OppFi Inc.
For the period ended Sep 30, 2026. Filed Nov 5, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 5, 2026
What changed in Risk Factors?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-10.
0001818502-26-000075
Item 1A. Risk FactorsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-05.
0001818502-26-000100
Item 1A. Risk FactorsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 13 previous paragraphs and 13 current paragraphs.
12 unchanged; 1 reworded; 0 added; 0 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Reworded paragraphs (1)
Previous wording
On April 28, 2026, the Company entered into the Merger Agreement with BNCC and Merger Sub. Pursuant to the Merger Agreement, BNCC will merge with and into Merger Sub, with Merger Sub surviving as our wholly owned subsidiary. Immediately following the Merger, an interim bank and our wholly owned subsidiary to be formed following the date thereof will merge with and into BNC, with BNC (which is expected to be renamed OppFi Bank, N.A.) surviving as a wholly owned subsidiary. The consummation of the Transaction remains subject to the satisfaction or waiver of customary closing conditions, including regulatory and BNCC stockholder approvals, as well as the satisfaction of other customary conditions set forth in the Merger Agreement. These closing conditions may not be fulfilled in a timely manner or at all, and, accordingly, the Transaction may not be completed.
Current wording
On April 28, 2026, the Company entered into the Merger Agreement with BNCC and Merger Sub. Pursuant to the Merger Agreement, BNCC will merge with and into Merger Sub, with Merger Sub surviving as our wholly owned subsidiary. Immediately following the Merger, an interim bank and our wholly owned subsidiary to be formed following the date thereof will merge with and into BNC, with BNC (which is expected to be renamed OppFi Bank, N.A.) surviving as a wholly owned subsidiary. The consummation of the Transaction remains subject to the satisfaction or waiver of customary closing conditions, including regulatory approval, as well as the satisfaction of other customary conditions set forth in the Merger Agreement. On September 17, 2026, the BNCC stockholders approved the Transaction. On November 3, 2026, we announced that we had withdrawn our applications to the OCC, the Federal Reserve and the FDIC related to the proposed acquisition of BNCC and BNC. As of the date of this Quarterly Report on Form 10-Q, the Merger Agreement had not been terminated and remained in effect. The remaining closing conditions, including regulatory approval, may not be fulfilled in a timely manner or at all, and the Transaction may be delayed, restructured or not completed, even if the parties pursue a modified transaction structure or submit new applications; termination may result in costs or termination fees.