Form 4 Oportun Financial Corp For: Dec 06 Filed by: COBLENTZ JONATHAN AARON

December 8, 2023 8:20 PM EST
Washington, D.C. 20549


Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB Number: 3235-0287
Expires: December 31, 2014
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hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *

(Last) (First) (Middle)


(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Oportun Financial Corp [ OPRT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CFO & Chief Admin Officer
3. Date of Earliest Transaction (Month/Day/Year)
4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/06/2023   A   20,101 (1) A (2) 216,853 D  
Common Stock               272,780 I See footnote. (3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Stock Units (2) 12/06/2023   A   20,101 (4)     (4) 03/10/2026 Common Stock 20,101 (4) $ 0 20,101 D  
Explanation of Responses:
1. The Restricted Stock Units (RSU) vest in 3 equal annual installments from the vesting commencement date of March 10, 2023, subject to the continued service of the Reporting Person on each vesting date.
2. Each Restricted Stock Unit (RSU) and each Performance-Based RSU (PSU) represents the right to receive, at settlement, one share of common stock.
3. These shares are held in the Jonathan A. Coblentz Revocable Trust U/A/D 3/31/2017 for which the Reporting Person is the Trustee.
4. PSUs will vest based on the Company's achievement of absolute total shareholder return (Company TSR). The TSR period will be the three (3) year period covering calendar years 2023 through 2025. The performance metric will be met, and the PSUs will vest, based on percentile achievement. The Company's Compensation Committee will determine and certify in writing within forty-five (45) days following the last day of the TSR period, whether the Company has achieved any TSR goals. In addition to such performance requirements, the PSUs are subject to satisfying service-based requirements and any PSUs that are achieved will be scheduled to vest on March 10, 2026.
/s/Kathleen Layton (Attorney-in-Fact) 12/08/2023
** 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 4 (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.

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