Layton Kathleen I. 4

What Happened

• Kathleen I. Layton, Chief Legal Officer of Oportun Financial Corp (OPRT), reported open-market dispositions and the grant of equity awards dated March 10, 2026. She sold a total of 19,355 shares in multiple open-market transactions for an aggregate reported value of $94,839 (weighted average price $4.90).
• On the same date she was granted 70,357 restricted stock units (RSUs) and 35,179 performance stock units (PSUs). The RSUs are time‑based awards; the PSUs are performance-based (reported at target) and both represent rights to receive common shares upon settlement.

Key Details

• Transaction date: March 10, 2026; Form 4 filed March 12, 2026 (timely filing).
• Sales recorded: 1,398 shares @ $4.90 ($6,850); 5,556 shares @ $4.90 ($27,224); 12,401 shares @ $4.90 ($60,765). Footnote F1: $4.90 is a weighted average; actual trade prices ranged $4.805–$4.995. Reporting person can provide per-price breakdown on request.
• Awards recorded: 70,357 RSUs (time‑based) and 35,179 PSUs (performance-based). Prices listed as N/A because these are awards, not purchases.
• Vesting/settlement notes: RSUs vest in three equal annual installments beginning March 10, 2026 (F2–F3). Each RSU and PSU converts to one share at settlement (F3, F5). PSUs are subject to a one‑year Economic ROA performance determination, deferred rules, and an rTSR modifier over a three‑year period (2026–2028) with final vesting scheduled March 10, 2029; payout range 0%–125% of target (F4).
• Shares owned after transactions: not specified in the provided filing.

Context

• The disposals were open-market sales (code S) and the equity grants are awards (code A). Sales are often routine transactions; the grants are compensation and incentive awards subject to service and performance conditions. No exercise of options, gifts, or tax-withholding event is shown in this filing.