FlexShopper, Inc. — Director's Dealing 2018

May 24, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FlexShopper, Inc. (FPAY)
CIK: 0001397047
Period of Report: 2018-05-23

Reporting Person: Waterfall Asset Management, LLC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-05-23	Common Stock	X	175000	$0.01	Acquired	1629546	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-05-23	Warrant to Purchase Common Stock	$0.01	X	3	Disposed	2023-04-03	Common Stock (175000)	Indirect

Footnotes

F1: All of the shares are owned, and prior to their exercise the warrants were owned, by funds for which the Reporting Person serves as investment manager. Pursuant to the terms of an Investor Rights Agreement with the Issuer, the Reporting Person has the right to nominate one person to the Issuer's board of directors. The Reporting Person disclaims ownership of the securities except to the extent of its pecuniary interest.