Sec Form 4 Filing - Heavener Micah @ SoFi Technologies, Inc. - 2021-05-28

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
Heavener Micah
2. Issuer Name and Ticker or Trading Symbol
SoFi Technologies, Inc. [ SOFI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Head of Operations
(Last) (First) (Middle)
C/O SOFI TECHNOLOGIES, INC., 234 1ST STREET
3. Date of Earliest Transaction (MM/DD/YY)
05/28/2021
(Street)
SAN FRANCISCO, CA94105
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
Common Stock 05/28/2021 A 99,996 A 99,996 D
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
Restricted Stock Unit ( 2 ) 05/28/2021 A 78,426 ( 3 ) ( 3 ) Common Stock 78,426 $ 0 78,4 26 D
Restricted Stock Unit ( 4 ) 05/28/2021 A 4,357 ( 5 ) ( 5 ) Common Stock 4,357 $ 0 4,357 D
Restricted Stock Unit ( 6 ) 05/28/2021 A 61,433 ( 7 ) ( 7 ) Common Stock 61,433 $ 0 61,433 D
Restricted Stock Unit ( 8 ) 05/28/2021 A 227,576 ( 9 ) ( 9 ) Common Stock 227,576 $ 0 227,576 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Heavener Micah
C/O SOFI TECHNOLOGIES, INC.
234 1ST STREET
SAN FRANCISCO, CA94105
Head of Operations
Signatures
/s/ Deanna Smith, Attorney-in Fact 06/02/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Received in connection with the Issuer's business combination (the "Business Combination") with Social Finance, Inc. ("Legacy SoFi") in accordance with the terms of the Agreement and Plan of Merger, dated as of January 7, 2021, as amended on March 16, 2021, by and among the Issuer (f/k/a Social Capital Hedosophia Holdings Corp. V), Plutus Merger Sub Inc. ("Merger Sub") and Legacy SoFi (the "Merger Agreement"), pursuant to which Merger Sub merged with and into Legacy SoFi, with Legacy SoFi surviving the merger as a wholly-owned subsidiary of the Issuer.
( 2 )Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock upon settlement for no consideration.
( 3 )In connection with the Business Combination, the unvested portion of this Legacy SoFi outstanding RSU award was converted into an RSU award denominated in shares of the Issuer's common stock. The unvested portion of the outstanding RSU award will continue to vest as to 13,071 RSUs per quarter in equal quarterly installments, subject to the reporting person's continued service with the Issuer through the applicable vesting date, with each installment representing 1/16th of the total number of RSUs originally granted pursuant to this award, as such total number was converted in the Business Combination.
( 4 )Each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement for no consideration.
( 5 )In connection with the Business Combination, the unvested portion of this Legacy SoFi outstanding RSU award was converted into an RSU award denominated in shares of the Issuer's common stock. The unvested portion of the outstanding RSU award will continue to vest as to 2,179 RSUs per quarter in equal quarterly installments, subject to the reporting person's continued service with the Issuer through the applicable vesting date, with each installment representing 1/8th of the total number of RSUs originally granted pursuant to this award, as such total number was converted in the Business Combination.
( 6 )Each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement for no consideration.
( 7 )In connection with the Business Combination, the unvested portion of this Legacy SoFi outstanding RSU award was converted into an RSU award denominated in shares of the Issuer's common stock. The unvested portion of the outstanding RSU award will continue to vest as to 5,119 RSUs per quarter in equal quarterly installments, subject to the reporting person's continued service with the Issuer through the applicable vesting date, with each installment representing 1/16th of the total number of RSUs originally granted pursuant to this award, as such total number was converted in the Business Combination.
( 8 )Each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement for no consideration.
( 9 )In connection with the Business Combination, the unvested portion of this Legacy SoFi outstanding RSU award was converted into an RSU award denominated in shares of the Issuer's common stock. The unvested portion of the outstanding RSU award will continue to vest as to 15,171 RSUs per quarter in equal quarterly installments, subject to the reporting person's continued service with the Issuer through the applicable vesting date, with each installment representing 1/16th of the total number of RSUs originally granted pursuant to this award, as such total number was converted in the Business Combination.

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