
Goodwill	12,267	14,737
Tax credit carryforwards	26,913	19,339
Other	4,249	3,492
Total deferred tax assets	271,933	273,827
Valuation allowance	(47,721)	(223,367)
Deferred tax assets – net of valuation allowance	224,212	50,460
Deferred tax liabilities:
Internally developed software	(11,687)	(17,431)
Servicing assets	(2,634)	(2,452)
Operating lease assets	(17,353)	(21,614)
Leases	(15,694)	(6,961)
Intangible assets	0	(440)
Other	(3,157)	(1,562)
Total deferred tax liabilities	(50,525)	(50,460)
Deferred tax asset – net	$ 173,687	$ 0

XML

Income Taxes - Unrecognized Tax Benefit (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Beginning balance	$ 22,512	$ 17,626	$ 15,998
Gross increase for tax positions related to prior years	2,488	1,272	0
Gross increase for tax positions related to the current year	2,850	3,614	1,628
Ending balance	$ 27,850	$ 22,512	$ 17,626

XML

Leases - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Lessee, Lease, Description [Line Items]
Sales-type lease, interest income	$ 10.2	$ 10.8
Lease renewal term	15 years
Security deposit	$ 0.4
Letters of credit outstanding, amount	$ 3.9
Minimum
Lessee, Lease, Description [Line Items]
Lease term	1 year
Maximum
Lessee, Lease, Description [Line Items]
Lease term	8 years

XML

Leases - Components of Equipment Finance Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Leases [Abstract]
Lease receivables	$ 137,969	$ 122,927
Unguaranteed residual asset values	39,262	36,837
Unearned income	(17,786)	(10,989)
Deferred fees	874	380
Total	$ 160,319	$ 149,155

XML

Leases - Future Minimum Lease Payments Receivable (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Leases [Abstract]
2023	$ 47,585
2024	39,929
2025	27,655
2026	17,176
2027	8,171
Thereafter	5,624
Total lease payments	146,140
Discount effect	(8,171)
Present value of future minimum lease payments	$ 137,969

XML

Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Leases [Abstract]
Operating lease assets	$ 63,872	$ 77,316
Operating lease liabilities	$ 77,291	$ 91,588
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Other assets	Other assets
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration]	Other liabilities	Other liabilities

XML

Leases - Net Lease Costs (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Lessee, Lease, Description [Line Items]
Net lease costs	$ (12,342)	$ (12,624)	$ (11,200)
Variable lease costs	1,100	1,300	1,500
Occupancy
Lessee, Lease, Description [Line Items]
Operating lease costs	(15,189)	(18,773)	(17,346)
Other non-interest income
Lessee, Lease, Description [Line Items]
Sublease revenue	$ 2,847	$ 6,149	$ 6,146

XML

Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Leases [Abstract]
Leased assets obtained or adjusted in exchange for new, amended and modified operating lease liabilities	$ (3,650)	$ 12,914	$ 84

XML

Leases - Future Operating Lease Payments (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Operating Lease Payments
2023	$ 12,798
2024	13,054
2025	13,184
2026	12,570
2027	12,261
Thereafter	31,484
Total lease payments	95,351
Discount effect	18,060
Present value of future minimum lease payments	$ 77,291	$ 91,588

XML

Leases - Weighted-average Lease Term and Discount Rate (Details)	Dec. 31, 2022
Leases [Abstract]
Weighted-average remaining lease term (in years)	7 years 5 months 4 days
Weighted-average discount rate	5.40%

XML

Commitments and Contingencies (Detail) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Unfunded Loan Commitment, Commitments To Extend Credit
Commitments and Contingencies [Line Items]
Unfunded loan commitments	$ 138.0	$ 110.8

XML

Regulatory Requirements - Narrative (Details) $ in Millions	12 Months Ended
	Dec. 31, 2022 USD ($)
Regulated Operations [Abstract]
Common equity tier one risk-based capital ratio, internal minimum	11.00%
Tier one risk-based capital ratio, internal minimum	11.00%
Total risk-based capital ratio, internal minimum	13.00%
Tier one leverage ratio, internal minimum	11.00%
Capital benefit used in the computation of common equity tier one capital	$ 35

