Sezzle Inc.
08/18/2026 | Press release | Distributed by Public on 08/18/2026 14:54
Material Agreement, Financial Obligation (Form 8-K)
Item 1.01. Entry into a Material Definitive Agreement
On August 12, 2026, Sezzle Inc. ("Sezzle" or the "Company") and WebBank, a Utah-chartered industrial bank ("WebBank"), entered into a Second Amended and Restated Loan and Receivables Sale Agreement (the "Receivables Sale Agreement") and a Second Amended and Restated Marketing and Servicing Agreement (the "Servicing Agreement" and, together with the Receivables Sale Agreement, the "Second Amended Bank Program Agreements"). The Second Amended Bank Program Agreements amend and restate the previously disclosed Amended and Restated Loan and Receivables Sale Agreement and Amended and Restated Marketing and Servicing Agreement, each dated as of September 26, 2024, between the Company and WebBank, governing the parties' existing bank partnership program (the "Program"). Under the Program, WebBank originates and funds the consumer installment loans offered in connection with the Company's products.
The Second Amended Bank Program Agreements expand the Program to support two additional Company products: SezzleCash, a cash advance product, and Sezzle Send, a payments product supported by installment loans whose proceeds are disbursed by WebBank to deposit accounts established by WebBank. WebBank will originate and fund the loans for both products and, in contrast to the sale structure applicable to the Company's existing products, will retain those loans on its balance sheet to maturity, up to an aggregate retention threshold initially set at $30.0 million, and certain other exceptions. WebBank may increase the retention threshold in its discretion, up to $150.0 million.
In addition to the foregoing, the Second Amended Bank Program Agreements, among other things, amend certain of the Company's covenants, including increasing the minimum tangible net worth the Company is required to maintain from $12.0 million to $100.0 million, and add termination events for judgments, fines or penalties against the Company in excess of a specified threshold and for breaches of the Program's financial covenants.
The Company continues to service all loans originated under the Program. WebBank remains the exclusive originator of the consumer installment loans offered in connection with the Company's products and will serve as the exclusive originator of the cash advance products marketed and serviced by the Company, in each case subject to limited exceptions. The Second Amended Bank Program Agreements did not amend the initial term of the Program, which runs through September 27, 2029. The other material terms of the Program, including the sale structure and economics applicable to the Company's existing products, remain substantially unchanged.
The foregoing description of the Second Amended Bank Program Agreements is a summary only and does not purport to be complete. The Company intends to file copies of the Second Amended Bank Program Agreements as exhibits to its Quarterly Report on Form 10-Q for the quarter ending September 30, 2026.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
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