OppFi Inc. — Director's Dealing 2022

Dec 13, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: OppFi Inc. (OPFI)
CIK: 0001818502
Period of Report: 2022-12-08

Reporting Person: Schwartz Todd G. (Director, Chief Executive Officer, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-12-08	Class A Common Stock	P	8100	$2.4167	Acquired	454610	Indirect
2022-12-09	Class A Common Stock	P	7225	$2.4951	Acquired	461835	Indirect
2022-12-09	Class A Common Stock	M	18484	$0.00	Acquired	18484	Direct
2022-12-09	Class V Common Stock	D	100000	$0.00	Disposed	95007369	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-12-09	Restricted Stock Units	$0.00	M	18484	Disposed		Class A Common Stock (18484)	Direct

Footnotes

F1: The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions with prices ranging from $2.40 to $2.43 for a weighted average sale price of $2.4167. The reporting person undertakes to provide the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. All shares were purchased in accordance with the daily volume and other limitations and requirements of Rule 10b-18.

F2: The reporting person is the sole trustee of TGS Revocable Trust.

F3: The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions with prices ranging from $2.46 to $2.52 for a weighted average sale price of $2.4951. The reporting person undertakes to provide the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. All shares were purchased in accordance with the daily volume and other limitations and requirements of Rule 10b-18.

F4: On December 9, 2022, the reporting person received shares of Class A Common Stock, par value $0.0001 per share, of the issuer in settlement of restricted stock units ("RSUs"), which vested on July 20, 2022.

F5: Shares of Class V common stock, par value $0.0001 per share ("Class V Common Stock"), of the issuer represent voting, non-economic interests in the issuer. Except as provided in the issuer's certificate of incorporation, as amended, or as required by applicable law, holders of Class V Common Stock will be entitled to one vote per share of Class V Common Stock on all matters to be voted on by the issuer's stockholders generally.

F6: Reflects the surrender and cancellation of shares of Class V Common Stock to the issuer in connection with the exchange of Class A common units of Opportunity Financial, LLC ("Opportunity Financial") by members thereof, other than the reporting person, for shares of Class A common stock, par value $0.0001 per share, of the issuer pursuant to the exchange provisions of the Third Amended and Restated Limited Liability Company Agreement of Opportunity Financial.

F7: The shares of Class V Common Stock are held by OppFi Shares, LLC ("OFS"), which has sole voting power over the shares of Class V Common Stock reported in Table I hereof. OFS is wholly owned by TGS Revocable Trust, whose sole trustee is the reporting person. By virtue of these relationships, the reporting person may be deemed to have voting power over the shares of Class V Common Stock held by OFS. The reporting person disclaims beneficial ownership of the shares of Class V Common Stock held by OFS, except to the extent of his pecuniary interest therein.

F8: Each RSU represents a contingent right to receive one share of OppFi Inc. Class A Common Stock, par value $0.0001 per share, and was granted pursuant to the OppFi Inc. 2021 Equity Incentive Plan. On October 1, 2021, the reporting person was granted 18,484 RSUs which vested on July 20, 2022 and were settled on December 9, 2022.