10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(MARK ONE)

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

FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2017

OR

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

FOR THE TRANSITION PERIOD FROM                 TO

Commission File Number 001-36779

On Deck Capital, Inc.

(Exact name of registrant as specified in its charter)

Delaware	42-1709682
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
1400 Broadway, 25th Floor, New York, New York	10018
(Address of principal executive offices)	(Zip Code)

(888) 269-4246

(Registrant’s telephone number, including area code)

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 and posted on its corporate Web site, if any, every Interactive Data file required to be submitted and posted 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 and post 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	x
Non-accelerated filer	¨ (Do not check if a smaller reporting company)	Smaller reporting company	¨
		Emerging growth company	x
		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.	x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.

YES ¨ NO x

The number of shares of the registrant’s common stock outstanding as of October 31, 2017 was 73,635,045.

On Deck Capital, Inc.

Table of Contents

		Page
PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)	3
	Unaudited Condensed Consolidated Balance Sheets	3
	Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income	4
	Unaudited Condensed Consolidated Statements of Cash Flows	5
	Notes to Unaudited Condensed Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	17
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	47
Item 4.	Controls and Procedures	48
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	48
Item 1A.	Risk Factors	48
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	49
Item 3.	Defaults Upon Senior Securities	49
Item 4.	Mine Safety Disclosures	49
Item 5.	Other Information	49
Item 6	Exhibits	50
	Signatures	51

PART I

Item 1. Financial Statements (Unaudited)

ON DECK CAPITAL, INC. AND SUBSIDIARIES

Unaudited Condensed Consolidated Balance Sheets

(in thousands, except share and per share data)

	September 30,			December 31,
	2017			2016
Assets
Cash and cash equivalents	$	64,292		$	79,554
Restricted cash	56,729			44,432
Loans held for investment	957,203			1,000,445
Less: Allowance for loan losses	(104,872		)	(110,162		)
Loans held for investment, net	852,331			890,283
Loans held for sale	—			373
Property, equipment and software, net	24,975			29,405
Other assets	17,069			20,044
Total assets	$	1,015,396		$	1,064,091
Liabilities and equity
Liabilities:
Accounts payable	$	2,918		$	5,271
Interest payable	2,213			2,122
Funding debt	702,998			726,639
Corporate debt	17,180			27,966
Accrued expenses and other liabilities	30,987			38,496
Total liabilities	756,296			800,494
Commitments and contingencies (Note 9)
Stockholders’ equity (deficit):
Common stock—$0.005 par value, 1,000,000,000 shares authorized and 77,002,976 and 74,801,825 shares issued and 73,623,312 and 71,605,708 outstanding at September 30, 2017 and December 31, 2016, respectively.	385			374
Treasury stock—at cost	(7,561		)	(6,697		)
Additional paid-in capital	489,465			477,526
Accumulated deficit	(227,973		)	(211,299		)
Accumulated other comprehensive loss	(6		)	(379		)
Total On Deck Capital, Inc. stockholders' equity	254,310			259,525
Noncontrolling interest	4,790			4,072
Total equity	259,100			263,597
Total liabilities and equity	$	1,015,396		$	1,064,091

The accompanying notes are an integral part of these condensed consolidated financial statements.

3

ON DECK CAPITAL, INC. AND SUBSIDIARIES

Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income

(in thousands, except share and per share data)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Revenue:
Interest income	$	80,122		$	71,361		$	250,954		$	188,726
Gain on sales of loans	146			2,670			1,890			12,594
Other revenue	3,398			3,340			10,365			8,168
Gross revenue	83,666			77,371			263,209			209,488
Cost of revenue:
Provision for loan losses	39,582			36,586			118,495			94,294
Funding costs	11,330			8,452			34,223			22,548
Total cost of revenue	50,912			45,038			152,718			116,842
Net revenue	32,754			32,333			110,491			92,646
Operating expense:
Sales and marketing	11,903			16,789			42,090			50,094
Technology and analytics	11,748			15,050			41,960			42,894
Processing and servicing	4,160			5,181			13,521			14,261
General and administrative	9,440			12,375			30,917			34,233
Total operating expense	37,251			49,395			128,488			141,482
Loss from operations	(4,497		)	(17,062		)	(17,997		)	(48,836		)
Other expense:
Interest expense	(35		)	(111		)	(706		)	(186		)
Total other expense	(35		)	(111		)	(706		)	(186		)
Loss before provision for income taxes	(4,532		)	(17,173		)	(18,703		)	(49,022		)
Provision for income taxes	—			—			—			—
Net loss	(4,532		)	(17,173		)	(18,703		)	(49,022		)
Net loss attributable to noncontrolling interest	458			539			2,073			1,920
Net loss attributable to On Deck Capital, Inc. common stockholders	$	(4,074	)	$	(16,634	)	$	(16,630	)	$	(47,102	)
Net loss per share attributable to On Deck Capital, Inc. common shareholders:
Basic and diluted	$	(0.06	)	$	(0.23	)	$	(0.23	)	$	(0.67	)
Weighted-average common shares outstanding:
Basic and diluted	73,272,085			70,971,895			72,613,221			70,750,037
Comprehensive loss:
Net loss	$	(4,532	)	$	(17,173	)	$	(18,703	)	$	(49,022	)
Other comprehensive loss:
Foreign currency translation adjustment	246			210			682			393
Comprehensive loss	(4,286		)	(16,963		)	(18,021		)	(48,629		)
Comprehensive loss attributable to noncontrolling interests	(111		)	(95		)	(307		)	(177		)
Net loss attributable to noncontrolling interest	458			539			2,073			1,920
Comprehensive loss attributable to On Deck Capital, Inc. common stockholders	$	(3,939	)	$	(16,519	)	$	(16,255	)	$	(46,886	)

The accompanying notes are an integral part of these condensed consolidated financial statements.

4

ON DECK CAPITAL, INC. AND SUBSIDIARIES

Unaudited Condensed Consolidated Statements of Cash Flows

(in thousands)

	Nine Months Ended September 30,
	2017			2016
Cash flows from operating activities
Net income (loss)	$	(18,703	)	$	(49,022	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Provision for loan losses	118,495			94,294
Depreciation and amortization	7,623			6,887
Amortization of debt issuance costs	2,777			3,733
Stock-based compensation	9,521			11,423
Amortization of net deferred origination costs	36,419			25,837
Changes in servicing rights, at fair value	1,440			4,074
Gain on sales of loans	(1,890		)	(12,594		)
Unfunded loan commitment reserve	227			(405		)
Gain on extinguishment of debt	(312		)	(940		)
Changes in operating assets and liabilities:
Other assets	2,106			(1,221		)
Accounts payable	(2,353		)	1,386
Interest payable	91			826
Accrued expenses and other liabilities	(7,641		)	(844		)
Originations of loans held for sale	(44,489		)	(238,077		)
Capitalized net deferred origination costs of loans held for sale	(1,128		)	(8,074		)
Proceeds from sale of loans held for sale	45,921			246,051
Principal repayments of loans held for sale	1,039			6,189
Net cash provided by operating activities	149,143			89,523
Cash flows from investing activities
Change in restricted cash	(12,297		)	(4,364		)
Purchases of property, equipment and software	(1,129		)	(6,337		)
Capitalized internal-use software	(2,226		)	(3,702		)
Originations of term loans and lines of credit, excluding rollovers into new originations	(1,302,889		)	(1,333,192		)
Proceeds from sale of loans held for investment	12,396			57,238
Payments of net deferred origination costs	(32,747		)	(32,909		)
Principal repayments of term loans and lines of credit	1,220,673			881,077
Other	—			(201		)
Purchase of loans	(13,730		)	(6,672		)
Net cash used in investing activities	(131,949		)	(449,062		)
Cash flows from financing activities
Investments by noncontrolling interests	3,443			—
Purchase of treasury shares	(864		)	(576		)
Proceeds from exercise of stock options and warrants	490			131
Issuance of common stock under employee stock purchase plan	1,838			2,606
Proceeds from the issuance of funding debt	133,318			606,051
Proceeds from the issuance of corporate debt	24,200			10,000
Payments of debt issuance costs	(3,228		)	(4,655		)
Distribution to noncontrolling interest	(1,000		)	—

5

	Nine Months Ended September 30,
	2017			2016
Repayments of funding debt principal	(156,477		)	(328,321		)
Repayments of corporate debt principal	(35,000		)	—
Net cash provided by (used in) financing activities	(33,280		)	285,236
Effect of exchange rate changes on cash and cash equivalents	824			429
Net decrease in cash and cash equivalents	(15,262		)	(73,874		)
Cash and cash equivalents at beginning of period	79,554			159,822
Cash and cash equivalents at end of period	$	64,292		$	85,948
Supplemental disclosure of other cash flow information
Cash paid for interest	$	31,467		$	16,282
Supplemental disclosures of non-cash investing and financing activities
Stock-based compensation included in capitalized internal-use software	$	154		$	1,025
Loans transferred from loans held for sale to loans held for investment	$	—		$	861
Unpaid principal balance of term loans rolled into new originations	$	220,925		$	200,637

The accompanying notes are an integral part of these condensed consolidated financial statements.

6

ON DECK CAPITAL, INC. AND SUBSIDIARIES

Notes to Unaudited Condensed Consolidated Financial Statements

1. Organization and Summary of Significant Accounting Policies

On Deck Capital, Inc.’s principal activity is providing financing to small businesses located throughout the United States as well as Canada and Australia, through term loans and lines of credit. We use technology and analytics to aggregate data about a small business and then quickly and efficiently analyze the creditworthiness of the business using our proprietary credit-scoring model. We originate most of the loans in our portfolio and also purchase loans from our issuing bank partner. We subsequently transfer most loans into one of our wholly-owned subsidiaries or, from time to time, depending upon market conditions and other factors, may sell them through OnDeck Marketplace®.

Basis of Presentation and Principles of Consolidation

We prepare our condensed consolidated financial statements and footnotes in accordance with accounting principles generally accepted in the United States of America, or GAAP, as contained in the Financial Accounting Standards Board, or FASB, Accounting Standards Codification, or ASC. All intercompany transactions and accounts have been eliminated in consolidation. Certain reclassifications have been made to the prior year amounts to conform to the current year presentation. When used in these notes to condensed consolidated financial statements, the terms "we," "us," "our" or similar terms refers to On Deck Capital, Inc. and its consolidated subsidiaries.

We consolidate the financial position and results of operations of these entities. The noncontrolling interest, which is presented as a separate component of our consolidated equity, represents the minority owners' proportionate share of the equity of the jointly owned entities. The noncontrolling interest is adjusted for the minority owners' share of the earnings, losses, investments and distributions.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts in the condensed consolidated financial statements and accompanying notes. Significant estimates include allowance for loan losses, valuation of warrants, stock-based compensation expense, servicing assets/liabilities, loans purchased, capitalized software development costs, the useful lives of long-lived assets and valuation allowance for deferred tax assets. We base our estimates on historical experience, current events and other factors we believe to be reasonable under the circumstances. These estimates and assumptions are inherently subjective in nature; actual results may differ from these estimates and assumptions.

Recently Adopted Accounting Standards

In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting. ASU 2016-09 simplifies several aspects of accounting for share-based payment award transactions which include the income tax consequences, classification of awards as either equity or liabilities, classification on the statement of cash flows and forfeiture rate calculations. We adopted the new standard effective January 1, 2017. The adoption of this standard did not have a material impact on our consolidated financial statements and no prior period amounts were adjusted.

Recent Accounting Pronouncements Not Yet Adopted

In May 2014, the FASB issued ASU 2014-09, Revenue Recognition, which creates ASC 606, Revenue from Contracts with Customers, and supersedes ASC 605, Revenue Recognition. ASU 2014-09 requires revenue to be recognized in an amount that reflects the consideration to which the entity expects to be entitled in exchange for goods or services and also requires additional disclosure about the nature, amount, timing, and uncertainty of revenue and cash flows from customer contracts. The new standard will be effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Early adoption is permitted for annual reporting periods beginning after December 15, 2016. In March 2016, the FASB issued ASU 2016-08, Principal versus Agent Considerations, which makes amendments to the new revenue standard on assessing whether an entity is a principal or an agent in a revenue transaction and impacts whether an entity reports revenue on a gross or net basis. In April 2016, the FASB issued ASU 2016-10, Identifying Performance Obligations and Licensing, which makes amendments to the new revenue standard regarding the identification of performance obligations and accounting for the license of intellectual property. In May 2016, the FASB issued ASU 2016-12, Narrow-Scope Improvements and Practical Expedients, which makes amendments to the new revenue standard regarding assessing collectibility, presentation of sales taxes, noncash consideration and completed contracts and contract modifications at the time of transition to the new standard. Each amendment has the same effective date and transition requirements as the new revenue recognition standard. We completed our initial assessment of the impact of the new revenue standard noting that revenue generated in accordance with ASC 310, Receivables, and ASC 860, Transfers and Servicing, is explicitly excluded from the scope of ASC 606. Accordingly, we have concluded that our interest income, gains on loan sales and loan servicing income will not be affected by the adoption of ASC 606. Marketing fees from our

7

issuing bank partner as well as certain fees associated with OnDeck-as-a-Service will be within the scope of ASC 606. We will adopt the requirements of the new standard effective January 1, 2018 and intend to apply the modified retrospective method of adoption with the cumulative effect of adoption, if material, recognized at the date of initial application. We believe that ASC 606 will have little, if any, impact on the timing and amount of revenue recognition as compared to the current standard and that there will be no material impact upon adoption.

In February 2016, the FASB issued ASU 2016-02, Leases, which creates ASC 842, Leases, and supersedes ASC 840, Leases. ASU 2016-02 requires lessees to recognize a right-of-use asset and lease liability for all leases with terms of more than 12 months. Recognition, measurement and presentation of expenses will depend on classification as a finance or operating lease. The new standard will be effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period and is applied retrospectively. Early adoption is permitted. We are currently assessing the impact that the adoption of this standard will have on our consolidated financial statements.

In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments. ASU 2016-13 will change the impairment model and how entities measure credit losses for most financial assets. The standard requires entities to use the new expected credit loss impairment model which will replace the incurred loss model used today. The new standard will be effective for annual reporting periods beginning after December 15, 2019. Early adoption is permitted, but not prior to December 15, 2018. We are currently assessing the impact that the adoption of this standard will have on our consolidated financial statements.

2. Net Loss Per Common Share

Basic and diluted net loss per common share is calculated as follows (in thousands, except share and per share data):

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Numerator:
Net loss	$	(4,532	)	$	(17,173	)	$	(18,703	)	$	(49,022	)
Less: net loss attributable to noncontrolling interest	458			539			2,073			1,920
Net loss attributable to On Deck Capital, Inc. common stockholders	$	(4,074	)	$	(16,634	)	$	(16,630	)	$	(47,102	)
Denominator:
Weighted-average common shares outstanding, basic and diluted	73,272,085			70,971,895			72,613,221			70,750,037
Net loss per common share, basic and diluted	$	(0.06	)	$	(0.23	)	$	(0.23	)	$	(0.67	)

Diluted loss per common share is the same as basic loss per common share for all periods presented because the effects of potentially dilutive items were anti-dilutive given our net losses. The following common share equivalent securities have been excluded from the calculation of weighted-average common shares outstanding because the effect is anti-dilutive for the periods presented: 

	Three Months Ended September 30,		Nine Months Ended September 30,
	2017	2016	2017	2016
Anti-Dilutive Common Share Equivalents
Warrants to purchase common stock	22,000	22,000	22,000	22,000
Restricted stock units	3,528,871	4,225,480	3,528,871	4,225,480
Stock options	8,227,736	11,997,551	8,227,736	11,997,551
Employee stock purchase program	34,820	40,706	34,820	40,706
Total anti-dilutive common share equivalents	11,813,427	16,285,737	11,813,427	16,285,737

The weighted-average exercise price for warrants to purchase 2,007,846 shares of common stock was $10.70 as of September 30, 2017. For the three months and nine months ended September 30, 2017, and 2016 a warrant to purchase 1,985,846 and 2,206,496 shares of common stock, respectively, was excluded from anti-dilutive common share equivalents as performance conditions had not been met.

8

3. Loans Held for Investment and Allowance for Loan Losses

Loans held for investment consisted of the following as of September 30, 2017 and December 31, 2016 (in thousands):

	September 30, 2017		December 31, 2016
Term loans	$	815,043	$	864,066
Lines of credit	125,837		116,385
Total unpaid principal balance	940,880		980,451
Net deferred origination costs	16,323		19,994
Total loans held for investment	$	957,203	$	1,000,445

During the nine months ended September 30, 2017, we paid $13.7 million to purchase term loans that we previously sold to a third party which are included in the unpaid principal balance of loans held for investment.

We include both loans we originate and loans funded by our issuing bank partner and later purchased by us as part of our originations. During the three months ended September 30, 2017 and 2016, we purchased such loans from our issuing bank partner in the amount of $101.6 million and $147.3 million, respectively. During the nine months ended September 30, 2017 and 2016, we purchased such loans in the amount of $367.3 million and $381.0 million, respectively.

The activity in the allowance for loan losses for the three months ended September 30, 2017 and 2016 consisted of the following (in thousands):

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Balance at beginning of period	$	105,217		$	73,849		$	110,162		$	53,311
Provision for loan losses	39,582			36,586			118,495			94,294
Loans charged off	(45,257		)	(25,268		)	(135,958		)	(65,411		)
Recoveries of loans previously charged off	5,330			2,201			12,173			5,174
Allowance for loan losses at end of period	$	104,872		$	87,368		$	104,872		$	87,368

When loans are charged-off, we may continue to attempt to recover amounts from the respective borrowers and guarantors, or pursue our rights through formal legal action. Alternatively, we may sell such previously charged-off loans to a third-party debt collector.  The proceeds from these sales are recorded as a component of the recoveries of loans previously charged off. For the three months ended September 30, 2017 and 2016, previously charged-off loans sold accounted for $2.4 million and $1.2 million, respectively, of recoveries of loans previously charged off. For the nine months ended September 30, 2017 and 2016, previously charged-off loans sold accounted for $6.2 million and $3.1 million, respectively, of recoveries of loans previously charged off.

As of September 30, 2017 and December 31, 2016, our credit exposure related to the undrawn line of credit balances was $194.0 million and $164.5 million, respectively. The related reserve on unfunded loan commitments was $4.1 million and $3.9 million as of September 30, 2017 and December 31, 2016, respectively. Net adjustments to the accrual for unfunded loan commitments are included in general and administrative expenses.

The following table contains information, on a combined basis, regarding the unpaid principal balance of loans we originated and the amortized cost of loans purchased from third parties other than our issuing bank partner related to non-delinquent, paying and non-paying delinquent loans as of September 30, 2017 and December 31, 2016 (in thousands):

	September 30, 2017		December 31, 2016
Non-delinquent loans	$	835,320	$	890,297
Delinquent: paying (accrual status)	61,953		36,073
Delinquent: non-paying (non-accrual status)	43,607		54,081
Total	$	940,880	$	980,451

9

The portion of the allowance for loan losses attributable to non-delinquent loans was $60.6 million and $59.5 million as of September 30, 2017 and December 31, 2016, respectively, while the portion of the allowance for loan losses attributable to delinquent loans was $44.3 million and $50.7 million as of September 30, 2017 and December 31, 2016, respectively.

The following table shows an aging analysis of the unpaid principal balance related to loans held for investment by delinquency status as of September 30, 2017 and December 31, 2016 (in thousands):

	September 30, 2017		December 31, 2016
By delinquency status:
Non-delinquent loans	$	835,320	$	890,297
1-14 calendar days past due	34,724		25,899
15-29 calendar days past due	20,055		15,990
30-59 calendar days past due	20,975		22,677
60-89 calendar days past due	15,658		13,952
90 + calendar days past due	14,148		11,636
Total unpaid principal balance	$	940,880	$	980,451

4. Servicing Rights

As of September 30, 2017 and December 31, 2016, we serviced term loans owned by others with a remaining unpaid principal balance of $141.0 million and $222.0 million, respectively. During the three months ended September 30, 2017 and 2016, we sold through OnDeck Marketplace loans with an unpaid principal balance of $5.3 million and $87.5 million, respectively, and during the nine months ended September 30, 2017 and 2016, we sold loans with an unpaid principal balance of $55.5 million and $284.9 million, respectively.

For the three months ended September 30, 2017 and 2016, we earned $0.4 million and $0.3 million of servicing revenue, respectively. For the nine months ended September 30, 2017 and 2016, we earned $1.3 million, and $0.9 million of servicing revenue, respectively.

The following table summarizes the activity related to the fair value of our servicing assets for the three and nine months ended September 30, 2017 (in thousands):

	Three Months Ended September 30,						Nine Months Ended   September 30,
	2017			2016			2017			2016
Fair value at the beginning of period	$	701		$	1,989		$	1,131		$	3,489
Addition:
Servicing resulting from transfers of financial assets	275			717			938			2,272
Changes in fair value:
Other changes in fair value (1)	(347		)	(1,019		)	(1,440		)	(4,074		)
Fair value at the end of period (Level 3)	$	629		$	1,687		$	629		$	1,687

  ___________

⁽¹⁾ Represents changes due to collection of expected cash flows through September 30, 2017 and 2016.

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5. Debt

The following table summarizes our outstanding debt as of September 30, 2017 and December 31, 2016 (in thousands):

Description	Type	Maturity Date	Weighted Average Interest Rate at September 30, 2017	September 30, 2017			December 31, 2016
Funding Debt:
ODAST II Agreement	Securitization Facility	May 2020 (1)	4.7%	$	250,000		$	250,000
ODART Agreement	Revolving	March 2019	3.9%	123,498			133,767
RAOD Agreement	Revolving	November 2018	3.7%	71,119			99,985
ODAF I Agreement	Revolving	February 2020 (2)	8.5%	81,633			100,000
ODAC Agreement	Revolving	May 2019	8.5%	76,321			65,486
PORT II Agreement	Revolving	December 2018	3.7%	67,296			52,397
Other Agreements	Various	Various (3)	Various	39,385			30,887
				709,252			732,522
Deferred Debt Issuance Cost				(6,254		)	(5,883		)
Total Funding Debt				$	702,998		$	726,639
Corporate Debt:
Square 1 Agreement	Revolving	October 2018	5.5%	17,200			28,000
Deferred Debt Issuance Cost				(20		)	(34		)
Total Corporate Debt				$	17,180		$	27,966

⁽¹⁾  The period during which remaining cash flow can be used to purchase additional loans expires April 2018.

⁽²⁾  The period during which new borrowings may be made under this facility expires in February 2019.

⁽³⁾  Maturity dates range from October 2017 to December 2018.

Certain of our loans held for investment are pledged as collateral for borrowings in our funding debt facilities. These loans totaled $773.7 million and $886.4 million as of September 30, 2017 and December 31, 2016, respectively. Our corporate debt facility is collateralized by substantially all of our assets.

ODAF I Agreement

On February 14, 2017, we entered into an amendment of the ODAF I Agreement which provided for an increase in the Lenders' revolving commitment from an aggregate amount of $100 million to $150 million, the extension of the revolving commitment termination date by approximately six months to February 14, 2019, and various technical, definitional, conforming and other changes.

ODART Agreement

On March 20, 2017, we entered into an amendment and restatement of the ODART Agreement which provided for a $50 million increase in the maximum amount of the Class A revolving loans and an increase up to $1.8 million in the maximum amount of the Class B revolving loans, thereby increasing the total facility size up to $214.1 million, an extension of the revolving commitment period during which ODART may utilize funding capacity under the Deutsche Bank Facility to March 20, 2019, a borrowing base advance rate for the Class A revolving loans of 85% and a borrowing base advance rate for the Class B revolving loans of 91%; and various technical, definitional, conforming and other changes.

ODAC Agreement

On May 4, 2017, we renewed the ODAC facility with amended terms, which provided for an increase in the revolving commitments from $75 million to $100 million and an extension of the revolving commitment period to May 3, 2019. The interest rate decreased to LIBOR (minimum of 0.75%) + 7.25% from LIBOR (minimum of 0.0%) + 9.25% and the advance rate increased from 75% to 85%.

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RAOD Agreement

On May 25, 2017, we renewed the RAOD facility with amended terms which provided for an extension of the revolving commitment period to November 22, 2018; a decrease in the interest rate to LIBOR + 2.5% from LIBOR + 3.0%; and various technical, definitional, conforming and other changes.

6. Fair Value of Financial Instruments

Assets and Liabilities Measured at Fair Value on a Recurring Basis Using Significant Unobservable Inputs (Level 3)

We evaluate our financial assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level at which to classify them for each reporting period. Due to the lack of transparency and quantity of transactions related to trades of servicing rights of comparable loans, we utilize an income valuation technique to estimate fair value. We utilize industry-standard modeling, such as discounted cash flow models, to arrive at an estimate of fair value and may utilize third-party service providers to assist in the valuation process. This determination requires significant judgments to be made.

The following tables present information about our assets and liabilities that are measured at fair value on a recurring basis as of September 30, 2017 and December 31, 2016 (in thousands):

	September 30, 2017
Description	Level 1		Level 2		Level 3		Total
Assets:
Servicing assets	$	—	$	—	$	629	$	629
Total assets	$	—	$	—	$	629	$	629

	December 31, 2016
Description	Level 1		Level 2		Level 3		Total
Assets:
Servicing assets	$	—	$	—	$	1,131	$	1,131
Total assets	$	—	$	—	$	1,131	$	1,131

There were no transfers between levels for the nine months ended September 30, 2017 or December 31, 2016.

The following tables presents quantitative information about the significant unobservable inputs used for certain of our Level 3 fair value measurement as of September 30, 2017 and December 31, 2016:

	September 30, 2017
	Unobservable input	Minimum		Maximum		Weighted Average
Servicing assets	Discount rate	30.00	%	30.00	%	30.00	%
	Cost of service(1)	0.09	%	0.14	%	0.12	%
	Renewal rate	42.72	%	56.07	%	52.74	%
	Default rate	10.22	%	11.00	%	10.84	%
(1)Estimated cost of servicing a loan as a percentage of unpaid principal balance.

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	December 31, 2016
	Unobservable input	Minimum		Maximum		Weighted Average
Servicing assets	Discount rate	30.00	%	30.00	%	30.00	%
	Cost of service(1)	0.09	%	0.14	%	0.11	%
	Renewal rate	46.20	%	56.54	%	50.14	%
	Default rate	10.32	%	10.75	%	10.48	%
(1)Estimated cost of servicing a loan as a percentage of unpaid principal balance.

Changes in certain of the unobservable inputs noted above may have a significant impact on the fair value of our servicing asset. The following table summarizes the effect adverse changes in estimate would have on the fair value of the servicing asset as of September 30, 2017 and December 31, 2016 given hypothetical changes in default rate and cost to service (in thousands):

	September 30, 2017			December 31, 2016
	Servicing Assets
Default rate assumption:
Default rate increase of 25%	$	(62	)	$	(98	)
Default rate increase of 50%	$	(120	)	$	(188	)
Cost to service assumption:
Cost to service increase by 25%	$	(48	)	$	(60	)
Cost to service increase by 50%	$	(95	)	$	(120	)

Assets and Liabilities Disclosed at Fair Value

Because our loans held for investment, loans held for sale and fixed-rate debt are not measured at fair value, we are required to disclose their fair value in accordance with ASC 825. Due to the lack of transparency and comparable loans, we utilize an income valuation technique to estimate fair value. We utilize industry-standard modeling, such as discounted cash flow models, to arrive at an estimate of fair value and may utilize third-party service providers to assist in the valuation process. This determination requires significant judgments to be made. The following tables summarize the carrying value and fair value of our loans held for investment, loans held for sale and fixed-rate debt (in thousands):

	September 30, 2017
Description	Carrying Value		Fair Value		Level 1		Level 2		Level 3
Assets:
Loans held for investment	$	852,331	$	934,867	$	—	$	—	$	934,867
Total assets	$	852,331	$	934,867	$	—	$	—	$	934,867
Description
Liabilities:
Fixed-rate debt	$	276,324	$	262,216	$	—	$	—	$	262,216
Total fixed-rate debt	$	276,324	$	262,216	$	—	$	—	$	262,216

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	December 31, 2016
Description	Carrying Value		Fair Value		Level 1		Level 2		Level 3
Assets:
Loans held for investment	$	890,283	$	979,780	$	—	$	—	$	979,780
Loans held for sale	373		394		—				394
Total assets	$	890,656	$	980,174	$	—	$	—	$	980,174
Description
Liabilities:
Fixed-rate debt	$	280,886	$	275,200	$	—	$	—	$	275,200
Total fixed-rate debt	$	280,886	$	275,200	$	—	$	—	$	275,200

The following techniques and assumptions are used in estimating fair value:

Loans held for investment and loans held for sale - Fair value is based on discounted cash flow models which contain certain unobservable inputs such as discount rate, renewal rate and default rate.

Fixed-rate debt - Our ODAST II Agreement and certain other agreements are considered fixed-rate debt. Fair value of our fixed-rate debt is based on a discounted cash flow model with an unobservable input of discount rate. For our variable rate debt, carrying value approximates fair value.

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7. Noncontrolling Interest

The following tables summarize changes in equity, including the equity attributable to noncontrolling interests, for the nine months ended September 30, 2017 and September 30, 2016 (in thousands):

	Nine Months Ended September 30, 2017
	On Deck Capital, Inc.'s stockholders' equity			Noncontrolling interest			Total
Balance as of January 1, 2017	$	259,525		$	4,072		$	263,597
Net income (loss)	(16,630		)	(2,073		)	(18,703		)
Stock based compensation	9,115			—			9,115
Exercise of options and warrants	490			—			490
Employee stock purchase plan	2,299			—			2,299
Cumulative translation adjustment	375			307			682
Purchase of shares for treasury	(864		)	—			(864		)
Investments by noncontrolling interests	—			3,443			3,443
Return of equity to noncontrolling interest	—			(959		)	(959		)
Balance at September 30, 2017	254,310			4,790			259,100
Comprehensive loss:
Net loss	(16,630		)	(2,073		)	(18,703		)
Other comprehensive income (loss):
Foreign currency translation adjustment	375			307			682
Comprehensive income (loss):	$	(16,255	)	$	(1,766	)	$	(18,021	)
	Nine Months Ended September 30, 2016
	On Deck Capital, Inc.'s stockholders' equity			Noncontrolling interest			Total
Balance as of January 1, 2016	$	322,813		$	6,609		$	329,422
Net income (loss)	(47,102		)	(1,920		)	(49,022		)
Stock based compensation	11,399			—			11,399
Exercise of options and warrants	168			—			168
Employee stock purchase plan	3,996			—			3,996
Cumulative translation adjustment	216			177			393
Purchase of shares for treasury	(576		)	—			(576		)
Balance at September 30, 2016	290,914			4,866			295,780
Comprehensive loss:
Net loss	(47,102		)	(1,920		)	(49,022		)
Other comprehensive income (loss):
Foreign currency translation adjustment	216			177			393
Comprehensive income (loss):	$	(46,886	)	$	(1,743	)	$	(48,629	)

In the third quarter of 2015, we acquired a 67% interest in an entity with the remaining 33% owned by an unrelated third party strategic partner for the purpose of providing small business loans to customers of the third party. We consolidate the financial position and results of operations of that entity. On June 29, 2017, OnDeck purchased the loans owned by that entity for an immaterial amount. That entity made a liquidating distribution to us of approximately $2 million and to the unrelated third

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party of approximately $1 million representing our respective proportionate share of the equity in that entity. The loan sale and distribution effectively ended the operations of that entity. No material gain or loss was recorded.

