Affirm Holdings, Inc.
For the period ended Jun 30, 2026. Filed Oct 23, 2026.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Jun 30, 2026 · Filed Oct 23, 2026
Contents
PROXY SUMMARY
Annual Meeting
| Date and TimeDecember 14, 20269:00 am (Pacific Time) | LocationVirtual-only at www.proxydocs.com/AFRM | Record DateOctober 16, 2026 |
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Voting Matters and Board Recommendations
| Matter | Board Recommendation | Page |
|---|---|---|
| Proposal 1 - Election of Three Class III Directors | FOR each Director Nominee | 15 |
| Proposal 2 - Ratification of Deloitte & Touche as Independent Auditor for Fiscal Year Ending June 30, 2027 | FOR | 16 |
| Proposal 3 - Non-Binding Advisory Vote to Approve Executive Compensation | FOR | 48 |
How to Vote
| Via the Internet | During the MeetingLive at www.proxydocs.com/AFRM | By TelephoneFollow the instructions inour proxy statement | By Mail |
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Board of Directors
| Name1 | Class | Director since | AuditCommittee | Compensation Committee | Nominating and Governance Committee |
|---|---|---|---|---|---|
| Max Levchin | III | 2012 | |||
| Richard Galanti | II | 2025 | ✓ | ✓ | |
| Brian D. Hughes | III | 2024 | ✓ | ✓ | |
| Jeremy Liew | III | 2013 | ✓* | ✓ | |
| Libor Michalek | I | 2021 | |||
| Christa S. Quarles (I) | II | 2018 | ✓ | ✓* | |
| Jacqueline D. Reses | I | 2021 | |||
| Manolo Sánchez | II | 2023 | ✓ | ✓ | |
| Ryan Schneider | III | 2026 | ✓ | ✓ | |
| Noel Watson | I | 2022 | ✓* | ||
- Indicates committee chair.
(I) Indicates Lead Independent Director.
1 The Board and committee compositions are presented as of October 23, 2026. As part of the Board’s ongoing refreshment process, Messrs. Hughes and Liew were not re-nominated for election at the Annual Meeting. The Board expects to refresh its committee compositions following the Annual Meeting to address the vacancies resulting from the departures of Messrs. Hughes and Liew.
About Affirm - Who We Are
Affirm was founded in 2012 with a mission to deliver honest financial products that improve lives. We are building the
| AFFIRM HOLDINGS, INC. 2026 PROXY STATEMENT | 1 |
next generation payment network. We believe that by using modern technology, strong engineering talent, and a mission-driven approach, we can reinvent payments and commerce. Our solutions, which are built on trust and transparency, are designed to make it easier for consumers to spend and save responsibly and with confidence, easier for merchants and commerce platforms to convert sales and grow, and easier for commerce to thrive.
Corporate Governance Highlights
| ✓ | Lead Independent Director | ✓ | Sustainability report published annually |
|---|---|---|---|
| ✓ | Independent committee chairs | ✓ | Annual Board and committee self-evaluations |
| ✓ | Code of Ethics and Business Conduct applicable to all directors and officers | ✓ | Majority voting standard for the election of directors in uncontested elections |
| ✓ | Executive sessions for each Board meeting with independent directors | ✓ | None of our directors sit on the board of more than three other public companies in addition to our Board |
| ✓ | All of our directors attended at least 75% of the meetings of the Board and committees on which they served | ✓ | Board oversight of risk management and CEO succession planning |
| ✓ | Active board refreshment, with five new independent directors joining since 2022 | ✓ | Stock ownership guidelines for directors and executive officers |
Executive Compensation and Financial Highlights
Compensation Philosophy and Design
We strive to compensate our named executive officers in a manner that is competitive, rewards achievement of our business objectives, and aligns the interests of our named executive officers with those of our stockholders. Generally, we structure the annual compensation of our named executive officers using three principal elements: base salary, annual cash incentive opportunities, and long-term incentive compensation opportunities in the form of equity awards. We have designed our executive compensation program to achieve the following primary objectives:
Provide market competitive compensation and benefit levels to attract, motivate, reward and retain key members of our management team
Establish a direct link between our financial and operational objectives and our compensation
Align the interests and objectives of our named executive officers with our stockholders by linking long-term incentive compensation opportunities to company performance and stockholder value creation and cash incentives to annual performance
Fiscal 2026 Financial Highlights
| GMV*$50.2B ↑37%** | TotalRevenue$4.3B ↑32%** | Revenue LessTransaction Costs*$2.1B ↑41%** |
|---|---|---|
| OperatingIncome$417M | AdjustedOperating Income*$1.2B | Net Income$1.9B |
- Please refer to Appendix A for a discussion of GMV, which is a key operating metric. In addition, refer to Appendix A for a discussion of total revenue less transaction costs and adjusted operating loss, which are non-GAAP financial measures, as well as reconciliations to the most directly comparable GAAP measures.
** All comparisons are to the comparable figure for fiscal 2025 unless otherwise noted.
| AFFIRM HOLDINGS, INC. 2026 PROXY STATEMENT | 2 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.