Form 4: OppFi Director and 10% Owner Sells Over 212,000 Shares Under Pre-Arranged Trading Plan

Theodore G. Schwartz, a Director and 10% owner of OppFi Inc., sold a total of 212,703 shares of Class A Common Stock in mid-June 2025, following the conversion of Class A Common Units, as part of a pre-arranged Rule 10b5-1 trading plan.

Summary

• Theodore G. Schwartz, a Director and 10% owner of OppFi Inc. (OPFI), reported multiple transactions involving the company's stock on June 16 and June 17, 2025.
• These transactions involved the conversion of Class A Common Units of Opportunity Financial, LLC into Class A Common Stock of OppFi Inc., followed by the sale of these shares.
• On June 16, 2025, a total of 90,172 Class A Common Units (60,114 by LTHS Capital Group LP and 30,058 by LTHS Revocable Trust) were converted into an equivalent number of Class A Common Stock shares.
• Simultaneously, 90,172 shares of Class V Common Stock were cancelled, as they represent non-economic voting interests tied to the Class A Common Units.
• The 90,172 Class A Common Stock shares were then sold at a weighted average price of $12.41 per share.
• On June 17, 2025, an additional 122,531 Class A Common Units (81,687 by LTHS Capital Group LP and 40,844 by LTHS Revocable Trust) were converted into Class A Common Stock.
• An equivalent 122,531 shares of Class V Common Stock were also cancelled.
• These 122,531 Class A Common Stock shares were sold at a weighted average price of $11.8052 per share.
• The total number of Class A Common Stock shares sold across both days was 212,703.
• The sales were executed pursuant to a Rule 10b5-1 trading plan adopted on December 10, 2024.
• Following these transactions, the reporting person, through associated entities, beneficially owns 22,387,359 shares of Class V Common Stock and 22,387,359 Class A Common Units, which can be exchanged for Class A Common Stock.

Sentiment

Score: 5

Explanation: The sentiment is neutral. While insider selling can be perceived negatively, the fact that it was conducted under a pre-arranged 10b5-1 plan mitigates concerns that it's based on new, negative information. It's a planned liquidity event.

Positives

• The sales were conducted under a pre-arranged Rule 10b5-1 trading plan, indicating a planned liquidity event rather than a reaction to new negative company developments.

Negatives

• Significant insider selling by a director and 10% owner could be perceived negatively by the market, potentially signaling a lack of confidence, even if pre-planned.
• The sales occurred at varying prices, with the second day's sales at a lower weighted average price ($11.8052) compared to the first day's ($12.41).

Risks

• Potential negative market perception due to significant insider selling, which could put downward pressure on the stock price.

Future Outlook

N/A

Industry Context

This Form 4 filing details routine insider transactions and does not provide broader industry context or trends. It reflects a pre-planned liquidity event for a significant shareholder rather than a strategic industry move.

Related Party Transactions

• The transactions involve Theodore G. Schwartz, a Director and 10% owner, and entities (LTHS Capital Group LP, LTHS Revocable Trust, OppFi Shares, LLC) over which he has indirect control or beneficial ownership, making them related party transactions.

Stakeholder Impact

• Shareholders: May view the insider selling with caution, though the 10b5-1 plan mitigates immediate concerns about company performance. The sales could contribute to minor downward pressure on the stock price due to increased supply.

Key Dates

Recommendation

Keywords

OppFi Inc., OPFI, SEC Form 4, Insider Trading, Theodore G. Schwartz, Stock Sale, Rule 10b5-1 Plan, Class A Common Stock, Class V Common Stock, Class A Common Units, Director, 10% Owner