XML

Regulatory Requirements - Summary of Regulatory Capital and Ratios (Details) $ in Millions	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
LendingClub Bank
Amount
CET1 capital	$ 852.2	$ 523.7
Tier 1 capital	852.2	523.7
Total capital	932.4	563.7
Tier 1 leverage	852.2	523.7
Risk-weighted assets	6,194.0	3,130.4
Quarterly adjusted average assets	$ 6,795.2	$ 3,667.7
Ratio
CET1 capital	0.138	0.167
Tier 1 capital	0.138	0.167
Total capital	0.151	0.180
Tier 1 leverage	0.125	0.143
Required Minimum plus Required CCB for Non-Leverage Ratios
CET1 capital	0.070
Tier 1 capital	0.085
Total capital	0.105
Tier 1 leverage	0.040
Parent
Amount
CET1 capital	$ 1,005.8	$ 710.0
Tier 1 capital	1,005.8	710.0
Total capital	1,088.1	767.9
Tier 1 leverage	1,005.8	710.0
Risk-weighted assets	6,360.7	3,333.2
Quarterly adjusted average assets	$ 7,119.0	$ 4,301.7
Ratio
CET1 capital	0.158	0.213
Tier 1 capital	0.158	0.213
Total capital	0.171	0.230
Tier 1 leverage	0.141	0.165
Required Minimum plus Required CCB for Non-Leverage Ratios
CET1 capital	0.070
Tier 1 capital	0.085
Total capital	0.105
Tier 1 leverage	0.040

XML

Other Non-interest Income and Non-interest Expense - Summary of Other Income (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Other Income and Expenses [Abstract]
Referral revenue	$ 12,942	$ 14,234	$ 5,011
Realized gains (losses) on sales of securities available for sale and other investments	0	(93)	11
Other	15,823	13,078	8,420
Total other non-interest income	$ 28,765	$ 27,219	$ 13,442

XML

Other Non-interest Income and Non-interest Expense - Summary of Other Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Other Income and Expenses [Abstract]
Consumer credit services	$ 20,672	$ 16,214	$ 13,229
Other	43,515	45,044	34,533
Total other non-interest expense	$ 64,187	$ 61,258	$ 47,762

XML

Segment Reporting - Statements of Operations (Details) - USD ($) $ in Thousands		11 Months Ended		12 Months Ended
		Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Segment Reporting Information [Line Items]
Marketplace revenue				$ 683,626	$ 578,580
Other non-interest income				28,765	27,219	$ 13,442
Total non-interest income				712,391	605,799
Total interest income				557,340	292,832
Interest expense				(82,515)	(80,001)	(150,366)
Net interest income				474,825	212,831
Total net revenue				1,187,216	818,630
