XML 33 R16.htm IDEA: XBRL DOCUMENT v3.23.3
Equity
 9 Months Ended
Sep. 30, 2023
Equity [Abstract]  
Equity
Note 10. Equity
Temporary Equity
Pursuant to SoFi Technologies’ Certificate of Incorporation dated May 28, 2021, the Company is authorized to issue 100,000,000 shares of preferred stock having a par value of $0.0001 per share (“SoFi Technologies Preferred Stock”) and 100,000,000 shares of redeemable preferred stock having a par value of $0.0000025 per share (“SoFi Technologies Redeemable Preferred Stock”). The Company’s Board of Directors has the authority to issue SoFi Technologies Preferred Stock and SoFi Technologies Redeemable Preferred Stock and to determine the rights, preferences, privileges and restrictions, including voting rights, of those shares. The authorized shares of SoFi Technologies Redeemable Preferred Stock is inclusive of 4,500,000 shares of Series 1 redeemable preferred stock (“Series 1 Redeemable Preferred Stock”), which reflect the conversion on a one-for-one basis of shares of Social Finance Series 1 preferred stock in conjunction with the Business Combination. Shares of SoFi Technologies Series 1 Redeemable Preferred Stock that are redeemed, purchased or otherwise acquired by the Company will be canceled and may not be reissued by the Company. The Series 1 Redeemable Preferred Stock remains classified as temporary equity because the Series 1 Redeemable Preferred Stock is not fully controlled by the issuer, SoFi Technologies.
As of September 30, 2023, there were 3,234,000 shares of Series 1 Redeemable Preferred Stock issued and outstanding, which had an original issuance price of $100.00.
Dividends
During each of the three months ended September 30, 2023 and 2022 and each of the nine months ended September 30, 2023 and 2022, the Series 1 preferred stockholders were entitled to dividends of $10,189 and $30,236, respectively. Dividends payable were $10,189 as of September 30, 2023. There were no dividends payable as of December 31, 2022.
Permanent Equity
On June 1, 2021, the Company’s common stock began trading on the Nasdaq Global Select Market under the ticker symbol “SOFI”. Pursuant to SoFi Technologies’ Certificate of Incorporation, the Company is authorized to issue 3,000,000,000 shares of common stock, with a par value of $0.0001 per share, and 100,000,000 shares of non-voting common stock, with a par value of $0.0001 per share. As of September 30, 2023, the Company had 957,860,430 shares of common stock and no shares of non-voting common stock issued and outstanding.
The Company reserved the following common stock for future issuance:
September 30,
2023		December 31,
2022
Outstanding stock options, restricted stock units and performance stock units
106,885,503 107,851,565 
Outstanding common stock warrants12,170,990 12,170,990 
Conversion of convertible notes(1)
53,538,000 53,538,000 
Possible future issuance under stock plans
46,057,407 26,434,957 
Total common stock reserved for future issuance
218,651,900 199,995,512 
____________________
(1)Represents the number of common stock issuable upon conversion of all convertible notes at the conversion rate in effect at the balance sheet date.
Dividends
Common stockholders and non-voting common stockholders are entitled to dividends when and if declared by the Board of Directors and subject to government regulation over banks and bank holding companies. There were no dividends declared or paid to common stockholders during the nine months ended September 30, 2023 and 2022.
Accumulated Other Comprehensive Income (Loss)
AOCI primarily consists of accumulated net unrealized gains or losses associated with our investments in AFS debt securities and foreign currency translation adjustments. The following table presents the rollforward of AOCI, inclusive of the changes in the components of other comprehensive income (loss):
AFS Debt SecuritiesForeign Currency Translation AdjustmentsTotal
Three Months Ended September 30, 2023
AOCI, beginning balance$(5,533)$414 $(5,119)
Other comprehensive income before reclassifications5,616 103 5,719 
Net current-period other comprehensive income(1)(2)
5,616 103 5,719 
AOCI, ending balance$83 $517 $600 
Three Months Ended September 30, 2022
AOCI, beginning balance$(7,797)$(214)$(8,011)
Other comprehensive loss before reclassifications(1,787)325 (1,462)
Amounts reclassified from AOCI into earnings(127)— (127)
Net current-period other comprehensive loss(1)(2)
(1,914)325 (1,589)
AOCI, ending balance$(9,711)$111 $(9,600)
Nine Months Ended September 30, 2023
AOCI, beginning balance$(8,611)$315 $(8,296)
Other comprehensive income before reclassifications8,522 202 8,724 
Amounts reclassified from AOCI into earnings172 — 172 
Net current-period other comprehensive income(1)(2)
8,694 202 8,896 
AOCI, ending balance$83 $517 $600 
Nine Months Ended September 30, 2022
AOCI, beginning balance$(1,351)$(120)$(1,471)
Other comprehensive loss before reclassifications(8,518)231 (8,287)
Amounts reclassified from AOCI into earnings158 — 158 
Net current-period other comprehensive loss(1)(2)
(8,360)231 (8,129)
AOCI, ending balance$(9,711)$111 $(9,600)
____________________
(1)Gross realized gains and losses from sales of our investments in AFS debt securities that were reclassified from AOCI to earnings are recorded within noninterest income—other in the condensed consolidated statements of operations and comprehensive loss. There were no reclassifications related to foreign currency translation adjustments during the three and nine months ended September 30, 2023 and 2022.
(2)There were no material tax impacts during the periods presented due to reserves against deferred tax assets in jurisdictions where other comprehensive loss activity was generated.