v3.25.4
Stock-Based Compensation
12 Months Ended
Dec. 31, 2025
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation
On July 20, 2021, the Company established the OppFi Inc. 2021 Equity Incentive Plan (“Plan”), which provides for the grant of awards in the form of options, stock appreciation rights, restricted stock awards, restricted stock units, performance shares, performance units, cash-based awards, and other stock-based awards to employees, non-employee directors, officers, and consultants. As of December 31, 2025, the maximum aggregate number of shares of Class A Common Stock that may be issued under the Plan was 27,106,245 shares. The maximum aggregate number of shares is subject to annual increases, which began on January 1, 2022, and continues on the first day of each subsequent fiscal year through and including the tenth anniversary of the commencement of the initial annual increase, equal to the lesser of two percent of the number of shares of Class A Common Stock outstanding at the conclusion of the Company’s immediately preceding fiscal year, or an amount determined by the Company’s Board of Directors. As of December 31, 2025, the Company had only granted awards in the form of options, restricted stock units, and performance stock units.

Stock options: Under the terms of the Plan, incentive stock options must have an exercise price at or above the fair market value of the stock on the date of the grant. Stock options granted have service-based vesting conditions only. Stock options generally vest over four years with 25% of stock options vesting on the first anniversary of the grant date and the remaining 75% vesting quarterly over the remaining 36 months. Option holders have a 10-year period to exercise the options before they expire. Stock options that are not vested and exercisable on the date of a participant’s termination generally expire on such date. Stock options that are vested and exercisable on the date of a participant’s termination are generally forfeited 90 days following the participant’s termination date. Forfeitures are recognized during the period in which they occur.

A summary of the Company’s stock option activity for the year ended December 31, 2025 is as follows:

(in thousands, except share and per share data)Stock OptionsWeighted-Average Exercise PriceWeighted-Average Remaining Contractual Life (Years)Aggregate Intrinsic Value
Outstanding as of December 31, 2024
1,842,192$13.65 6.6$1,065 
   Granted— — 
   Exercised(400)3.17 — 
   Forfeited— — 
Outstanding as of December 31, 2025
1,841,792$13.65 5.6$1,748 
Vested and exercisable as of December 31, 2025
1,811,516$13.83 5.6$1,530 

For the years ended December 31, 2025, 2024 and 2023, the Company recognized stock-based compensation of $0.4 million, $0.5 million and $0.6 million, respectively, related to stock options. As of December 31, 2025, the Company had unrecognized stock-based compensation of $41 thousand related to unvested stock options that is expected to be recognized over an estimated weighted-average period of approximately 0.3 years.

The Company did not grant stock options during the years ended December 31, 2025, 2024 and 2023.
Cash received from the exercise of a stock option during the year ended December 31, 2025 was $1 thousand. The total intrinsic value of the stock option exercised during the year ended December 31, 2025 was $2 thousand. There were no stock options exercised during the year ended December 31, 2024. Cash received from the exercise of a stock option during the year ended December 31, 2023 was $59 thousand. The total intrinsic value of the stock option exercised during the year ended December 31, 2023 was $13 thousand.

Restricted stock units: Under the terms of the Plan, the Company may grant awards to employees, officers and directors in the form of restricted stock units (“RSUs”), which collectively represent contingent rights to receive shares of Class A Common Stock. The RSUs granted to employees and officers generally vest over four years with 25% of the RSUs vesting on the first anniversary of the grant date and the remaining 75% vesting quarterly over the remaining 36 months, and the RSUs granted to directors vest on the earlier of the one-year anniversary of grant date or the date of the Company’s next annual meeting of stockholders. Beginning on June 9, 2025, each RSU granted will include a dividend equivalent feature that accrue dividends until the applicable vesting date. If the award is forfeited, the employee will not be entitled to the accrued dividends on those awards. Also, beginning on June 9, 2025, directors will have the opportunity to elect deferral of all or a portion of their RSUs that will be granted during such participation year.

