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Figure Technology Solutions, Inc.

For the period ended Dec 31, 2025. Filed Apr 24, 2026.

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About 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.

Dec 31, 2025 · Filed Apr 24, 2026

FIGR$22.73+8.7%Stored close · as of Nov 6, 2026
See the whole filing, with its images and exhibits

Proxy Statement

This proxy statement is furnished in connection with the solicitation by the Board of Directors of Figure Technology Solutions, Inc. of proxies to be voted at our Annual Meeting of Stockholders to be held on Thursday, June 4, 2026 (the “Annual Meeting”), at 9:00 a.m. Eastern Time, and at any postponement or adjournment of the Annual Meeting. The Annual Meeting will be a completely virtual meeting, which will be conducted via live webcast. Unless otherwise indicated or the context otherwise requires, all references in this proxy statement to “we”, “our”, or “us” refer to the Company. You will be able to attend the Annual Meeting online and submit your questions during the meeting by visiting www.virtualshareholdermeeting.com/FIGR2026 and entering your 16‑digit control number included on your proxy card or on the instructions that accompanied your proxy materials.

Holders of record of shares of our Series A Blockchain Common Stock, par value $0.0001 per share (the “Blockchain common stock”), Class A common stock, par value $0.0001 per share (the “Class A common stock”) and Class B common stock, par value $0.0001 per share (the “Class B common stock,” and together with the Blockchain common stock and the Class A common stock, our “common stock”), as of 11:59 p.m. ET on April 9, 2026 (the “Record Date”), will be entitled to notice of and to vote at the Annual Meeting and any postponement or adjournment of the Annual Meeting, and will vote together as a single class on all matters presented at the Annual Meeting. As of 11:59 p.m. ET on the Record Date, there were 690,250 shares of Blockchain common stock outstanding and entitled to vote at the Annual Meeting, 181,663,016 shares of Class A common stock outstanding and entitled to vote at the Annual Meeting and 37,893,047 shares of Class B common stock outstanding and entitled to vote at the Annual Meeting, representing approximately 0.12%, 32.37% and 67.51% of the voting power of our common stock, respectively. Each share of Blockchain common stock is entitled to one vote per share, each share of Class A common stock is entitled to one vote per share and each share of Class B common stock is entitled to ten votes per share on any matter presented to stockholders at the Annual Meeting.

This proxy statement and the Company’s Annual Report to Stockholders for the year ended December 31, 2025 (the “2025 Annual Report”) will be released on or about April 24, 2026 to our stockholders on the Record Date.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE STOCKHOLDER MEETING TO BE HELD ON THURSDAY, JUNE 4, 2026This Proxy Statement and our 2025 Annual Report to Stockholders are available at http://www.proxyvote.com/

PROPOSALS

At the Annual Meeting, our stockholders will be asked:

1To elect Michael Tannenbaum, Adam Boyden, Michael Cagney, David Katsujin Chao, Lesley Goldwasser, Sachin Jaitly, Daniel Morehead and June Ou as directors to serve until the 2027 Annual Meeting of Stockholders, and until their respective successors shall be elected or appointed and qualified or until their earlier death, retirement, disqualification, resignation or removal;
2To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026; and
3To transact such other business as may properly come before the Annual Meeting or any postponement or adjournment of the Annual Meeting.
Figure Technology Solutions, Inc.12026 Proxy Statement

We know of no other business that will be presented at the Annual Meeting. If any other matter properly comes before the stockholders for a vote at the Annual Meeting, however, the proxy holders named on the Company’s proxy card will vote your shares in accordance with their best judgment.

RECOMMENDATIONS OF THE BOARD

The Board of Directors (the “Board”) recommends that you vote your shares as indicated below. If you return a properly completed proxy card, or vote your shares by telephone or Internet, your shares of common stock will be voted on your behalf as you direct. If not otherwise specified, the shares of common stock represented by the proxies will be voted, and the Board recommends that you vote:

FOR the election of Michael Tannenbaum, Adam Boyden, Michael Cagney, David Katsujin Chao, Lesley Goldwasser, Sachin Jaitly, Daniel Morehead and June Ou as directors to serve until the 2027 Annual Meeting of Stockholders; and

FOR the ratification of the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026.

If any other matter properly comes before the stockholders for a vote at the Annual Meeting, the proxy holders named on the Company’s proxy card will vote your shares in accordance with their best judgment.

INFORMATION ABOUT THIS PROXY STATEMENT

Why you received this proxy statement. You are viewing or have received these proxy materials because Figure’s Board is soliciting your proxy to vote your shares at the Annual Meeting. This proxy statement includes information that we are required to provide to you under the rules of the SEC and that is designed to assist you in voting your shares.

Notice of Internet Availability of Proxy Materials. As permitted by SEC rules, Figure is making this proxy statement and its 2025 Annual Report available to its stockholders electronically via the Internet. On or about April 24, 2026, we mailed to our stockholders a Notice of Internet Availability of Proxy Materials (the “Internet Notice”) containing instructions on how to access this proxy statement and our 2025 Annual Report and vote online. If you received an Internet Notice by mail, you will not receive a printed copy of the proxy materials in the mail unless you specifically request them. Instead, the Internet Notice instructs you on how to access and review all of the important information contained in the proxy statement and 2025 Annual Report. The Internet Notice also instructs you on how you may submit your proxy over the Internet. If you received an Internet Notice by mail and would like to receive a printed copy of our proxy materials, you should follow the instructions for requesting such materials contained on the Internet Notice.

Printed Copies of Our Proxy Materials. If you received printed copies of our proxy materials, then instructions regarding how you can vote are contained on the proxy card included in the materials.

Householding. The SEC’s rules permit us to deliver a single set of proxy materials to one address shared by two or more of our stockholders. This delivery method is referred to as “householding” and can result in significant cost savings. To take advantage of this opportunity, we have delivered only one set of proxy materials to multiple stockholders who share an address, unless we received contrary instructions from the impacted stockholders prior to the mailing date. We agree to deliver promptly, upon written or oral request, a separate copy of the proxy materials, as requested, to any stockholder at the shared address to which a single copy of those documents was delivered. If you prefer to receive separate copies of the proxy materials, contact Broadridge Financial Solutions, Inc. at 1‑866‑540‑7095 or in writing at Broadridge, Householding Department, 51 Mercedes Way, Edgewood, New York 11717.

If you are currently a stockholder sharing an address with another stockholder and wish to receive only one copy of future proxy materials for your household, please contact Broadridge at the above phone number or address.

Figure Technology Solutions, Inc.22026 Proxy Statement
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.