Statement of Changes in Beneficial Ownership (4)
November 19 2021 - 4:37PM
Edgar (US Regulatory)
FORM 4
[ ]
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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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
*
Wilkes Thomas Clayton |
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)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Vice Chairman - Galileo |
(Last)
(First)
(Middle)
C/O SOFI TECHNOLOGIES, INC., 234 1ST STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/18/2021 |
(Street)
SAN FRANCISCO, CA 94015
(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 | 11/18/2021 | | S | | 10076668 (1) | D | $21.60 | 42645574 | I | See Footnote (2) |
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 |
Explanation of Responses: |
(1) | Represents shares sold in connection with a registered offering and sale of the Issuer's common stock pursuant to a prospectus supplement, dated November 15, 2021, to the prospectus dated June 24, 2021 (File No. 333-257092). |
(2) | Consists of (i) 35,277,090 shares held of record by Red Crow Capital, LLC, (ii) 800,661 shares held by the reporting person, (iii) 67,823 shares held of record jointly by the reporting person and his wife, who have shared voting and dispositive power with respect to the shares, (iv) 4,000,000 shares held of record by the 2021 Wilkes Grantor Retained Annuity Trust No. 1, (v) 2,000,000 shares held of record by the 2021 Wilkes Grantor Retained Annuity Trust No. 2, and (v) 500,000 shares held of record by the 2021 Wilkes Grantor Retained Annuity Trust No. 3. The reporting person serves as the Manager of Red Crow Capital, LLC and is the sole grantor, trustee and current beneficiary of each of the 2021 Wilkes Grantor Retained Annuity Trust No. 1, 2021 Wilkes Grantor Retained Annuity Trust No. 2, and 2021 Wilkes Grantor Retained Annuity Trust No. 3. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Wilkes Thomas Clayton C/O SOFI TECHNOLOGIES, INC. 234 1ST STREET SAN FRANCISCO, CA 94015 | X |
| Vice Chairman - Galileo |
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Signatures
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/s/ Deanna Smith, Attorney-in- Fact | | 11/19/2021 |
**Signature of Reporting Person | Date |
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