Chime Financial Inc.

09/14/2026 | Press release | Distributed by Public on 09/14/2026 19:56

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
CAROLAN SHAWN T
2. Issuer Name and Ticker or Trading Symbol
Chime Financial, Inc. [CHYM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O CHIME FINANCIAL, INC., 101 CALIFORNIA STREET, SUITE 500
3. Date of Earliest Transaction (Month/Day/Year)
09/10/2026
(Street)
SAN FRANCISCO, CA 94111
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 09/10/2026 S 297,318 D $33.2051(1) 272,437 I By Menlo Inflection II, L.P.(2)
Class A Common Stock 09/10/2026 S 3,023 D $33.2051(1) 2,770 I By MM Inflection, L.P.(3)
Class A Common Stock 09/10/2026 S 1,965 D $33.2051(1) 1,800 I By Menlo Entrepreneurs Inflection Fund, L.P.(4)
Class A Common Stock 09/11/2026 S 272,437 D $33.0549(5) 0 I By Menlo Inflection II, L.P.(2)
Class A Common Stock 09/11/2026 S 2,770 D $33.0549(5) 0 I By MM Inflection, L.P.(3)
Class A Common Stock 09/11/2026 S 1,800 D $33.0549(5) 0 I By Menlo Entrepreneurs Inflection Fund, L.P.(4)
Class A Common Stock 3,432,840(6) I By Menlo Ventures XIV, L.P.(7)
Class A Common Stock 51,155(8) I By MMEF XIV, L.P.(9)
Class A Common Stock 44,100(10) I By Menlo Entrepreneurs Fund XIV, L.P.(11)
Class A Common Stock 4,825,155(12) I By Menlo Inflection I, L.P.(13)
Class A Common Stock 78,450(14) I By MMSOP, L.P.(15)
Class A Common Stock 716(16) I By Trust(17)
Class A Common Stock 304,843(18) D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(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

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CAROLAN SHAWN T
C/O CHIME FINANCIAL, INC.
101 CALIFORNIA STREET, SUITE 500
SAN FRANCISCO, CA 94111
X

Signatures

/s/ Shawn T. Carolan 09/14/2026
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $33.00 to $33.86, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the range set forth in this footnote.
(2) Securities are directly held by Menlo Inflection II, L.P. ("Menlo Inflection II"). The Reporting Person is a managing member of MSOP GP II, L.L.C. ("MSOP GP II"), the general partner of Menlo Inflection II. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(3) Securities are directly held by MM Inflection, L.P. ("MM Inflection"). The Reporting Person is a managing member of MSOP GP II, the general partner of MM Inflection. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(4) Securities are directly held by Menlo Entrepreneurs Inflection Fund, L.P. ("ME Inflection"). The Reporting Person is a managing member of MSOP GP II, the general partner of ME Inflection. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(5) The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $33.00 to $33.185, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the range set forth in this footnote.
(6) The shares held by Menlo Ventures XIV, L.P. ("Menlo XIV") as reported herein reflect a pro rata distribution in kind, effected by Menlo XIV to its general partner and limited partners and the further pro rata distribution of such shares by Menlo XIV's general partner to its members, in each case, for no additional consideration subsequent to the Reporting Person's most recent Form 4 filing, which were exempt from reporting pursuant to Rule 16a-13.
(7) Shares are directly held by Menlo XIV. The Reporting Person is a managing member of MV Management XIV, L.L.C. ("MVM XIV"), the general partner of Menlo XIV. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(8) The shares held by MMEF XIV, L.P. ("MMEF XIV") as reported herein reflect a pro rata distribution in kind, effected by MMEF XIV to its general partner and limited partners and the further pro rata distribution of such shares by MMEF XIV's general partner to its members, in each case, for no additional consideration subsequent to the Reporting Person's most recent Form 4 filing, which were exempt from reporting pursuant to Rule 16a-13.
(9) Shares are directly held by MMEF XIV. The Reporting Person is a managing member of MVM XIV, the general partner of MMEF XIV. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(10) The shares held by Menlo Entrepreneurs Fund XIV, L.P. ("MEF XIV") as reported herein reflect a pro rata distribution in kind, effected by MEF XIV to its general partner and limited partners and the further pro rata distribution of such shares by MEF XIV's general partner to its members, in each case, for no additional consideration subsequent to the Reporting Person's most recent Form 4 filing, which were exempt from reporting pursuant to Rule 16a-13.
(11) Shares are directly held by MEF XIV. The Reporting Person is a managing member of MVM XIV, the general partner of MEF XIV. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(12) The shares held by Menlo Inflection I, L.P. ("Menlo Inflection I") as reported herein reflect a pro rata distribution in kind, effected by Menlo Inflection I to its general partner and limited partners and the further pro rata distribution of such shares by Menlo Inflection's general partner to its members, in each case, for no additional consideration subsequent to the Reporting Person's most recent Form 4 filing, which were exempt from reporting pursuant to Rule 16a-13.
(13) Shares are directly held by Menlo Inflection I. The Reporting Person is a managing member of MSOP GP, L.L.C. ("MSOP GP"), the general partner of Menlo Inflection I. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(14) The shares held by MMSOP, L.P. ("MMSOP") as reported herein reflect a pro rata distribution in kind, effected by MMSOP to its general partner and limited partners and the further pro rata distribution of such shares by MMSOP's general partner to its members, in each case, for no additional consideration subsequent to the Reporting Person's most recent Form 4 filing, which were exempt from reporting pursuant to Rule 16a-13.
(15) Shares are directly held by MMSOP. The Reporting Person is a managing member of MSOP GP, the general partner of MMSOP. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(16) The shares held by the Reporting Person as reported herein reflect the receipt of shares pursuant to the pro rata distribution in kind described in footnote (8), which was exempt from reporting pursuant to Rule 16a-13.
(17) The shares are held by a family trust, of which the Reporting Person is a trustee. The Reporting Person disclaims beneficial ownership of such shares except to the extent of his proportionate pecuniary interest therein.
(18) The shares held by the Reporting Person as reported herein reflect the receipt of shares pursuant to the pro rata distributions in kind described in footnotes (6), (8), (10), (12) and (14), which were exempt from reporting pursuant to Rule 16a-13.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Chime Financial Inc. published this content on September 14, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on September 15, 2026 at 01:56 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]