(Provision for) reversal of credit losses				(267,326)	(138,800)	(3,382)
Non-interest expense				(766,853)	(661,386)	(502,319)
Income (Loss) before income tax benefit				153,037	18,444
Income tax benefit (expense)				136,648	136	79
Net income (loss)	[1]			289,685	18,580	(187,538)
Capital expenditures				69,481	34,413
Depreciation and amortization				43,831	44,285	54,030
Operating Segments | LendingClub Bank
Segment Reporting Information [Line Items]
Marketplace revenue			$ 462,821	610,536
Other non-interest income			94,953	85,208
Total non-interest income			557,774	695,744
Total interest income			210,739	526,471
Interest expense			(8,412)	(60,954)
Net interest income			202,327	465,517
Total net revenue			760,101	1,161,261
(Provision for) reversal of credit losses			(142,182)	(267,326)
Non-interest expense			(547,799)	(724,304)
Income (Loss) before income tax benefit			70,120	169,631
Income tax benefit (expense)			9,171	(42,354)
Net income (loss)			79,291	127,277
Capital expenditures			32,602	69,481
Depreciation and amortization			4,569	16,489
Operating Segments | LendingClub Corporation (Parent only)
Segment Reporting Information [Line Items]
Marketplace revenue				48,231	115,759	245,314
Other non-interest income				15,628	16,718	13,442
Total non-interest income				63,859	132,477	258,756
Total interest income				30,869	82,093	209,694
Interest expense				(21,561)	(71,589)
Net interest income				9,308	10,504	59,328
Total net revenue				73,167	142,981	$ 318,084
(Provision for) reversal of credit losses				0	3,382
Non-interest expense				(89,761)	(198,039)
Income (Loss) before income tax benefit				(16,594)	(51,676)
Income tax benefit (expense)				125,954	44,013
Net income (loss)				109,360	(7,663)
Capital expenditures				0	1,811
Depreciation and amortization				$ 27,342	$ 39,716
Intercompany Eliminations
Segment Reporting Information [Line Items]
Marketplace revenue		$ 24,859	0
Other non-interest income		(72,071)	(84,452)
Total non-interest income		(47,212)	(84,452)
Total interest income		0	0
Interest expense		0	0
Net interest income		0	0
Total net revenue		(47,212)	(84,452)
(Provision for) reversal of credit losses		0	0
Non-interest expense		47,212	84,452
Income (Loss) before income tax benefit		0	0
Income tax benefit (expense)		53,048	(53,048)
Net income (loss)		53,048	(53,048)
Capital expenditures		0	0
Depreciation and amortization		$ 0	$ 0

