Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Retention Award

As previously announced, Katapult Holdings, Inc. (the "Company") entered into an Agreement and Plan of Merger with Katapult Merger Sub 1, Inc., Katapult Merger Sub 2, LLC, CCF Holdings LLC and Aaron's Intermediate Holdco, Inc. on December 11, 2025. In conjunction with the pending mergers, on January 7, 2026, the Company's Board of Directors approved a retention award to our named executive officer Derek Medlin, President and Chief Growth Officer, in the amount of $400,000. The retention award is payable in three installments: a first installment of $80,000 payable on January 9, 2026, a second installment of $160,000 payable at the closing of the mergers, and a third installment of $160,000 payable on the 6-month anniversary of the closing of the mergers; provided in each case that Mr. Medlin has not been terminated by the Company for Cause (as defined in Mr. Medlin's Amended and Restated Employment Agreement, dated as of May 4, 2021) and has not voluntarily resigned his employment prior to the date the applicable payment is made. If Mr. Medlin ceases to be an active employee prior to the date that such payment is made for either of the foregoing two reasons, he will not be entitled to payment.

Resignation of Chief Accounting Officer

On January 9, 2026, Kaitlin Folan notified the Company that she was resigning as Chief Accounting Officer, effective January 19, 2026. The decision of Ms. Folan to resign as Chief Accounting Officer was not the result of any disagreement between Ms. Folan and the Company, its management, the board of directors of the Company or any committee thereof, or with respect to any matter relating to the Company's operations, policies or practices.

Appointment of Interim Chief Accounting Officer

The Company has appointed Art Goss to serve as the Company's interim Chief Accounting Officer, effective January 19, 2026, until a new Chief Accounting Officer is appointed. Mr. Goss, age 63, has served as the Company's Vice President, Internal Audit since March 2024. In addition, during the period April 2024 to July 2024 he also served as the Company's interim Chief Accounting Officer. Prior to joining the Company, he most recently served as the Vice President, Internal Audit for LL Flooring Holdings, Inc. from July 2016 until March 2024 and previously served as the Chief Accounting Officer for Delhaize Group SA from 2006 until 2013 among various other accounting and audit roles over the course of his career. Mr. Goss holds a BSBA in Accounting from The Ohio State University. He is a Certified Public Accountant (North Carolina State Board of Certified Public Accountant Examiners) and a Certified Fraud Examiner (Association of Certified Fraud Examiners).

There are no family relationships between Mr. Goss and any director or executive officer of the Company, and there are no related party transactions between Mr. Goss and the Company that would require disclosure under Item 404(a) of Regulation S-K.

In connection with his commencement of his role as interim Chief Accounting Officer, Mr. Goss will receive a monthly stipend of $5,000 for a period of six months.