8. Stock-Based Compensation

Options

The following is a summary of option activity for the nine months ended September 30, 2017:

	Number of Options		Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value (in thousands)
Outstanding at January 1, 2017	11,426,296		$	6.10	—	—
Granted	368,894		$	4.13	—	—
Exercised	(1,351,648	)	$	0.87	—	—
Forfeited	(1,095,455	)	$	9.07	—	—
Expired	(1,120,351	)	$	11.36	—	—
Outstanding at September 30, 2017	8,227,736		$	5.76	6.7	$	13,831
Exercisable at September 30, 2017	5,948,010		$	4.98	6.1	$	13,510
Vested or expected to vest as of September 30, 2017	8,164,605		$	5.75	6.7	$	13,827

Total compensation cost related to nonvested option awards not yet recognized as of September 30, 2017 was $7.3 million and will be recognized over a weighted-average period of approximately 1.8 years. The aggregate intrinsic value of employee options exercised during the nine months ended September 30, 2017 and 2016 was $5.0 million and $2.4 million, respectively.

Restricted Stock Units

The following table summarizes our activities of Restricted Stock Units ("RSUs") and Performance Restricted Stock Units ("PRSUs") during the nine months ended September 30, 2017:

	Number of RSUs		Weighted-Average Grant Date Fair Value
Unvested at January 1, 2017	3,888,768		$	8.46
RSUs and PRSUs granted	1,791,690		$	4.50
RSUs vested	(546,671	)	$	9.09
RSUs and PRSUs forfeited/expired	(1,604,916	)	$	8.15
Unvested at September 30, 2017	3,528,871		$	6.30
Expected to vest after September 30, 2017	3,121,430		$	6.36

As of September 30, 2017, there was $16.3 million of unrecognized compensation cost related to unvested RSUs and PRSUs, which is expected to be recognized over the next 2.7 years.

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Stock-based compensation expense related to stock options, RSUs, PRSUs and Employee Stock Purchase Program are included in the following line items in our accompanying condensed consolidated statements of operations for the three and nine months ended September 30, 2017 and 2016 (in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016
Sales and marketing	$	538	$	920	$	1,830	$	2,749
Technology and analytics	499		793		1,824		2,437
Processing and servicing	99		227		429		781
General and administrative	1,920		1,821		5,438		5,456
Total	$	3,056	$	3,761	$	9,521	$	11,423

9. Commitments and Contingencies

Concentrations of Credit Risk

Financial instruments that potentially subject us to significant concentrations of credit risk consist principally of cash, cash equivalents, restricted cash and loans. We hold cash, cash equivalents and restricted cash in accounts at regulated domestic financial institutions in amounts that exceed or may exceed FDIC insured amounts and at non-U.S. financial institutions where deposited amounts may be uninsured. We believe these institutions to be of acceptable credit quality and we have not experienced any related losses to date.

There is no single customer or group of customers that comprise a significant portion of our loan portfolio.

Contingencies

From time to time we are subject to legal proceedings and claims in the ordinary course of business. The results of such matters cannot be predicted with certainty. However, we believe that the final outcome of any such current matters will not result in a material adverse effect on our consolidated financial condition, consolidated results of operations or consolidated cash flows.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

You should read the following discussion and analysis of our financial condition and results of operations together with our condensed consolidated financial statements and the related notes and other financial information included elsewhere in this report. Some of the information contained in this discussion and analysis, including information with respect to our plans and strategy for our business, includes forward-looking statements that involve risks and uncertainties. You should review the “Cautionary Note Regarding Forward-Looking Statements” and Part II — Item 1A. "Risk Factors" sections of this report for a discussion of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other legal authority. These forward-looking statements concern our operations, economic performance, financial condition, goals, beliefs, future growth strategies, objectives, plans and current expectations.

Forward-looking statements appear throughout this report including in Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations. Forward-looking statements can generally be identified by words such as “will,” “enables,” “expects,” "intends," "may," “allows,” "plan," “continues,” “believes,” “anticipates,” “estimates” or similar expressions.

Forward-looking statements are neither historical facts nor assurances of future performance. They are based only on our current beliefs, expectations and assumptions regarding the future of our business, anticipated events and trends, the economy and other future conditions. As such, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and in many cases outside our control. Therefore, you should not rely on any of these forward-looking statements. Our expected results may not be achieved, and actual results may differ materially from our expectations.

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Important factors that could cause or contribute to such differences include risks relating to: our ability to attract potential customers to our platform and broaden our distribution capabilities and offerings; the degree to which potential customers apply for loans, are approved and borrow from us; anticipated trends, growth rates, loan originations, volume of loans sold and challenges in our business and in the markets in which we operate; the ability of our customers to repay loans and our ability to accurately assess creditworthiness; our ability to adequately reserve for loan losses; the impact of our decision to tighten credit policies; our liquidity and working capital requirements,including the availability and pricing of new debt facilities, extensions and increases to existing debt facilities, increases in our corporate line of credit, securitizations and OnDeck Marketplace®sales to fund our existing operations and planned growth, including the consequences of having inadequate resources to fund additional loans or draws on lines of credit; the impact on our customers of Hurricane Harvey and Hurricane Irma, which may reduce demand for our loans or cause our customers to suffer significant losses and/or incur significant disruption in their respective operations, which may affect their ability to repay their loans; our reliance on our third-party service providers and the effect on our business of originating loans without third-party funding sources; the impact of increased utilization of cash or incurred debt to fund originations; the effect on our business of utilizing cash for voluntary loan purchases from third parties; the effect on our business of the current credit environment and increases in interest rate benchmarks; our ability to hire and retain necessary qualified employees, particularly following our workforce reductions announced in February and May 2017; our continuing compliance measures related to our funding advisor channel and their impact; changes in our product distribution channel mix and/or our funding mix; our ability to anticipate market needs and develop new and enhanced offerings to meet those needs; anticipated interest rate increases and origination fees on loans; maintaining and expanding our customer base; the impact of competition in our industry and innovation by our competitors; our anticipated and unanticipated growth and growth strategies, including the possible introduction of new types of loans and possible expansion into new international markets, and our ability to effectively manage that growth; our reputation and possible adverse publicity about us or our industry; the availability and cost of our funding,including challenges faced by the expiration of existing debt facilities; the impact on our business of funding loans from our cash reserves; locating funding sources for new types of loans that are ineligible for funding under our existing credit or securitization facilities and the possibility of reducing originations of these loan types; the effect of potential selective pricing increases; our expected utilization of OnDeck Marketplace and the available OnDeck Marketplace premiums; our failure to anticipate or adapt to future changes in our industry; the lack of customer acceptance or failure of our loans; our ability to offer loans to our small business customers that have terms that are competitive with alternative sources of capital; our ability to issue new loans to existing customers that seek additional capital; the evolution of technology affecting our offerings and our markets; our compliance with applicable local, state and federal and non-U.S. laws, rules and regulations and their application and interpretation, whether existing, modified or new; our ability to adequately protect our intellectual property; the effect of litigation or other disputes to which we are or may be a party; the increased expenses and administrative workload associated with being a public company; failure to maintain an effective system of internal controls necessary to accurately report our financial results and prevent fraud; the estimates and estimate methodologies used in preparing our consolidated financial statements; the future trading prices of our common stock, the impact of securities analysts’ reports and shares eligible for future sale on these prices; our ability to prevent or discover security breaks, disruption in service and comparable events that could compromise the personal and confidential information held in our data systems, reduce the attractiveness of our platform or adversely impact our ability to service our loans; and other risks, including those described in Part II - Item 1A. "Risk Factors" included elsewhere in this report, Part I - Item 1A. "Risk Factors" in our most recent Annual Report on Form 10-K, Part II - Item 1A. "Risk Factors" in our Quarterly Report for the quarter ended June 30, 2017 and other documents that we file with the Securities and Exchange Commission, or SEC, from time to time which are available on the SEC website at www.sec.gov.

Except as required by law, we undertake no duty to update any forward-looking statements. Readers are also urged to carefully review and consider all of the information in this report, as well as the other documents we make available through the SEC’s website.

When we use the terms “OnDeck,” the “Company,” “we,” “us” or “our” in this report, we are referring to On Deck Capital, Inc. and its consolidated subsidiaries unless the context requires otherwise.

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Overview

We are a leading online platform for small business lending. We are seeking to make it efficient and convenient for small businesses to access capital. Enabled by our proprietary technology and analytics, we aggregate and analyze thousands of data points from dynamic, disparate data sources to assess the creditworthiness of small businesses rapidly and accurately. Small businesses can apply for a term loan or line of credit on our website in minutes and, using our proprietary OnDeck Score®, we can make a funding decision immediately and, if approved, transfer funds as fast as the same day. Qualified customers may carry both a term loan and line of credit simultaneously which we believe provides additional repeat business opportunities, as well as increased value to our customers. We have originated more than $7 billion of loans since we made our first loan in 2007.

We generate the majority of our revenue through interest income and fees earned on the term loans we retain. Our term loans, which we offer in principal amounts ranging from $5,000 to $500,000 and with maturities of 3 to 36 months, feature fixed dollar repayments. Our lines of credit range from $6,000 to $100,000, and are generally repayable within six months of the date of the most recent draw. We earn interest on the balance outstanding and lines of credit are subject to a monthly fee unless the customer makes a qualifying minimum draw, in which case it may be waived under certain circumstances. The balance of our other revenue primarily comes from our servicing and other fee income, most of which consists of marketing fees from our issuing bank partner, fees generated by OnDeck-as-a-Service, and fees we receive for servicing loans owned by third-parties.

We rely on a diversified set of funding sources for the capital we lend to our customers. Our primary source of this capital has historically been debt facilities with various financial institutions. We have also used proceeds from operating cash flow to fund loans in the past and continue to finance a portion of our outstanding loans with these funds. As of September 30, 2017, we had $709.3 million of funding debt principal outstanding and $983.1 million of total borrowing capacity under such debt facilities, subject to borrowing conditions. During the third quarter of 2017 and 2016, we sold approximately $5.5 million and $89.9 million, respectively, of loans to OnDeck Marketplace purchasers. Of our total principal outstanding as of September 30, 2017, including our loans held for investment and loans sold to OnDeck Marketplace purchasers which had a balance remaining as of September 30, 2017, 3% were funded via OnDeck Marketplace purchasers, 58% were funded via our debt facilities, 30% were financed via proceeds raised from our securitization transaction and 9% were funded via our own equity.

We originate loans throughout the United States, Canada and Australia, although, to date, substantially all of our revenue has been generated in the United States. These loans are originated through our direct marketing, including direct mail, social media and other online marketing channels, and also originated through our outbound sales team, referrals from our strategic partners, including banks, payment processors and small business-focused service providers, and through funding advisors who advise small businesses on available funding options.

Key Financial and Operating Metrics

We regularly monitor a number of metrics in order to measure our current performance and project our future performance. These metrics aid us in developing and refining our growth strategies and making strategic decisions.

	As of or for the Three Months Ended September 30,						As of or for the Nine Months Ended September 30,
	2017			2016			2017			2016
	(dollars in thousands)						(dollars in thousands)
Originations	$	530,926		$	612,557		$	1,568,303		$	1,771,906
Effective Interest Yield	33.4		%	32.8		%	33.4%			33.4		%
Marketplace Gain on Sale Rate	2.7		%	3.0		%	3.3		%	4.3		%
Cost of Funds Rate	6.4		%	5.7		%	6.2%			5.9		%
Provision Rate	7.5		%	6.9		%	7.8		%	6.4		%
Reserve Ratio	11.1		%	9.8		%	11.1		%	9.8		%
15+ Day Delinquency Ratio	7.5		%	6.2		%	7.5		%	6.2		%
Net Charge-off Rate	16.9		%	11.0		%	16.8%			11.0		%
Net Interest Margin *	29.1		%	29.4		%	29.4		%	30.0		%
Net Interest Margin After Credit Losses (NIMAL) *	12.2		%	18.7		%	12.6%			19.1		%
Adjusted Expense Ratio (AER) *	12.6		%	16.5		%	13.7%			17.0		%
Adjusted Operating Yield (AOY) *	(0.4		)%	2.2		%	(1.1		)%	2.1		%

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* See "Non-GAAP Financial Measures" below for an explanation of this non-GAAP measure and a reconciliation to the nearest GAAP measure.

Originations

Originations represent the total principal amount of the term loans we made during the period, plus the total amount drawn on lines of credit during the period. Many of our repeat term loan customers renew their term loan before their existing term loan is fully repaid. In accordance with industry practice, originations of such repeat term loans are presented as the full renewal loan principal, rather than the net funded amount, which would be the renewal term loan’s principal net of the unpaid principal balance on the existing term loan. Loans referred to, and originated by, our issuing bank partner and later purchased by us are included as part of our originations. Unless otherwise specified or the context otherwise requires, the term originations refers to the dollar amount of loans originated and not to the number of loans, which we refer to as units.

Effective Interest Yield

Effective Interest Yield is the rate of return we achieve on loans outstanding during a period. It is calculated as our business day adjusted annualized interest income divided by average loans. Annualization is based on 252 business days per year, which is typical weekdays per year less U.S. Federal Reserve Bank holidays.

Net deferred origination costs in loans held for investment and loans held for sale consist of deferred origination fees and costs. Deferred origination fees include fees paid up front to us by customers when loans are originated and decrease the carrying value of loans, thereby increasing the Effective Interest Yield earned. Deferred origination costs are limited to costs directly attributable to originating loans such as commissions, vendor costs and personnel costs directly related to the time spent by the personnel performing activities related to loan origination and increase the carrying value of loans, thereby decreasing the Effective Interest Yield earned.

Recent pricing trends are discussed under the subheading “Key Factors Affecting Our Performance - Pricing.”

Marketplace Gain on Sale Rate

Marketplace Gain on Sale Rate equals our gain on sale revenue from loans sold through OnDeck Marketplace divided by the carrying value of loans sold, which includes both unpaid principal balance sold and the remaining carrying value of the net deferred origination costs. A portion of loans regularly sold through OnDeck Marketplace are or may be loans which were initially designated as held for investment upon origination. The portion of such loans sold in a given period may vary materially depending upon market conditions and other circumstances.

Cost of Funds Rate

Cost of Funds Rate is our funding cost, which is the interest expense, fees and amortization of deferred debt issuance costs we incur in connection with our lending activities across all of our debt facilities, divided by average funding debt outstanding. For full years, it is calculated as our funding cost divided by Average Funding Debt Outstanding and for interim periods it is calculated as our annualized funding cost for the period divided by Average Funding Debt Outstanding.

Provision Rate

Provision Rate equals the provision for loan losses divided by the new originations volume of loans held for investment, net of originations of sales of such loans within the period. Because we reserve for probable credit losses inherent in the portfolio upon origination, this rate is significantly impacted by the expectation of credit losses for the period’s originations volume. This rate may also be impacted by changes in loss estimates for loans originated prior to the commencement of the period.

The denominator of the Provision Rate formula includes the new originations volume of loans held for investment, net of originations of sales of such loans within the period. However, the numerator primarily reflects the additional provision required to provide for loan losses on the net funded amount during such period. Therefore, all other things equal, an increased volume of loan rollovers and line of credit repayments and re-borrowings in a period will reduce the Provision Rate.

The Provision Rate is not directly comparable to the net cumulative lifetime charge-off ratio because (i) the Provision Rate reflects estimated losses at the time of origination while the net cumulative lifetime charge-off ratio reflects actual charge-offs, (ii) the Provision Rate includes provisions for losses on both term loans and lines of credit while the net cumulative lifetime charge-off ratio reflects only charge-offs related to term loans and (iii) the Provision Rate for a period reflects the provision for losses related to all loans held for investment while the net cumulative lifetime charge-off ratio reflects lifetime charge-offs of term loans related to a particular cohort of term loans.

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Reserve Ratio

Reserve Ratio is our allowance for loan losses as of the end of the period divided by the Unpaid Principal Balance as of the end of the period.

15+ Day Delinquency Ratio

15+ Day Delinquency Ratio equals the aggregate Unpaid Principal Balance for our loans that are 15 or more calendar days past due as of the end of the period as a percentage of the Unpaid Principal Balance. The Unpaid Principal Balance for our loans that are 15 or more calendar days past due includes loans that are paying and non-paying. Because our loans require weekly or daily repayments, excluding weekends and holidays, they may be deemed delinquent more quickly than loans from traditional lenders that require only monthly payments.  As of September 30, 2017, a majority of our loans required weekly repayments.

15+ Day Delinquency Ratio is not annualized, but reflects balances as of the end of the period.

Net Charge-off Rate

Net Charge-off Rate is calculated as our annualized net charge-offs for the period divided by the average Unpaid Principal Balance outstanding. Annualization is based on four quarters per year and is not business day adjusted. Net charge-offs are charged-off loans in the period, net of recoveries.

Net Interest Margin

Net Interest Margin is calculated as business day adjusted annualized Net Interest Income divided by average Interest Earning Assets. Interest Earning Assets represents the sum of Unpaid Principal Balance plus the amount of principal outstanding of loans held for sale at the end of the period. It excludes net deferred origination costs, allowance for loan losses and any loans sold or held for sale at the end of the period. Average Interest Earnings Assets is calculated as the average of Interest Earnings Assets at the beginning of the period and the end of each month in the period.

Net Interest Income represents interest income less funding cost during the period. Interest income is net of fees on loans held for investment and held for sale. Net deferred origination costs in loans held for investment and loans held for sale consist of deferred origination costs as offset by corresponding deferred origination fees. Deferred origination fees include fees paid up front to us by customers when loans are originated. Deferred origination costs are limited to costs directly attributable to originating loans such as commissions, vendor costs and personnel costs directly related to the time spent by the personnel performing activities related to loan origination. Funding cost is the interest expense, fees, and amortization of deferred debt issuance costs we incur in connection with our lending activities across all of our debt facilities. Annualization is based on 252 business days per year, which is typical weekdays per year less U.S. Federal Reserve Bank holidays.

Net Interest Margin After Credit Losses (NIMAL)

Net Interest Margin After Credit Losses (NIMAL), is calculated as our business day adjusted annualized Net Interest Income After Credit Losses divided by average Interest Earning Assets. Net Interest Income After Credit Losses represents interest income less funding cost and net charge-offs during the period. Interest income is net of deferred costs and fees on loans held for investment and held for sale. Net deferred origination costs in loans held for investment and loans held for sale consist of deferred origination costs as offset by corresponding deferred origination fees. Deferred origination fees include fees paid up front to us by customers when loans are originated. Deferred origination costs are limited to costs directly attributable to originating loans such as commissions, vendor costs and personnel costs directly related to the time spent by the personnel performing activities related to loan origination. Funding cost is the interest expense, fees, and amortization of deferred debt issuance costs we incur in connection with our lending activities across all of our debt facilities. Net charge-offs are charged-off loans in the period, net of recoveries. Annualization is based on 252 business days per year, which is typical weekdays per year less U.S. Federal Reserve Bank holidays.

Adjusted Expense Ratio (AER)

Adjusted Expense Ratio (AER) represents our annualized operating expense, adjusted to exclude the impact of stock-based compensation, divided by average Loans Under Management. Loans Under Management represents the Unpaid Principal Balance plus the unpaid principal balance of loans held for sale, excluding net deferred origination costs, plus the amount of principal outstanding of term loans we serviced for others at the end of the period. Average Loans Under Management is calculated as the average of Loans Under Management at the beginning of the period and the end of each month in the period. Annualization is based on 252 business days per year, which is typical weekdays per year less U.S. Federal Reserve Bank holidays.

Adjusted Operating Yield (AOY)

Adjusted Operating Yield (AOY) represents our Net Interest Margin After Credit Losses (NIMAL) less the Adjusted Expense Ratio (AER).

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On Deck Capital, Inc. and Subsidiaries

Consolidated Average Balance Sheets

(in thousands, except share and per share data)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Assets
Cash and cash equivalents	$	59,530		$	72,309		$	58,595		$	90,321
Restricted cash	58,659			46,478			59,316			38,884
Loans held for investment	960,587			851,457			1,001,697			739,946
Less: Allowance for loan losses	(103,397		)	(81,118		)	(109,486		)	(68,775		)
Loans held for investment, net	857,190			770,339			892,211			671,171
Loans held for sale	—			4,846			462			9,051
Property, equipment and software, net	25,919			30,328			27,480			29,636
Other assets	17,843			19,676			18,483			21,376
Total assets	$	1,019,141		$	943,976		$	1,056,547		$	860,439
Liabilities and equity
Liabilities:
Accounts payable	$	3,077		$	3,332		$	3,377		$	4,203
Interest payable	2,300			1,313			2,322			1,060
Funding debt	710,601			597,678			737,864			505,406
Corporate debt	11,078			7,699			20,213			4,698
Accrued expenses and other liabilities	32,276			32,876			33,786			32,460
Total liabilities	759,332			642,898			797,562			547,827
Total On Deck Capital, Inc. stockholders' equity	254,731			295,989			253,716			306,913
Noncontrolling interest	5,077			5,089			5,269			5,699
Total equity	259,808			301,078			258,985			312,612
Total liabilities and equity	$	1,019,140		$	943,976		$	1,056,547		$	860,439
Memo:
Unpaid Principal Balance	$	944,372		$	836,542		$	983,230		$	727,038
Interest Earning Assets	$	944,372		$	841,270		$	983,689		$	735,825
Loans	$	960,587		$	856,303		$	1,002,159		$	748,997
Loans Under Management	$	1,089,406		$	1,087,641		$	1,159,438		$	1,015,768

Average Balance Sheet Items for the period represent the average as of the beginning of the month in the period and as of the end of each month in the period.

Non-GAAP Financial Measures

We believe that the non-GAAP metrics in this report can provide useful supplemental measures for period-to-period comparisons of our core business and useful supplemental information to investors and others in understanding and evaluating our operating results. However, non-GAAP metrics are not calculated in accordance with GAAP, and should not be considered an alternative to any measures of financial performance calculated and presented in accordance with GAAP. Other companies may calculate these non-GAAP metrics differently than we do. The reconciliations below reconcile each of our non-GAAP metrics to their most comparable respective GAAP metric.

Adjusted EBITDA

Adjusted EBITDA represents our net income (loss), adjusted to exclude interest expense associated with debt used for corporate purposes (rather than funding costs associated with lending activities), income tax expense, depreciation and amortization,

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stock-based compensation expense and warrant liability fair value adjustments. Stock-based compensation includes employee compensation as well as compensation to third-party service providers.

Our use of Adjusted EBITDA has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are:

• although depreciation and amortization are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future, and Adjusted EBITDA does not reflect cash capital expenditure requirements for such replacements or for new capital expenditure requirements;

• Adjusted EBITDA does not reflect changes in, or cash requirements for, our working capital needs;

• Adjusted EBITDA does not reflect the potentially dilutive impact of equity-based compensation;

• Adjusted EBITDA does not reflect interest associated with debt used for corporate purposes or tax payments that may represent a reduction in cash available to us;

• Adjusted EBITDA does not reflect the potential costs we would incur if certain of our warrants were settled in cash.

The following table presents a reconciliation of net loss to Adjusted EBITDA for each of the periods indicated:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
	(in thousands)						(in thousands)
Reconciliation of Net Income (Loss) to Adjusted EBITDA
Net loss	$	(4,532	)	$	(17,173	)	$	(18,703	)	$	(49,022	)
Adjustments:
Corporate interest expense	35			111			706			186
Income tax expense	—			—			—			—
Depreciation and amortization	2,451			2,452			7,623			6,887
Stock-based compensation expense	3,056			3,761			9,521			11,423
Adjusted EBITDA	$	1,010		$	(10,849	)	$	(853	)	$	(30,526	)

Adjusted Net (Loss) Income

Adjusted Net (Loss) Income represents our net loss adjusted to exclude stock-based compensation expense and warrant liability fair value adjustment, each on the same basis and with the same limitations as described above for Adjusted EBITDA.

The following table presents a reconciliation of net loss to Adjusted Net (Loss) Income for each of the periods indicated:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
	(in thousands)						(in thousands)
Reconciliation of Net Income (Loss) to Adjusted Net (Loss) Income
Net loss	$	(4,532	)	$	(17,173	)	$	(18,703	)	$	(49,022	)
Adjustments:
Net loss attributable to noncontrolling interest	458			539			2,073			1,920
Stock-based compensation expense	3,056			3,761			9,521			11,423
Adjusted Net Loss	$	(1,018	)	$	(12,873	)	$	(7,109	)	$	(35,679	)

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Net Interest Margin

Net Interest Margin, is calculated as business day adjusted annualized Net Interest Income divided by average Interest Earning Assets. Net Interest Income represents interest income less funding cost during the period. Interest income is net of fees on loans held for investment and held for sale. Net deferred origination costs in loans held for investment and loans held for sale consist of deferred origination costs as offset by corresponding deferred origination fees. Deferred origination fees include fees paid up front to us by customers when loans are originated. Deferred origination costs are limited to costs directly attributable to originating loans such as commissions, vendor costs and personnel costs directly related to the time spent by the personnel performing activities related to loan origination. Funding cost is the interest expense, fees, and amortization of deferred debt issuance costs we incur in connection with our lending activities across all of our debt facilities. Annualization is based on 252 business days per year, which is typical weekdays per year less U.S. Federal Reserve Bank holidays.

Our use of Net Interest Margin has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are:

• Net Interest Margin is the rate of net return we achieve on our Average Interest Earning Assets outstanding during a period. It does not reflect the return from loans sold through OnDeck Marketplace, specifically our gain on sale revenue. Similarly, Average Interest Earning Assets does not include the unpaid principal balance of loans sold through OnDeck Marketplace. Further, Net Interest Margin does not include servicing revenue related to loans previously sold, fair value adjustments to servicing rights, monthly fees charged to customers for our line of credit, and marketing fees earned from our issuing bank partners, which are recognized as the related services are provided.

• Funding cost does not reflect interest associated with debt used for corporate purposes.

The following table presents a reconciliation of interest income to Net Interest Margin for each of the periods indicated:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
	(in thousands)						(in thousands)
Reconciliation of Interest Income to Net Interest Margin (NIM)
Interest income	$	80,122		$	71,361		$	250,954		$	188,726
Less: funding costs	(11,330		)	(8,452		)	(34,223		)	(22,548		)
Net interest income	68,792			62,909			216,731			166,178
Divided by: business days in period	63			64			189			190
Net interest income per business day	1,092			983			1,147			875
Multiplied by: average business days per year	252			252			252			252
Annualized net interest income	275,184			247,716			289,044			220,500
Divided by: average Interest Earning Assets	$	944,372		$	841,270		$	983,689		$	735,825
Net Interest Margin (NIM)	29.1		%	29.4		%	29.4		%	30.0		%

Net Interest Margin After Credit Losses (NIMAL)

Net Interest Margin After Credit Losses (NIMAL) is calculated as our business day adjusted annualized Net Interest Income After Credit Losses divided by average Interest Earning Assets. Net Interest Income After Credit Losses represents interest income less funding cost and net charge-offs during the period. Interest income is net of deferred costs and fees on loans held for investment and held for sale. Net deferred origination costs in loans held for investment and loans held for sale consist of deferred origination costs as offset by corresponding deferred origination fees. Deferred origination fees include fees paid up front to us by customers when loans are originated. Deferred origination costs are limited to costs directly attributable to originating loans such as commissions, vendor costs and personnel costs directly related to the time spent by the personnel performing activities related to loan origination. Funding cost is the interest expense, fees, and amortization of deferred debt issuance costs we incur in connection with our lending activities across all of our debt facilities. Net charge-offs are charged-off loans in the period, net of recoveries. Annualization is based on 252 business days per year, which is typical weekdays per year less U.S. Federal Reserve Bank holidays.

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Our use of Net Interest Margin After Credit Losses has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are:

• Net Interest Margin After Credit Losses is the rate of net return we achieve on our Average Interest Earning Assets outstanding during a period. It does not reflect the return from loans sold through OnDeck Marketplace, specifically our gain on sale revenue. Similarly, Average Interest Earning Assets does not include the unpaid principal balance of loans sold through OnDeck Marketplace. Further, Net Interest Margin After Credit Losses does not include servicing revenue related to loans previously sold, fair value adjustments to servicing rights, monthly fees charged to customers for our line of credit, and marketing fees earned from our issuing bank partners, which are recognized as the related services are provided.

• Net Interest Margin After Credit Losses reflects net charge-offs in the period rather than provision for loan losses. To the extent that originations grow significantly, our charge-offs will likely be lower than the probable credit losses inherent in the portfolio upon origination. Furthermore, provision for loan losses consists of amounts charged to income during the period to maintain our ALLL. In addition to net charge-offs, our ALLL represents our estimate of the expected credit losses inherent in our portfolio of term loans and lines of credit and is based on a variety of factors, including the composition and quality of the portfolio, loan specific information gathered through our collection efforts, delinquency levels, our historical loss experience and general economic conditions.

• Funding cost does not reflect interest associated with debt used for corporate purposes.

The following table presents a reconciliation of interest income to Net Interest Margin After Credit Losses for each of the periods indicated:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
	(in thousands)						(in thousands)
Reconciliation of Interest Income to Net Interest Margin After Credit Losses (NIMAL)
Interest income	$	80,122		$	71,361		$	250,954		$	188,726
Less: funding costs	(11,330		)	(8,452		)	(34,223		)	(22,548		)
Net interest income	68,792			62,909			216,731			166,178
Less: net charge-offs	(39,927		)	(23,067		)	(123,785		)	(60,237		)
Net interest income after credit losses	28,865			39,842			92,946			105,941
Divided by: business days in period	63			64			189			190
Net interest income after credit losses per business day	458			623			492			558
Multiplied by: average business days per year	252			252			252			252
Annualized net interest income after credit losses	115,416			156,996			123,984			140,616
Divided by: average Interest Earning Assets	$	944,372		$	841,270		$	983,689		$	735,825
Net Interest Margin After Credit Losses (NIMAL)	12.2		%	18.7		%	12.6		%	19.1		%

Adjusted Expense Ratio (AER)

Adjusted Expense Ratio (AER) represents our annualized operating expense, adjusted to exclude the impact of stock-based compensation, divided by average Loans Under Management. Annualization is based on 252 business days per year, which is typical weekdays per year less U.S. Federal Reserve Bank holidays.

Our use of Adjusted Expense Ratio has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are:

• Adjusted Expense Ratio does not reflect the potentially dilutive impact of equity-based compensation.

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• Adjusted Expense Ratio is based on the unpaid principal balance of loans outstanding, regardless of funding source, and does not take into account the revenue earned in the period and may not correspond with the timing of the expenses incurred to originate new loans.

The following table presents a reconciliation of operating expense to Adjusted Expense Ratio for each of the periods indicated:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
	(in thousands)						(in thousands)
Reconciliation of Operating Expense to Adjusted Expense Ratio (AER)
Operating expense	$	37,251		$	49,395		$	128,488		$	141,482
Less: stock based compensation	(3,056		)	(3,761		)	(9,521		)	(11,423		)
Operating expense (Ex. SBC)	34,195			45,634			118,967			130,059
Divided by: business days in period	63			64			189			190
Operating expense (Ex. SBC) per business day	543			713			629			685
Multiplied by: average business days per year	252			252			252			252
Operating expense (Ex. SBC)	136,836			179,676			158,508			172,620
Divided by: average Loans Under Management	$	1,089,406		$	1,087,641		$	1,159,438		$	1,015,768
Adjusted Expense Ratio (AER)	12.6		%	16.5		%	13.7		%	17.0		%

Adjusted Operating Yield (AOY)

Adjusted Operating Yield (AOY) represents our Net Interest Margin After Credit Losses (NIMAL) less the Adjusted Expense Ratio (AER).

Our use of Adjusted Operating Yield has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are:

• Net Interest Margin After Credit Losses uses Average Interest Earning Assets in the denominator of the calculation whereas Adjusted Expense Ratio uses Average Loans Under Management in the denominator. Subtracting one metric from the other is purely illustrative and does not reflect the operating performance of the business.