[1] See “Notes to Consolidated Financial Statements – Note 4. Net Income (Loss) Per Share” for additional information.

XML

Segment Reporting - Balance Sheets (Details) - USD ($) $ in Thousands		Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Assets
Cash and cash equivalents		$ 1,057,030	$ 687,126
Restricted cash	[1]	67,454	76,460
Total securities available for sale		345,702	263,530
Loans held for sale	[1]	110,400	391,248
Loans and leases held for investment, net		4,705,302	2,754,737
Retail and certificate loans held for investment at fair value	[1]	55,425	229,719
Loans held for investment at fair value	[1],[2]	925,938	21,240
Property, equipment and software, net		136,473	97,996
Investment in subsidiary		0	0
Goodwill		75,717	75,717
Other assets	[1]	500,306	302,546
Total assets		7,979,747	4,900,319
Liabilities and Equity
Total deposits		6,392,553	3,135,788
Short-Term Debt		2,619	27,780
Advances from Paycheck Protection Program Liquidity Facility (PPPLF)		64,154	271,933
Retail notes, certificates and secured borrowings at fair value	[1]	55,425	229,719
Payable on Structured Program borrowings	[1]	8,085	65,451
Other long-term debt		0	15,455
Other liabilities	[1]	292,617	303,951
Total liabilities		6,815,453	4,050,077
Total equity		1,164,294	850,242	$ 724,171	$ 900,187
Total liabilities and equity		7,979,747	4,900,319
Operating Segments | LendingClub Bank
Assets
Cash and cash equivalents		1,020,874	659,919
Restricted cash		0	0
Total securities available for sale		329,287	205,730
Loans held for sale		110,400	335,449
Loans and leases held for investment, net		4,705,302	2,754,737
Retail and certificate loans held for investment at fair value		0	0
Loans held for investment at fair value		906,711	0
Property, equipment and software, net		102,274	36,424
Investment in subsidiary		0	0
Goodwill		75,717	75,717
Other assets		339,341	254,075
Total assets		7,589,906	4,322,051
Liabilities and Equity
Total deposits		6,420,827	3,196,929
Short-Term Debt		0	165
Advances from Paycheck Protection Program Liquidity Facility (PPPLF)		64,154	271,933
Retail notes, certificates and secured borrowings at fair value		0	0
Payable on Structured Program borrowings		0	0
Other long-term debt		0	0
Other liabilities		189,185	218,775
Total liabilities		6,674,166	3,687,802
Total equity		915,740	634,249
Total liabilities and equity		7,589,906	4,322,051
Operating Segments | LendingClub Corporation (Parent only)
Assets
Cash and cash equivalents		56,475	88,268
Restricted cash		75,409	76,540
Total securities available for sale		16,415	57,800
Loans held for sale		0	55,799
Loans and leases held for investment, net		0	0
Retail and certificate loans held for investment at fair value		55,425	229,719
Loans held for investment at fair value		19,227	21,240
Property, equipment and software, net		34,199	61,572
Investment in subsidiary		755,319	557,577
Goodwill		0	0
Other assets		173,851	168,042
Total assets		1,186,320	1,316,557
Liabilities and Equity
Total deposits		0	0
Short-Term Debt		2,619	27,615
Advances from Paycheck Protection Program Liquidity Facility (PPPLF)		0	0
Retail notes, certificates and secured borrowings at fair value		55,425	229,719
Payable on Structured Program borrowings		8,085	65,451
Other long-term debt		0	15,455
Other liabilities		116,318	150,727
Total liabilities		182,447	488,967
Total equity		1,003,873	827,590
Total liabilities and equity		1,186,320	1,316,557
Intercompany Eliminations
Assets
Cash and cash equivalents		(20,319)	(61,061)
Restricted cash		(7,955)	(80)
Total securities available for sale		0	0
Loans held for sale		0	0
Loans and leases held for investment, net		0	0
Retail and certificate loans held for investment at fair value		0	0
Loans held for investment at fair value		0	0
Property, equipment and software, net		0	0
Investment in subsidiary		(755,319)	(557,577)
Goodwill		0	0
Other assets		(12,886)	(119,571)
Total assets		(796,479)	(738,289)
Liabilities and Equity
Total deposits		(28,274)	(61,141)
Short-Term Debt		0	0
Advances from Paycheck Protection Program Liquidity Facility (PPPLF)		0	0
Retail notes, certificates and secured borrowings at fair value		0	0
Payable on Structured Program borrowings		0	0
Other long-term debt		0	0
Other liabilities		(12,886)	(65,551)
Total liabilities		(41,160)	(126,692)
Total equity		(755,319)	(611,597)
Total liabilities and equity		$ (796,479)	$ (738,289)