A summary of the Company’s RSU activity for the year ended December 31, 2025 is as follows:
SharesWeighted-Average Grant Date Fair Value
Unvested as of December 31, 2024
1,824,128$3.15 
Granted1,563,2759.65 
Vested(1,629,475)5.59 
Forfeited(128,744)3.97 
Unvested as of December 31, 2025
1,629,184$6.88 

If the settlement date with respect to any Class A Common Stock shares issuable upon vesting of RSUs would otherwise occur on a day on which the sale of such shares would violate the provisions of the Company’s Trading Compliance Policy, then the settlement date shall be deferred until the next trading day on which the sale of such shares would not violate the Trading Compliance Policy. In any event, the settlement date shall be no later than the fifteenth day of the third calendar month following the year in which such RSUs vest.

For the years ended December 31, 2025, 2024 and 2023, the Company recognized stock-based compensation of $9.4 million, $4.5 million and $3.2 million, respectively, related to RSUs. As of December 31, 2025, total unrecognized compensation expense related to RSUs was $10.2 million which will be recognized over a weighted-average vesting period of approximately 2.1 years.

Performance stock units: Under the terms of the Plan, the Company may grant awards to employees, officers, and directors in the form of performance stock units (“PSUs”), which collectively represent the contingent rights to receive shares of Class A Common Stock based on the achievement of pre-established performance targets over the applicable performance period. PSUs generally vest over four years, provided the achievement of specified performance targets.

A summary of the Company’s PSU activity for year ended December 31, 2025 is as follows:

SharesWeighted-Average Grant Date Fair Value
Unvested as of December 31, 2024
76,556$3.41 
Granted— 
Vested(57,280)3.46 
Forfeited— 
Unvested as of December 31, 2025
19,276$3.26 

The related stock-based compensation expense is recognized on a straight-line basis over the requisite service period of the awards based on management’s determination of the probable achievement of the pre-established performance targets. If
necessary, the Company adjusts the expense recognized to reflect the actual vested shares following the final determination of the achievement of the pre-established performance targets.

For the years ended December 31, 2025, 2024 and 2023, the Company recognized stock-based compensation of $47 thousand, $0.1 million and $0.2 million, respectively, related to PSUs. As of December 31, 2025, total unrecognized compensation expense related to PSUs was $4 thousand which will be recognized over a weighted-average vesting period of approximately 0.3 years.

Employee stock purchase plan: On July 20, 2021, the Company established the OppFi Inc. 2021 Employee Stock Purchase Plan (“ESPP”). The ESPP permits eligible employees to contribute up to 10% of their compensation, not to exceed the IRS allowable limit, to purchase shares of the Company’s Class A Common Stock during six month offerings. Eligible employees will purchase the shares at a price per share equal to the lesser of 85% of the fair market value of the Company’s Class A Common Stock on the first trading day of the offering period or the last trading day of the offering period. The offering periods begin each January 1 and July 1. As of December 31, 2025, the maximum aggregate number of shares of Class A Common Stock that may be issued under the ESPP was 1,892,787 and may consist of authorized but unissued or reacquired shares of Class A Common Stock. The maximum aggregate number of shares of Class A Common Stock that may be issued under the ESPP shall be cumulatively increased on each subsequent January 1, through and including January 1, 2030, by a number of shares equal to the smallest of (a) one percent of the number of shares of Class A Common Stock issued and outstanding on the immediately preceding December 31, (b) 2,400,000 shares, or (c) an amount determined by the Board of Directors.

As of December 31, 2025 and 2024, ESPP employee payroll contributions accrued of $0.3 million and $0.1 million, respectively, are included within accrued expenses in the consolidated balance sheets. Payroll contributions accrued as of December 31, 2025 will be used to purchase shares at the end of the ESPP offering period ended on December 31, 2025. Payroll contributions ultimately used to purchase shares are reclassified to stockholders’ equity on the purchase date.

For the years ended December 31, 2025, 2024 and 2023, the Company recognized ESPP compensation expense of $0.2 million, $0.1 million and $0.1 million, respectively.