• Using Adjusted Operating Yield as a measure to compare Net Interest Margin After Credit Losses to Adjusted Expense Ratio assumes that loans sold through the OnDeck Marketplace are of similar origination, performance characteristics and return as loans held for investment and held for sale, which are funded on-balance sheet through our asset-backed revolving facilities, asset-backed securitization facilities, and internal equity.

• Using Net Interest Margin After Credit Losses as a measure to compare against Adjusted Expense Ratio assumes that the rate of return of loans funded through the OnDeck Marketplace is similar to that of our loans held for investment or held for sale. Should our OnDeck Marketplace Gain on Sale Rates materially differ, both positively or negatively, this may limit the utility of comparing Net Interest Margin After Credit Losses to Adjusted Expense Ratio as a means of measuring the operations of the business.

The following table presents a reconciliation of Net Interest Margin After Credit Losses to Adjusted Operating Yield for each of the periods indicated.

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	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016
Adjusted Operating Yield (AOY) Reconciliation and Calculation
Net Interest Margin After Credit Losses (NIMAL)	12.2	%	18.7	%	12.6	%	19.1	%
Less: Adjusted Expense Ratio (AER)	12.6	%	16.5	%	13.7	%	17.0	%
Adjusted Operating Yield (AOY)	(0.4	)%	2.2	%	(1.1	)%	2.1	%

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Key Factors Affecting Our Performance

Investment in Long-Term Growth

The core elements of our long-term growth strategy include expanding our offerings, acquiring new customers, broadening our distribution capabilities, enhancing our data and analytics capabilities, and extending customer lifetime value. We plan to continue investing resources to accomplish these goals. In addition, we have been retaining more and selling fewer charged off loans, with the goal of achieving higher recoveries. These investments are intended to contribute to our long-term growth, but they may affect our near-term operating performance.

Originations

Historically, our growth in originations has been driven by the addition of new customers, increasing business from existing and previous customers, and increasing average loan size. In addition, we continue to grow our line of credit originations, which made up 19.6% and 15.4% of total dollar originations during the third quarter of 2017 and 2016, respectively.

For the three months ended September 30, 2017, total originations were $530.9 million as compared to $464.4 million, $573.0 million and $631.9 million for the three months ended June 30, 2017, March 31, 2017 and December 31, 2016, respectively. Total originations for the three months ended September 30, 2016 were $612.6 million. The general decrease in originations since December 31, 2016 was largely due to the tightening of our credit policies used to determine eligibility, pricing and loan size for certain customers which resulted in us offering smaller loans or declining to extend credit to certain customers. We decided to tighten our credit policies in order to better control credit risk, reduce our loss rates, and increase our margins with the understanding that the tightening would reduce originations. The changes to our credit policies began to take effect during the latter half of the first quarter of 2017 resulting in the second quarter of 2017 being more impacted by the credit tightening than the first quarter.

Originations increased to $530.9 million during the third quarter of 2017 from $464.4 million in the second quarter of 2017 due to additional refinements to our credit policies and improved marketing efficiencies. We expect our originations to decrease in absolute dollars for the full year 2017 compared to the full year of 2016.

The number of weekends and holidays in a period can impact our business. Many small businesses tend to apply for loans on weekdays, and their businesses may be closed at least part of a weekend and on holidays. In addition, our loan fundings and automated customer loan repayments only occur on weekdays (excluding bank holidays).

We anticipate that our future originations will continue to depend significantly on attracting new customers. As we continue to aggregate data on customers and prospective customers, we seek to use that data and our increasing knowledge to optimize our marketing spending to attract these customers as well as to continue to focus our analytics resources on better identifying potential customers. We have historically relied on all three of our channels for customer acquisition but remain focused on our direct and strategic partner channels. Collective originations through our direct and strategic partner channels made up 73% and 73% of total originations from all customers during the third quarter of 2017 and 2016, respectively. We plan to continue investing in direct marketing, sales, brand awareness and growing our strategic partnerships.

The following tables summarize the percentage of loans made to all customers originated by our three distribution channels for the periods indicated. From time to time, management is required to make judgments to determine customers' appropriate channel attribution.

	Three Months Ended September 30,				Nine Months Ended September 30,
Percentage of Originations (Number of Loans)	2017		2016		2017		2016
Direct and Strategic Partner	76.5	%	79.8	%	77.5	%	80.3	%
Funding Advisor	23.5	%	20.2	%	22.5	%	19.7	%

	Three Months Ended September 30,				Nine Months Ended September 30,
Percentage of Originations (Dollars)	2017		2016		2017		2016
Direct and Strategic Partner	73.4	%	73.0	%	73.4	%	73.1	%
Funding Advisor	26.6	%	27.0	%	26.6	%	26.9	%

We originate term loans and lines of credit to customers who are new to OnDeck as well as to repeat customers. New originations are defined as new term loan originations plus all line of credit draws in the period, including subsequent draws on

28

existing lines of credit. Renewal originations include term loans only. We believe our ability to increase adoption of our loans within our existing customer base will be important to our future growth. A component of our future growth will include increasing the length of our customer life cycle by expanding our offerings. During the third quarter of 2017, originations from our repeat customers were generally comparable to our historical levels of approximately 50%. We believe our significant number of repeat customers is primarily due to our high levels of customer service and continued improvement in our types of loans and services. Repeat customers generally show improvements in several key metrics. From our 2014 customer cohort, customers who took at least three loans grew their revenue and bank balance, respectively, on average by 31% and 60% from their initial loan to their third loan. Similarly, from our 2015 customer cohort, customers who took at least three loans grew their revenue and bank balance, respectively, on average by 31% and 47%. Historically, the net funded amount of loans to repeat customers ranges from approximately 60% to 70% of the total origination volume to repeat customers. In order for a current customer to qualify for a new term loan while a term loan payment obligation remains outstanding, the customer must pass the following standards:

• the business must be approximately 50% paid down on its existing loan;

• the business must be current on its outstanding OnDeck loan with no material delinquency history; and

• the business must be fully re-underwritten and determined to be of adequate credit quality.

The extent to which we generate repeat business from our customers will be an important factor in our continued revenue growth and our visibility into future revenue. In conjunction with repeat borrowing activity, our customers also tend to increase their subsequent loan size compared to their initial loan size.

Credit Performance

Credit performance refers to how a portfolio of loans performs relative to expectations. Generally speaking, a loan with perfect credit performance is repaid in full and in accordance with the terms of the agreement, meaning that all amounts due were repaid in full and on time. However, no portfolio is without risk and a certain amount of losses are expected. In this respect, credit performance must be assessed relative to pricing and expectations. Because a certain degree of losses are expected, pricing will be determined with the goal of allowing for estimated losses while still generating the desired rate of return after taking into account those estimated losses. When a portfolio has higher than estimated losses, the desired rate of return may not be achieved and that portfolio would be considered to have underperformed. Conversely, if the portfolio incurred lower than estimated losses, resulting in a higher than expected rate of return, the portfolio would be considered to have overperformed.

When we originate our loans, we record a provision for estimated loan losses. As we gather more data as the portfolio performs, we may increase or decrease that reserve as deemed necessary to reflect our latest loss estimate. Some portions of our loan portfolio may be performing better than expected while other portions may perform below expectations. The net result of the underperforming and overperforming portfolio segments determines if we require an overall increase or decrease to our loan reserve related to those existing loans. A net decrease to the loan reserve related to the existing loans tends to reduce provision expense, while a net increase to the loan reserve tends to increase provision expense.

As noted in our Annual Report on Form 10-K for the year ended December 31, 2016, in the fourth quarter of 2016, we recorded provision for loan loss expense of $55.7 million which included approximately $19 million of additional expense required to build our reserve based on our latest estimate at that time of losses for loans with original maturities of 15 months or longer. As a result, our provision rate for the three months ended December 31, 2016 was 10.2%. In response to those new estimates and an analysis of the causes, we began tightening our credit policies during the latter half of the first quarter of 2017. Due to the credit tightening policies being in effect for only a portion of the first quarter, the first quarter of 2017 Provision Rate remained elevated at 8.7%. The Provision Rate for the second quarter of 2017 was 7.2% which reflected a full quarter of the impact of our credit tightening policies.

During the third quarter of 2017, our tighter credit policies continued to have the desired effect of improving credit performance while still permitting originations growth. During the period, two significant hurricanes struck the United States: Hurricane Harvey principally impacting Texas and Louisiana and Hurricane Irma principally impacting Florida. For the nine months ended September 30, 2017, 8.8% of our total originations were in Texas and 9.5% were in Florida. At September 30, 2017, 11.5% of our Unpaid Principal Balance was in areas in Texas and Florida that had been designated as “individual assistance” disaster areas by the Federal Emergency Management Agency, or FEMA. As a result of the catastrophic impact on the people and businesses of the affected areas, we anticipate increased loan losses within those areas. Our provision rate for the third quarter of 2017 was 7.5% which included approximately 65 basis points attributable to the impact of these hurricanes.

Pricing

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Customer pricing is determined primarily based on the customer’s OnDeck Score, loan type (term loan or line of credit), the term loan duration, the customer type (new or repeat) and origination channel. Loans originated through the direct and strategic partner channels are generally priced lower than loans originated through the funding advisor channel due to the lower historical loss rates within the direct and strategic partner channels as well as the higher commissions paid to funding advisors.

We provide our customers with multiple pricing metrics, in addition to annual percentage rate, or APR, to assess the cost of a term loan or line of credit. Given the use case and payback period associated with our shorter term loans, we believe many of our customers prefer to understand pricing on a “dollars in, dollars out” basis and are primarily focused on total payback cost. While annualized rates like APR may help a borrower understand and compare longer term loans, an annualized rate like APR may be less useful for loans of 12 months or less because APR is sensitive to duration and small differences in term can yield large changes in associated APR.

We quote our customers the “Cents on Dollar” borrowed, or COD, which reflects the total interest to be paid by a customer to us for each dollar of principal borrowed, and does not include the loan origination fee. Our customers generally pay between $0.003 and $0.04 per month in interest for every dollar they borrow under one of our term loans. We also quote our customers the APR of a term loan or line of credit. As of September 30, 2017, the APR of our term loans outstanding ranged from 5.9% to 99.7% and the APRs of our lines of credit outstanding ranged from 11.0% to 60.8%. Because many of our loans are short-term in nature and APR is calculated on an annualized basis, we believe that our small business customers tend to understand and evaluate our term loans primarily on the basis of Cents on Dollar, or similar cost measures that provide total interest expense, rather than APR.

We continue to explore ways to increase standardization of pricing and comparison terms in our industry in order to help small business customers assess their credit options. During the fourth quarter of 2016, we adopted the SMART Box™ - which stands for “Straightforward Metrics Around Rate and Total cost,” a model pricing disclosure and comparison tool introduced by the Innovative Lending Platform Association, or ILPA, of which we are a founding member. The SMART Box presents prospective customers with several standardized pricing metrics to evaluate the cost of the term loan or line of credit, including the total cost of capital, APR, the average monthly payback amount, and the COD cost. These pricing metrics give a borrower important information to understand and compare loans, and make an educated decision.  We are providing APR data in this report as supplemental information for comparative purposes. APR is one of several metrics we use to measure performance. The interest on commercial business loans is also, generally, tax deductible as permitted by law compared to typical personal loans, which do not provide a tax deduction. APR does not give effect to the small business customer’s possible tax deductions and cash savings associated with business related interest expenses.

We believe that our product pricing has historically fallen between traditional bank loans to small businesses and certain non-bank small business financing alternatives such as merchant cash advances. The weighted average pricing on our originations has generally declined over time as measured by both average COD borrowed per month and APR as shown in the table below.

	Q3 2017	Q2 2017	Q1 2017	Q4 2016	Q3 2016	Q2 2016	Q1 2016	2015	2014	2013	2012
Weighted Average Term Loan "Cents on Dollar" Borrowed, per Month	1.96¢	1.94¢	1.95¢	1.89¢	1.85¢	1.75¢	1.78¢	1.95¢	2.32¢	2.65¢	2.87¢
Weighted Average APR - Term Loans and Lines of Credit	43.8%	43.2%	44.0%	42.9%	42.1%	40.2%	40.6%	44.5%	54.4%	63.4%	69.0%
Weighted Average Term Loan Length at Origination	12.1	11.8	12.3	12.8	13.1	13.7	13.2	12.4	11.2	10.0	9.2

We attribute the declining pricing shift from 2012 through the second quarter of 2016 to longer average loan term lengths, increased originations from our lower cost direct and strategic partner channels as a percentage of total originations, the growth of our line of credit product which is priced at a lower APR level than our term loans, the introduction of our customer loyalty program and our continued efforts to pass savings on to customers. During the third quarter of 2016, we implemented selective price increases which began to increase our weighted average COD and weighted average APR. These price increases were more broadly adopted during the fourth quarter of 2016. During that same period, we reduced the average term length of loans at origination. While this reduction of term length may not directly affect COD, it does effectively increase APR. Our pricing as expressed in APR generally increased in the third quarter of 2017 compared to the second quarter for loans with the same basic attributes (new or renewal, term loan or LOC) and the same distribution channel (direct, strategic partner or funding advisor). The

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blended, weighted average APR in the third quarter of 2017 increased to 43.8% from 43.2% in the second quarter. As previously noted, pricing within different channels and for different loan attributes can vary significantly. Accordingly, the weighted average APR can be impacted by the mix shift of a quarter's originations.

We consider Effective Interest Yield, or EIY, as a key pricing metric. EIY is the rate of return we achieve on loans outstanding during a period. Our EIY differs from APR in that it takes into account deferred origination fees and deferred origination costs. Deferred origination fees include fees paid up front to us by customers when loans are originated and decrease the carrying value of loans, thereby increasing the EIY. Deferred origination costs are limited to costs directly attributable to originating loans such as commissions, vendor costs and personnel costs directly related to the time spent by the personnel performing activities related to loan origination and increase the carrying value of loans, thereby decreasing the Effective Interest Yield.

In addition to individual loan pricing and the number of days in a period, there are many other factors that can affect EIY, including:

• Channel Mix - In general, loans originated from the strategic partner channel have lower EIYs than loans from the direct and funding advisor channel. This is primarily due to the lower pricing of loans in the strategic partner channel.  The direct and strategic partner channels have, in the aggregate, made up 73% and 73% of total originations during the three months ended September 30, 2017, and 2016, respectively. We expect the combined direct and strategic partner channels', as well as the funding advisor channel's, percentage of originations in 2017 to remain generally comparable to 2016 levels.

• Term Mix - In general, term loans with longer durations have lower annualized interest rates.  Despite lower EIYs, total revenues from customers with longer loan durations are typically higher than the revenue of customers with shorter-term, higher EIY loans because total payback is typically higher compared to a shorter length term for the same principal loan amount.  With the introduction of our 24-month and 36-month term loans, the average length of term loan originations increased to 13.2 from 12.4 months for the years ended December 31, 2016 and 2015, respectively. The average length of term loans originated during the three months ended September 30, 2017 decreased to 12.1 months as part of our concerted effort to reduce the term length of our loans at origination to better control risk.

• Customer Type Mix - In general, loans originated from repeat customers historically have had lower EIYs than loans from new customers.  This is primarily due to the fact that repeat customers typically have a higher OnDeck Score and are therefore deemed to be lower risk.  In addition, repeat customers are more likely to be approved for longer terms than new customers given their established payment history and lower risk profiles. Finally, origination fees are generally reduced or waived for repeat customers due to our loyalty program, contributing to lower EIYs. 

• Product Mix - In general, loans originated by line of credit customers have lower EIYs than loans from term loan customers.  This is primarily due to the fact that lines of credit are expected to have longer lifetime usage than term loans, enabling more time to recoup upfront acquisition costs.  For loans originated during the third quarter of 2017, the average line of credit APR was 32.2%, compared to the average term loan APR which was 45.2%. Further, draws by line of credit customers have increased to 19.6% of total originations in the third quarter of 2017 from 18.0% the first quarter of 2017.

• Competition - During 2015, new lenders entered the online lending market. Subsequent to 2015, we believe the number of new entrants into the market as well as the amount of funding invested in these competitors from private equity or venture capital sources slowed. At the same time, more traditional small business lenders such as banks have entered and may continue to enter the space. As these trends evolve, competitors may attempt to obtain new customers by pricing term loans and lines of credit below prevailing market rates. This could cause downward pricing pressure as these market participants attempt to win new customers even at the cost of pricing loans below market rates, or even at rates resulting in net losses to them. While the market for small business loans remains highly competitive, we do not believe it has had a significant impact on our EIY.

Effective Interest Yield
Q3 2017	Q2 2017	Q1 2017	Q4 2016	Q3 2016	Q2 2016	Q1 2016	2015	2014	2013
33.4%	32.8%	33.9%	33.2%	32.8%	33.3%	34.5%	35.4%	40.3%	43.5%

We expect EIY to increase gradually over the next twelve months as we continue to manage the pricing of our loans to optimize between risk-adjusted yields and loan origination volume.

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Sale of Whole Loans through OnDeckMarketplace

We sell whole loans to institutional investors through OnDeck Marketplace. Marketplace originations are defined as loans that are sold through OnDeck Marketplace in the period or are held for sale at the end of the period. For the three months ended September 30, 2017 and 2016, approximately 1.3% and 16.6%, respectively, of total term loan originations were designated as OnDeck Marketplace originations, which resulted in loan sales of $5.5 million and $89.9 million, respectively.

We have the ability to fund our originations through a variety of funding sources, including OnDeck Marketplace. Due to the flexibility of our diversified funding model, management has the ability to exercise judgment to adjust the percentage of term loans originated through OnDeck Marketplace considering numerous factors including the prices available to us. During the three months ended September 30, 2017, premiums increased as compared to the three months ended September 30, 2016 due, in part, to market conditions and the loan mix we elected to sell. However, the Marketplace Gain on Sale Rate for the three months ended September 30, 2017 decreased to 2.7% compared to 3.0% for the three months ended September 30, 2016, primarily as a result of the channel mix of the loans sold. Despite these trends, we elected to make OnDeck Marketplace loan sales during the third quarter of 2017 to provide us an additional source of liquidity and to maintain active relationships with our institutional loan purchasers. If premiums remain steady or decrease further, we may further reduce our percentage of Marketplace originations, or potentially suspend such originations. However, subject to our overall financing and liquidity needs as well as the eligibility to finance new originations under our existing debt facilities, we may use or increase our use of OnDeck Marketplace regardless of whether premiums increase or decrease.

To the extent our use of OnDeck Marketplace as a funding source increases or decreases in the future, our gross revenue and net revenue could be materially affected. The sale of whole loans generates gain on sales of loans which is recognized in the period the loan is sold. In contrast, holding loans on balance sheet generates interest income and funding costs over the term of the loans and generally generates a provision for loan loss expense in the period of origination. Typically, over the life of a loan, we generate more total revenue and income from loans we hold on our balance sheet to maturity as compared to loans we sell through OnDeck Marketplace.

Our OnDeck Marketplace originations come from one of the following two origination sources:

• New loans which are designated at origination to be sold, referred to as “Originations of loans held for sale;” and

• Loans which were originally designated as held for investment that are subsequently designated to be sold at the time of their renewal and which are considered modified loans, referred to as “Originations of loans held for investment, modified."

The following table summarizes the initial principal of originations of the aforementioned two sources as it relates to the statement of cash flows during the three months ended September 30, 2017 and 2016.

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016
Originations of loans held for sale	$	3,069	$	70,870	$	44,490	$	238,077
Originations of loans held for investment, modified	2,271		15,078		11,475		54,865
Marketplace originations	$	5,340	$	85,948	$	55,965	$	292,942

Customer Acquisition Costs

Our customer acquisition costs, or CACs, differ depending upon the acquisition channel. CACs in our direct channel include the commissions paid to our internal sales force and expenses associated with items such as direct mail, social media and other online marketing activities. CACs in our strategic partner channel include commissions paid to our internal sales force and strategic partners. CACs in our funding advisor channel include commissions paid to our internal sales force and funding advisors. CACs in all channels include new originations as well as renewals.

Our CACs, on a combined basis for all three acquisition channels and evaluated as a percentage of originations, declined for the three months ended September 30, 2017 as compared to the three months ended September 30, 2016.  The decrease was primarily attributable to a decrease in CACs in our direct and strategic partner channels driven by improved customer targeting, and an increase in renewal loan and line of credit volume as a percentage of total originations, which have lower acquisition costs. These decreases were partially offset by an increase in CACs in our funding advisor channel driven by increased external commissions.

Increased competition for customer response could require us to incur higher customer acquisition costs and make it more difficult for us to grow our loan originations in both unit and volume for both new as well as repeat customers.

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Customer Lifetime Value

The ongoing lifetime value of our customers will be an important component of our future performance. We analyze customer lifetime value not only by tracking the “contribution” of customers over their lifetime with us, but also by comparing this contribution to the acquisition costs incurred in connection with originating such customers’ initial loans, whether term loan, lines of credit or both. We define the contribution to include the interest income and fees collected on a cohort of customers’ initial and repeat loans less acquisition costs for their repeat loans, estimated third party processing and servicing expenses for their initial and repeat loans, estimated funding costs (excluding any cost of equity capital) for their initial and repeat loans, and charge-offs of their initial and repeat loans. Relative to the customer lifetime value of the 2014 cohort, against like periods, the 2015 and 2016 cohorts generally exhibit lower return on investment due primarily to the decline in our weighted average pricing.

In the future, we may incur greater marketing expenses to acquire new customers, we may decide to offer term loans with lower interest rates, our charge-offs may increase and our customers’ repeat purchase behavior may change, any of which could adversely impact our customers’ lifetime values to us and our operating results.

Historical Charge-Offs

We illustrate below our historical loan losses by providing information regarding our net lifetime charge-off ratios by cohort. Net lifetime charge-offs are the unpaid principal balance charged off less recoveries of loans previously charged off, and a given cohort’s net lifetime charge-off ratio equals the cohort’s net lifetime charge-offs through September 30, 2017 divided by the cohort’s total original loan volume. Repeat loans in the denominator include the full renewal loan principal, rather than the net funded amount, which is the renewal loan’s principal net of the unpaid principal balance on the existing loan. Loans are typically charged off after 90 days of nonpayment. Loans originated and charged off between January 1, 2012 and September 30, 2017 were on average charged off near the end of their loan term. The chart immediately below includes all term loan originations, regardless of funding source, including loans sold through our OnDeck Marketplace or held for sale on our balance sheet.

Net Charge-off Ratios by Cohort Through September 30, 2017

	2012	2013	2014	2015	Q1 2016	Q2 2016	Q3 2016	Q4 2016	Q1 2017	Q2 2017	Q3 2017
Principal Outstanding as of September 30, 2017	—%	—%	—%	0.2%	1.4%	3.4%	6.1%	14.2%	27.2%	57.2%	88.3%

The following chart displays historical lifetime cumulative net charge-off ratios, by origination year. The chart reflects all term loan originations, regardless of funding source, including loans sold through OnDeck Marketplace or held for sale on our balance sheet. The data is shown as a static pool for annual cohorts, illustrating how the cohort has performed given equivalent months of seasoning.

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Given that the originations in the third quarter of 2017 cohort are relatively unseasoned as of September 30, 2017, these cohorts reflect low lifetime charge-off ratios in the chart below. Further, given our loans are typically charged off after 90 days of nonpayment, all cohorts typically reflect approximately 0% charge offs for the first four months in the chart below.

Net Cumulative Lifetime Charge-off Ratios

All Loans

Originations	2013		2014		2015		Q1 2016		Q2 2016		Q3 2016		Q4 2016		Q1 2017		Q2 2017		Q3 2017
All term loans (in thousands)	$	455,931	$	1,100,957	$	1,703,617	$	495,956	$	506,097	$	518,509	$	531,287	$	469,924	$	362,219	$	427,087
Weighted average term (months)	10.0		11.2		12.4		13.2		13.7		13.1		12.8		12.3		11.8		12.1

Economic Conditions

Changes in the overall economy may impact our business in several ways, including demand for our loans, credit performance, loan losses and funding costs.

• Demand for Our Loans. In a strong economic climate, demand for our loans may increase as consumer spending increases and small businesses seek to expand. In addition, more potential customers may meet our underwriting requirements to qualify for a loan. At the same time, small businesses may experience improved cash flow and liquidity resulting in fewer customers requiring loans to manage their cash flows. In that climate, traditional lenders may also approve loans for a higher percentage of our potential customers. In a weakening economic climate or recession, the opposite may occur.

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• Credit Performance. In a strong economic climate, our customers may experience improved cash flow and liquidity, which may result in lower loan losses. In a weakening economic climate or recession, the opposite may occur. We factor economic conditions into our loan underwriting analysis and reserves for loan losses, but changes in economic conditions, particularly sudden changes, may affect our actual loan losses. These effects may be partially mitigated by the short-term nature and repayment structure of our loans, which should allow us to react more quickly than if the terms of our loans were longer than our current offerings.

• Loan Losses. Our underwriting process is designed to limit our loan losses to levels compatible with our business strategy and financial model. The aggregate performance of loans originated from 2012 through 2015 was generally consistent with our expectations, while loans originated in 2016 are experiencing higher than expected losses. Through September 30, 2017, the aggregate performance of loans originated in the first half of 2017 is generally consistent with our expectations, excluding the loans impacted by the hurricanes. Our overall loan losses are affected by a variety of factors, including external factors such as prevailing economic conditions, general small business sentiment and unusual events such as natural disasters, as well as internal factors such as the accuracy of the OnDeck Score, the effectiveness of our underwriting process and the introduction of new types of loans, such as our line of credit, with which we have less experience to draw upon when forecasting their loss rates. Our loan loss rates may vary in the future.

• Funding Costs. Changes in macroeconomic conditions may affect generally prevailing interest rates, and such effects may be amplified or reduced by other factors such as fiscal and monetary policies, economic conditions in other markets and other factors. Interest rates may also change for reasons unrelated to economic conditions. To the extent that interest rates rise, our funding costs will increase and the spread between our Effective Interest Yield and our Cost of Funds Rate may narrow to the extent we cannot correspondingly increase the payback rates we charge our customers. We expect our Cost of Funds Rate to gradually increase during the remainder of 2017 due to, among other things, anticipated Federal Reserve interest rate increases.

Components of Our Results of Operations

Revenue

Interest Income. We generate revenue primarily through interest and origination fees earned on the term loans and lines of credit we originate. Interest income also includes interest income earned on loans held for sale from the time the loan is originated until it is ultimately sold, as well as other miscellaneous interest income. Our interest and origination fee revenue is amortized over the term of the loan using the effective interest method. Origination fees collected but not yet recognized as revenue are netted with direct origination costs and recorded as a component of loans held for investment or loans held for sale, as appropriate, on our consolidated balance sheets and recognized over the term of the loan. Direct origination costs include costs directly attributable to originating a loan, including commissions, vendor costs and personnel costs directly related to the time spent by those individuals performing activities related to loan origination.

Gain on Sales of Loans. We sell term loans to third-party institutional investors through OnDeck Marketplace. We recognize a gain or loss on the sale of such loans as the difference between the proceeds received, adjusted for initial recognition of servicing assets or liabilities obtained at the date of sale, and the outstanding principal and net deferred origination costs. To the extent that premiums available to us remain consistent with the past several quarters, we expect both the volume and percentage of loans sold in 2017 to be less than the volume and percentage of loans sold in 2016. The Gain on Sale that will result from those sales will be a function of the premiums available in 2017.

Other Revenue. Other revenue includes marketing fees earned from our issuing bank partner, which are recognized as the related services are provided, fees generated by OnDeck-as-a-Service, servicing revenue related to loans serviced for others, fair value adjustments to servicing rights, and monthly fees charged to customers for our line of credit.

Cost of Revenue

Provision for Loan Losses. Provision for loan losses consists of amounts charged to income during the period to maintain an allowance for loan losses, or ALLL, estimated to be adequate to provide for probable credit losses inherent in our existing loan portfolio. Our ALLL represents our estimate of the credit losses inherent in our portfolio of term loans and lines of credit and is based on a variety of factors, including the composition and quality of the portfolio, loan specific information gathered through our collection efforts, delinquency levels, our historical charge-off and loss experience and general economic conditions. We expect our aggregate provision for loan losses to decrease in absolute dollars relative to 2016 quarterly levels based on lower anticipated origination volume and by tighter credit standards as we pursue initiatives to reduce loss rates.

Funding Costs. Funding costs consist of the interest expense we pay on the debt we incur to fund our lending activities, certain fees and the amortization of deferred debt issuance costs incurred in connection with obtaining this debt, such as banker

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fees, origination fees and legal fees. Such costs are expensed immediately upon early extinguishment of the related debt. Our Cost of Funds Rate will vary based on a variety of external factors, such as credit market conditions, general interest levels and interest rate spreads, as well OnDeck-specific factors, such as origination volume and credit quality. We expect our funding costs to increase in absolute dollars over the next four quarters due to increased utilization of our funding debt facilities resulting from planned portfolio growth and higher expected interest rates.

Operating Expense

Operating expense consists of sales and marketing, technology and analytics, processing and servicing, and general and administrative expenses. Salaries and personnel-related costs, including benefits, bonuses, stock-based compensation expense and occupancy costs, comprise a significant component of each of these expense categories. We expect our stock-based compensation expense to decrease in 2017 relative to 2016, primarily as a result of our reduced headcount. The number of employees was 465 and 708 at September 30, 2017 and December 31, 2016, respectively. All operating expense categories also include an allocation of overhead, such as rent and other overhead, which is based on employee headcount. In each of February and May 2017, we announced workforce reductions involving both layoffs and actual and scheduled attrition. Statements below referring to our expectations of future levels of expense include the anticipated effect of those workforce reductions.

Sales and Marketing. Sales and marketing expense consists of salaries and personnel-related costs of our sales and marketing and business development employees, as well as direct marketing and advertising costs, online and offline CACs (such as direct mail, paid search and search engine optimization costs), public relations, radio and television advertising, promotional event programs and sponsorships, corporate communications and allocated overhead. We expect our sales and marketing expense for 2017 to be less than 2016 in terms of absolute dollars and to decrease as a percentage of revenue as our sales and marketing activities mature and we continue to optimize marketing spend.

Technology and Analytics. Technology and analytics expense consists primarily of the salaries and personnel-related costs of our engineering and product employees as well as our credit and analytics employees who develop our proprietary credit-scoring models. Additional expenses include third-party data acquisition expenses, professional services, consulting costs, expenses related to the development of new types of loans and technologies and maintenance of existing technology assets, amortization of capitalized internal-use software costs related to our technology platform and allocated overhead. We believe continuing to invest in technology is essential to maintaining our competitive position; however, we expect our investment in technology and analytics in 2017 to be less than the amount invested in 2016 in terms of absolute dollars as well as a lower percentage of revenue.

Processing and Servicing. Processing and servicing expense consists primarily of salaries and personnel related costs of our credit analysis, underwriting, funding, fraud detection, customer service and collections employees. Additional expenses include vendor costs associated with third-party credit checks, lien filing fees and other costs to evaluate, close and fund loans and overhead costs. We anticipate our processing and servicing expense in 2017 will be less than 2016 in absolute dollars and to decrease as a percentage of revenue by driving department efficiencies.

General and Administrative. General and administrative expense consists primarily of salary and personnel-related costs for our executive, finance and accounting, legal and people operations employees. Additional expenses include a provision for the unfunded portion of our lines of credit, consulting and professional fees, insurance, legal, travel, gain or loss on foreign exchange and other corporate expenses. These expenses also include costs associated with compliance with the Sarbanes-Oxley Act and other regulations governing public companies, directors’ and officers’ liability insurance and increased accounting costs. We anticipate that our general and administrative expense in 2017 will be less than 2016 in terms of absolute dollars as well as a percentage of revenue as our finance, accounting, legal and people operations functions mature.

Other (Expense) Income

Interest Expense. Interest expense consists of interest expense and amortization of deferred debt issuance costs incurred on debt associated with our corporate activities. It does not include interest expense incurred on debt associated with our lending activities.

