Sec Form 4 Filing - Philips Jeremy @ Affirm Holdings, Inc. - 2021-11-12

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
Philips Jeremy
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 _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
137 NEWBURY STREET, 8TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
11/12/2021
(Street)
BOSTON, MA02116
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 11/12/2021 J( 1 ) 2,035,521 D $ 0 0 I See Footnote( 2 )
Class A Common Stock 11/12/2021 J( 5 ) 762,389 A $ 0 762,389 D
Class A Common Stock 11/12/2021 J( 9 ) 12,572 A $ 0 12,572 I See Footnote( 10 )
Class A Common Stock 11/12/2021 J( 3 ) 9,687 D $ 0 0 I See Footnote( 4 )
Class A Common Stock 11/12/2021 J( 6 ) 2,305 A $ 0 764,694 D
Class A Common Stock 11/15/2021 S 10,868 D $ 150 753,826 D
Class A Common Stock 11/15/2021 S 100 D $ 150.01 753,726 D
Class A Common Stock 74,243 I See Footnote( 7 )
Class A Common Stock 757 I See Footnote( 8 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Philips Jeremy
137 NEWBURY STREET, 8TH FLOOR
BOSTON, MA02116
X
Signatures
/s/ Jeremy Philips 11/16/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Spark Growth Management Partners, LLC ("SGMP") to its members.
( 2 )These shares are held of record by SGMP. The Reporting Person is a managing member of SGMP and may be deemed to share investment, voting and dispositive power over these 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.
( 3 )Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Spark Growth Management Partners III, LLC ("SGMP III") to its members.
( 4 )These shares are held of record by SGMP III. The Reporting Person is a managing member of SGMP III and may be deemed to share investment, voting and dispositive power over these 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.
( 5 )Represents a change in the form of ownership of the Reporting Person by virtue of receipt of shares as a result of the pro-rata in-kind distribution of Class A Common Stock of the Issuer for no consideration by SGMP.
( 6 )Represents a change in the form of ownership of the Reporting Person by virtue of receipt of shares as a result of the pro-rata in-kind distribution of Class A Common Stock of the Issuer for no consideration by SGMP III.
( 7 )These shares are held of record by Spark Capital Growth Fund III, L.P. ("Spark Growth III"). SGMP III is the general partner of Spark Growth III. The Reporting Person is a managing member of SGMP III and may be deemed to share investment, voting and dispositive power over these 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.
( 8 )These shares are held of record by Spark Capital Growth Founders' Fund III, L.P. ("Spark Growth FF III"). SGMP III is the general partner of Spark Growth FF III. The Reporting Person is a managing member of SGMP III and may be deemed to share investment, voting and dispositive power over these 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.
( 9 )Represents a change in the form of ownership of Spark Capital Partners, LLC ("SCP") by virtue of the receipt of shares in the pro-rata in-kind distribution of Class A Common Stock of the Issuer for no consideration by SGMP.
( 10 )The shares are held by SCP. The Reporting Person is a managing member of SCP and may be deemed to share investment, voting and dispositive power over these shares. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, 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.

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