Sec Form 3 Filing - Levchin Max R @ Affirm Holdings, Inc. - 2021-01-13

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Levchin Max R 2. Issuer Name and Ticker or Trading Symbol Affirm Holdings, Inc. [ AFRM] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Executive Officer (Last) (First) (Middle) C/O AFFIRM HOLDINGS, INC., 650 CALIFORNIA STREET 3. Date of Earliest Transaction (MM/DD/YY) 01/13/2021 (Street) SAN FRANCISCO, CA94108 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Class A Common Stock 735,294 I By Levchin 2012 Irrevocable Trust ( 1 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 Class B Common Stock ( 2 ) ( 2 ) ( 2 ) Class A Common Stock 15,397,650 D Class B Common Stock ( 2 ) ( 2 ) ( 2 ) Class A Common Stock 10,714,287 I By 2012 MRL Investments LLC ( 3 ) Class B Common Stock ( 2 ) ( 2 ) ( 2 ) Class A Common Stock 735,294 I By Levchin 2012 Irrevocable Trust ( 1 ) Performance Based Stock Options ( 4 ) ( 5 ) ( 4 )( 5 ) ( 4 )( 5 ) Class A Common Stock 12,500,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Levchin Max R C/O AFFIRM HOLDINGS, INC. 650 CALIFORNIA STREET SAN FRANCISCO, CA94108 X X Chief Executive Officer Signatures /s/ Sharda Caro del Castillo as Attorney-in-Fact 01/13/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )As joint settlors of the Levchin 2012 Irrevocable Trust, the Reporting Person and his spouse jointly have the right to acquire the shares held by the trust but do not have voting or investment power over such shares. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. ( 2 )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. ( 3 )The Reporting Person has sole voting and investment power over the shares held by 2012 MRL Investments LLC. ( 4 )As described in the Issuer's registration statement on Form S-1 (File No. 333-250184) (the "S-1") under the heading "Executive and Director Compensation-New Chief Executive Officer Compensation," in connection with the Issuer's initial public offering, the Reporting Person was granted a multi-year performance-based stock option providing the Reporting Person with the opportunity to earn the ability to purchase shares Class A Common Stock (the "Value Creation Award"). The Value Creation Award will only be earned if the Class A Common Stock attains certain stock price hurdles over a period of five years, as further described in the S-1 under the heading "Executive and Director Compensation-New Chief Executive Officer Compensation," subject to the Reporting Person's continued service to the Issuer. (continued in next footnote) ( 5 )The Value Creation Award is divided into ten tranches which the Reporting Person may earn by satisfying a performance condition within a five-year period from the date of grant. Once earned as a result of satisfying the performance condition, the earned tranche of the Value Creation Award becomes vested and exercisable upon the satisfaction of a time condition. Any portion of the Value Creation Award that has not been earned by the fifth anniversary of the grant date will be forfeited.

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).

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