Provision for Income Taxes

Provision for income taxes consists of U.S. federal, state and foreign income taxes, if any. Through December 31, 2016, we have not been required to pay U.S. federal or state income taxes nor any foreign taxes because of our current and accumulated net operating losses. As of December 31, 2016, we had $69.7 million of federal net operating loss carryforwards and $68.9 million of state net operating loss carryforwards available to reduce future taxable income, unless limited due to historical or future ownership changes. The federal net operating loss carryforwards will begin to expire at various dates beginning in 2029.

The Internal Revenue Code of 1986, as amended, or the Code, imposes substantial restrictions on the utilization of net operating losses and other tax attributes in the event of an “ownership change” of a corporation. Events which may cause limitation

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in the amount of the net operating losses and other tax attributes that are able to be utilized in any one year include, but are not limited to, a cumulative ownership change of more than 50% over a three-year period, which has occurred as a result of historical ownership changes. Accordingly, our ability to use pre-change net operating loss and certain other attributes are limited as prescribed under Sections 382 and 383 of the Code. Therefore, if we earn net taxable income in the future, our ability to reduce our federal income tax liability with our existing net operating losses is subject to limitation. Future offerings, as well as other future ownership changes that may be outside our control could potentially result in further limitations on our ability to utilize our net operating loss and tax attributes. Accordingly, achieving profitability may not result in a full release of the valuation allowance.

As of December 31, 2016, a full valuation allowance of $53.6 million was recorded against our net deferred tax assets.

Results of Operations

The following table summarizes our results of operations for the periods presented and as a percentage of our total revenue for those periods. The period-to-period comparison of results is not necessarily indicative of results for future periods.

Comparison of the Three Months Ended September 30, 2017 and 2016

Unless expressly stated otherwise, all comparisons and variance explanations are related to the three months ended September 30, 2017 as compared to the three months ended September 30, 2016.

	Three Months Ended September 30,
											Period-to-Period
	2017					2016					Change
	Amount			Percentage of Gross Revenue		Amount			Percentage of Gross Revenue		Amount			Percentage
	(dollars in thousands)
Revenue:
Interest income	$	80,122		95.8	%	$	71,361		92.2	%	$	8,761		12.3	%
Gain on sales of loans	146			0.2		2,670			3.5		(2,524		)	(94.5	)
Other revenue	3,398			4.0		3,340			4.3		58			1.7
Gross revenue	83,666			100.0		77,371			100.0		6,295			8.1
Cost of revenue:
Provision for loan losses	39,582			47.3		36,586			47.3		2,996			8.2
Funding costs	11,330			13.5		8,452			10.9		2,878			34.1
Total cost of revenue	50,912			60.8		45,038			58.2		5,874			13.0
Net revenue	32,754			39.2		32,333			41.8		421			1.3
Operating expenses:
Sales and marketing	11,903			14.2		16,789			21.7		(4,886		)	(29.1	)
Technology and analytics	11,748			14.0		15,050			19.5		(3,302		)	(21.9	)
Processing and servicing	4,160			5.0		5,181			6.7		(1,021		)	(19.7	)
General and administrative	9,440			11.3		12,375			16.0		(2,935		)	(23.7	)
Total operating expenses	37,251			44.5		49,395			63.9		(12,144		)	(24.6	)
Loss from operations	(4,497		)	(5.3	)	(17,062		)	(22.1	)	12,565			73.6
Other expense:
Interest expense	(35		)	—		(111		)	(0.1	)	76			68.5
Total other expense:	(35		)	—		(111		)	(0.1	)	76			68.5
Loss before provision for income taxes	(4,532		)	(5.3	)	(17,173		)	(22.2	)	12,641			73.6
Provision for income taxes	—			—		—			—		—			—
Net loss	$	(4,532	)	(5.3	)%	$	(17,173	)	(22.2	)%	$	12,641		73.6	%

Revenue

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	Three Months Ended September 30,
									Period-to-Period
	2017				2016				Change
	Amount		Percentage of Gross Revenue		Amount		Percentage of Gross Revenue		Amount			Percentage
	(dollars in thousands)
Revenue:
Interest income	$	80,122	95.8	%	$	71,361	92.2	%	$	8,761		12.3	%
Gain on sales of loans	146		0.2		2,670		3.5		(2,524		)	(94.5	)
Other revenue	3,398		4.0		3,340		4.3		58			1.7
Gross revenue	$	83,666	100.0	%	$	77,371	100.0	%	$	6,295		8.1	%

Gross revenue increased by $6.3 million, or 8.1%, from $77.4 million to $83.7 million. This growth was in part attributable to an $8.8 million, or 12.3%, increase in interest income. The decreased utilization of OnDeck Marketplace resulted in a greater volume of loans being held on our balance sheet as evidenced by the 12.2% increase in average loans to $960.6 million from $856.3 million. The increase in interest income was also driven by the increase in our EIY on loans outstanding to 33.4% from 32.8%.

Gain on sales of loans decreased by $2.5 million. This decrease was primarily attributable to an $84.4 million decrease in sales of loans through OnDeck Marketplace and a decrease in Marketplace Gain on Sale Rate from 3.0% to 2.7%.

Cost of Revenue

	Three Months Ended September 30,
									Period-to-Period
	2017				2016				Change
	Amount		Percentage of Gross Revenue		Amount		Percentage of Gross Revenue		Amount		Percentage
	(dollars in thousands)
Cost of revenue:
Provision for loan losses	$	39,582	47.3	%	$	36,586	47.3	%	$	2,996	8.2	%
Funding costs	11,330		13.5		8,452		10.9		2,878		34.1
Total cost of revenue	$	50,912	60.8	%	$	45,038	58.2	%	$	5,874	13.0	%

Provision for Loan Losses. Provision for loan losses increased by $3.0 million, or 8.2%, from $36.6 million to $39.6 million. In accordance with GAAP, we recognize revenue on loans over their term, but provide for estimated credit losses on the loans at the time they are originated. We then periodically adjust those estimates based on actual performance and changes in loss assumptions. As a result, we believe that analyzing provision for loan losses as a percentage of originations in addition to as a percentage of gross revenue provides useful insight into our operating performance. Our provision for loan losses as a percentage of originations held for investment, or the Provision Rate, increased from 6.9% to 7.5%. The increase in the Provision Rate was primarily due to the impact of the hurricanes. In addition, based on subsequently available information, the 6.9% Provision Rate for the three months ended September 30, 2016 underestimated actual losses. For additional information on the impact of the hurricanes on our provision and the under prediction of loss in 2016, see Part I - Item 2 "Management's Discussion and Analysis of Financial Condition and Results of Operations - Key Factors Affecting our Performance - Credit Performance."

Funding Costs. Funding costs increased by $2.9 million, or 34.1%, from $8.4 million to $11.3 million. The increase in funding costs was primarily attributable to the increases in our aggregate outstanding borrowings and higher interest rates. The Average Funding Debt Outstanding was $710.6 million compared to $597.7 million while our Cost of Funds Rate increased to 6.4% from 5.7%. As a percentage of gross revenue, funding costs increased from 10.9% to 13.5%. The increase in funding costs as a percentage of gross revenue was the result of increased utilization of funding debt, which increased the numerator of the calculation. In addition, the decrease in the gain on sale rate, and the decrease in the volume of loans sold through OnDeck Marketplace decreased the denominator of the calculation.

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Operating Expense

Sales and Marketing

	Three Months Ended September 30,
									Period-to-Period
	2017				2016				Change
	Amount		Percentage of Gross Revenue		Amount		Percentage of Gross Revenue		Amount			Percentage
	(dollars in thousands)
Sales and marketing	$	11,903	14.2	%	$	16,789	21.7	%	$	(4,886	)	(29.1	)%

Sales and marketing expense decreased by $4.9 million, or 29.1%, from $16.8 million to $11.9 million. The decrease was primarily attributable to a $2.3 million decrease in customer acquisition marketing spend and a decrease of $2.0 million in personnel related costs. Additionally, brand and radio/television advertising spend decreased by $1.3 million. This was partially offset by an increase of $0.6 million in syndication program costs.

Technology and Analytics

	Three Months Ended September 30,
									Period-to-Period
	2017				2016				Change
	Amount		Percentage of Gross Revenue		Amount		Percentage of Gross Revenue		Amount			Percentage
	(dollars in thousands)
Technology and analytics	$	11,748	14.0	%	$	15,050	19.5	%	$	(3,302	)	(21.9	)%

Technology and analytics expense decreased by $3.3 million, or 21.9%, from $15.1 million to $11.7 million. The decrease was primarily attributable to a $2.7 million decrease in personnel-related costs. Additionally, there was a $0.5 million decrease in software license, consulting and hosting spend.

Processing and Servicing

	Three Months Ended September 30,
									Period-to-Period
	2017				2016				Change
	Amount		Percentage of Gross Revenue		Amount		Percentage of Gross Revenue		Amount			Percentage
	(dollars in thousands)
Processing and servicing	$	4,160	5.0	%	$	5,181	6.7	%	$	(1,021	)	(19.7	)%

Processing and servicing expense decreased by $1.0 million, or 19.7%, from $5.2 million to $4.2 million. The decrease was primarily attributable to a $0.9 million decrease in personnel-related costs.

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General and Administrative

	Three Months Ended September 30,
									Period-to-Period
	2017				2016				Change
	Amount		Percentage of Gross Revenue		Amount		Percentage of Gross Revenue		Amount			Percentage
	(dollars in thousands)
General and administrative	$	9,440	11.3	%	$	12,375	16.0	%	$	(2,935	)	(23.7	)%

General and administrative expense decreased by $2.9 million, or 23.7%, from $12.3 million to $9.4 million. Salary and personnel-related costs decreased by $0.8 million. The gain related to foreign currency transactions and holdings in Canadian Dollars decreased expenses by $1.1 million driven by the increased value of the Canadian Dollar. Additionally, travel and entertainment expenses decreased by $0.4 million.

Comparison of the Nine Months Ended September 30, 2017 and 2016

Unless expressly stated otherwise, all comparisons and variance explanations are related to the nine months ended September 30, 2017 as compared to the nine months ended September 30, 2016.

	Nine Months Ended September 30,
											Period-to-Period
	2017					2016					Change
	Amount			Percentage of Gross Revenue		Amount			Percentage of Gross Revenue		Amount			Percentage
	(dollars in thousands)
Revenue:
Interest income	$	250,954		95.3	%	$	188,726		90.1	%	$	62,228		33.0	%
Gain on sales of loans	1,890			0.7		12,594			6.0		(10,704		)	(85.0	)
Other revenue	10,365			4.0		8,168			3.9		2,197			26.9
Gross revenue	263,209			100.0		209,488			100.0		53,721			25.6
Cost of revenue:
Provision for loan losses	118,495			45.0		94,294			45.0		24,201			25.7
Funding costs	34,223			13.0		22,548			10.8		11,675			51.8
Total cost of revenue	152,718			58.0		116,842			55.8		35,876			30.7
Net revenue	110,491			42.0		92,646			44.2		17,845			19.3
Operating expenses:
Sales and marketing	42,090			16.0		50,094			23.9		(8,004		)	(16.0	)
Technology and analytics	41,960			15.9		42,894			20.5		(934		)	(2.2	)
Processing and servicing	13,521			5.1		14,261			6.8		(740		)	(5.2	)
General and administrative	30,917			11.7		34,233			16.3		(3,316		)	(9.7	)
Total operating expenses	128,488			48.7		141,482			67.5		(12,994		)	(9.2	)
Loss from operations	(17,997		)	(6.7	)	(48,836		)	(23.3	)	30,839			63.1
Other expense:
Interest expense	(706		)	(0.3	)	(186		)	(0.1	)	(520		)	(279.6	)
Total other expense:	(706		)	(0.3	)	(186		)	(0.1	)	(520		)	(279.6	)
Loss before provision for income taxes	(18,703		)	(7.0	)	(49,022		)	(23.4	)	30,319			61.8
Provision for income taxes	—			—		—			—		—			—
Net loss	$	(18,703	)	(7.0	)%	$	(49,022	)	(23.4	)%	$	30,319		61.8	%

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Revenue

	Nine Months Ended September 30,
									Period-to-Period
	2017				2016				Change
	Amount		Percentage of Gross Revenue		Amount		Percentage of Gross Revenue		Amount			Percentage
	(dollars in thousands)
Revenue:
Interest income	$	250,954	95.3	%	$	188,726	90.1	%	$	62,228		33.0	%
Gain on sales of loans	1,890		0.7		12,594		6.0		(10,704		)	(85.0	)
Other revenue	10,365		4.0		8,168		3.9		2,197			26.9
Gross revenue	$	263,209	100.0	%	$	209,488	100.0	%	$	53,721		25.6	%

Gross revenue increased by $53.7 million, or 26%, from $209.5 million to $263.2 million. This growth was in part attributable to a $62.2 million, or 33.0%, increase in interest income. The decreased utilization of OnDeck Marketplace resulted in a greater volume of loans being held on our balance sheet as evidenced by the 34% increase in average loans to $1.0 billion from $749.0 million.

Gain on sales of loans decreased by $10.7 million, from $12.6 million to $1.9 million. This decrease was primarily attributable to a $236.2 million decrease in sales of loans through OnDeck Marketplace and a decrease in Marketplace Gain on Sale Rate from 4.3% to 3.3%.

Other revenue increased $2.2 million, or 27%, primarily attributable to an increase of $1.9 million in platform fees, and an increase of $0.7 million in monthly fees earned from lines of credit as the total number of units of outstanding lines of credit increased period over period. This was offset by a decrease in income of $0.6 million from our syndication partner program.

Cost of Revenue

	Nine Months Ended September 30,
									Period-to-Period
	2017				2016				Change
	Amount		Percentage of Gross Revenue		Amount		Percentage of Gross Revenue		Amount		Percentage
	(dollars in thousands)
Cost of revenue:
Provision for loan losses	$	118,495	45.0	%	$	94,294	45.0	%	$	24,201	25.7	%
Funding costs	34,223		13.0		22,548		10.8		11,675		51.8
Total cost of revenue	$	152,718	58.0	%	$	116,842	55.8	%	$	35,876	30.7	%

Provision for Loan Losses. Provision for loan losses increased by $24.2 million, or 26%, from $94.3 million to $118.5 million. In accordance with GAAP, we recognize revenue on loans over their term, but provide for probable credit losses on the loans at the time they are originated. We then periodically adjust our estimate of those probable credit losses based on actual performance and changes in loss estimates. As a result, we believe that analyzing provision for loan losses as a percentage of originations in addition to as a percentage of gross revenue provides further insight into our operating performance. Our provision for loan losses as a percentage of originations held for investment, or the Provision Rate, increased from 6.4% to 7.8%. The increase in the Provision Rate was primarily the result of higher loss estimates for new originations as described in Part I - Item 2 "Management's Discussion and Analysis of Financial Condition and Results of Operations - Key Factors Affecting our Performance - Credit Performance."

Funding Costs. Funding costs increased by $11.7 million, or 51.8%, from $22.5 million to $34.2 million. The increase in funding costs was primarily attributable to the increases in our aggregate outstanding borrowings and higher interest rates. The Average Funding Debt Outstanding was $737.9 million compared to $505.4 million while our Cost of Funds Rate increased to

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6.2% from 5.9%. As a percentage of gross revenue, funding costs increased from 10.8% to 13.0%. The increase in funding costs as a percentage of gross revenue was the result of increased utilization of funding debt, which increased the numerator of the calculation. In addition, the decrease in the gain on sale rate and the decrease in the volume of loans sold through OnDeck Marketplace decreased the denominator of the calculation.

Operating Expense

Sales and Marketing

	Nine Months Ended September 30,
									Period-to-Period
	2017				2016				Change
	Amount		Percentage of Gross Revenue		Amount		Percentage of Gross Revenue		Amount			Percentage
	(dollars in thousands)
Sales and marketing	$	42,090	16.0	%	$	50,094	23.9	%	$	(8,004	)	(16.0	)%

Sales and marketing expense decreased by $8.0 million, or 16%, from $50.1 million to $42.1 million. The decrease was primarily attributable to a $5.8 million decrease in acquisition marketing spend. Additionally, salary and personnel-related costs decreased by $1.8 million. Finally, brand and radio/television advertising spend decreased by $2.4 million, offset by an increase of $2.0 million in our syndication program and platform advertising costs.

Technology and Analytics

	Nine Months Ended September 30,
									Period-to-Period
	2017				2016				Change
	Amount		Percentage of Gross Revenue		Amount		Percentage of Gross Revenue		Amount			Percentage
	(dollars in thousands)
Technology and analytics	$	41,960	15.9	%	$	42,894	20.5	%	$	(934	)	(2.2	)%

Technology and analytics expense decreased by $0.9 million, or 2%, from $42.9 million to $42.0 million. The decrease was primarily attributable to a $1.7 million decrease in personnel-related costs which was partially offset by a $0.9 million increase in software license expense.

Processing and Servicing

	Nine Months Ended September 30,
									Period-to-Period
	2017				2016				Change
	Amount		Percentage of Gross Revenue		Amount		Percentage of Gross Revenue		Amount			Percentage
	(dollars in thousands)
Processing and servicing	$	13,521	5.1	%	$	14,261	6.8	%	$	(740	)	(5.2	)%

Processing and servicing expense decreased by $0.7 million, or 5%, from $14.3 million to $13.5 million. The decrease was primarily attributable to a $0.9 million decrease in personnel-related costs partially offset by a $0.1 million increase in third-party processing costs and credit information.

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General and Administrative

	Nine Months Ended September 30,
									Period-to-Period
	2017				2016				Change
	Amount		Percentage of Gross Revenue		Amount		Percentage of Gross Revenue		Amount			Percentage
	(dollars in thousands)
General and administrative	$	30,917	11.7	%	$	34,233	16.3	%	$	(3,316	)	(9.7	)%

General and administrative expense decreased by $3.3 million, or 10%, from $34.2 million to $30.9 million. Travel and entertainment expenses decreased by $1.8 million, and personnel related costs decreased by $1.4 million. The gain related to foreign currency transactions and holdings in Canadian Dollars decreased expenses by $1.1 million driven by the increased value of the Canadian Dollar. This decrease was partially offset by a $1.2 million increase in consulting, legal, accounting, and other professional fees.

Liquidity and Capital Resources

Sources of Liquidity

During the third quarter of 2017, we originated $530.9 million of loans and during the nine months ended September 30, 2017 we originated $1.6 billion utilizing a diversified set of funding sources, including cash on hand, third-party lenders (through debt facilities and securitization), OnDeck Marketplace and the cash generated by our operating, investing and financing activities.

Cash on Hand

At September 30, 2017, we had approximately $64 million of cash on hand to fund our future operations compared to approximately $80 million at December 31, 2016.  The decline was primarily due to principal repayments we made on our corporate line of credit. 

During the nine months ended September 30, 2017, our investment in the residual value of our portfolio, which is in general the portion of our financed loans in excess of the outstanding debt of our debt facilities, increased by approximately $2.2 million. Restricted cash also increased $12.3 million primarily due to the timing of when cash was transferred to unrestricted accounts. 

Current Debt Facilities

The following table summarizes our current debt facilities available for funding our lending activities, referred to as funding debt, and for funding our operating expenditures, referred to as corporate debt, as of September 30, 2017.

Description	Maturity Date	Weighted Average Interest Rate	Borrowing Capacity			Principal Outstanding
			(in millions)
Funding debt:
OnDeck Asset Securitization Trust II LLC	May 2020 (1)	4.7%	$	250.0		$	250.0
OnDeck Account Receivables Trust 2013-1 LLC	March 2019	3.9%	214.1			123.5
Receivable Assets of OnDeck, LLC	November 2018	3.7%	100.0			71.1
OnDeck Asset Funding I, LLC	February 2020 (2)	8.5%	150.0			81.6
Prime OnDeck Receivable Trust II, LLC	December 2018	3.7%	125.0		(3)	67.3
On Deck Asset Company, LLC	May 2019	8.5%	100.0			76.3
Other Agreements	Various(4)	Various	44.0			39.4
Total funding debt			$	983.1		$	709.2
Corporate debt:
On Deck Capital, Inc.	October 2018	5.5%	$	30.0		$	17.2

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_________________________

(1) The period during which remaining cash flow can be used to purchase additional loans expires April 2018.

(2) The period during which new borrowings may be made under this facility expires in February 2019.

(3) Lenders obligation consists of a commitment to make loans in amount of up to $125 million on a revolving basis. Lenders may also, in their sole discretion and on an uncommitted basis, make additional loans in amount of up to $75 million on a revolving basis.

(4) Maturity dates range from October 2017 through December 2018.

Our ability to fully utilize the available capacity of our debt facilities may also be impacted by provisions that limit concentration risk and eligibility. The debt facilities contain thresholds, known as concentration limitations, which restrict a debt facility’s collateral pool from being overly concentrated with loans that share pre-defined loan characteristics. In addition, debt facilities contain provision that limit the eligibility criteria of loans that may be financed, such as term length, loan amount and a borrower's home country. Loans that do not meet the criteria to be financed are referred to as ineligible loans. To the extent such concentration limits are exceeded or loans are deemed ineligible, newly originated loans with the pre-defined loan characteristics subject to that concentration limit or eligibility criteria may not be financed despite available capacity under the debt facilities.

OnDeck Marketplace

OnDeck Marketplace is our proprietary whole loan sale platform that allows participating third-party institutional investors to directly purchase small business loans from us. OnDeck Marketplace participants enter into whole loan purchase agreements to purchase loans that satisfy certain eligibility criteria. Some participants agree to purchase such loans on what is known as a "forward flow basis" while other participants purchase larger pools of whole loans in isolated transactions. The loans are sold to the participant at a pre-determined purchase price above par. We recognize a gain or loss from OnDeck Marketplace loans when sold. We currently act as servicer in exchange for a servicing fee with respect to the loans purchased by the applicable OnDeck Marketplace participant. For the nine months ended September 30, 2017 and 2016, 4.4% and 19.3%, respectively, of total term loan originations were OnDeck Marketplace originations. The proportion of loans we sell, if any, through OnDeck Marketplace largely depends on the prices available to us. To the extent our use of OnDeck Marketplace as a funding source decreases or ceases in the future due to lower available premiums or otherwise, we may choose to generate liquidity through our other available funding sources. However, subject to our overall financing and liquidity needs as well as the eligibility to finance new originations under our existing debt facilities, we may use or increase our use of OnDeck Marketplace regardless of whether premiums increase or decrease.

Cash and Cash Equivalents, Loans (Net of Allowance for Loan Losses), and Cash Flows

The following table summarizes our cash and cash equivalents, loans (net of ALLL) and cash flows:

	As of and for the Nine Months Ended September 30,
	2017			2016
	(in thousands)
Cash and cash equivalents	$	64,292		$	85,948
Restricted cash	$	56,729		$	42,827
Loans held for investment, net	$	852,331		$	817,959
Cash provided by (used in):
Operating activities	$	149,143		$	89,523
Investing activities	$	(131,949	)	$	(449,062	)
Financing activities	$	(33,280	)	$	285,236

Our cash and cash equivalents at September 30, 2017 were held primarily for working capital purposes. We may, from time to time, use excess cash and cash equivalents to fund our lending activities. We do not enter into investments for trading or speculative purposes. Our policy is to invest any cash in excess of our immediate working capital requirements in investments designed to preserve the principal balance and provide liquidity. Accordingly, our excess cash is invested primarily in demand deposit accounts that are currently providing only a minimal return.

Our restricted cash represents funds held in accounts as reserves on certain debt facilities and as collateral for issuing bank partner transactions. We have no ability to draw on such funds as long as they remain restricted under the applicable arrangements.

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Cash Flows

Operating Activities

For the nine months ended September 30, 2017, net cash provided by our operating activities was $149.1 million, which was primarily the result of our cash received from our customers including interest payments and other revenue of $297.7 million, plus proceeds from sale of loans held for sale of $45.9 million, less $43.5 million of loans held for sale originations in excess of loan repayments received, $118.9 million utilized to pay our operating expenses, $31.5 million we used to pay the interest on our debt (both funding and corporate) and $1.1 million of origination costs paid in excess of fees collected. During that same period, accounts payable and accrued expenses and other liabilities decreased by approximately $10.0 million.

For the nine months ended September 30, 2016, net cash provided by our operating activities was $89.5 million, which was primarily the result of our cash received from our customers including interest payments of $222.7 million, plus proceeds from sale of loans held for sale of $246.1 million, less $231.9 million of loans held for sale originations in excess of loan repayments received, $123.4 million utilized to pay our operating expense, $16.3 million we used to pay the interest on our debt (both funding and corporate) and $8.0 million of origination costs paid in excess of fees collected. During that same period, accounts payable and accrued expenses and other liabilities increased by approximately $0.5 million.

Investing Activities

Our investing activities have consisted primarily of funding our term loan and line of credit originations, including payment of associated direct costs and receipt of associated fees, offset by customer repayments of term loans and lines of credit, purchases of property, equipment and software, capitalized internal-use software development costs, proceeds from the sale of term loans which were not specifically identified at origination through our OnDeck Marketplace and changes in restricted cash. Purchases of property, equipment and software and capitalized internal-use software development costs may vary from period to period due to the timing of the expansion of our operations, the addition of employee headcount and the development cycles of our internal-use technology.

From time to time in the past, we have voluntarily purchased and may again in the future voluntarily purchase our loans that were previously sold to third parties. The circumstances under which we effect these transactions depends on a variety of factors. In determining whether to engage in a certain voluntary purchase transactions, we consider, among other things, our relationship with the potential seller, the potential purchase price, credit profile of the target loans, our overall liquidity position and possible alternative uses of cash. Although these purchases have not been material in the past, depending upon the circumstances, they could be material in the future, depending on the quantity and timing of these purchases.

For the nine months ended September 30, 2017, net cash used to fund our investing activities was $131.9 million and consisted primarily of $82.2 million of loan originations in excess of loan repayments received, $32.7 million of origination costs paid in excess of fees collected, $13.7 million for the purchase of loans, a $12.3 million increase in restricted cash and $3.4 million for the purchase of property, equipment and software and capitalized internal-use software development costs. These uses of cash were partially offset by $12.4 million of proceeds from sales of loans held for investment.

For the nine months ended September 30, 2016, net cash used to fund our investing activities was $449.1 million, and consisted primarily of $458.8 million of loan originations in excess of loan repayments received, $32.9 million of origination costs paid in excess of fees collected and $10.0 million for the purchase of property, equipment and software and capitalized internal-use software development costs. These uses of cash were partially offset by $57.2 million of proceeds from sales of loans held for investment and a $4.4 million decrease in unrestricted cash during the year.

Financing Activities

Our financing activities have consisted primarily of net borrowings from our securitization facility and our revolving debt facilities as well as the issuance of common stock.

For the nine months ended September 30, 2017, net cash used in financing activities was $33.3 million and consisted primarily of $34.0 million in net repayments on our securitization and debt facilities and $3.2 million of payments of debt issuance costs. These uses of cash were partially offset by $2.4 million of net cash received from noncontrolling interest, and $1.8 million of cash received from the issuance of common stock under the employee stock purchase plan.

For the nine months ended September 30, 2016, net cash used to fund our financing activities was $285.2 million and consisted primarily of $287.7 million in net borrowings from our revolving debt facilities, primarily associated with the increase in loan originations during the year and $2.6 million cash received from the issuance of common stock under our employee stock

45

purchase plan, offset by $4.7 million in payments of debt issuance costs primarily associated with the closing of our $250 million securitization facility in May 2016  and the closing of our $100 million revolving facility in August 2016.

Operating and Capital Expenditure Requirements

As a result of our previous growth strategy, we increased our annual originations significantly over each of the past three years. Our originations were $1.2 billion in 2014, $1.9 billion in 2015 and $2.4 billion in 2016, which equates to annual year over year growth rates of 152%, 62% and 28%, respectively.

In the near-term, we are focused on accelerating our timeline to profitability through improved credit quality and operating cost reductions. We expect our originations to decrease in absolute dollars for the full year 2017 as compared to the full year of 2016. The expected decline can be attributed to the tightening of our credit policies. Because we will remain focused on credit quality, we are prepared to forgo lending opportunities that do not meet our more stringent credit, underwriting and pricing standards. In addition, despite the continuing competition for customer response, we intend to allocate resources to continue to optimize marketing and customer acquisition costs based on targeted returns on investment.

Although by design our strategy will result in lower originations as compared to the prior year’s originations, we believe it will increase our operating leverage and improve our overall financial performance.

We estimate that at September 30, 2017, approximately $285 million of our own cash had been invested in our loan portfolio, approximately 70% of which was used to fund the residual value of loans financed using our debt facilities and the remainder was used to fund ineligible loans and to temporarily fund eligible loans not yet financed. While investing in our portfolio's residual value is a requirement of our funding model and will remain a use of cash as loan balances grow, the use of cash to fund ineligible loans may be mitigated if and to the extent we obtain funding capacity that permits the funding of the ineligible loans. Depending upon our existing and anticipated cash needs and other considerations, we may from time to time choose to pay down our debt or finance loan originations with our own cash instead of debt to reduce funding costs.

At September 30, 2017, approximately $17.6 million of our funding debt capacity was scheduled to expire on or before September 30, 2018.

We expect to use cash flow generated from operations, available debt capacity and additional cash we may obtain by financing currently ineligible loans, to the extent that we are able to do so, to continue funding loan residuals. In addition, we may also finance our loan residuals through other unused liquidity sources such as our corporate line of credit or possible additional subordinated notes in our debt facilities.

Historically we have been successful in accessing the asset-backed loan market on terms acceptable to us and we anticipate that we will be able to do so into the foreseeable future. However, if we deem the cost of accessing the asset-backed loan market to be in excess of an appropriate rate, we may elect to use available cash, seek to increase the use of OnDeck Marketplace, or use other financing options available to us. Furthermore, we could decide to alter the types of loans we originate, such that more loans are eligible for credit facilities, or we could decide to slow down the rate of originations.

In addition to pursuing additional debt funding sources as described above, although it is not currently anticipated, depending upon the circumstances we may seek additional equity financing. The sale of equity may result in dilution to our stockholders, and those securities may have rights senior to those of our common stock. If we raise additional funds through the issuance of additional debt, the agreements governing such debt could contain covenants that would restrict our operations and such debt would rank senior to shares of our common stock.  

We believe that our cash from operations, available capacity under our revolving lines of credit (and expected extensions or replacements of those lines), and existing cash balances, together with additional financing we expect to be able to obtain on market terms, are sufficient to meet both our existing operating and capital expenditure requirements for at least the next 12 months.

It is possible that we may require capital in excess of amounts we currently anticipate.  Depending on market conditions and other factors, we may not be able to obtain additional capital for our current operations on reasonable terms or at all.

Contractual Obligations

Other than as described below, and as described under the subheading " - Liquidity and Capital Resources" and in Note 5 of Notes to Unaudited Condensed Consolidated Financial Statements, there have been no material changes in our commitments

46

under contractual obligations from those disclosed in our Annual Report on Form 10-K for the year ended December 31, 2016, Quarterly Report on Form 10-Q for the quarter ended March 31, 2017 and Quarterly Report on Form 10-Q for the quarter ended June 30, 2017.

Off-Balance Sheet Arrangements

As of September 30, 2017, we did not have any off-balance sheet arrangements, as defined in Item 303(a)(4)(ii) of Regulation S-K, such as the use of unconsolidated subsidiaries, structured finance, special purpose entities or variable interest entities.

Critical Accounting Policies and Significant Judgments and Estimates

There have been no material changes to our critical accounting policies and estimates as compared to those described in our Annual Report on Form 10-K for the year ended December 31, 2016.

