Statement of Changes in Beneficial Ownership (4)
June 02 2021 - 4:52PM
Edgar (US Regulatory)
FORM 4
[X]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Palihapitiya Chamath |
2. Issuer Name and Ticker or Trading Symbol
SoFi Technologies, Inc.
[
SOFI
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner _____ Officer (give title below) __X__ Other (specify below) FORMER CEO AND DIRECTOR |
(Last)
(First)
(Middle)
C/O SOCIAL CAPITAL HEDOSOPHIA HOLDINGS, CORP. VI, 317 UNIVERSITY AVE., SUITE 200 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/28/2021 |
(Street)
PALO ALTO, CA 94301
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 5/28/2021 | | A | | 13100000 | A | $10.00 | 13100000 | I | By ChaChaCha SPAC 5, LLC (1) |
Common Stock | 5/28/2021 | | M | | 19925000 | A | (2) | 19925000 | I | SCH Sponsor V LLC (3) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Class B Common Stock | (2) | 5/28/2021 | | M | | | 19925000 | (2) | (2) | Common Stock | 19925000 | $0 | 0 | I | SCH Sponsor V LLC (3) |
Explanation of Responses: |
(1) | On the basis of the reporting person's relationship with ChaChaCha SPAC 5, LLC ("ChaChaCha"), the reporting person may be deemed a beneficial owner of the shares of the Issuer's common stock, par value $0.0001 per share ("Shares") held by ChaChaCha. The reporting person disclaims beneficial ownership of the Shares held by ChaChaCha, except to the extent of his pecuniary interest therein. |
(2) | On May 28, 2021, the Social Capital Hedosophia Holdings Corp. V (the former name of the Issuer) consummated its initial business combination (the "Business Combination") with Social Finance, Inc. In connection with the consummation of the Business Combination, each share of Class B common stock automatically converted into one Share. |
(3) | A majority of the voting interests of SCH Sponsor V LLC ("Sponsor") are held by ChaChaCha. Messrs. Chamath Palihapitiya and Ian Osborne and ChaChaCha may be deemed to beneficially own the Shares held by the Sponsor on the basis of their direct or indirect interests in the Sponsor or their shared control over the Sponsor, as the case may be. Each of Mr. Palihapitiya, Mr. Osborne and ChaChaCha disclaims beneficial ownership of the Shares held by the Sponsor, except to the extent of such person's pecuniary interest therein. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Palihapitiya Chamath C/O SOCIAL CAPITAL HEDOSOPHIA HOLDINGS CORP. VI, 317 UNIVERSITY AVE., SUITE 200 PALO ALTO, CA 94301 |
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| FORMER CEO AND DIRECTOR |
Signatures
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/s/ Chamath Palihapitiya | | 6/2/2021 |
**Signature of Reporting Person | Date |
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