[1] Includes amounts in consolidated variable interest entities (VIEs). See “Notes to Consolidated Financial Statements – Note 7. Securitizations and Variable Interest Entities.”

[2] Consists primarily of a loan portfolio that was acquired at the end of 2022. See “Note 8. Fair Value of Assets and Liabilities.”

XML

LendingClub Corporation – Parent Company-Only Financial Statements - Statements of Income (Loss) (Details) - USD ($) $ in Thousands		12 Months Ended
		Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Noninterest Income [Abstract]
Marketplace revenue		$ 683,626	$ 578,580
Other non-interest income		28,765	27,219	$ 13,442
Total non-interest income		712,391	605,799
Interest and Other Income [Abstract]
Interest on loans held for sale at fair value		26,183	29,540	72,876
Interest on loans held for investment at fair value		12,877	4,436	7,688
Interest on retail and certificate loans held for investment at fair value		18,135	57,684	115,952
Interest on securities available for sale		16,116	11,025	12,125
Other interest income		18,579	1,170	1,053
Total interest income		557,340	292,832
Interest Expense [Abstract]
Interest on short-term borrowings		1,002	3,677	17,837
Interest on retail notes, certificates and secured borrowings		18,135	57,684	115,952
Interest on Structured Program borrowings		1,508	9,638	16,204
Interest on other long-term debt		1,419	1,774	373
Total interest expense		82,515	80,001	150,366
Net interest income		474,825	212,831
Total net revenue		1,187,216	818,630
Reversal of credit losses		267,326	138,800	3,382
Noninterest Expense [Abstract]
Compensation and benefits		339,397	288,390	252,517
Marketing		197,747	156,142	51,518
Equipment and software		49,198	39,490	26,842
Occupancy		21,977	24,249	27,870
Depreciation and amortization		43,831	44,285	54,030
Professional services		50,516	47,572	41,780
Other non-interest expense		64,187	61,258	47,762
Total non-interest expense		766,853	661,386	502,319
Income (Loss) before income tax benefit		153,037	18,444
Income tax benefit (expense)		136,648	136	79
Net income (loss)	[1]	289,685	18,580	$ (187,538)
Parent
Noninterest Income [Abstract]
Marketplace revenue		48,231	115,759
Other non-interest income		15,628	16,718
Total non-interest income		63,859	132,477
Interest and Other Income [Abstract]
Interest on loans held for sale at fair value		1,390	11,025
Interest on loans held for investment at fair value		2,875	4,436
Interest on retail and certificate loans held for investment at fair value		18,135	57,684
Interest on securities available for sale		7,608	8,922
Other interest income		861	26
Total interest income		30,869	82,093
Interest Expense [Abstract]
Interest on short-term borrowings		1,002	3,676
Interest on retail notes, certificates and secured borrowings		18,135	57,684
Interest on Structured Program borrowings		1,508	9,638
Interest on other long-term debt		916	591
Total interest expense		21,561	71,589
Net interest income		9,308	10,504
Total net revenue		73,167	142,981
Reversal of credit losses		0	(3,382)
Noninterest Expense [Abstract]
Compensation and benefits		7,770	31,010
Marketing		188	5,460
Equipment and software		194	2,459
Occupancy		13,346	17,751
Depreciation and amortization		27,342	39,716
Professional services		523	14,666
Other non-interest expense		40,398	86,977
Total non-interest expense		89,761	198,039
Income (Loss) before income tax benefit		(16,594)	(51,676)
Income tax benefit (expense)		125,954	44,013
Net income (loss)		109,360	(7,663)
Equity in undistributed earnings of subsidiary		127,277	79,291
Net income (loss)		$ 236,637	$ 71,628

[1] See “Notes to Consolidated Financial Statements – Note 4. Net Income (Loss) Per Share” for additional information.

XML

LendingClub Corporation – Parent Company-Only Financial Statements - Statement of Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands		12 Months Ended
		Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Segment Reporting Information [Line Items]
Net income (loss)	[1]	$ 289,685	$ 18,580	$ (187,538)
Parent
Segment Reporting Information [Line Items]
Net income (loss)		236,637	71,628
Net unrealized loss on securities available for sale, net of tax		(1,556)	9,153
Equity in other comprehensive loss of subsidiary		(43,528)	(2,619)
Other comprehensive income (loss), net of tax		(45,084)	6,534
Total comprehensive income		$ 191,553	$ 78,162

[1] See “Notes to Consolidated Financial Statements – Note 4. Net Income (Loss) Per Share” for additional information.