Our management’s discussion and analysis of our financial condition and results of operations is based on our condensed consolidated financial statements, which have been prepared in accordance with GAAP. The preparation of these condensed consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reported period. In accordance with GAAP, we base our estimates on historical experience and on various other assumptions that we believe are reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions.

Recently Issued Accounting Pronouncements and JOBS Act Election

Recent Accounting Pronouncements Not Yet Adopted

Refer to Note 1, Organization and Summary of Significant Accounting Policies, contained in the Notes to Unaudited Condensed Consolidated Financial Statements in Item 1 of Part I of this report for a full description of the recent accounting pronouncements and our expectation of their impact, if any, on our results of operations and financial conditions.

Under the JOBS Act, we meet the definition of an “emerging growth company.” We have irrevocably elected to opt out of the extended transition period for complying with new or revised accounting standards pursuant to Section 107(b) of the JOBS Act.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no material changes from the information previously reported under Part II, Item 7A of our Annual Report on Form 10-K for the year ended December 31, 2016.

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Item 4. Controls and Procedures

Disclosure Controls and Procedures

As required by Rule 13a-15 under the Securities Exchange Act of 1934, as amended, or the Exchange Act, management has evaluated, with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Disclosure controls and procedures refer to controls and other procedures designed to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act are recorded, processed, summarized, and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in our reports that we file or submit under the Exchange Act are accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding our required disclosure. In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply its judgment in evaluating and implementing possible controls and procedures.

Based on the foregoing evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of September 30, 2017, the end of the period covered by this report, our disclosure controls and procedures were effective at a reasonable assurance level.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting during the quarter ended September 30, 2017 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

From time to time we are subject to legal proceedings and claims in the ordinary course of business. The results of such matters cannot be predicted with certainty. However, we believe that the final outcome of any such current matters will not result in a material adverse effect on our consolidated financial condition, consolidated results of operations or consolidated cash flows.

Item 1A. Risk Factors

Our current and prospective investors should carefully consider the following risks, in addition to those described in "Part I Item 1A. Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2016, "Part II Item 1A. Risk Factors" in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2017, and other documents that we file with the SEC from time to time which are available on the SEC website at www.sec.gov, and all other information contained in this report, including our unaudited consolidated financial statements and the related notes, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the “Cautionary Note Regarding Forward-Looking Statements,” before making investment decisions regarding our securities. The risks and uncertainties described below supplement, or to the extent inconsistent, supersede those in our above-mentioned Annual Report on Form 10-K. In addition, the risks and uncertainties below and in our above-mentioned Annual Report on Form 10-K and Quarterly Report on Form 10-Q are not the only ones we face, but include the most significant factors currently known by us. Additional risks and uncertainties that we are unaware of, or that we currently believe are not material, also may become important factors that affect us. If any of the following risks materialize, our business, financial condition and results of operations could be materially harmed. In that case, the trading price of our securities could decline, and you may lose some or all of your investment.

Our business is subject to the risks of hurricanes, earthquakes, fires, floods and other natural disasters, power outages, telecommunications failures and similar events, and to interruption by man-made problems such as terrorism, cyberattack, and other actions. Comparable risks may also impact the demand for our loans or our customers’ ability to repay their loans.

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Events beyond our control may damage our ability to accept our customers’ applications, underwrite loans, maintain our platform or perform our servicing obligations. Such events include, but are not limited to, hurricanes, earthquakes, fires, floods and other natural disasters, power outages, telecommunications failures and similar events. Despite any precautions we may take, system interruptions and delays could occur if there is a natural disaster, if a third-party provider closes a facility we use without adequate notice for financial or other reasons, or if there are other unanticipated problems at our leased facilities. As we rely heavily on our servers, computer and communications systems and the internet to conduct our business and provide high-quality customer service, such disruptions could harm our ability to run our business and cause lengthy delays which could harm our business, results of operations and financial condition. We currently are not able to switch instantly to our backup center in the event of failure of the main server site. This means that an outage at one facility could result in our system being unavailable for a significant period of time. Man-made problems such as terrorism, cyberattack, and other criminal, tortious or unintentional actions could also give rise to significant disruptions to our operations. Our business interruption insurance may not be sufficient to compensate us for losses that may result from interruptions in our service as a result of system failures or other disruptions. Comparable natural and man-made risks may reduce demand for our loans or cause our customers to suffer significant losses and/or incur significant disruption in their respective operations, which may affect their ability to repay their loans.  All of the foregoing could materially and adversely affect our business, results of operations and financial condition.

The full impact of Hurricane Harvey and Hurricane Irma on our business and our customers is unknown, and could be worse than we currently expect.

Hurricane Harvey made landfall in Texas, on Friday, August 25, 2017 and Hurricane Irma made landfall in Florida on Sunday, September 10, 2017.  For the nine months ended September 30, 2017, 8.8% of our total originations were in Texas and 9.5% were in Florida. In addition, at September 30, 2017, 11.5% of our Unpaid Principal Balance was in areas in Texas and Florida that had been designated as “individual assistance” disaster areas by the Federal Emergency Management Agency, or FEMA. The full impact of the hurricanes on our business, and on our customers’ businesses in the impacted areas, is unknown as of the date of this report. In preparing our financial statements as of and for the three and nine months ended September 30, 2017, we made significant estimates and assumptions, as we do each quarter, regarding the allowance for loan losses and other items. Our estimates and assumptions are based on historical experience, current events and other factors we believe to be reasonable under the circumstances. These estimates and assumptions are inherently subjective in nature and based on information that is available to us as of the date of this report. Actual results may differ from these estimates and assumptions and such differences may be material. Approximately $3.5 million of the third quarter’s provision for loan losses and 65 basis points of the Provision Rate related to anticipated losses from Hurricanes Harvey and Irma. There can be no assurance that additional hurricane related provision for loan losses will not be required or that our business and results of operations and financial condition will not be materially adversely impacted by the continuing impact of the hurricanes.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

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Item 6. Exhibits

The documents listed in the Exhibit Index of this report are incorporated by reference, or are filed with this Quarterly Report on Form 10-Q, in each case as indicated therein (numbered in accordance with Item 601 of Regulation S-K).

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	On Deck Capital, Inc.
	/s/    Howard Katzenberg
	Howard Katzenberg Chief Financial Officer (Principal Financial Officer)
Date: November 7, 2017

	/s/ Nicholas Sinigaglia
	Nicholas Sinigaglia Senior Vice President (Principal Accounting Officer)
Date: November 7, 2017

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Exhibit Index

Exhibit Number	Description	Filed / Incorporated by Reference from Form *	Incorporated by Reference from Exhibit Number	Date Filed
3.1	Amended and Restated Certificate of Incorporation	8-K	3.1	12/22/2014
3.2	Third Amended and Restated Bylaws	8-K	3.1	8/3/2016
4.1	Form of common stock certificate.	S-1	4.1	11/10/2014
4.2	Ninth Amended and Restated Investors’ Rights Agreement, dated March 13, 2014, by and among the Registrant and certain of its stockholders.	S-1	4.2	11/10/2014
4.3	Form of warrant to purchase common stock.	S-1	4.6	11/10/2014
10.1	Form of Change in Control and Severance Agreement between the Registrant and its Chief Executive Officer.	Filed herewith.
10.2	Form of Change in Control and Severance Agreement between the Registrant and certain of its executive officers other than its Chief Executive Officer.	Filed herewith.
31.1	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, Rule 13a-14(a)/15d-14(a), by Chief Executive Officer.	Filed herewith.
31.2	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, Rule 13a-14(a)/15d-14(a), by Chief Financial Officer.	Filed herewith.
32.1	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, by Chief Executive Officer.	Filed herewith.
32.2	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, by Chief Financial Officer.	Filed herewith.
101.INS	XBRL Instance Document	Filed herewith.
101.SCH	XBRL Taxonomy Extension Schema Document	Filed herewith.
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document	Filed herewith.
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document	Filed herewith.
101.LAB	XBRL Taxonomy Extension Labels Linkbase Document	Filed herewith.
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document	Filed herewith.

* All exhibits incorporated by reference to the Registrant's Form S-1 registration statement relate to Registration No. 333-200043

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EX-10.1

ON DECK CAPITAL, INC.

CHANGE IN CONTROL AND SEVERANCE AGREEMENT

This Change in Control and Severance Agreement (the “Agreement”) is made and entered into by and between [ ] (“Executive”) and On Deck Capital, Inc., a Delaware corporation (the “Company”), effective as of [ ] (the “Effective Date”).

RECITALS

1.The Compensation Committee (the “Committee”) of the Company’s Board of Directors (the “Board”) believes that it is in the best interests of the Company and its stockholders (i) to assure that the Company will have the continued dedication and objectivity of Executive, notwithstanding the possibility, threat, or occurrence of a Change in Control and (ii) to provide Executive with an incentive to continue Executive’s employment prior to a Change in Control and to motivate Executive to maximize the value of the Company upon a Change in Control for the benefit of its stockholders.

2.The Committee believes that it is imperative to provide Executive with certain severance benefits upon Executive’s termination of employment under certain circumstances. These benefits will provide Executive with enhanced financial security and incentive and encouragement to remain with the Company notwithstanding the possibility of a Change in Control.

3.Certain capitalized terms used in the Agreement are defined in Section 7 below.

AGREEMENT

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties hereto agree as follows:

1.Term of Agreement. This Agreement will have an initial term of three years commencing on the Effective Date (the “Initial Term”). On the third anniversary of the Effective Date and each anniversary thereafter, this Agreement will renew automatically for an additional one year term (an “Additional Term”), unless either party provides the other party with written notice of non-renewal at least 90 days prior to the date of automatic renewal. If a Change in Control occurs when there are fewer than 12 months remaining during the Initial Term or an Additional Term, the term of this Agreement will extend automatically through the date that is 12 months following the effective date of the Change in Control. If Executive becomes entitled to benefits under Section 4 during the term of this Agreement, the Agreement will not terminate until all of the obligations of the parties hereto with respect to this Agreement have been satisfied. For clarity, an election by the Company not to renew this Agreement for an Additional Term will not be deemed to be a termination of Executive’s employment without Cause or grounds for a resignation for Good Reason and, accordingly, Executive will not be eligible for severance benefits under Section 4.

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2.At-Will Employment. The Company and Executive acknowledge that Executive’s employment is and will continue to be at-will, as defined under applicable law. As an at-will employee, either the Company or the Executive may terminate the employment relationship at any time, with or without Cause.

3.Treatment of Equity Awards that are Not Assumed or Substituted for in the Event of a Change in Control. In the event of a Change in Control where the successor corporation does not assume the Equity Award or substitute the Equity Award for a substantially similar award with the same or more favorable vesting schedule as the Equity Award, then the Equity Award will vest in full and Executive will have the right to exercise all of Executive’s outstanding stock options and stock appreciation rights, including shares as to which such Equity Awards would not otherwise be vested or exercisable, all restrictions on restricted stock and restricted stock units will lapse, and, with respect to Equity Awards with performance-based vesting, all performance goals or other vesting criteria will be deemed achieved at 100% of target levels and all other terms and conditions met. In addition, if a stock option or stock appreciation right is not assumed or substituted for in the event of a Change in Control, the Company will notify Executive in writing or electronically that the stock option or stock appreciation right will be exercisable for a period of time determined by the Board in its sole discretion, and the stock option or stock appreciation right will terminate upon the expiration of such period.

4.Severance Benefits.

(a)Termination without Cause Unrelated to a Change in Control. If the Company terminates Executive’s employment with the Company without Cause (excluding death or Disability) and such termination occurs outside of the Change in Control Period, then subject to Section 5, Executive will receive the following:

(i)Accrued Compensation. The Company will pay Executive all expense reimbursements, wages, and other benefits due to Executive under any Company-provided plans, policies, and arrangements.

(ii)Continuing Severance Payments. Executive will be paid continuing payments of severance pay at a rate equal to Executive’s base salary rate, as then in effect, for 12 months from the date of such termination of employment (the “Continuance Period”), to be paid periodically in accordance with the Company’s normal payroll policies. Severance payments during the Continuance Period will not commence until, the first Company payroll following the Release Deadline (as defined below), or, if later, such time as required by Section 5(c). Except as required by Section 5(c), any installment payments that would have been made to Executive during the 60 day period immediately following Executive’s separation from service but for the preceding sentence will be paid to Executive on the first Company payroll following the Release Deadline and the remaining payments will be made as provided in this Agreement.

(iii)Pro-Rated Bonus Payment. Executive will be eligible to receive a portion of Executive’s incentive compensation payment for the fiscal year of the qualified termination of employment, pro-rated based on time employed during the fiscal year (the “Pro-Rated Bonus”). Payment of the Pro-Rated Bonus will be subject to the terms and conditions of the underlying incentive

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compensation plan and, accordingly, will only be paid only to the extent that performance metrics in the plan are achieved. The Pro-Rated Bonus will be paid at the same time as payments to other executives in the applicable incentive compensation plan, and in all cases no later than March 15^th of the year following the year of the qualified termination of employment, subject to Section 5(c). Notwithstanding Section 11(b) of this Agreement, the benefit under this clause (iii) may be unilaterally amended and replaced by the Company with a substantially similar benefit in order to comply Section 162(m) of the Code.

(iv)Continuation Coverage. If Executive elects continuation coverage pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”) within the time period prescribed pursuant to COBRA for Executive and Executive’s eligible dependents, then the Company will reimburse Executive for the COBRA premiums for such coverage (at the coverage levels in effect immediately prior to Executive’s termination) until the earlier of (A) a period of 12 months from the date of termination or (B) the date upon which Executive and/or Executive’s eligible dependents become covered under similar plans. The reimbursements will be made by the Company to Executive consistent with the Company’s normal expense reimbursement policy.

(v)Accelerated Vesting of Certain Equity Awards. 50% of Executive’s then‑unvested stock options, time-based restricted stock units, and other time-based Equity Awards will become vested.

(b)Termination without Cause or Resignation for Good Reason in Connection with a Change in Control. If the Company terminates Executive’s employment with the Company without Cause (excluding death or Disability) or if Executive resigns from such employment for Good Reason, and, in each case, such termination occurs during the Change in Control Period, then subject to Section 5, Executive will receive the following:

(i)Accrued Compensation. The Company will pay Executive all expense reimbursements, wages, and other benefits due to Executive under any Company-provided plans, policies, and arrangements.

(ii)Severance Payment. Executive will receive a lump-sum payment (less applicable withholding taxes) equal to 12 months of Executive’s annual base salary as in effect immediately prior to Executive’s termination date. For the avoidance of doubt, if (x) Executive incurred a termination prior to a Change in Control that qualifies Executive for severance payments under Section 4(a)(ii); and (y) a Change in Control occurs within the three-month period following Executive’s termination of employment that qualifies Executive for the superior benefits under this Section 4(b)(ii), then Executive shall be entitled to a lump-sum payment of the amount calculated under this Section 4(b)(ii), less amounts already paid under Section 4(a)(ii) and such amount lump-sum amount shall be payable upon the later of: (A) the Change in Control, (B) the first Company payroll following the Release Deadline; or (C) such later date required by Section 5(c).

(iii)Bonus Payment. Executive will receive a lump-sum payment equal to 100% of Executive’s target bonus as in effect for the fiscal year in which the termination of employment

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occurs. Payment will be made on the first Company payroll following the Release Deadline, subject to Section 5(c).

(iv)Pro-Rated Bonus Payment. Executive will receive the Pro-Rated Bonus assuming target level of achievement. Payment will be made on the first Company payroll following the Release Deadline, subject to Section 5(c).

(v)Continuation Coverage. If Executive elects continuation coverage pursuant to COBRA within the time period prescribed pursuant to COBRA for Executive and Executive’s eligible dependents, then the Company will reimburse Executive for the COBRA premiums for such coverage (at the coverage levels in effect immediately prior to Executive’s termination) until the earlier of (A) a period of 12 months from the date of termination or (B) the date upon which Executive and/or Executive’s eligible dependents become covered under similar plans. The reimbursements will be made by the Company to Executive consistent with the Company’s normal expense reimbursement policy.

(vi)Accelerated Vesting of Equity Awards. 100% of Executive’s then‑outstanding and unvested Equity Awards will become vested in full. If, however, an outstanding Equity Award is to vest and/or the amount of the award to vest is to be determined based on the achievement of performance criteria, then the Equity Award will vest as to 100% of the amount of the Equity Award assuming the performance criteria had been achieved at target levels for the relevant performance period(s).

(c)Voluntary Resignation; Termination for Cause. If Executive’s employment with the Company terminates (i) voluntarily by Executive (other than for Good Reason during the Change in Control Period) or (ii) for Cause by the Company, then Executive will not be entitled to receive severance or other benefits except for those (if any) as may then be established under the Company’s then existing severance and benefits plans and practices or pursuant to other written agreements with the Company.

(d)Disability; Death. If the Company terminates Executive’s employment as a result of Executive’s Disability, or Executive’s employment terminates due to Executive’s death, then Executive will not be entitled to receive any other severance or other benefits, except for those (if any) as may then be established under the Company’s then existing written severance and benefits plans and practices or pursuant to other written agreements with the Company.

(e)Exclusive Remedy. In the event of a termination of Executive’s employment as set forth in Section 4(a) or (b) of this Agreement, the provisions of Section 4 are intended to be and are exclusive and in lieu of any other rights or remedies to which Executive or the Company otherwise may be entitled, whether at law, tort or contract, in equity, or under this Agreement (other than the payment of accrued but unpaid wages, as required by law, and any unreimbursed reimbursable expenses). Executive will be entitled to no benefits, compensation or other payments or rights upon a termination of employment other than those benefits expressly set forth in Section 4 of this Agreement.

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5.Conditions to Receipt of Severance

(a)Release of Claims Agreement. The receipt of any severance payments or benefits (other than the accrued benefits set forth in either Sections 4(a)(i) or 4(b)(i)) pursuant to this Agreement is subject to Executive signing and not revoking the Company’s customary separation and release of claims agreement (the “Release”), which must become effective and irrevocable no later than the 60th day following Executive’s termination of employment (the “Release Deadline”). If the Release does not become effective and irrevocable by the Release Deadline, Executive will forfeit any right to severance payments or benefits under this Agreement. In no event will severance payments or benefits be paid or provided until the Release actually becomes effective and irrevocable.

(b)Confidential Information and Invention Assignment Agreement and Restrictive Covenants. Executive’s receipt of any payments or benefits under Section 4 (other than the accrued benefits set forth in either Sections 4(a)(i) or 4(b)(i)) will be subject to Executive continuing to comply with the terms of the Protection Agreement between the Company and Executive as such agreement may be amended and/or superseded from time to time (the “Protection Agreement”), the Executive Non-Compete Agreement between the Company and Executive dated [ ] (the “Non-Compete Agreement”) and the Release.

(c)Section 409A.

(i)Notwithstanding anything to the contrary in this Agreement, no severance pay or benefits to be paid or provided to Executive, if any, pursuant to this Agreement that, when considered together with any other severance payments or separation benefits, are considered deferred compensation under Section 409A of the Code, and the final regulations and any guidance promulgated thereunder (“Section 409A”) (together, the “Deferred Payments”) will be paid or otherwise provided until Executive has a “separation from service” within the meaning of Section 409A. Similarly, no severance payable to Executive, if any, pursuant to this Agreement that otherwise would be exempt from Section 409A pursuant to Treasury Regulation Section 1.409A‑1(b)(9) will be payable until Executive has a “separation from service” within the meaning of Section 409A.

(ii)It is intended that none of the severance payments under this Agreement will constitute Deferred Payments but rather will be exempt from Section 409A as a payment that would fall within the “short-term deferral period” as described in Section 5(c)(iv) below or resulting from an involuntary separation from service as described in Section 5(c)(v) below.

(iii)Notwithstanding anything to the contrary in this Agreement, if Executive is a “specified employee” within the meaning of Section 409A at the time of Executive’s termination (other than due to death), then the Deferred Payments, if any, that are payable within the first six months following Executive’s separation from service, will become payable on the first payroll date that occurs on or after the date six months and one day following the date of Executive’s separation from service. All subsequent Deferred Payments, if any, will be payable in accordance with the payment schedule applicable to each payment or benefit. Notwithstanding anything herein to the contrary, if Executive dies following Executive’s separation from service, but before the six month anniversary of the separation from service, then any payments delayed in accordance with this paragraph will be payable

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in a lump sum as soon as administratively practicable after the date of Executive’s death and all other Deferred Payments will be payable in accordance with the payment schedule applicable to each payment or benefit. Each payment and benefit payable under this Agreement is intended to constitute a separate payment under Section 1.409A-2(b)(2) of the Treasury Regulations.

(iv)Any amount paid under this Agreement that satisfies the requirements of the “short-term deferral” rule set forth in Section 1.409A-1(b)(4) of the Treasury Regulations will not constitute Deferred Payments for purposes of clause (i) above.

(v)Any amount paid under this Agreement that qualifies as a payment made as a result of an involuntary separation from service pursuant to Section 1.409A-1(b)(9)(iii) of the Treasury Regulations that does not exceed the Section 409A Limit (as defined below) will not constitute Deferred Payments for purposes of clause (i) above.

(vi)The foregoing provisions are intended to comply with the requirements of Section 409A so that none of the severance payments and benefits to be provided hereunder will be subject to the additional tax imposed under Section 409A, and any ambiguities herein will be interpreted to so comply. The Company and Executive agree to work together in good faith to consider amendments to this Agreement and to take such reasonable actions which are necessary, appropriate or desirable to avoid imposition of any additional tax or income recognition before actual payment to Executive under Section 409A.

6.Limitation on Payments. In the event that the severance and other benefits provided for in this Agreement or otherwise payable to Executive (i) constitute “parachute payments” within the meaning of Section 280G of the Code, and (ii) but for this Section 6, would be subject to the excise tax imposed by Section 4999 of the Code, then Executive’s benefits under Section 4 will be either:

(a)delivered in full, or

(b)delivered as to such lesser extent which would result in no portion of such benefits being subject to excise tax under Section 4999 of the Code,

whichever of the foregoing amounts, taking into account the applicable federal, state and local income taxes and the excise tax imposed by Section 4999 of the Code, results in the receipt by Executive on an after-tax basis, of the greatest amount of benefits, notwithstanding that all or some portion of such benefits may be taxable under Section 4999 of the Code. If a reduction in severance and other benefits constituting “parachute payments” is necessary so that benefits are delivered to a lesser extent, reduction will occur in the following order: (i) reduction of cash payments; (ii) cancellation of awards granted “contingent on a change in ownership or control” (within the meaning of Code Section 280G), (iii) cancellation of accelerated vesting of equity awards; (iv) reduction of employee benefits. In the event that acceleration of vesting of equity award compensation is to be reduced, such acceleration of vesting will be cancelled in the reverse order of the date of grant of Executive’s equity awards.

Unless the Company and Executive otherwise agree in writing, any determination required under this Section 6 will be made in writing by the Company’s independent public accountants

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immediately prior to a Change in Control or such other person or entity to which the parties mutually agree (the “Firm”), whose determination will be conclusive and binding upon Executive and the Company. For purposes of making the calculations required by this Section 6, the Firm may make reasonable assumptions and approximations concerning applicable taxes and may rely on reasonable, good faith interpretations concerning the application of Sections 280G and 4999 of the Code. The Company and Executive will furnish to the Firm such information and documents as the Firm may reasonably request in order to make a determination under this Section. The Company will bear all costs the Firm may incur in connection with any calculations contemplated by this Section 6.

7.Definition of Terms. The following terms referred to in this Agreement will have the following meanings:

(a)“Cause” means:

(i)        an act of dishonesty made by Executive in connection with Executive’s responsibilities as an employee;

(ii)    Executive’s conviction of, or plea of nolo contendere to, a felony or any crime involving fraud or embezzlement;

(iii)Executive’s gross misconduct;

(iv)Executive’s unauthorized use or disclosure of any proprietary information or trade secrets of the Company or any other party to whom Executive owes an obligation of nondisclosure as a result of Executive’s relationship with the Company;

(v)Executive’s willful breach of any obligations under any written agreement or covenant with the Company;

(vi)Executive’s failure to cooperate in good faith with a governmental or internal investigation of the Company or its directors, officers or employees, if the Company has requested Executive’s cooperation; or

(vii)Executive’s continued failure to perform Executive’s employment duties after Executive has received a written demand of performance from the Company which specifically sets forth the factual basis for the Company’s belief that Executive has not substantially performed his duties and has failed to cure such non-performance to the Company’s satisfaction within 10 business days after receiving such notice.

(b)“Change in Control” has the meaning ascribed to it in the Company’s 2014 Equity Incentive Plan.

(c)“Change in Control Period” means the period beginning three months prior to, and ending 12 months following, a Change in Control.

(d)“Code” means the Internal Revenue Code of 1986, as amended.

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(e)“Disability” means that Executive has been unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than 12 months.

(f)“Equity Awards” means Executive’s outstanding stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, performance stock units and any other Company equity compensation awards.

(g)“Good Reason” means Executive’s voluntary termination, within 30 days following the expiration of any Company cure period (discussed below) following the occurrence of one or more of the following, without Executive’s consent:

(i)a material reduction of Executive’s duties, authority or responsibilities;

(ii)a material reduction in Executive’s base salary other than a one-time reduction of not more than 10% that also is applied to substantially all of the Company’s other executive officers; or;

(iii)a material change in the geographic location of Executive’s primary work facility or location; provided, that a relocation of less than 50 miles from Executive’s then present location will not be considered a material change in geographic location.

Executive may not resign for Good Reason without first providing the Company with written notice within 90 days of the initial existence of the condition that Executive believes constitutes Good Reason specifically identifying the acts or omissions constituting the grounds for Good Reason and a reasonable cure period of not less than 30 days following the date of such notice.

For purposes of the “Good Reason” definition, the term “Company” will be interpreted to include any subsidiary, parent, affiliate or successor thereto, if applicable.

(h)“Section 409A Limit” means two times the lesser of: (i) Executive’s annualized compensation based upon the annual rate of pay paid to Executive during the Executive’s taxable year preceding the Executive’s taxable year of Executive’s termination of employment as determined under, and with such adjustments as are set forth in, Treasury Regulation 1.409A-1(b)(9)(iii)(A)(1) and any Internal Revenue Service guidance issued with respect thereto; or (ii) the maximum amount that may be taken into account under a qualified plan pursuant to Section 401(a)(17) of the Code for the year in which Executive’s employment is terminated.

8.Successors.

(a)The Company’s Successors. Any successor to the Company (whether direct or indirect and whether by purchase, merger, consolidation, liquidation or otherwise) to all or substantially all of the Company’s business and/or assets will assume the obligations under this Agreement and agree expressly to perform the obligations under this Agreement in the same manner and to the same extent as the Company would be required to perform such obligations in the absence of a succession. For all purposes under this Agreement, the term “Company” will include any successor to the Company’s

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business and/or assets which executes and delivers the assumption agreement described in this Section 8(a) or which becomes bound by the terms of this Agreement by operation of law.

(b)Executive’s Successors. The terms of this Agreement and all rights of Executive hereunder will inure to the benefit of, and be enforceable by, Executive’s personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees.

9.Notice.

(a)General. Notices and all other communications contemplated by this Agreement will be in writing and will be deemed to have been duly given when sent electronically or personally delivered when mailed by U.S. registered or certified mail, return receipt requested and postage prepaid or when delivered by a private courier service such as UPS, DHL or Federal Express that has tracking capability. In the case of Executive, notices will be sent to the e-mail address or addressed to Executive at the home address, in either case which Executive most recently communicated to the Company in writing. In the case of the Company, electronic notices will be sent to the e-mail addresses of the Chief Executive Officer and the General Counsel and mailed notices will be addressed to its corporate headquarters, and all notices will be directed to the attention of its Chief Executive Officer and General Counsel.

(b)Notice of Termination. Any termination by the Company for Cause or by Executive for Good Reason will be communicated by a notice of termination to the other party hereto given in accordance with Section 9(a) of this Agreement. Such notice will indicate the specific termination provision in this Agreement relied upon, will set forth in reasonable detail the facts and circumstances claimed to provide a basis for termination under the provision so indicated, and will specify the termination date (which will be not more than 90 days after the giving of such notice).

10.Resignation. Upon the termination of Executive’s employment for any reason, Executive will be deemed to have resigned from all officer and/or director positions held at the Company and its affiliates voluntarily, without any further required action by Executive, as of the end of Executive’s employment and Executive, at the Board’s request, will execute any documents reasonably necessary to reflect Executive’s resignation.

11.Miscellaneous Provisions.

(a)No Duty to Mitigate. Executive will not be required to mitigate the amount of any payment contemplated by this Agreement, nor will any such payment be reduced by any earnings that Executive may receive from any other source.

(b)Waiver. No provision of this Agreement will be modified, waived or discharged unless the modification, waiver or discharge is agreed to in writing and signed by Executive and by an authorized officer of the Company (other than Executive). No waiver by either party of any breach of, or of compliance with, any condition or provision of this Agreement by the other party will be considered a waiver of any other condition or provision or of the same condition or provision at another time.

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(c)Headings. All captions and section headings used in this Agreement are for convenient reference only and do not form a part of this Agreement.

(d)Entire Agreement. This Agreement, together with the Protection Agreement and the Non-Compete Agreement, constitutes the entire agreement of the parties hereto and supersedes in their entirety all prior representations, understandings, undertakings or agreements (whether oral or written and whether expressed or implied) of the parties with respect to the subject matter hereof, including, but not limited to, any rights to any severance and/or change in control benefits set forth in Executive’s original offer letter, any prior severance agreement, including Executive’s Change in Control and Severance Agreement with the Company dated [ ], and/or any accelerated vesting terms set forth in an individual Equity Award agreement. No waiver, alteration, or modification of any of the provisions of this Agreement will be binding unless it is in a writing that specifically mentions this Agreement and that is signed by Executive and by an authorized officer of the Company (other than Executive).

(e)Choice of Law; Venue. The validity, interpretation, construction and performance of this Agreement will be governed by the laws of the State of New York (with the exception of its conflict of laws provisions). Any claims or legal actions by one party against the other arising out of the relationship between the parties contemplated herein (whether or not arising under this Agreement) will be commenced or maintained in any state or federal court located in New York County.

(f)Severability. The invalidity or unenforceability of any provision or provisions of this Agreement will not affect the validity or enforceability of any other provision hereof, which will remain in full force and effect.

(g)Withholding. All payments made pursuant to this Agreement will be subject to withholding of applicable income, employment and other taxes.

(h)Counterparts. This Agreement may be executed in counterparts, each of which will be deemed an original, but all of which together will constitute one and the same instrument.

[Signature Page to Follow]

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IN WITNESS WHEREOF, each of the parties has executed this Agreement, in the case of the Company by its duly authorized officer, as of the day and year set forth below.

COMPANY    ON DECK CAPITAL, INC.

By:    

Title:    

Date:    

EXECUTIVE    By:    

Date:    

[signature page of the Change in Control and Severance Agreement]

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EX-10.2

ON DECK CAPITAL, INC.

CHANGE IN CONTROL AND SEVERANCE AGREEMENT

This Change in Control and Severance Agreement (the “Agreement”) is made and entered into by and between [ ] (“Executive”) and On Deck Capital, Inc., a Delaware corporation (the “Company”), effective as of [ ] (the “Effective Date”).

RECITALS

1.The Compensation Committee (the “Committee”) of the Company’s Board of Directors (the “Board”) believes that it is in the best interests of the Company and its stockholders (i) to assure that the Company will have the continued dedication and objectivity of Executive, notwithstanding the possibility, threat, or occurrence of a Change in Control and (ii) to provide Executive with an incentive to continue Executive’s employment prior to a Change in Control and to motivate Executive to maximize the value of the Company upon a Change in Control for the benefit of its stockholders.

2.The Committee believes that it is imperative to provide Executive with certain severance benefits upon Executive’s termination of employment under certain circumstances. These benefits will provide Executive with enhanced financial security and incentive and encouragement to remain with the Company notwithstanding the possibility of a Change in Control.

