SoFi CEO enters prepaid forward contract on 1.5 million shares

SoFi Technologies Inc. (NASDAQ: SOFI) Chief Executive Officer Anthony Noto entered into a prepaid variable forward contract on August 28, 2025, involving 1,500,000 shares of the company's common stock with an unaffiliated third-party dealer.

The contract covers approximately 7% of Noto's beneficial ownership in SoFi and less than 1% of the company's total outstanding shares. Under the agreement, Noto received an upfront cash payment of $24,107,850 in exchange for pledging the shares to secure his obligations.

The contract matures on or about August 28, 2028, at which point Noto may either deliver shares or settle in cash. The settlement amount will be determined by SoFi's share price relative to a floor price of $18.21 per share and a cap price of $49.18 per share.

If Noto chooses share delivery, he would surrender 555,409 shares if the stock price reaches $49.18, or the full 1,500,000 shares if the price falls to $18.21 or below. Noto retains voting, dividend and other rights in the pledged shares during the contract term.

According to the company's statement, Noto has not sold any SoFi common stock since joining in early 2018, instead purchasing 2,775,307 shares on the open market over the past four years. The company noted that a majority of Noto's compensation consists of company equity.

The information was disclosed in a company statement regarding the transaction.

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