XML

LendingClub Corporation – Parent Company-Only Financial Statements - Balance Sheets (Details) - USD ($) $ / shares in Units, $ in Thousands		Dec. 31, 2022	Dec. 31, 2021	Mar. 31, 2021	Mar. 20, 2020
Assets
Cash and due from banks		$ 23,125	$ 35,670
Interest-bearing deposits in banks		1,033,905	651,456
Cash and cash equivalents		1,057,030	687,126
Restricted cash	[1]	67,454	76,460
Total securities available for sale		345,702	263,530
Loans held for sale at fair value		110,400	142,370
Loans held for investment at fair value	[1],[2]	925,938	21,240
Retail and certificate loans held for investment at fair value	[1]	55,425	229,719
Property, equipment and software, net		136,473	97,996
Other assets	[1]	500,306	302,546
Total assets		7,979,747	4,900,319
Liabilities
Short-term borrowings		2,619	27,780
Retail notes, certificates and secured borrowings at fair value	[1]	55,425	229,719
Payable on Structured Program borrowings	[1]	8,085	65,451
Other long-term debt		0	15,455
Other liabilities	[1]	292,617	303,951
Total liabilities		6,815,453	4,050,077
Equity
Series A Preferred stock, $0.01 par value; 1,200,000 shares authorized; 0 shares issued and outstanding		0	0
Common stock, $0.01 par value; 180,000,000 shares authorized; 106,546,995 and 101,043,924 shares issued and outstanding, respectively		1,065	1,010
Additional paid-in capital		1,628,590	1,559,616
Accumulated deficit		(427,745)	(717,430)
Accumulated other comprehensive income (loss)		(37,616)	7,046
Total liabilities and equity		7,979,747	4,900,319
Securities available for sale at amortized cost		$ 399,668	$ 256,170
Preferred stock, par value ($ per share)		$ 0.01	$ 0.01
Preferred stock, authorized (shares)		1,200,000	1,200,000
Preferred stock, issued (shares)		0	0
Preferred stock, outstanding (shares)		0	0	0
Common stock, par value ($ per share)		$ 0.01	$ 0.01		$ 0.01
Common stock, shares authorized (shares)		180,000,000	180,000,000
Common stock, shares outstanding (shares)		106,546,995	101,043,924
Common stock, shares issued (shares)		106,546,995	101,043,924
Parent
Assets
Cash and due from banks		$ 34,119	$ 58,284
Interest-bearing deposits in banks		22,356	29,984
Cash and cash equivalents		56,475	88,268
Restricted cash		75,409	76,540
Total securities available for sale		16,415	57,800
Loans held for sale at fair value		0	55,799
Loans held for investment at fair value		19,227	21,240
Retail and certificate loans held for investment at fair value		55,425	229,719
Property, equipment and software, net		34,199	61,572
Investment in subsidiary		923,618	634,249
Other assets		165,973	168,042
Total assets		1,346,741	1,393,229
Liabilities
Short-term borrowings		2,619	27,615
Retail notes, certificates and secured borrowings at fair value		55,425	229,719
Payable on Structured Program borrowings		8,085	65,451
Other long-term debt		0	15,455
Other liabilities		116,318	150,727
Total liabilities		182,447	488,967
Equity
Series A Preferred stock, $0.01 par value; 1,200,000 shares authorized; 0 shares issued and outstanding		0	0
Common stock, $0.01 par value; 180,000,000 shares authorized; 106,546,995 and 101,043,924 shares issued and outstanding, respectively		1,065	1,010
Additional paid-in capital		1,628,590	1,559,616
Accumulated deficit		(427,745)	(664,382)
Accumulated other comprehensive income (loss)		(37,616)	8,018
Total equity		1,164,294	904,262
Total liabilities and equity		1,346,741	1,393,229
Securities available for sale at amortized cost		$ 8,322	$ 47,225

[1] Includes amounts in consolidated variable interest entities (VIEs). See “Notes to Consolidated Financial Statements – Note 7. Securitizations and Variable Interest Entities.”

[2] Consists primarily of a loan portfolio that was acquired at the end of 2022. See “Note 8. Fair Value of Assets and Liabilities.”