3.Certain capitalized terms used in the Agreement are defined in Section 7 below.

AGREEMENT

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties hereto agree as follows:

1.Term of Agreement. This Agreement will have an initial term of three years commencing on the Effective Date (the “Initial Term”). On the third anniversary of the Effective Date and each anniversary thereafter, this Agreement will renew automatically for an additional one year term (an “Additional Term”), unless either party provides the other party with written notice of non-renewal at least 90 days prior to the date of automatic renewal. If a Change in Control occurs when there are fewer than 12 months remaining during the Initial Term or an Additional Term, the term of this Agreement will extend automatically through the date that is 12 months following the effective date of the Change in Control. If Executive becomes entitled to benefits under Section 4 during the term of this Agreement, the Agreement will not terminate until all of the obligations of the parties hereto with respect to this Agreement have been satisfied. For clarity, an election by the Company not to renew this Agreement for an Additional Term will not be deemed to be a termination of Executive’s employment without Cause or grounds for a resignation for Good Reason and, accordingly, Executive will not be eligible for severance benefits under Section 4.

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2.At-Will Employment. The Company and Executive acknowledge that Executive’s employment is and will continue to be at-will, as defined under applicable law. As an at-will employee, either the Company or the Executive may terminate the employment relationship at any time, with or without Cause.

3.Treatment of Equity Awards that are Not Assumed or Substituted for in the Event of a Change in Control. In the event of a Change in Control where the successor corporation does not assume the Equity Award or substitute the Equity Award for a substantially similar award with the same or more favorable vesting schedule as the Equity Award, then the Equity Award will vest in full and Executive will have the right to exercise all of Executive’s outstanding stock options and stock appreciation rights, including shares as to which such Equity Awards would not otherwise be vested or exercisable, all restrictions on restricted stock and restricted stock units will lapse, and, with respect to Equity Awards with performance-based vesting, all performance goals or other vesting criteria will be deemed achieved at 100% of target levels and all other terms and conditions met. In addition, if a stock option or stock appreciation right is not assumed or substituted for in the event of a Change in Control, the Company will notify Executive in writing or electronically that the stock option or stock appreciation right will be exercisable for a period of time determined by the Board in its sole discretion, and the stock option or stock appreciation right will terminate upon the expiration of such period.

4.Severance Benefits.

(a)Termination without Cause Unrelated to a Change in Control. If the Company terminates Executive’s employment with the Company without Cause (excluding death or Disability) and such termination occurs outside of the Change in Control Period, then subject to Section 5, Executive will receive the following:

(i)Accrued Compensation. The Company will pay Executive all expense reimbursements, wages, and other benefits due to Executive under any Company-provided plans, policies, and arrangements.

(ii)Continuing Severance Payments. Executive will be paid continuing payments of severance pay at a rate equal to Executive’s base salary rate, as then in effect, for nine months from the date of such termination of employment (the “Continuance Period”), to be paid periodically in accordance with the Company’s normal payroll policies. Severance payments during the Continuance Period will not commence until, the first Company payroll following the Release Deadline (as defined below), or, if later, such time as required by Section 5(c). Except as required by Section 5(c), any installment payments that would have been made to Executive during the 60 day period immediately following Executive’s separation from service but for the preceding sentence will be paid to Executive on the first Company payroll following the Release Deadline and the remaining payments will be made as provided in this Agreement.

(iii)Pro-Rated Bonus Payment. Executive will be eligible to receive a portion of Executive’s incentive compensation payment for the fiscal year of the qualified termination of employment, pro-rated based on time employed during the fiscal year (the “Pro-Rated Bonus”). Payment of the Pro-Rated Bonus will be subject to the terms and conditions of the underlying incentive

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compensation plan and, accordingly, will only be paid only to the extent that performance metrics in the plan are achieved. The Pro-Rated Bonus will be paid at the same time as payments to other executives in the applicable incentive compensation plan, and in all cases no later than March 15^th of the year following the year of the qualified termination of employment, subject to Section 5(c). Notwithstanding Section 11(b) of this Agreement, the benefit under this clause (iii) may be unilaterally amended and replaced by the Company with a substantially similar benefit in order to comply Section 162(m) of the Code.

(iv)Continuation Coverage. If Executive elects continuation coverage pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”) within the time period prescribed pursuant to COBRA for Executive and Executive’s eligible dependents, then the Company will reimburse Executive for the COBRA premiums for such coverage (at the coverage levels in effect immediately prior to Executive’s termination) until the earlier of (A) a period of nine months from the date of termination or (B) the date upon which Executive and/or Executive’s eligible dependents become covered under similar plans. The reimbursements will be made by the Company to Executive consistent with the Company’s normal expense reimbursement policy.

(b)Termination without Cause or Resignation for Good Reason in Connection with a Change in Control. If the Company terminates Executive’s employment with the Company without Cause (excluding death or Disability) or if Executive resigns from such employment for Good Reason, and, in each case, such termination occurs during the Change in Control Period, then subject to Section 5, Executive will receive the following:

(i)Accrued Compensation. The Company will pay Executive all accrued expense reimbursements, wages, and other benefits due to Executive under any Company-provided plans, policies, and arrangements.

(ii)Severance Payment. Executive will receive a lump-sum payment (less applicable withholding taxes) equal to 12 months of Executive’s annual base salary as in effect immediately prior to Executive’s termination date. For the avoidance of doubt, if (x) Executive incurred a termination prior to a Change in Control that qualifies Executive for severance payments under Section 4(a)(ii); and (y) a Change in Control occurs within the three-month period following Executive’s termination of employment that qualifies Executive for the superior benefits under this Section 4(b)(ii), then Executive shall be entitled to a lump-sum payment of the amount calculated under this Section 4(b)(ii), less amounts already paid under Section 4(a)(ii) and such amount lump-sum amount shall be payable upon the later of: (A) the Change in Control, (B) the first Company payroll following the Release Deadline; or (C) such later date required by Section 5(c).

(iii)Bonus Payment. Executive will receive a lump-sum payment equal to 100% of Executive’s target bonus as in effect for the fiscal year in which the termination of employment occurs. Payment will be made on the first Company payroll following the Release Deadline, subject to Section 5(c).

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(iv)Pro-Rated Bonus Payment. Executive will receive the Pro-Rated Bonus assuming target level of achievement. Payment will be made on the first Company payroll following the Release Deadline, subject to Section 5(c).

(v)Continuation Coverage. If Executive elects continuation coverage pursuant to COBRA within the time period prescribed pursuant to COBRA for Executive and Executive’s eligible dependents, then the Company will reimburse Executive for the COBRA premiums for such coverage (at the coverage levels in effect immediately prior to Executive’s termination) until the earlier of (A) a period of 12 months from the date of termination or (B) the date upon which Executive and/or Executive’s eligible dependents become covered under similar plans. The reimbursements will be made by the Company to Executive consistent with the Company’s normal expense reimbursement policy.

(vi)Accelerated Vesting of Equity Awards. 100% of Executive’s then-outstanding and unvested Equity Awards will become vested in full. If, however, an outstanding Equity Award is to vest and/or the amount of the award to vest is to be determined based on the achievement of performance criteria, then the Equity Award will vest as to 100% of the amount of the Equity Award assuming the performance criteria had been achieved at target levels for the relevant performance period(s).

(c)Voluntary Resignation; Termination for Cause. If Executive’s employment with the Company terminates (i) voluntarily by Executive (other than for Good Reason during the Change in Control Period) or (ii) for Cause by the Company, then Executive will not be entitled to receive severance or other benefits except for those (if any) as may then be established under the Company’s then existing severance and benefits plans and practices or pursuant to other written agreements with the Company.

(d)Disability; Death. If the Company terminates Executive’s employment as a result of Executive’s Disability, or Executive’s employment terminates due to Executive’s death, then Executive will not be entitled to receive any other severance or other benefits, except for those (if any) as may then be established under the Company’s then existing written severance and benefits plans and practices or pursuant to other written agreements with the Company.

(e)Exclusive Remedy. In the event of a termination of Executive’s employment as set forth in Section 4(a) or (b) of this Agreement, the provisions of Section 4 are intended to be and are exclusive and in lieu of any other rights or remedies to which Executive or the Company otherwise may be entitled, whether at law, tort or contract, in equity, or under this Agreement (other than the payment of accrued but unpaid wages, as required by law, and any unreimbursed reimbursable expenses). Executive will be entitled to no benefits, compensation or other payments or rights upon a termination of employment other than those benefits expressly set forth in Section 4 of this Agreement.

5.Conditions to Receipt of Severance

(a)Release of Claims Agreement. The receipt of any severance payments or benefits (other than the accrued benefits set forth in either Sections 4(a)(i) or 4(b)(i)) pursuant to this Agreement

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is subject to Executive signing and not revoking the Company’s customary separation and release of claims agreement (the “Release”), which must become effective and irrevocable no later than the 60th day following Executive’s termination of employment (the “Release Deadline”). If the Release does not become effective and irrevocable by the Release Deadline, Executive will forfeit any right to severance payments or benefits under this Agreement. In no event will severance payments or benefits be paid or provided until the Release actually becomes effective and irrevocable.

(b)Confidential Information and Invention Assignment Agreement and Restrictive Covenants. Executive’s receipt of any payments or benefits under Section 4 (other than the accrued benefits set forth in either Sections 4(a)(i) or 4(b)(i)) will be subject to Executive continuing to comply with the terms of the Protection Agreement between the Company and Executive as such agreement may be amended and/or superseded from time to time (the “Protection Agreement”), the Executive Non-Compete Agreement between the Company and Executive (the “Non-Compete Agreement”) and the Release.

(c)Section 409A.

(i)Notwithstanding anything to the contrary in this Agreement, no severance pay or benefits to be paid or provided to Executive, if any, pursuant to this Agreement that, when considered together with any other severance payments or separation benefits, are considered deferred compensation under Section 409A of the Code, and the final regulations and any guidance promulgated thereunder (“Section 409A”) (together, the “Deferred Payments”) will be paid or otherwise provided until Executive has a “separation from service” within the meaning of Section 409A. Similarly, no severance payable to Executive, if any, pursuant to this Agreement that otherwise would be exempt from Section 409A pursuant to Treasury Regulation Section 1.409A‑1(b)(9) will be payable until Executive has a “separation from service” within the meaning of Section 409A.

(ii)It is intended that none of the severance payments under this Agreement will constitute Deferred Payments but rather will be exempt from Section 409A as a payment that would fall within the “short-term deferral period” as described in Section 5(c)(iv) below or resulting from an involuntary separation from service as described in Section 5(c)(v) below.

(iii)Notwithstanding anything to the contrary in this Agreement, if Executive is a “specified employee” within the meaning of Section 409A at the time of Executive’s termination (other than due to death), then the Deferred Payments, if any, that are payable within the first six months following Executive’s separation from service, will become payable on the first payroll date that occurs on or after the date six months and one day following the date of Executive’s separation from service. All subsequent Deferred Payments, if any, will be payable in accordance with the payment schedule applicable to each payment or benefit. Notwithstanding anything herein to the contrary, if Executive dies following Executive’s separation from service, but before the six month anniversary of the separation from service, then any payments delayed in accordance with this paragraph will be payable in a lump sum as soon as administratively practicable after the date of Executive’s death and all other Deferred Payments will be payable in accordance with the payment schedule applicable to each payment or benefit. Each payment and benefit payable under this Agreement is intended to constitute a separate payment under Section 1.409A-2(b)(2) of the Treasury Regulations.

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(iv)Any amount paid under this Agreement that satisfies the requirements of the “short-term deferral” rule set forth in Section 1.409A-1(b)(4) of the Treasury Regulations will not constitute Deferred Payments for purposes of clause (i) above.

(v)Any amount paid under this Agreement that qualifies as a payment made as a result of an involuntary separation from service pursuant to Section 1.409A-1(b)(9)(iii) of the Treasury Regulations that does not exceed the Section 409A Limit (as defined below) will not constitute Deferred Payments for purposes of clause (i) above.

(vi)The foregoing provisions are intended to comply with the requirements of Section 409A so that none of the severance payments and benefits to be provided hereunder will be subject to the additional tax imposed under Section 409A, and any ambiguities herein will be interpreted to so comply. The Company and Executive agree to work together in good faith to consider amendments to this Agreement and to take such reasonable actions which are necessary, appropriate or desirable to avoid imposition of any additional tax or income recognition before actual payment to Executive under Section 409A.

6.Limitation on Payments. In the event that the severance and other benefits provided for in this Agreement or otherwise payable to Executive (i) constitute “parachute payments” within the meaning of Section 280G of the Code, and (ii) but for this Section 6, would be subject to the excise tax imposed by Section 4999 of the Code, then Executive’s benefits under Section 4 will be either:

(a)delivered in full, or

(b)delivered as to such lesser extent which would result in no portion of such benefits being subject to excise tax under Section 4999 of the Code,

whichever of the foregoing amounts, taking into account the applicable federal, state and local income taxes and the excise tax imposed by Section 4999 of the Code, results in the receipt by Executive on an after-tax basis, of the greatest amount of benefits, notwithstanding that all or some portion of such benefits may be taxable under Section 4999 of the Code. If a reduction in severance and other benefits constituting “parachute payments” is necessary so that benefits are delivered to a lesser extent, reduction will occur in the following order: (i) reduction of cash payments; (ii) cancellation of awards granted “contingent on a change in ownership or control” (within the meaning of Code Section 280G), (iii) cancellation of accelerated vesting of equity awards; (iv) reduction of employee benefits. In the event that acceleration of vesting of equity award compensation is to be reduced, such acceleration of vesting will be cancelled in the reverse order of the date of grant of Executive’s equity awards.

Unless the Company and Executive otherwise agree in writing, any determination required under this Section 6 will be made in writing by the Company’s independent public accountants immediately prior to a Change in Control or such other person or entity to which the parties mutually agree (the “Firm”), whose determination will be conclusive and binding upon Executive and the Company. For purposes of making the calculations required by this Section 6, the Firm may make reasonable assumptions and approximations concerning applicable taxes and may rely on reasonable, good faith interpretations concerning the application of Sections 280G and 4999 of the Code. The

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Company and Executive will furnish to the Firm such information and documents as the Firm may reasonably request in order to make a determination under this Section. The Company will bear all costs the Firm may incur in connection with any calculations contemplated by this Section 6.

7.Definition of Terms. The following terms referred to in this Agreement will have the following meanings:

(a) “Cause” means:

(i)an act of dishonesty made by Executive in connection with Executive’s responsibilities as an employee;

(ii)Executive’s conviction of, or plea of nolo contendere to, a felony or any crime involving fraud or embezzlement;

(iii)Executive’s gross misconduct;

(iv)Executive’s unauthorized use or disclosure of any proprietary information or trade secrets of the Company or any other party to whom Executive owes an obligation of nondisclosure as a result of Executive’s relationship with the Company;

(v)Executive’s willful breach of any obligations under any written agreement or covenant with the Company;

(vi)Executive’s failure to cooperate in good faith with a governmental or internal investigation of the Company or its directors, officers or employees, if the Company has requested Executive’s cooperation; or

(vii)Executive’s continued failure to perform Executive’s employment duties after Executive has received a written demand of performance from the Company which specifically sets forth the factual basis for the Company’s belief that Executive has not substantially performed his duties and has failed to cure such non-performance to the Company’s satisfaction within 10 business days after receiving such notice.

(b)“Change in Control” has the meaning ascribed to it in the Company’s 2014 Equity Incentive Plan.

(c)“Change in Control Period” means the period beginning three months prior to, and ending 12 months following, a Change in Control.

(d)“Code” means the Internal Revenue Code of 1986, as amended.

(e)“Disability” means that Executive has been unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than 12 months.

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(f)“Equity Awards” means Executive’s outstanding stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, performance stock units and any other Company equity compensation awards.

(g)“Good Reason” means Executive’s voluntary termination, within 30 days following the expiration of any Company cure period (discussed below) following the occurrence of one or more of the following, without Executive’s consent:

(i)a material reduction of Executive’s duties, authority or responsibilities;

(ii)a material reduction in Executive’s base salary other than a one-time reduction of not more than 10% that also is applied to substantially all of the Company’s other executive officers; or;

(iii)a material change in the geographic location of Executive’s primary work facility or location; provided, that a relocation of less than 50 miles from Executive’s then present location will not be considered a material change in geographic location.

Executive may not resign for Good Reason without first providing the Company with written notice within 90 days of the initial existence of the condition that Executive believes constitutes Good Reason specifically identifying the acts or omissions constituting the grounds for Good Reason and a reasonable cure period of not less than 30 days following the date of such notice.

For purposes of the “Good Reason” definition, the term “Company” will be interpreted to include any subsidiary, parent, affiliate or successor thereto, if applicable.

(h)“Section 409A Limit” means two times the lesser of: (i) Executive’s annualized compensation based upon the annual rate of pay paid to Executive during the Executive’s taxable year preceding the Executive’s taxable year of Executive’s termination of employment as determined under, and with such adjustments as are set forth in, Treasury Regulation 1.409A-1(b)(9)(iii)(A)(1) and any Internal Revenue Service guidance issued with respect thereto; or (ii) the maximum amount that may be taken into account under a qualified plan pursuant to Section 401(a)(17) of the Code for the year in which Executive’s employment is terminated.

8.Successors.

(a)The Company’s Successors. Any successor to the Company (whether direct or indirect and whether by purchase, merger, consolidation, liquidation or otherwise) to all or substantially all of the Company’s business and/or assets will assume the obligations under this Agreement and agree expressly to perform the obligations under this Agreement in the same manner and to the same extent as the Company would be required to perform such obligations in the absence of a succession. For all purposes under this Agreement, the term “Company” will include any successor to the Company’s business and/or assets which executes and delivers the assumption agreement described in this Section 8(a) or which becomes bound by the terms of this Agreement by operation of law.

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(b)Executive’s Successors. The terms of this Agreement and all rights of Executive hereunder will inure to the benefit of, and be enforceable by, Executive’s personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees.

9.Notice.

(a)General. Notices and all other communications contemplated by this Agreement will be in writing and will be deemed to have been duly given when sent electronically or personally delivered when mailed by U.S. registered or certified mail, return receipt requested and postage prepaid or when delivered by a private courier service such as UPS, DHL or Federal Express that has tracking capability. In the case of Executive, notices will be sent to the e-mail address or addressed to Executive at the home address, in either case which Executive most recently communicated to the Company in writing. In the case of the Company, electronic notices will be sent to the e-mail addresses of the Chief Executive Officer and the General Counsel and mailed notices will be addressed to its corporate headquarters, and all notices will be directed to the attention of its Chief Executive Officer and General Counsel.

(b)Notice of Termination. Any termination by the Company for Cause or by Executive for Good Reason will be communicated by a notice of termination to the other party hereto given in accordance with Section 9(a) of this Agreement. Such notice will indicate the specific termination provision in this Agreement relied upon, will set forth in reasonable detail the facts and circumstances claimed to provide a basis for termination under the provision so indicated, and will specify the termination date (which will be not more than 90 days after the giving of such notice).

10.Resignation. Upon the termination of Executive’s employment for any reason, Executive will be deemed to have resigned from all officer and/or director positions held at the Company and its affiliates voluntarily, without any further required action by Executive, as of the end of Executive’s employment and Executive, at the Board’s request, will execute any documents reasonably necessary to reflect Executive’s resignation.

11.Miscellaneous Provisions.

(a)No Duty to Mitigate. Executive will not be required to mitigate the amount of any payment contemplated by this Agreement, nor will any such payment be reduced by any earnings that Executive may receive from any other source.

(b)Waiver. No provision of this Agreement will be modified, waived or discharged unless the modification, waiver or discharge is agreed to in writing and signed by Executive and by an authorized officer of the Company (other than Executive). No waiver by either party of any breach of, or of compliance with, any condition or provision of this Agreement by the other party will be considered a waiver of any other condition or provision or of the same condition or provision at another time.

(c)Headings. All captions and section headings used in this Agreement are for convenient reference only and do not form a part of this Agreement.

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(d)Entire Agreement. This Agreement, together with the Protection Agreement and the Non-Compete Agreement, constitutes the entire agreement of the parties hereto and supersedes in their entirety all prior representations, understandings, undertakings or agreements (whether oral or written and whether expressed or implied) of the parties with respect to the subject matter hereof, including, but not limited to, any rights to any severance and/or change in control benefits set forth in Executive’s original offer letter, any prior severance agreement, [including Executive’s Change in Control and Severance Agreement with the Company dated [ ],] and/or any accelerated vesting terms set forth in an individual Equity Award agreement. No waiver, alteration, or modification of any of the provisions of this Agreement will be binding unless it is in a writing that specifically mentions this Agreement and that is signed by Executive and by an authorized officer of the Company (other than Executive).

(e)Choice of Law; Venue. The validity, interpretation, construction and performance of this Agreement will be governed by the laws of the State of New York (with the exception of its conflict of laws provisions). Any claims or legal actions by one party against the other arising out of the relationship between the parties contemplated herein (whether or not arising under this Agreement) will be commenced or maintained in any state or federal court located in New York County.

(f)Severability. The invalidity or unenforceability of any provision or provisions of this Agreement will not affect the validity or enforceability of any other provision hereof, which will remain in full force and effect.

(g)Withholding. All payments made pursuant to this Agreement will be subject to withholding of applicable income, employment and other taxes.

(h)Counterparts. This Agreement may be executed in counterparts, each of which will be deemed an original, but all of which together will constitute one and the same instrument.

[Signature Page to Follow]

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IN WITNESS WHEREOF, each of the parties has executed this Agreement, in the case of the Company by its duly authorized officer, as of the day and year set forth below.

COMPANY    ON DECK CAPITAL, INC.

By:    

Title:    

Date:    

EXECUTIVE    By:    

Date:    

[signature page of the Change in Control and Severance Agreement]

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EX-31.1

Exhibit 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO

SECURITIES EXCHANGE ACT RULES 13a-14(a) AND 15d-14(a), AS ADOPTED PURSUANT

TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Noah Breslow, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of On Deck Capital, Inc.;

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: November 7, 2017

/s/ Noah Breslow

Noah Breslow

Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO

SECURITIES EXCHANGE ACT RULES 13a-14(a) AND 15d-14(a), AS ADOPTED PURSUANT

TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Howard Katzenberg, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of On Deck Capital, Inc.;

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: November 7, 2017

/s/ Howard Katzenberg

Howard Katzenberg

Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Noah Breslow, hereby certify, as of the date hereof, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, in my capacity as Chief Executive Officer of On Deck Capital, Inc. (the "Company"), that, to my knowledge, the Quarterly Report of the Company on Form 10-Q for the fiscal quarter ended September 30, 2017 as filed with the Securities and Exchange Commission (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 7, 2017

/s/ Noah Breslow

Noah Breslow

Chief Executive Officer

EX-32.2

Exhibit 32.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Howard Katzenberg, hereby certify, as of the date hereof, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, in my capacity as Chief Financial Officer of On Deck Capital, Inc. (the "Company"), that, to my knowledge, the Quarterly Report of the Company on Form 10-Q for the fiscal quarter ended September 30, 2017 as filed with the Securities and Exchange Commission (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 7, 2017

/s/ Howard Katzenberg

Howard Katzenberg

Chief Financial Officer

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Document And Entity Information - shares	9 Months Ended
	Sep. 30, 2017	Oct. 31, 2017
Document And Entity Information [Abstract]
Entity Registrant Name	On Deck Capital, Inc.
Entity Central Index Key	0001420811
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Document Type	10-Q
Document Period End Date	Sep. 30, 2017
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	Q3
Amendment Flag	false
Entity Common Stock, Shares Outstanding (in shares)		73,635,045

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Unaudited Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Assets
Cash and cash equivalents	$ 64,292	$ 79,554
Restricted cash	56,729	44,432
Loans held for investment	957,203	1,000,445
Less: Allowance for loan losses	(104,872)	(110,162)
Loans held for investment, net	852,331	890,283
Loans held for sale	0	373
Property, equipment and software, net	24,975	29,405
Other assets	17,069	20,044
Total assets	1,015,396	1,064,091
Liabilities:
Accounts payable	2,918	5,271
Interest payable	2,213	2,122
Accrued expenses and other liabilities	30,987	38,496
Total liabilities	756,296	800,494
Commitments and contingencies (Note 9)
Stockholders’ equity (deficit):
Common stock—$0.005 par value, 1,000,000,000 shares authorized and 77,002,976 and 74,801,825 shares issued and 73,623,312 and 71,605,708 outstanding at September 30, 2017 and December 31, 2016, respectively.	385	374
Treasury stock—at cost	(7,561)	(6,697)
Additional paid-in capital	489,465	477,526
Accumulated deficit	(227,973)	(211,299)
Accumulated other comprehensive loss	(6)	(379)
Total On Deck Capital, Inc. stockholders' equity	254,310	259,525
Noncontrolling interest	4,790	4,072
Total equity	259,100	263,597
Total liabilities and equity	1,015,396	1,064,091
Funding debt
Liabilities:
Debt	702,998	726,639
Corporate debt
Liabilities:
Debt	$ 17,180	$ 27,966

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Unaudited Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
Common stock, par value (in dollars per share)	$ 0.005	$ 0.005
Common stock, shares authorized (in shares)	1,000,000,000	1,000,000,000
Common stock, shares issued (in shares)	77,002,976	74,801,825
Common stock, shares outstanding (in shares)	73,623,312	71,605,708

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Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Revenue:
Interest income	$ 80,122	$ 71,361	$ 250,954	$ 188,726
Gain on sales of loans	146	2,670	1,890	12,594
Other revenue	3,398	3,340	10,365	8,168
Gross revenue	83,666	77,371	263,209	209,488
Cost of revenue:
Provision for loan losses	39,582	36,586	118,495	94,294
Funding costs	11,330	8,452	34,223	22,548
Total cost of revenue	50,912	45,038	152,718	116,842
Net revenue	32,754	32,333	110,491	92,646
Operating expense:
Sales and marketing	11,903	16,789	42,090	50,094
Technology and analytics	11,748	15,050	41,960	42,894
Processing and servicing	4,160	5,181	13,521	14,261
General and administrative	9,440	12,375	30,917	34,233
Total operating expense	37,251	49,395	128,488	141,482
Loss from operations	(4,497)	(17,062)	(17,997)	(48,836)
Other expense:
Interest expense	(35)	(111)	(706)	(186)
Total other expense	(35)	(111)	(706)	(186)
Loss before provision for income taxes	(4,532)	(17,173)	(18,703)	(49,022)
Provision for income taxes	0	0	0	0
Net loss	(4,532)	(17,173)	(18,703)	(49,022)
Net loss attributable to noncontrolling interest	458	539	2,073	1,920
Net loss attributable to On Deck Capital, Inc. common stockholders	$ (4,074)	$ (16,634)	$ (16,630)	$ (47,102)
Net loss per share attributable to On Deck Capital, Inc. common shareholders:
Basic and diluted (in dollars per share)	$ (0.06)	$ (0.23)	$ (0.23)	$ (0.67)
Weighted-average common shares outstanding:
Basic and diluted (in shares)	73,272,085	70,971,895	72,613,221	70,750,037
Comprehensive loss:
Foreign currency translation adjustment	$ 246	$ 210	$ 682	$ 393
Comprehensive loss	(4,286)	(16,963)	(18,021)	(48,629)
Comprehensive loss attributable to noncontrolling interests	(111)	(95)	(307)	(177)
Net loss attributable to noncontrolling interest	458	539	2,073	1,920
Comprehensive loss attributable to On Deck Capital, Inc. common stockholders	$ (3,939)	$ (16,519)	$ (16,255)	$ (46,886)

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Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Cash flows from operating activities
Net income (loss)	$ (18,703)	$ (49,022)
Adjustments to reconcile net loss to net cash provided by operating activities:
Provision for loan losses	118,495	94,294
Depreciation and amortization	7,623	6,887
Amortization of debt issuance costs	2,777	3,733
Stock-based compensation	9,521	11,423
Amortization of net deferred origination costs	36,419	25,837
Changes in servicing rights, at fair value	1,440	4,074
Gain on sales of loans	(1,890)	(12,594)
Unfunded loan commitment reserve	227	(405)
Gain on extinguishment of debt	(312)	(940)
Changes in operating assets and liabilities:
Other assets	2,106	(1,221)
Accounts payable	(2,353)	1,386
Interest payable	91	826
Accrued expenses and other liabilities	(7,641)	(844)
Originations of loans held for sale	(44,489)	(238,077)
Capitalized net deferred origination costs of loans held for sale	(1,128)	(8,074)
Proceeds from sale of loans held for sale	45,921	246,051
Principal repayments of loans held for sale	1,039	6,189
Net cash provided by operating activities	149,143	89,523
Cash flows from investing activities
Change in restricted cash	(12,297)	(4,364)
Purchases of property, equipment and software	(1,129)	(6,337)
Capitalized internal-use software	(2,226)	(3,702)
Originations of term loans and lines of credit, excluding rollovers into new originations	(1,302,889)	(1,333,192)
Proceeds from sale of loans held for investment	12,396	57,238
Payments of net deferred origination costs	(32,747)	(32,909)
Principal repayments of term loans and lines of credit	1,220,673	881,077
Other	0	(201)
Purchase of loans	(13,730)	(6,672)
Net cash used in investing activities	(131,949)	(449,062)
Cash flows from financing activities
Investments by noncontrolling interests	3,443	0
Purchase of treasury shares	(864)	(576)
Proceeds from exercise of stock options and warrants	490	131
Issuance of common stock under employee stock purchase plan	1,838	2,606
Payments of debt issuance costs	(3,228)	(4,655)
Distribution to noncontrolling interest	(1,000)	0
Net cash provided by (used in) financing activities	(33,280)	285,236
Effect of exchange rate changes on cash and cash equivalents	824	429
Net decrease in cash and cash equivalents	(15,262)	(73,874)
Cash and cash equivalents at beginning of period	79,554	159,822
Cash and cash equivalents at end of period	64,292	85,948
Supplemental disclosure of other cash flow information
Cash paid for interest	31,467	16,282
Supplemental disclosures of non-cash investing and financing activities
Stock-based compensation included in capitalized internal-use software	154	1,025
Loans transferred from loans held for sale to loans held for investment	0	861
Unpaid principal balance of term loans rolled into new originations	220,925	200,637
Funding debt
Cash flows from financing activities
Proceeds from the issuance of funding debt	133,318	606,051
Repayments of funding debt principal	(156,477)	(328,321)
Corporate debt
Cash flows from financing activities
Proceeds from the issuance of funding debt	24,200	10,000
Repayments of funding debt principal	$ (35,000)	$ 0

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Organization and Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2017

Accounting Policies [Abstract]

Organization and Summary of Significant Accounting Policies

Organization and Summary of Significant Accounting Policies

On Deck Capital, Inc.’s principal activity is providing financing to small businesses located throughout the United States as well as Canada and Australia, through term loans and lines of credit. We use technology and analytics to aggregate data about a small business and then quickly and efficiently analyze the creditworthiness of the business using our proprietary credit-scoring model. We originate most of the loans in our portfolio and also purchase loans from our issuing bank partner. We subsequently transfer most loans into one of our wholly-owned subsidiaries or, from time to time, depending upon market conditions and other factors, may sell them through OnDeck Marketplace®.

Basis of Presentation and Principles of Consolidation

We prepare our condensed consolidated financial statements and footnotes in accordance with accounting principles generally accepted in the United States of America, or GAAP, as contained in the Financial Accounting Standards Board, or FASB, Accounting Standards Codification, or ASC. All intercompany transactions and accounts have been eliminated in consolidation. Certain reclassifications have been made to the prior year amounts to conform to the current year presentation. When used in these notes to condensed consolidated financial statements, the terms "we," "us," "our" or similar terms refers to On Deck Capital, Inc. and its consolidated subsidiaries.

