Enova International, Inc.

As discussed below and elsewhere in this Quarterly Report on Form 10-Q, as a result of the mutual termination of the merger agreement with Grasshopper Bancorp, Inc. (“Grasshopper”), many of the risks related to the merger agreement and the consummation of the transactions contemplated thereby described in Item 1A. “Risk Factors—Risks Related to our Pending Acquisition of Grasshopper” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 no longer apply. Subject to the foregoing and except with respect to the following additional risk factor, there have been no material changes from the Risk Factors described in Item 1A. “Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025.

The mutual termination of the merger agreement with Grasshopper, including the prior withdrawal of our applications with the applicable regulatory authorities related to the Grasshopper merger, may negatively affect our share price, business and financial results.

On October 16, 2026, we and Grasshopper entered into the Mutual Termination Agreement and Release (the “Termination Agreement”) pursuant to which, among other things, we and Grasshopper agreed to mutually terminate the merger agreement with Grasshopper effective as of such date. The mutual termination of the merger agreement with Grasshopper, together with the previously announced withdrawal of our applications with the applicable regulatory authorities related to the mergers on September 14, 2026, may negatively affect the market price of our common stock, our ongoing business and financial results. Because of the mutual termination of the merger agreement, unless we seek and find an alternative pathway to obtaining a bank charter and/or bank functionality, our ability to offer a broader range of products and services, and our stock price, may be adversely affected. We could be subject to significant fluctuations in our market price as a result of future developments with respect to the acquisition of Grasshopper and the mutual termination of the merger agreement, and the reaction of financial markets to those developments.

In addition, we have incurred substantial expenses in connection with the negotiation and completion of the transactions contemplated by the merger agreement, including with respect to obtaining necessary regulatory approvals for the mergers, and the mutual termination of the merger agreement. Because of the mutual termination, the mergers will not be completed and we must recognize these expenses without realizing the previously anticipated benefits of the mergers. Any of the foregoing, or other risks arising in connection with the termination, including the diversion of management attention from pursuing other opportunities, negative publicity and impact to our reputation, and/or potential litigation we may face related to the potential transaction with Grasshopper and/or the mutual termination of the merger agreement, could have an adverse effect on our business, financial condition and results of operations.

It cannot be assured that we will seek an alternative pathway to obtaining a bank charter and/or bank functionality or another merger or acquisition or, if we do seek a bank charter, bank functionality or another merger or acquisition, that we will be successful in obtaining such bank charter or functionality or be able to find a party willing to engage in a transaction at all or on terms substantially similar to or more attractive than the terms offered under the merger agreement with Grasshopper.