XML

LendingClub Corporation – Parent Company-Only Financial Statements - Statements of Cash Flows (Details) - USD ($) $ in Thousands		12 Months Ended
		Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Cash Flows from Operating Activities:
Net income (loss)	[1]	$ 289,685	$ 18,580	$ (187,538)
Adjustments to reconcile consolidated net income (loss) to net cash provided by operating activities:
Income tax benefit		(157,460)	(3,677)	0
Net fair value adjustments		(8,503)	(3,986)	105,002
Reversal of credit losses		267,326	138,800	3,382
Change in fair value of loan servicing assets		73,229	54,108	58,730
Stock-based compensation, net		66,362	66,759	61,533
Depreciation and amortization	[2]	43,831	44,285	54,030
Gain on sales of loans		(95,335)	(70,116)	(30,812)
Other, net	[2]	(1,828)	11,263	15,002
Net change to loans held for sale		8,032	4,856	435,245
Net change in operating assets and liabilities:
Other assets		(16,762)	(9,733)	34,483
Other liabilities		(20,836)	26,372	(131,026)
Net cash provided by operating activities		375,568	239,869	418,031
Cash Flows from Investing Activities:
Acquisition of company		0	(145,344)	0
Cash received from acquisition		0	668,236	0
Net change in loans and leases		(2,771,293)	(1,517,132)	7,151
Net decrease in retail and certificate loans		171,853	437,870	411,428
Proceeds from maturities and paydowns of securities available for sale		86,078	143,402	225,458
Purchases of property, equipment and software, net		(69,481)	(34,413)	(31,147)
Other investing activities		(4,423)	(12,747)	400
Net cash (used for) provided by investing activities		(2,809,800)	(454,410)	565,771
Cash Flows from Financing Activities:
Principal payments on retail notes and certificates		(182,260)	(438,032)	(729,405)
Principal payments on Structured Program borrowings		(21,423)	(90,187)	(73,710)
Principal payments on short-term borrowings		(25,581)	(87,640)	(1,662,199)
Principal payments on long-term debt		(15,300)	(2,834)	(14,419)
Other financing activities		(9,028)	(9,295)	(8,948)
Net cash provided by (used for) financing activities		2,795,130	349,642	(842,439)
Net Increase in Cash, Cash Equivalents and Restricted Cash		360,898	135,101	141,363
Cash, Cash Equivalents and Restricted Cash, Beginning of Period		763,586	628,485	487,122
Cash, Cash Equivalents and Restricted Cash, End of Period		1,124,484	763,586	628,485
Parent
Cash Flows from Operating Activities:
Net income (loss)		236,637	71,628
Adjustments to reconcile consolidated net income (loss) to net cash provided by operating activities:
Equity in undistributed earnings of subsidiary		(127,277)	(79,291)
Income tax benefit		(125,954)	(44,013)
Net fair value adjustments		(5,929)	(5,936)
Reversal of credit losses		0	(3,382)
Change in fair value of loan servicing assets		33,840	37,138
Stock-based compensation, net		6,310	14,506
Depreciation and amortization		27,342	39,716
Gain on sales of loans		0	(3,372)
Other, net		16	9,326
Net change to loans held for sale		31,658	90,609
Net change in operating assets and liabilities:
Other assets		42,219	(29,556)
Other liabilities		(38,258)	(95,737)
Net cash provided by operating activities		80,604	1,636
Cash Flows from Investing Activities:
Acquisition of company		0	(145,344)
Payments for investments in and advances to subsidiary		(50,000)	(250,001)
Cash received from acquisition		0	658
Purchase of servicing asset investment		(59,880)	0
Proceeds from servicing asset investment		24,564	0
Net change in loans and leases		4,443	1,360
Net decrease in retail and certificate loans		171,853	437,870
Proceeds from maturities and paydowns of securities available for sale		46,548	103,258
Purchases of property, equipment and software, net		0	(1,811)
Other investing activities		2,370	8,146
Net cash (used for) provided by investing activities		139,898	154,136
Cash Flows from Financing Activities:
Principal payments on retail notes and certificates		(182,260)	(438,032)
Principal payments on Structured Program borrowings		(21,423)	(90,187)
Principal payments on short-term borrowings		(25,415)	(81,935)
Principal payments on long-term debt		(15,300)	0
Other financing activities		(9,028)	(9,295)
Net cash provided by (used for) financing activities		(253,426)	(619,449)
Net Increase in Cash, Cash Equivalents and Restricted Cash		(32,924)	(463,677)
Cash, Cash Equivalents and Restricted Cash, Beginning of Period		164,808	628,485
Cash, Cash Equivalents and Restricted Cash, End of Period		$ 131,884	$ 164,808	$ 628,485

[1] See “Notes to Consolidated Financial Statements – Note 4. Net Income (Loss) Per Share” for additional information.

[2] Prior period amounts have been reclassified to conform to the current period presentation.