We consolidate the financial position and results of operations of these entities. The noncontrolling interest, which is presented as a separate component of our consolidated equity, represents the minority owners' proportionate share of the equity of the jointly owned entities. The noncontrolling interest is adjusted for the minority owners' share of the earnings, losses, investments and distributions.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts in the condensed consolidated financial statements and accompanying notes. Significant estimates include allowance for loan losses, valuation of warrants, stock-based compensation expense, servicing assets/liabilities, loans purchased, capitalized software development costs, the useful lives of long-lived assets and valuation allowance for deferred tax assets. We base our estimates on historical experience, current events and other factors we believe to be reasonable under the circumstances. These estimates and assumptions are inherently subjective in nature; actual results may differ from these estimates and assumptions.

Recently Adopted Accounting Standards

In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting. ASU 2016-09 simplifies several aspects of accounting for share-based payment award transactions which include the income tax consequences, classification of awards as either equity or liabilities, classification on the statement of cash flows and forfeiture rate calculations. We adopted the new standard effective January 1, 2017. The adoption of this standard did not have a material impact on our consolidated financial statements and no prior period amounts were adjusted.

Recent Accounting Pronouncements Not Yet Adopted

In May 2014, the FASB issued ASU 2014-09, Revenue Recognition, which creates ASC 606, Revenue from Contracts with Customers, and supersedes ASC 605, Revenue Recognition. ASU 2014-09 requires revenue to be recognized in an amount that reflects the consideration to which the entity expects to be entitled in exchange for goods or services and also requires additional disclosure about the nature, amount, timing, and uncertainty of revenue and cash flows from customer contracts. The new standard will be effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Early adoption is permitted for annual reporting periods beginning after December 15, 2016. In March 2016, the FASB issued ASU 2016-08, Principal versus Agent Considerations, which makes amendments to the new revenue standard on assessing whether an entity is a principal or an agent in a revenue transaction and impacts whether an entity reports revenue on a gross or net basis. In April 2016, the FASB issued ASU 2016-10, Identifying Performance Obligations and Licensing, which makes amendments to the new revenue standard regarding the identification of performance obligations and accounting for the license of intellectual property. In May 2016, the FASB issued ASU 2016-12, Narrow-Scope Improvements and Practical Expedients, which makes amendments to the new revenue standard regarding assessing collectibility, presentation of sales taxes, noncash consideration and completed contracts and contract modifications at the time of transition to the new standard. Each amendment has the same effective date and transition requirements as the new revenue recognition standard. We completed our initial assessment of the impact of the new revenue standard noting that revenue generated in accordance with ASC 310, Receivables, and ASC 860, Transfers and Servicing, is explicitly excluded from the scope of ASC 606. Accordingly, we have concluded that our interest income, gains on loan sales and loan servicing income will not be affected by the adoption of ASC 606. Marketing fees from our issuing bank partner as well as certain fees associated with OnDeck-as-a-Service will be within the scope of ASC 606. We will adopt the requirements of the new standard effective January 1, 2018 and intend to apply the modified retrospective method of adoption with the cumulative effect of adoption, if material, recognized at the date of initial application. We believe that ASC 606 will have little, if any, impact on the timing and amount of revenue recognition as compared to the current standard and that there will be no material impact upon adoption.

In February 2016, the FASB issued ASU 2016-02, Leases, which creates ASC 842, Leases, and supersedes ASC 840, Leases. ASU 2016-02 requires lessees to recognize a right-of-use asset and lease liability for all leases with terms of more than 12 months. Recognition, measurement and presentation of expenses will depend on classification as a finance or operating lease. The new standard will be effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period and is applied retrospectively. Early adoption is permitted. We are currently assessing the impact that the adoption of this standard will have on our consolidated financial statements.

In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments. ASU 2016-13 will change the impairment model and how entities measure credit losses for most financial assets. The standard requires entities to use the new expected credit loss impairment model which will replace the incurred loss model used today. The new standard will be effective for annual reporting periods beginning after December 15, 2019. Early adoption is permitted, but not prior to December 15, 2018. We are currently assessing the impact that the adoption of this standard will have on our consolidated financial statements.

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Net Loss Per Common Share

9 Months Ended

Sep. 30, 2017

Earnings Per Share [Abstract]

Net Loss Per Common Share

Net Loss Per Common Share

Basic and diluted net loss per common share is calculated as follows (in thousands, except share and per share data):

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Numerator:
Net loss	$	(4,532	)	$	(17,173	)	$	(18,703	)	$	(49,022	)
Less: net loss attributable to noncontrolling interest	458			539			2,073			1,920
Net loss attributable to On Deck Capital, Inc. common stockholders	$	(4,074	)	$	(16,634	)	$	(16,630	)	$	(47,102	)
Denominator:
Weighted-average common shares outstanding, basic and diluted	73,272,085			70,971,895			72,613,221			70,750,037
Net loss per common share, basic and diluted	$	(0.06	)	$	(0.23	)	$	(0.23	)	$	(0.67	)

Diluted loss per common share is the same as basic loss per common share for all periods presented because the effects of potentially dilutive items were anti-dilutive given our net losses. The following common share equivalent securities have been excluded from the calculation of weighted-average common shares outstanding because the effect is anti-dilutive for the periods presented: 

	Three Months Ended September 30,		Nine Months Ended September 30,
	2017	2016	2017	2016
Anti-Dilutive Common Share Equivalents
Warrants to purchase common stock	22,000	22,000	22,000	22,000
Restricted stock units	3,528,871	4,225,480	3,528,871	4,225,480
Stock options	8,227,736	11,997,551	8,227,736	11,997,551
Employee stock purchase program	34,820	40,706	34,820	40,706
Total anti-dilutive common share equivalents	11,813,427	16,285,737	11,813,427	16,285,737

The weighted-average exercise price for warrants to purchase 2,007,846 shares of common stock was $10.70 as of September 30, 2017. For the three months and nine months ended September 30, 2017, and 2016 a warrant to purchase 1,985,846 and 2,206,496 shares of common stock, respectively, was excluded from anti-dilutive common share equivalents as performance conditions had not been met.

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Loans Held for Investment and Allowance for Loan Losses

9 Months Ended

Sep. 30, 2017

Receivables [Abstract]

Loans Held for Investment and Allowance for Loan Losses

Loans Held for Investment and Allowance for Loan Losses

Loans held for investment consisted of the following as of September 30, 2017 and December 31, 2016 (in thousands):

	September 30, 2017		December 31, 2016
Term loans	$	815,043	$	864,066
Lines of credit	125,837		116,385
Total unpaid principal balance	940,880		980,451
Net deferred origination costs	16,323		19,994
Total loans held for investment	$	957,203	$	1,000,445

During the nine months ended September 30, 2017, we paid $13.7 million to purchase term loans that we previously sold to a third party which are included in the unpaid principal balance of loans held for investment.

We include both loans we originate and loans funded by our issuing bank partner and later purchased by us as part of our originations. During the three months ended September 30, 2017 and 2016, we purchased such loans from our issuing bank partner in the amount of $101.6 million and $147.3 million, respectively. During the nine months ended September 30, 2017 and 2016, we purchased such loans in the amount of $367.3 million and $381.0 million, respectively.

The activity in the allowance for loan losses for the three months ended September 30, 2017 and 2016 consisted of the following (in thousands):

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Balance at beginning of period	$	105,217		$	73,849		$	110,162		$	53,311
Provision for loan losses	39,582			36,586			118,495			94,294
Loans charged off	(45,257		)	(25,268		)	(135,958		)	(65,411		)
Recoveries of loans previously charged off	5,330			2,201			12,173			5,174
Allowance for loan losses at end of period	$	104,872		$	87,368		$	104,872		$	87,368

When loans are charged-off, we may continue to attempt to recover amounts from the respective borrowers and guarantors, or pursue our rights through formal legal action. Alternatively, we may sell such previously charged-off loans to a third-party debt collector.  The proceeds from these sales are recorded as a component of the recoveries of loans previously charged off. For the three months ended September 30, 2017 and 2016, previously charged-off loans sold accounted for $2.4 million and $1.2 million, respectively, of recoveries of loans previously charged off. For the nine months ended September 30, 2017 and 2016, previously charged-off loans sold accounted for $6.2 million and $3.1 million, respectively, of recoveries of loans previously charged off.

As of September 30, 2017 and December 31, 2016, our credit exposure related to the undrawn line of credit balances was $194.0 million and $164.5 million, respectively. The related reserve on unfunded loan commitments was $4.1 million and $3.9 million as of September 30, 2017 and December 31, 2016, respectively. Net adjustments to the accrual for unfunded loan commitments are included in general and administrative expenses.

The following table contains information, on a combined basis, regarding the unpaid principal balance of loans we originated and the amortized cost of loans purchased from third parties other than our issuing bank partner related to non-delinquent, paying and non-paying delinquent loans as of September 30, 2017 and December 31, 2016 (in thousands):

	September 30, 2017		December 31, 2016
Non-delinquent loans	$	835,320	$	890,297
Delinquent: paying (accrual status)	61,953		36,073
Delinquent: non-paying (non-accrual status)	43,607		54,081
Total	$	940,880	$	980,451

The portion of the allowance for loan losses attributable to non-delinquent loans was $60.6 million and $59.5 million as of September 30, 2017 and December 31, 2016, respectively, while the portion of the allowance for loan losses attributable to delinquent loans was $44.3 million and $50.7 million as of September 30, 2017 and December 31, 2016, respectively.

The following table shows an aging analysis of the unpaid principal balance related to loans held for investment by delinquency status as of September 30, 2017 and December 31, 2016 (in thousands):

	September 30, 2017		December 31, 2016
By delinquency status:
Non-delinquent loans	$	835,320	$	890,297
1-14 calendar days past due	34,724		25,899
15-29 calendar days past due	20,055		15,990
30-59 calendar days past due	20,975		22,677
60-89 calendar days past due	15,658		13,952
90 + calendar days past due	14,148		11,636
Total unpaid principal balance	$	940,880	$	980,451

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Servicing Rights

9 Months Ended

Sep. 30, 2017

Transfers and Servicing [Abstract]

Servicing Rights

Servicing Rights

As of September 30, 2017 and December 31, 2016, we serviced term loans owned by others with a remaining unpaid principal balance of $141.0 million and $222.0 million, respectively. During the three months ended September 30, 2017 and 2016, we sold through OnDeck Marketplace loans with an unpaid principal balance of $5.3 million and $87.5 million, respectively, and during the nine months ended September 30, 2017 and 2016, we sold loans with an unpaid principal balance of $55.5 million and $284.9 million, respectively.

For the three months ended September 30, 2017 and 2016, we earned $0.4 million and $0.3 million of servicing revenue, respectively. For the nine months ended September 30, 2017 and 2016, we earned $1.3 million, and $0.9 million of servicing revenue, respectively.

The following table summarizes the activity related to the fair value of our servicing assets for the three and nine months ended September 30, 2017 (in thousands):

	Three Months Ended September 30,						Nine Months Ended   September 30,
	2017			2016			2017			2016
Fair value at the beginning of period	$	701		$	1,989		$	1,131		$	3,489
Addition:
Servicing resulting from transfers of financial assets	275			717			938			2,272
Changes in fair value:
Other changes in fair value (1)	(347		)	(1,019		)	(1,440		)	(4,074		)
Fair value at the end of period (Level 3)	$	629		$	1,687		$	629		$	1,687

  ___________

⁽¹⁾ Represents changes due to collection of expected cash flows through September 30, 2017 and 2016.

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Debt

9 Months Ended

Sep. 30, 2017

Debt Disclosure [Abstract]

Debt

Debt

The following table summarizes our outstanding debt as of September 30, 2017 and December 31, 2016 (in thousands):

Description	Type	Maturity Date	Weighted Average Interest Rate at September 30, 2017	September 30, 2017			December 31, 2016
Funding Debt:
ODAST II Agreement	Securitization Facility	May 2020 (1)	4.7%	$	250,000		$	250,000
ODART Agreement	Revolving	March 2019	3.9%	123,498			133,767
RAOD Agreement	Revolving	November 2018	3.7%	71,119			99,985
ODAF I Agreement	Revolving	February 2020 (2)	8.5%	81,633			100,000
ODAC Agreement	Revolving	May 2019	8.5%	76,321			65,486
PORT II Agreement	Revolving	December 2018	3.7%	67,296			52,397
Other Agreements	Various	Various (3)	Various	39,385			30,887
				709,252			732,522
Deferred Debt Issuance Cost				(6,254		)	(5,883		)
Total Funding Debt				$	702,998		$	726,639
Corporate Debt:
Square 1 Agreement	Revolving	October 2018	5.5%	17,200			28,000
Deferred Debt Issuance Cost				(20		)	(34		)
Total Corporate Debt				$	17,180		$	27,966

⁽¹⁾  The period during which remaining cash flow can be used to purchase additional loans expires April 2018.

⁽²⁾  The period during which new borrowings may be made under this facility expires in February 2019.

⁽³⁾  Maturity dates range from October 2017 to December 2018.

Certain of our loans held for investment are pledged as collateral for borrowings in our funding debt facilities. These loans totaled $773.7 million and $886.4 million as of September 30, 2017 and December 31, 2016, respectively. Our corporate debt facility is collateralized by substantially all of our assets.

ODAF I Agreement

On February 14, 2017, we entered into an amendment of the ODAF I Agreement which provided for an increase in the Lenders' revolving commitment from an aggregate amount of $100 million to $150 million, the extension of the revolving commitment termination date by approximately six months to February 14, 2019, and various technical, definitional, conforming and other changes.

ODART Agreement

On March 20, 2017, we entered into an amendment and restatement of the ODART Agreement which provided for a $50 million increase in the maximum amount of the Class A revolving loans and an increase up to $1.8 million in the maximum amount of the Class B revolving loans, thereby increasing the total facility size up to $214.1 million, an extension of the revolving commitment period during which ODART may utilize funding capacity under the Deutsche Bank Facility to March 20, 2019, a borrowing base advance rate for the Class A revolving loans of 85% and a borrowing base advance rate for the Class B revolving loans of 91%; and various technical, definitional, conforming and other changes.

ODAC Agreement

On May 4, 2017, we renewed the ODAC facility with amended terms, which provided for an increase in the revolving commitments from $75 million to $100 million and an extension of the revolving commitment period to May 3, 2019. The interest rate decreased to LIBOR (minimum of 0.75%) + 7.25% from LIBOR (minimum of 0.0%) + 9.25% and the advance rate increased from 75% to 85%.

RAOD Agreement

On May 25, 2017, we renewed the RAOD facility with amended terms which provided for an extension of the revolving commitment period to November 22, 2018; a decrease in the interest rate to LIBOR + 2.5% from LIBOR + 3.0%; and various technical, definitional, conforming and other changes.

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Fair Value of Financial Instruments

9 Months Ended

Sep. 30, 2017

Fair Value Disclosures [Abstract]

Fair Value of Financial Instruments

Fair Value of Financial Instruments

Assets and Liabilities Measured at Fair Value on a Recurring Basis Using Significant Unobservable Inputs (Level 3)

We evaluate our financial assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level at which to classify them for each reporting period. Due to the lack of transparency and quantity of transactions related to trades of servicing rights of comparable loans, we utilize an income valuation technique to estimate fair value. We utilize industry-standard modeling, such as discounted cash flow models, to arrive at an estimate of fair value and may utilize third-party service providers to assist in the valuation process. This determination requires significant judgments to be made.

The following tables present information about our assets and liabilities that are measured at fair value on a recurring basis as of September 30, 2017 and December 31, 2016 (in thousands):

	September 30, 2017
Description	Level 1		Level 2		Level 3		Total
Assets:
Servicing assets	$	—	$	—	$	629	$	629
Total assets	$	—	$	—	$	629	$	629

	December 31, 2016
Description	Level 1		Level 2		Level 3		Total
Assets:
Servicing assets	$	—	$	—	$	1,131	$	1,131
Total assets	$	—	$	—	$	1,131	$	1,131

There were no transfers between levels for the nine months ended September 30, 2017 or December 31, 2016.

The following tables presents quantitative information about the significant unobservable inputs used for certain of our Level 3 fair value measurement as of September 30, 2017 and December 31, 2016:

	September 30, 2017
	Unobservable input	Minimum		Maximum		Weighted Average
Servicing assets	Discount rate	30.00	%	30.00	%	30.00	%
	Cost of service(1)	0.09	%	0.14	%	0.12	%
	Renewal rate	42.72	%	56.07	%	52.74	%
	Default rate	10.22	%	11.00	%	10.84	%
(1)Estimated cost of servicing a loan as a percentage of unpaid principal balance.

	December 31, 2016
	Unobservable input	Minimum		Maximum		Weighted Average
Servicing assets	Discount rate	30.00	%	30.00	%	30.00	%
	Cost of service(1)	0.09	%	0.14	%	0.11	%
	Renewal rate	46.20	%	56.54	%	50.14	%
	Default rate	10.32	%	10.75	%	10.48	%
(1)Estimated cost of servicing a loan as a percentage of unpaid principal balance.

Changes in certain of the unobservable inputs noted above may have a significant impact on the fair value of our servicing asset. The following table summarizes the effect adverse changes in estimate would have on the fair value of the servicing asset as of September 30, 2017 and December 31, 2016 given hypothetical changes in default rate and cost to service (in thousands):

	September 30, 2017			December 31, 2016
	Servicing Assets
Default rate assumption:
Default rate increase of 25%	$	(62	)	$	(98	)
Default rate increase of 50%	$	(120	)	$	(188	)
Cost to service assumption:
Cost to service increase by 25%	$	(48	)	$	(60	)
Cost to service increase by 50%	$	(95	)	$	(120	)

Assets and Liabilities Disclosed at Fair Value

Because our loans held for investment, loans held for sale and fixed-rate debt are not measured at fair value, we are required to disclose their fair value in accordance with ASC 825. Due to the lack of transparency and comparable loans, we utilize an income valuation technique to estimate fair value. We utilize industry-standard modeling, such as discounted cash flow models, to arrive at an estimate of fair value and may utilize third-party service providers to assist in the valuation process. This determination requires significant judgments to be made. The following tables summarize the carrying value and fair value of our loans held for investment, loans held for sale and fixed-rate debt (in thousands):

	September 30, 2017
Description	Carrying Value		Fair Value		Level 1		Level 2		Level 3
Assets:
Loans held for investment	$	852,331	$	934,867	$	—	$	—	$	934,867
Total assets	$	852,331	$	934,867	$	—	$	—	$	934,867
Description
Liabilities:
Fixed-rate debt	$	276,324	$	262,216	$	—	$	—	$	262,216
Total fixed-rate debt	$	276,324	$	262,216	$	—	$	—	$	262,216

	December 31, 2016
Description	Carrying Value		Fair Value		Level 1		Level 2		Level 3
Assets:
Loans held for investment	$	890,283	$	979,780	$	—	$	—	$	979,780
Loans held for sale	373		394		—				394
Total assets	$	890,656	$	980,174	$	—	$	—	$	980,174
Description
Liabilities:
Fixed-rate debt	$	280,886	$	275,200	$	—	$	—	$	275,200
Total fixed-rate debt	$	280,886	$	275,200	$	—	$	—	$	275,200

The following techniques and assumptions are used in estimating fair value:

Loans held for investment and loans held for sale - Fair value is based on discounted cash flow models which contain certain unobservable inputs such as discount rate, renewal rate and default rate.

Fixed-rate debt - Our ODAST II Agreement and certain other agreements are considered fixed-rate debt. Fair value of our fixed-rate debt is based on a discounted cash flow model with an unobservable input of discount rate. For our variable rate debt, carrying value approximates fair value.

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Noncontrolling Interest

9 Months Ended

Sep. 30, 2017

Noncontrolling Interest [Abstract]

Noncontrolling Interest

Noncontrolling Interest

The following tables summarize changes in equity, including the equity attributable to noncontrolling interests, for the nine months ended September 30, 2017 and September 30, 2016 (in thousands):

	Nine Months Ended September 30, 2017
	On Deck Capital, Inc.'s stockholders' equity			Noncontrolling interest			Total
Balance as of January 1, 2017	$	259,525		$	4,072		$	263,597
Net income (loss)	(16,630		)	(2,073		)	(18,703		)
Stock based compensation	9,115			—			9,115
Exercise of options and warrants	490			—			490
Employee stock purchase plan	2,299			—			2,299
Cumulative translation adjustment	375			307			682
Purchase of shares for treasury	(864		)	—			(864		)
Investments by noncontrolling interests	—			3,443			3,443
Return of equity to noncontrolling interest	—			(959		)	(959		)
Balance at September 30, 2017	254,310			4,790			259,100
Comprehensive loss:
Net loss	(16,630		)	(2,073		)	(18,703		)
Other comprehensive income (loss):
Foreign currency translation adjustment	375			307			682
Comprehensive income (loss):	$	(16,255	)	$	(1,766	)	$	(18,021	)
	Nine Months Ended September 30, 2016
	On Deck Capital, Inc.'s stockholders' equity			Noncontrolling interest			Total
Balance as of January 1, 2016	$	322,813		$	6,609		$	329,422
Net income (loss)	(47,102		)	(1,920		)	(49,022		)
Stock based compensation	11,399			—			11,399
Exercise of options and warrants	168			—			168
Employee stock purchase plan	3,996			—			3,996
Cumulative translation adjustment	216			177			393
Purchase of shares for treasury	(576		)	—			(576		)
Balance at September 30, 2016	290,914			4,866			295,780
Comprehensive loss:
Net loss	(47,102		)	(1,920		)	(49,022		)
Other comprehensive income (loss):
Foreign currency translation adjustment	216			177			393
Comprehensive income (loss):	$	(46,886	)	$	(1,743	)	$	(48,629	)

In the third quarter of 2015, we acquired a 67% interest in an entity with the remaining 33% owned by an unrelated third party strategic partner for the purpose of providing small business loans to customers of the third party. We consolidate the financial position and results of operations of that entity. On June 29, 2017, OnDeck purchased the loans owned by that entity for an immaterial amount. That entity made a liquidating distribution to us of approximately $2 million and to the unrelated third party of approximately $1 million representing our respective proportionate share of the equity in that entity. The loan sale and distribution effectively ended the operations of that entity. No material gain or loss was recorded.

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Stock-Based Compensation

9 Months Ended

Sep. 30, 2017

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock-Based Compensation

Stock-Based Compensation

Options

The following is a summary of option activity for the nine months ended September 30, 2017:

	Number of Options		Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value (in thousands)
Outstanding at January 1, 2017	11,426,296		$	6.10	—	—
Granted	368,894		$	4.13	—	—
Exercised	(1,351,648	)	$	0.87	—	—
Forfeited	(1,095,455	)	$	9.07	—	—
Expired	(1,120,351	)	$	11.36	—	—
Outstanding at September 30, 2017	8,227,736		$	5.76	6.7	$	13,831
Exercisable at September 30, 2017	5,948,010		$	4.98	6.1	$	13,510
Vested or expected to vest as of September 30, 2017	8,164,605		$	5.75	6.7	$	13,827

Total compensation cost related to nonvested option awards not yet recognized as of September 30, 2017 was $7.3 million and will be recognized over a weighted-average period of approximately 1.8 years. The aggregate intrinsic value of employee options exercised during the nine months ended September 30, 2017 and 2016 was $5.0 million and $2.4 million, respectively.

Restricted Stock Units

The following table summarizes our activities of Restricted Stock Units ("RSUs") and Performance Restricted Stock Units ("PRSUs") during the nine months ended September 30, 2017:

	Number of RSUs		Weighted-Average Grant Date Fair Value
Unvested at January 1, 2017	3,888,768		$	8.46
RSUs and PRSUs granted	1,791,690		$	4.50
RSUs vested	(546,671	)	$	9.09
RSUs and PRSUs forfeited/expired	(1,604,916	)	$	8.15
Unvested at September 30, 2017	3,528,871		$	6.30
Expected to vest after September 30, 2017	3,121,430		$	6.36

As of September 30, 2017, there was $16.3 million of unrecognized compensation cost related to unvested RSUs and PRSUs, which is expected to be recognized over the next 2.7 years.

Stock-based compensation expense related to stock options, RSUs, PRSUs and Employee Stock Purchase Program are included in the following line items in our accompanying condensed consolidated statements of operations for the three and nine months ended September 30, 2017 and 2016 (in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016
Sales and marketing	$	538	$	920	$	1,830	$	2,749
Technology and analytics	499		793		1,824		2,437
Processing and servicing	99		227		429		781
General and administrative	1,920		1,821		5,438		5,456
Total	$	3,056	$	3,761	$	9,521	$	11,423

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Commitments and Contingencies

9 Months Ended

Sep. 30, 2017

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies

Concentrations of Credit Risk

Financial instruments that potentially subject us to significant concentrations of credit risk consist principally of cash, cash equivalents, restricted cash and loans. We hold cash, cash equivalents and restricted cash in accounts at regulated domestic financial institutions in amounts that exceed or may exceed FDIC insured amounts and at non-U.S. financial institutions where deposited amounts may be uninsured. We believe these institutions to be of acceptable credit quality and we have not experienced any related losses to date.

There is no single customer or group of customers that comprise a significant portion of our loan portfolio.

Contingencies

From time to time we are subject to legal proceedings and claims in the ordinary course of business. The results of such matters cannot be predicted with certainty. However, we believe that the final outcome of any such current matters will not result in a material adverse effect on our consolidated financial condition, consolidated results of operations or consolidated cash flows.

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Organization and Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2017

Accounting Policies [Abstract]

Basis of Presentation and Principles of Consolidation

Basis of Presentation and Principles of Consolidation

We prepare our condensed consolidated financial statements and footnotes in accordance with accounting principles generally accepted in the United States of America, or GAAP, as contained in the Financial Accounting Standards Board, or FASB, Accounting Standards Codification, or ASC. All intercompany transactions and accounts have been eliminated in consolidation.

Reclassifications

Certain reclassifications have been made to the prior year amounts to conform to the current year presentation.

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts in the condensed consolidated financial statements and accompanying notes. Significant estimates include allowance for loan losses, valuation of warrants, stock-based compensation expense, servicing assets/liabilities, loans purchased, capitalized software development costs, the useful lives of long-lived assets and valuation allowance for deferred tax assets. We base our estimates on historical experience, current events and other factors we believe to be reasonable under the circumstances. These estimates and assumptions are inherently subjective in nature; actual results may differ from these estimates and assumptions.

Recently Adopted Accounting Standards and Recent Accounting Pronouncements Not Yet Adopted

Recently Adopted Accounting Standards

In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting. ASU 2016-09 simplifies several aspects of accounting for share-based payment award transactions which include the income tax consequences, classification of awards as either equity or liabilities, classification on the statement of cash flows and forfeiture rate calculations. We adopted the new standard effective January 1, 2017. The adoption of this standard did not have a material impact on our consolidated financial statements and no prior period amounts were adjusted.

Recent Accounting Pronouncements Not Yet Adopted

In May 2014, the FASB issued ASU 2014-09, Revenue Recognition, which creates ASC 606, Revenue from Contracts with Customers, and supersedes ASC 605, Revenue Recognition. ASU 2014-09 requires revenue to be recognized in an amount that reflects the consideration to which the entity expects to be entitled in exchange for goods or services and also requires additional disclosure about the nature, amount, timing, and uncertainty of revenue and cash flows from customer contracts. The new standard will be effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Early adoption is permitted for annual reporting periods beginning after December 15, 2016. In March 2016, the FASB issued ASU 2016-08, Principal versus Agent Considerations, which makes amendments to the new revenue standard on assessing whether an entity is a principal or an agent in a revenue transaction and impacts whether an entity reports revenue on a gross or net basis. In April 2016, the FASB issued ASU 2016-10, Identifying Performance Obligations and Licensing, which makes amendments to the new revenue standard regarding the identification of performance obligations and accounting for the license of intellectual property. In May 2016, the FASB issued ASU 2016-12, Narrow-Scope Improvements and Practical Expedients, which makes amendments to the new revenue standard regarding assessing collectibility, presentation of sales taxes, noncash consideration and completed contracts and contract modifications at the time of transition to the new standard. Each amendment has the same effective date and transition requirements as the new revenue recognition standard. We completed our initial assessment of the impact of the new revenue standard noting that revenue generated in accordance with ASC 310, Receivables, and ASC 860, Transfers and Servicing, is explicitly excluded from the scope of ASC 606. Accordingly, we have concluded that our interest income, gains on loan sales and loan servicing income will not be affected by the adoption of ASC 606. Marketing fees from our issuing bank partner as well as certain fees associated with OnDeck-as-a-Service will be within the scope of ASC 606. We will adopt the requirements of the new standard effective January 1, 2018 and intend to apply the modified retrospective method of adoption with the cumulative effect of adoption, if material, recognized at the date of initial application. We believe that ASC 606 will have little, if any, impact on the timing and amount of revenue recognition as compared to the current standard and that there will be no material impact upon adoption.

In February 2016, the FASB issued ASU 2016-02, Leases, which creates ASC 842, Leases, and supersedes ASC 840, Leases. ASU 2016-02 requires lessees to recognize a right-of-use asset and lease liability for all leases with terms of more than 12 months. Recognition, measurement and presentation of expenses will depend on classification as a finance or operating lease. The new standard will be effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period and is applied retrospectively. Early adoption is permitted. We are currently assessing the impact that the adoption of this standard will have on our consolidated financial statements.

In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments. ASU 2016-13 will change the impairment model and how entities measure credit losses for most financial assets. The standard requires entities to use the new expected credit loss impairment model which will replace the incurred loss model used today. The new standard will be effective for annual reporting periods beginning after December 15, 2019. Early adoption is permitted, but not prior to December 15, 2018. We are currently assessing the impact that the adoption of this standard will have on our consolidated financial statements.

Fair Value Measurement

Because our loans held for investment, loans held for sale and fixed-rate debt are not measured at fair value, we are required to disclose their fair value in accordance with ASC 825. Due to the lack of transparency and comparable loans, we utilize an income valuation technique to estimate fair value. We utilize industry-standard modeling, such as discounted cash flow models, to arrive at an estimate of fair value and may utilize third-party service providers to assist in the valuation process. This determination requires significant judgments to be made.

We evaluate our financial assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level at which to classify them for each reporting period. Due to the lack of transparency and quantity of transactions related to trades of servicing rights of comparable loans, we utilize an income valuation technique to estimate fair value. We utilize industry-standard modeling, such as discounted cash flow models, to arrive at an estimate of fair value and may utilize third-party service providers to assist in the valuation process. This determination requires significant judgments to be made.

Loans held for investment and loans held for sale - Fair value is based on discounted cash flow models which contain certain unobservable inputs such as discount rate, renewal rate and default rate.

Fixed-rate debt - Our ODAST II Agreement and certain other agreements are considered fixed-rate debt. Fair value of our fixed-rate debt is based on a discounted cash flow model with an unobservable input of discount rate. For our variable rate debt, carrying value approximates fair value.

