SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Michalek Libor

(Last) (First) (Middle)
C/O AFFIRM HOLDINGS, INC.
650 CALIFORNIA STREET

(Street)
SAN FRANCISCO CA 94108

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/13/2021
3. Issuer Name and Ticker or Trading Symbol
Affirm Holdings, Inc. [ AFRM ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President, Technology
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock 875,265 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock (1) (1) Class A Common Stock 875,265 (1) D
Stock Options (right to buy) 11/01/2016 05/28/2025 Class A Common Stock 76,923 $1.3 D
Stock Options (right to buy) 01/01/2020 05/28/2025 Class A Common Stock 298,077 $1.3 D
Stock Options (right to buy) (2) 11/16/2027 Class A Common Stock 400,000 $2.04 D
Stock Options (right to buy) (3) 12/16/2029 Class A Common Stock 600,000 $8.8 D
Stock Options (right to buy) (4) 01/11/2031 Class A Common Stock 443,571 $49 D
Restricted Stock Units (5) (5) Class A Common Stock 112,653 (5) D
Explanation of Responses:
1. Each share of the Issuer's Class B common stock, par value $0.00001 per share ("Class B Common Stock"), is convertible at any time into one share of the Issuer's Class A common stock, par value $0.00001 per share ("Class A Common Stock"). The Class B Common Stock has no expiration date.
2. Stock options vest monthly at the rate of 1/48 of the shares of Class A Common Stock underlying the stock option following October 9, 2017, the vesting commencement date, subject to continued service with the Issuer. The Reporting Person can elect to exercise the stock options at any time, provided that the shares acquired upon exercise remain subject to the applicable vesting schedule.
3. Stock options vest monthly at the rate of 1/48 of the shares of Class A Common Stock underlying the stock option following December 4, 2019, the vesting commencement date, subject to continued service with the Issuer. The Reporting Person can elect to exercise the stock options at any time, provided that the shares acquired upon exercise remain subject to the applicable vesting schedule.
4. Stock options vest with respect to 5% of the shares of Class A Common Stock underlying the stock option on the six-month anniversary of January 1, 2021, the vesting commencement date, and the remainder of the grant will vest in quarterly installments over a period of four years, in annual aggregate amounts equal to 15%, 20%, 30% and 30%, respectively, subject to the Reporting Person's continued employment with the Issuer as of each vesting date. The Reporting Person can elect to exercise the stock options at any time, provided that the shares acquired upon exercise remain subject to the applicable vesting schedule.
5. Restricted stock units vest with respect to 5% of the shares of Class A Common Stock underlying the restricted stock units on the six-month anniversary of January 1, 2021, the vesting commencement date, and the remainder of the grant will vest in quarterly installments over a period of four years, in annual aggregate amounts equal to 15%, 20%, 30% and 30%, respectively, subject to the Reporting Person's continued employment with the Issuer as of each vesting date.
Remarks:
/s/ Sharda Caro del Castillo as Attorney-in-Fact 01/13/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.