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Net Loss Per Common Share (Tables)

9 Months Ended

Sep. 30, 2017

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted

Basic and diluted net loss per common share is calculated as follows (in thousands, except share and per share data):

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Numerator:
Net loss	$	(4,532	)	$	(17,173	)	$	(18,703	)	$	(49,022	)
Less: net loss attributable to noncontrolling interest	458			539			2,073			1,920
Net loss attributable to On Deck Capital, Inc. common stockholders	$	(4,074	)	$	(16,634	)	$	(16,630	)	$	(47,102	)
Denominator:
Weighted-average common shares outstanding, basic and diluted	73,272,085			70,971,895			72,613,221			70,750,037
Net loss per common share, basic and diluted	$	(0.06	)	$	(0.23	)	$	(0.23	)	$	(0.67	)

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share

The following common share equivalent securities have been excluded from the calculation of weighted-average common shares outstanding because the effect is anti-dilutive for the periods presented: 

	Three Months Ended September 30,		Nine Months Ended September 30,
	2017	2016	2017	2016
Anti-Dilutive Common Share Equivalents
Warrants to purchase common stock	22,000	22,000	22,000	22,000
Restricted stock units	3,528,871	4,225,480	3,528,871	4,225,480
Stock options	8,227,736	11,997,551	8,227,736	11,997,551
Employee stock purchase program	34,820	40,706	34,820	40,706
Total anti-dilutive common share equivalents	11,813,427	16,285,737	11,813,427	16,285,737

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Loans Held for Investment and Allowance for Loan Losses (Tables)

9 Months Ended

Sep. 30, 2017

Receivables [Abstract]

Schedule of Loans

Loans held for investment consisted of the following as of September 30, 2017 and December 31, 2016 (in thousands):

	September 30, 2017		December 31, 2016
Term loans	$	815,043	$	864,066
Lines of credit	125,837		116,385
Total unpaid principal balance	940,880		980,451
Net deferred origination costs	16,323		19,994
Total loans held for investment	$	957,203	$	1,000,445

Schedule of Allowance for Loan Losses

The activity in the allowance for loan losses for the three months ended September 30, 2017 and 2016 consisted of the following (in thousands):

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Balance at beginning of period	$	105,217		$	73,849		$	110,162		$	53,311
Provision for loan losses	39,582			36,586			118,495			94,294
Loans charged off	(45,257		)	(25,268		)	(135,958		)	(65,411		)
Recoveries of loans previously charged off	5,330			2,201			12,173			5,174
Allowance for loan losses at end of period	$	104,872		$	87,368		$	104,872		$	87,368

Schedule of Non-delinquent and Delinquent Loans

The following table shows an aging analysis of the unpaid principal balance related to loans held for investment by delinquency status as of September 30, 2017 and December 31, 2016 (in thousands):

	September 30, 2017		December 31, 2016
By delinquency status:
Non-delinquent loans	$	835,320	$	890,297
1-14 calendar days past due	34,724		25,899
15-29 calendar days past due	20,055		15,990
30-59 calendar days past due	20,975		22,677
60-89 calendar days past due	15,658		13,952
90 + calendar days past due	14,148		11,636
Total unpaid principal balance	$	940,880	$	980,451

The following table contains information, on a combined basis, regarding the unpaid principal balance of loans we originated and the amortized cost of loans purchased from third parties other than our issuing bank partner related to non-delinquent, paying and non-paying delinquent loans as of September 30, 2017 and December 31, 2016 (in thousands):

	September 30, 2017		December 31, 2016
Non-delinquent loans	$	835,320	$	890,297
Delinquent: paying (accrual status)	61,953		36,073
Delinquent: non-paying (non-accrual status)	43,607		54,081
Total	$	940,880	$	980,451

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Servicing Rights (Tables)

9 Months Ended

Sep. 30, 2017

Transfers and Servicing [Abstract]

Summary of Activity for Servicing Assets

The following table summarizes the activity related to the fair value of our servicing assets for the three and nine months ended September 30, 2017 (in thousands):

	Three Months Ended September 30,						Nine Months Ended   September 30,
	2017			2016			2017			2016
Fair value at the beginning of period	$	701		$	1,989		$	1,131		$	3,489
Addition:
Servicing resulting from transfers of financial assets	275			717			938			2,272
Changes in fair value:
Other changes in fair value (1)	(347		)	(1,019		)	(1,440		)	(4,074		)
Fair value at the end of period (Level 3)	$	629		$	1,687		$	629		$	1,687

  ___________

⁽¹⁾ Represents changes due to collection of expected cash flows through September 30, 2017 and 2016.

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Debt (Tables)

9 Months Ended

Sep. 30, 2017

Debt Disclosure [Abstract]

Summary of Outstanding Debt

The following table summarizes our outstanding debt as of September 30, 2017 and December 31, 2016 (in thousands):

Description	Type	Maturity Date	Weighted Average Interest Rate at September 30, 2017	September 30, 2017			December 31, 2016
Funding Debt:
ODAST II Agreement	Securitization Facility	May 2020 (1)	4.7%	$	250,000		$	250,000
ODART Agreement	Revolving	March 2019	3.9%	123,498			133,767
RAOD Agreement	Revolving	November 2018	3.7%	71,119			99,985
ODAF I Agreement	Revolving	February 2020 (2)	8.5%	81,633			100,000
ODAC Agreement	Revolving	May 2019	8.5%	76,321			65,486
PORT II Agreement	Revolving	December 2018	3.7%	67,296			52,397
Other Agreements	Various	Various (3)	Various	39,385			30,887
				709,252			732,522
Deferred Debt Issuance Cost				(6,254		)	(5,883		)
Total Funding Debt				$	702,998		$	726,639
Corporate Debt:
Square 1 Agreement	Revolving	October 2018	5.5%	17,200			28,000
Deferred Debt Issuance Cost				(20		)	(34		)
Total Corporate Debt				$	17,180		$	27,966

⁽¹⁾  The period during which remaining cash flow can be used to purchase additional loans expires April 2018.

⁽²⁾  The period during which new borrowings may be made under this facility expires in February 2019.

⁽³⁾  Maturity dates range from October 2017 to December 2018.

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Fair Value of Financial Instruments (Tables)

9 Months Ended

Sep. 30, 2017

Fair Value Disclosures [Abstract]

Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis

The following tables present information about our assets and liabilities that are measured at fair value on a recurring basis as of September 30, 2017 and December 31, 2016 (in thousands):

	September 30, 2017
Description	Level 1		Level 2		Level 3		Total
Assets:
Servicing assets	$	—	$	—	$	629	$	629
Total assets	$	—	$	—	$	629	$	629

	December 31, 2016
Description	Level 1		Level 2		Level 3		Total
Assets:
Servicing assets	$	—	$	—	$	1,131	$	1,131
Total assets	$	—	$	—	$	1,131	$	1,131

Summary of Significant Unobservable Inputs for Level 3 Fair Value Measurement

The following tables presents quantitative information about the significant unobservable inputs used for certain of our Level 3 fair value measurement as of September 30, 2017 and December 31, 2016:

	September 30, 2017
	Unobservable input	Minimum		Maximum		Weighted Average
Servicing assets	Discount rate	30.00	%	30.00	%	30.00	%
	Cost of service(1)	0.09	%	0.14	%	0.12	%
	Renewal rate	42.72	%	56.07	%	52.74	%
	Default rate	10.22	%	11.00	%	10.84	%
(1)Estimated cost of servicing a loan as a percentage of unpaid principal balance.

	December 31, 2016
	Unobservable input	Minimum		Maximum		Weighted Average
Servicing assets	Discount rate	30.00	%	30.00	%	30.00	%
	Cost of service(1)	0.09	%	0.14	%	0.11	%
	Renewal rate	46.20	%	56.54	%	50.14	%
	Default rate	10.32	%	10.75	%	10.48	%
(1)Estimated cost of servicing a loan as a percentage of unpaid principal balance.

Summary of Effect on Changes in Estimate for Servicing Asset Fair Value

The following table summarizes the effect adverse changes in estimate would have on the fair value of the servicing asset as of September 30, 2017 and December 31, 2016 given hypothetical changes in default rate and cost to service (in thousands):

	September 30, 2017			December 31, 2016
	Servicing Assets
Default rate assumption:
Default rate increase of 25%	$	(62	)	$	(98	)
Default rate increase of 50%	$	(120	)	$	(188	)
Cost to service assumption:
Cost to service increase by 25%	$	(48	)	$	(60	)
Cost to service increase by 50%	$	(95	)	$	(120	)

Schedule of Assets and Liabilities Disclosed at Fair Value

The following tables summarize the carrying value and fair value of our loans held for investment, loans held for sale and fixed-rate debt (in thousands):

	September 30, 2017
Description	Carrying Value		Fair Value		Level 1		Level 2		Level 3
Assets:
Loans held for investment	$	852,331	$	934,867	$	—	$	—	$	934,867
Total assets	$	852,331	$	934,867	$	—	$	—	$	934,867
Description
Liabilities:
Fixed-rate debt	$	276,324	$	262,216	$	—	$	—	$	262,216
Total fixed-rate debt	$	276,324	$	262,216	$	—	$	—	$	262,216

	December 31, 2016
Description	Carrying Value		Fair Value		Level 1		Level 2		Level 3
Assets:
Loans held for investment	$	890,283	$	979,780	$	—	$	—	$	979,780
Loans held for sale	373		394		—				394
Total assets	$	890,656	$	980,174	$	—	$	—	$	980,174
Description
Liabilities:
Fixed-rate debt	$	280,886	$	275,200	$	—	$	—	$	275,200
Total fixed-rate debt	$	280,886	$	275,200	$	—	$	—	$	275,200

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Noncontrolling Interest (Tables)

9 Months Ended

Sep. 30, 2017

Noncontrolling Interest [Abstract]

Summary of Changes in Equity

The following tables summarize changes in equity, including the equity attributable to noncontrolling interests, for the nine months ended September 30, 2017 and September 30, 2016 (in thousands):

	Nine Months Ended September 30, 2017
	On Deck Capital, Inc.'s stockholders' equity			Noncontrolling interest			Total
Balance as of January 1, 2017	$	259,525		$	4,072		$	263,597
Net income (loss)	(16,630		)	(2,073		)	(18,703		)
Stock based compensation	9,115			—			9,115
Exercise of options and warrants	490			—			490
Employee stock purchase plan	2,299			—			2,299
Cumulative translation adjustment	375			307			682
Purchase of shares for treasury	(864		)	—			(864		)
Investments by noncontrolling interests	—			3,443			3,443
Return of equity to noncontrolling interest	—			(959		)	(959		)
Balance at September 30, 2017	254,310			4,790			259,100
Comprehensive loss:
Net loss	(16,630		)	(2,073		)	(18,703		)
Other comprehensive income (loss):
Foreign currency translation adjustment	375			307			682
Comprehensive income (loss):	$	(16,255	)	$	(1,766	)	$	(18,021	)
	Nine Months Ended September 30, 2016
	On Deck Capital, Inc.'s stockholders' equity			Noncontrolling interest			Total
Balance as of January 1, 2016	$	322,813		$	6,609		$	329,422
Net income (loss)	(47,102		)	(1,920		)	(49,022		)
Stock based compensation	11,399			—			11,399
Exercise of options and warrants	168			—			168
Employee stock purchase plan	3,996			—			3,996
Cumulative translation adjustment	216			177			393
Purchase of shares for treasury	(576		)	—			(576		)
Balance at September 30, 2016	290,914			4,866			295,780
Comprehensive loss:
Net loss	(47,102		)	(1,920		)	(49,022		)
Other comprehensive income (loss):
Foreign currency translation adjustment	216			177			393
Comprehensive income (loss):	$	(46,886	)	$	(1,743	)	$	(48,629	)

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Stock-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2017

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Summary of Option Activity

The following is a summary of option activity for the nine months ended September 30, 2017:

	Number of Options		Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value (in thousands)
Outstanding at January 1, 2017	11,426,296		$	6.10	—	—
Granted	368,894		$	4.13	—	—
Exercised	(1,351,648	)	$	0.87	—	—
Forfeited	(1,095,455	)	$	9.07	—	—
Expired	(1,120,351	)	$	11.36	—	—
Outstanding at September 30, 2017	8,227,736		$	5.76	6.7	$	13,831
Exercisable at September 30, 2017	5,948,010		$	4.98	6.1	$	13,510
Vested or expected to vest as of September 30, 2017	8,164,605		$	5.75	6.7	$	13,827

Schedule of Activities of RSUs

The following table summarizes our activities of Restricted Stock Units ("RSUs") and Performance Restricted Stock Units ("PRSUs") during the nine months ended September 30, 2017:

	Number of RSUs		Weighted-Average Grant Date Fair Value
Unvested at January 1, 2017	3,888,768		$	8.46
RSUs and PRSUs granted	1,791,690		$	4.50
RSUs vested	(546,671	)	$	9.09
RSUs and PRSUs forfeited/expired	(1,604,916	)	$	8.15
Unvested at September 30, 2017	3,528,871		$	6.30
Expected to vest after September 30, 2017	3,121,430		$	6.36

Schedule of Stock-based Compensation Expense

Stock-based compensation expense related to stock options, RSUs, PRSUs and Employee Stock Purchase Program are included in the following line items in our accompanying condensed consolidated statements of operations for the three and nine months ended September 30, 2017 and 2016 (in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016
Sales and marketing	$	538	$	920	$	1,830	$	2,749
Technology and analytics	499		793		1,824		2,437
Processing and servicing	99		227		429		781
General and administrative	1,920		1,821		5,438		5,456
Total	$	3,056	$	3,761	$	9,521	$	11,423

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Net Loss Per Common Share (Basic and Diluted Net Loss per Common Share) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Numerator:
Net income (loss)	$ (4,532)	$ (17,173)	$ (18,703)	$ (49,022)
Less: net loss attributable to noncontrolling interest	458	539	2,073	1,920
Net loss attributable to On Deck Capital, Inc. common stockholders	$ (4,074)	$ (16,634)	$ (16,630)	$ (47,102)
Denominator:
Weighted-average common shares outstanding, basic and diluted (in shares)	73,272,085	70,971,895	72,613,221	70,750,037
Net loss per common share, basic and diluted (in dollars per share)	$ (0.06)	$ (0.23)	$ (0.23)	$ (0.67)

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Net Loss Per Common Share (Anti-Dilutive Common Share Equivalents) (Details) - $ / shares	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive common share equivalents (in shares)	11,813,427	16,285,737	11,813,427	16,285,737
Warrants to purchase
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive common share equivalents (in shares)	1,985,846	2,206,496	1,985,846	2,206,496
Stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive common share equivalents (in shares)	8,227,736	11,997,551	8,227,736	11,997,551
Common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive common share equivalents (in shares)			2,007,846
Common stock | Warrants to purchase
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive common share equivalents (in shares)	22,000	22,000	22,000	22,000
Restricted stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive common share equivalents (in shares)	3,528,871	4,225,480	3,528,871	4,225,480
Employee stock purchase program
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive common share equivalents (in shares)	34,820	40,706	34,820	40,706
Weighted Average
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Price of shares entitled to purchase (in dollars per share)	$ 10.70		$ 10.70

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Loans Held for Investment and Allowance for Loan Losses (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total unpaid principal balance	$ 940,880	$ 980,451
Net deferred origination costs	16,323	19,994
Total loans held for investment	957,203	1,000,445
Term loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total unpaid principal balance	815,043	864,066
Lines of credit
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total unpaid principal balance	$ 125,837	$ 116,385

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Loans Held for Investment and Allowance for Loan Losses (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Accounts, Notes, Loans and Financing Receivable [Line Items]
Originations of loans held for investment, modified			$ 13,730	$ 6,672
Proceeds from sale of previously charged-off loans	$ 2,400	$ 1,200	6,200	3,100
Allowance for loan losses for non-delinquent loans	60,600		60,600		$ 59,500
Allowance for loan losses for delinquent loans	44,300		44,300		50,700
Reserve for Off-balance Sheet Activities
Accounts, Notes, Loans and Financing Receivable [Line Items]
Related accrual for unfunded loan commitments	4,100		4,100		3,900
Unused lines of Credit
Accounts, Notes, Loans and Financing Receivable [Line Items]
Off-balance sheet credit exposure	194,000		194,000		$ 164,500
Financial Institutions Borrower
Accounts, Notes, Loans and Financing Receivable [Line Items]
Originations of loans held for investment, modified	$ 101,600	$ 147,300	$ 367,300	$ 381,000

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Loans Held for Investment and Allowance for Loan Losses (Allowance Roll Forward) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Financing Receivable, Allowance for Credit Losses [Roll Forward]
Balance at beginning of period	$ 105,217	$ 73,849	$ 110,162	$ 53,311
Provision for loan losses	39,582	36,586	118,495	94,294
Loans charged off	(45,257)	(25,268)	(135,958)	(65,411)
Recoveries of loans previously charged off	5,330	2,201	12,173	5,174
Allowance for loan losses at end of period	$ 104,872	$ 87,368	$ 104,872	$ 87,368

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Loans Held for Investment and Allowance for Loan Losses (Non-delinquent, Paying and Non-paying Delinquent Loans) (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Receivables [Abstract]
Non-delinquent loans	$ 835,320	$ 890,297
Delinquent: paying (accrual status)	61,953	36,073
Delinquent: non-paying (non-accrual status)	43,607	54,081
Total unpaid principal balance	$ 940,880	$ 980,451

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Loans Held for Investment and Allowance for Loan Losses (Aging Analysis of Term Loans) (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Financing Receivable, Recorded Investment, Past Due [Line Items]
Non-delinquent loans	$ 835,320	$ 890,297
Total unpaid principal balance	940,880	980,451
1-14 calendar days past due
Financing Receivable, Recorded Investment, Past Due [Line Items]
Past due loans	34,724	25,899
15-29 calendar days past due
Financing Receivable, Recorded Investment, Past Due [Line Items]
Past due loans	20,055	15,990
30-59 calendar days past due
Financing Receivable, Recorded Investment, Past Due [Line Items]
Past due loans	20,975	22,677
60-89 calendar days past due
Financing Receivable, Recorded Investment, Past Due [Line Items]
Past due loans	15,658	13,952
90 calendar days past due
Financing Receivable, Recorded Investment, Past Due [Line Items]
Past due loans	$ 14,148	$ 11,636

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Servicing Rights (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Transfers and Servicing [Abstract]
Serviced unpaid principal balance	$ 141.0		$ 141.0		$ 222.0
Unpaid principal balance for loans sold during period	5.3	$ 87.5	55.5	$ 284.9
Servicing revenue	$ 0.4	$ 0.3	$ 1.3	$ 0.9

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Servicing Rights (Fair Value of Servicing Assets) (Details) - Term Loan - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Servicing Asset at Fair Value, Amount [Roll Forward]
Fair value at the beginning of period	$ 701	$ 1,989	$ 1,131	$ 3,489
Addition:
Servicing resulting from transfers of financial assets	275	717	938	2,272
Changes in fair value:
Other changes in fair value	(347)	(1,019)	(1,440)	(4,074)
Fair value at the end of period (Level 3)	$ 629	$ 1,687	$ 629	$ 1,687

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Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
ODAST II Agreement | Secured Debt
Debt Instrument [Line Items]
Weighted Average Interest Rate at September 30, 2017	4.70%
Debt	$ 250,000	$ 250,000
ODART Agreement | Revolving Credit Facility
Debt Instrument [Line Items]
Weighted Average Interest Rate at September 30, 2017	3.90%
Debt	$ 123,498	133,767
RAOD Agreement | Revolving Credit Facility
Debt Instrument [Line Items]
Weighted Average Interest Rate at September 30, 2017	3.70%
Debt	$ 71,119	99,985
ODAF I Agreement | Revolving Credit Facility
Debt Instrument [Line Items]
Weighted Average Interest Rate at September 30, 2017	8.50%
Debt	$ 81,633	100,000
ODAC Agreement | Revolving Credit Facility
Debt Instrument [Line Items]
Weighted Average Interest Rate at September 30, 2017	8.50%
Debt	$ 76,321	65,486
PORT II Agreement | Revolving Credit Facility
Debt Instrument [Line Items]
Weighted Average Interest Rate at September 30, 2017	3.70%
Debt	$ 67,296	52,397
Other Agreements | Revolving Credit Facility
Debt Instrument [Line Items]
Debt	39,385	30,887
Funding debt
Debt Instrument [Line Items]
Debt	709,252	732,522
Deferred Debt Issuance Cost	(6,254)	(5,883)
Total	702,998	726,639
Corporate debt
Debt Instrument [Line Items]
Total	$ 17,180	27,966
Corporate debt | Revolving Credit Facility
Debt Instrument [Line Items]
Weighted Average Interest Rate at September 30, 2017	5.50%
Debt	$ 17,200	28,000
Deferred Debt Issuance Cost	$ (20)	$ (34)

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Debt (Narrative) (Details) - USD ($)	May 25, 2017	May 24, 2017	May 04, 2017	May 03, 2017	Mar. 20, 2017	Feb. 14, 2017	Sep. 30, 2017	Feb. 13, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Loans held for investment that are pledged as collateral							$ 773,700,000		$ 886,400,000
ODAF I Agreement | Secured Debt
Debt Instrument [Line Items]
Line of credit						$ 150,000,000		$ 100,000,000
Line of credit facility, extension in expiration period						6 months
ODART Agreement - Class A | Revolving Credit Facility
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity, increase					$ 50,000,000
Borrowing base					85.00%
ODART Agreement - Class B | Revolving Credit Facility
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity, increase					$ 1,800,000
Borrowing base					91.00%
ODART Agreement | Revolving Credit Facility
Debt Instrument [Line Items]
Line of credit					$ 214,100,000
ODAC Agreement | Revolving Credit Facility
Debt Instrument [Line Items]
Borrowing base				75.00%
Amended ODAC Agreement Due May 2019 | Revolving Credit Facility
Debt Instrument [Line Items]
Borrowing base			85.00%
On Deck Asset Company, LLC | ODAC Agreement | Revolving Credit Facility
Debt Instrument [Line Items]
Line of credit				$ 75,000,000
On Deck Asset Company, LLC | Amended ODAC Agreement Due May 2019 | Revolving Credit Facility
Debt Instrument [Line Items]
Line of credit			$ 100,000,000
London Interbank Offered Rate (LIBOR) | On Deck Asset Company, LLC | RAOD Agreement | Revolving Credit Facility
Debt Instrument [Line Items]
Basis spread on variable rate		2.50%
London Interbank Offered Rate (LIBOR) | On Deck Asset Company, LLC | Amended RAOD Agreement Due November 2018 | Revolving Credit Facility
Debt Instrument [Line Items]
Basis spread on variable rate	3.00%
Minimum | London Interbank Offered Rate (LIBOR) | On Deck Asset Company, LLC | ODAC Agreement | Revolving Credit Facility
Debt Instrument [Line Items]
Basis spread on variable rate			0.00%
Minimum | London Interbank Offered Rate (LIBOR) | On Deck Asset Company, LLC | Amended ODAC Agreement Due May 2019 | Revolving Credit Facility
Debt Instrument [Line Items]
Basis spread on variable rate				0.75%
Maximum | London Interbank Offered Rate (LIBOR) | On Deck Asset Company, LLC | ODAC Agreement | Revolving Credit Facility
Debt Instrument [Line Items]
Basis spread on variable rate			9.25%
Maximum | London Interbank Offered Rate (LIBOR) | On Deck Asset Company, LLC | Amended ODAC Agreement Due May 2019 | Revolving Credit Facility
Debt Instrument [Line Items]
Basis spread on variable rate				7.25%

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Fair Value of Financial Instruments (Assets and Liabilities Measured on Recurring Basis) (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets	$ 0	$ 0
Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets	0	0
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets	934,867	980,174
Recurring Basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Servicing assets	629	1,131
Total assets	629	1,131
Recurring Basis | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Servicing assets	0	0
Total assets	0	0
Recurring Basis | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Servicing assets	0	0
Total assets	0	0
Recurring Basis | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Servicing assets	629	1,131
Total assets	$ 629	$ 1,131

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Fair Value of Financial Instruments (Servicing Rights) (Details)	9 Months Ended	12 Months Ended
	Sep. 30, 2017	Dec. 31, 2016
Minimum
Servicing Assets at Fair Value [Line Items]
Discount rate	30.00%	30.00%
Cost of service	0.09%	0.09%
Renewal rate	42.72%	46.20%
Default rate	10.22%	10.32%
Maximum
Servicing Assets at Fair Value [Line Items]
Discount rate	30.00%	30.00%
Cost of service	0.14%	0.14%
Renewal rate	56.07%	56.54%
Default rate	11.00%	10.75%
Weighted Average
Servicing Assets at Fair Value [Line Items]
Discount rate	30.00%	30.00%
Cost of service	0.12%	0.11%
Renewal rate	52.74%	50.14%
Default rate	10.84%	10.48%

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Fair Value of Financial Instruments (Servicing Assets) (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2017	Dec. 31, 2016
Fair Value Disclosures [Abstract]
Default rate assumption, default rate increase of 25%	25.00%
Default rate assumption, default rate increase of 50%	50.00%
Cost to service assumption, cost to service increase by 25%	25.00%
Cost to service assumption, cost to service increase by 50%	50.00%
Default rate increase	$ (62)	$ (98)
Default rate increase	(120)	(188)
Cost to service increase	(48)	(60)
Cost to service increase	$ (95)	$ (120)

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Fair Value of Financial Instruments (Assets and Liabilities Measured at Fair Value) (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held for investment	$ 0	$ 0
Loans held for sale		0
Total assets	0	0
Fixed-rate debt	0	0
Total fixed-rate debt	0	0
Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held for investment	0	0
Total assets	0	0
Fixed-rate debt	0	0
Total fixed-rate debt	0	0
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held for investment	934,867	979,780
Loans held for sale		394
Total assets	934,867	980,174
Fixed-rate debt	262,216	275,200
Total fixed-rate debt	262,216	275,200
Carrying Value
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held for investment	852,331	890,283
Loans held for sale		373
Total assets	852,331	890,656
Fixed-rate debt	276,324	280,886
Total fixed-rate debt	276,324	280,886
Fair Value
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held for investment	934,867	979,780
Loans held for sale		394
Total assets	934,867	980,174
Fixed-rate debt	262,216	275,200
Total fixed-rate debt	$ 262,216	$ 275,200

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Noncontrolling Interest (Details) - USD ($) $ in Thousands		3 Months Ended		9 Months Ended
	Jun. 29, 2017	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance				$ 263,597	$ 329,422
Net income (loss)		$ (4,532)	$ (17,173)	(18,703)	(49,022)
Stock based compensation				9,115	11,399
Exercise of options and warrants				490	168
Employee stock purchase plan				2,299	3,996
Foreign currency translation adjustment		246	210	682	393
Purchase of shares for treasury				(864)	(576)
Investments by noncontrolling interests				3,443
Return of equity to noncontrolling interest	$ (1,000)			(959)
Ending balance		259,100	295,780	259,100	295,780
Comprehensive loss:
Net income (loss)		(4,532)	(17,173)	(18,703)	(49,022)
Other comprehensive income (loss):
Foreign currency translation adjustment		246	210	682	393
Comprehensive loss		(4,286)	(16,963)	(18,021)	(48,629)
On Deck Capital, Inc.'s stockholders' equity
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance				259,525	322,813
Net income (loss)				(16,630)	(47,102)
Stock based compensation				9,115	11,399
Exercise of options and warrants				490	168
Employee stock purchase plan				2,299	3,996
Foreign currency translation adjustment				375	216
Purchase of shares for treasury				(864)	(576)
Investments by noncontrolling interests				0
Return of equity to noncontrolling interest				0
Ending balance		254,310	290,914	254,310	290,914
Comprehensive loss:
Net income (loss)				(16,630)	(47,102)
Other comprehensive income (loss):
Foreign currency translation adjustment				375	216
Comprehensive loss				(16,255)	(46,886)
Noncontrolling interest
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance				4,072	6,609
Net income (loss)				(2,073)	(1,920)
Stock based compensation				0	0
Exercise of options and warrants				0	0
Employee stock purchase plan				0	0
Foreign currency translation adjustment				307	177
Purchase of shares for treasury				0	0
Investments by noncontrolling interests				3,443
Return of equity to noncontrolling interest				(959)
Ending balance		$ 4,790	$ 4,866	4,790	4,866
Comprehensive loss:
Net income (loss)				(2,073)	(1,920)
Other comprehensive income (loss):
Foreign currency translation adjustment				307	177
Comprehensive loss				$ (1,766)	$ (1,743)

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Noncontrolling Interest - Narrative (Details) - USD ($) $ in Thousands		9 Months Ended
	Jun. 29, 2017	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2015
Noncontrolling Interest [Abstract]
Ownership percentage by parent				67.00%
Ownership percentage by noncontrolling owners				33.00%
Proceeds from noncontrolling interests	$ 2,000	$ 3,443	$ 0
Return of equity to noncontrolling interest	$ 1,000	$ 959

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Stock-Based Compensation (Summary of Option Activity) (Details) $ / shares in Units, $ in Thousands	9 Months Ended
	Sep. 30, 2017 USD ($) $ / shares shares
Number of Options
Beginning balance (in shares) | shares	11,426,296
Granted (in shares) | shares	368,894
Exercised (in shares) | shares	(1,351,648)
Forfeited (in shares) | shares	(1,095,455)
Expired (in shares) | shares	(1,120,351)
Ending balance (in shares) | shares	8,227,736
Exercisable, number of options (in shares) | shares	5,948,010
Vested or expected to vest, number of options (in shares) | shares	8,164,605
Weighted- Average Exercise Price
Beginning balance, weighted-average exercise price (in dollars per share) | $ / shares	$ 6.10
Granted (in dollars per share) | $ / shares	4.13
Exercised (in dollars per share) | $ / shares	0.87
Forfeited (in dollars per share) | $ / shares	9.07
Expired (in dollars per share) | $ / shares	11.36
Ending balance, weighted-average exercise price (in dollars per share) | $ / shares	5.76
Exercisable, weighted-average exercise price (in dollars per share) | $ / shares	4.98
Vested or expected to vest, weighted-average exercise price (in dollars per share) | $ / shares	$ 5.75
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
Outstanding, weighted-average remaining contractual term	6 years 8 months 19 days
Outstanding, aggregate intrinsic value | $	$ 13,831
Exercisable, weighted-average remaining contractual term	6 years 29 days
Exercisable, aggregate intrinsic value | $	$ 13,510
Vested or expected to vest, weighted-average remaining contractual term	6 years 8 months 19 days
Vested or expected to vest, aggregate intrinsic value | $	$ 13,827

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Stock-Based Compensation (Options) (Narrative) (Details) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Compensation cost for nonvested option awards not yet recognized	$ 7.3
Weighted-average recognition period	1 year 9 months 18 days
Aggregate intrinsic value	$ 5.0	$ 2.4

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Stock-Based Compensation (Restricted Stock Unit Activity) (Details) - Restricted Stock Units (RSUs)	9 Months Ended
	Sep. 30, 2017 $ / shares shares
Number of RSUs
Unvested, number of RSUs, beginning balance (in shares) | shares	3,888,768
RSUs and PRSUs granted (in shares) | shares	1,791,690
RSUs vested (in shares) | shares	(546,671)
RSUs forfeited/expired (in shares) | shares	(1,604,916)
Unvested, number of RSUs, ending balance (in shares) | shares	3,528,871
Expected to vest after September 30, 2017 (in shares) | shares	3,121,430
Weighted-Average Grant Date Fair Value
Unvested, weighted-average grant date fair value, beginning balance (in dollars per share) | $ / shares	$ 8.46
RSUs and PRSUs granted (in dollars per share) | $ / shares	4.50
RSUs vested (in dollars per share) | $ / shares	9.09
RSUs forfeited/expired (in dollars per share) | $ / shares	8.15
Unvested, weighted-average grant date fair value, ending balance (in dollars per share) | $ / shares	6.30
Expected to vest after September 30, 2017 (in dollars per share) | $ / shares	$ 6.36

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Stock-Based Compensation (Restricted Stock Units) (Narrative) (Details) $ in Millions	9 Months Ended
	Sep. 30, 2017 USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Recognition period	1 year 9 months 18 days
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost	$ 16.3
Recognition period	2 years 8 months 12 days

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Stock-Based Compensation (Stock-based Compensation Expense) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation	$ 3,056	$ 3,761	$ 9,521	$ 11,423
Sales and marketing
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation	538	920	1,830	2,749
Technology and analytics
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation	499	793	1,824	2,437
Processing and servicing
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation	99	227	429	781
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation	$ 1,920	$ 1,821	$ 5,438	$ 5,456