Related-Party Transactions

3 Months Ended

Mar. 31, 2022

Note 17 Related-Party Transactions

Leasing Arrangements:

During the three months ended March 31, 2022 and 2021, the Company paid approximate

ly $0.08 million and $0.08 million, respectively, under lease agreements with PCJW for general office space in Los Angeles, California.

The following is a schedule of future minimum rental payments as of March 31, 2022, under the Company’s

sub-lease

for the properties located in Los Angeles, California signed with PCJW (in thousands):


Year	Related-Party Commitment
2022 (remaining)	$	252
2023		339
2024		295
2025		309
Thereafter		—

Total minimum lease payments	$	1,195

Less: imputed interest		(189	)

Total lease liabilities	$	1,006

The related-party components of the lease

right-of-use

assets, lease liabilities, short-term, and lease liabilities, long-term, are presented as part of the

right-of-use

asset and lease liability on the condensed consolidated balance sheets.

Related-Party Exercise Receivable Promissory Notes:

During 2018, the Company received non-recourse promissory notes from certain employees, which allowed for the early exercise of stock options, with the exercise price to be paid back to the Company at a later date. The notes for approximatel

y $0.1 thousand were secured by a pledge of 1,942,250 shares.

During 2020, the Company received a non-recourse promissory note from a certain executive, which allowed for the early exercise of stock options, with the exercise price to be paid back to the Company at a later date. The note for approximatel

y $1.0 million was secured by a pledge of 1,050,000 shares.

The promissory notes have a term of five years and carry stated interest rates between 1.5% and 2.0%, which are compounded annually.

The amounts due as of March 31, 2022 and December 31, 2021, were approximately $

and $

1.1

million, respectively. Prior to the consummation of the Business Combination in January 2022, the promissory notes were repaid.

On January 3, 2022, Legacy Dave entered into an agreement with a certain executive to transfer and sell shares of Legacy Dave common stock to Legacy Dave. A total of 146,565 shares of Legacy Dave’s common stock were repurchased for an aggregate purchase amount of $1.6 million, which resulted in an extinguishment of the related-party exercise receivable promissory notes.

Loans to Stockholders:

In 2019, the Company entered into loan, pledge, and option agreements (“Loans to Stockholders”) with various employees, who are also stockholders, to provide those employees cash in exchange for

non-recourse

promissory notes and call options, which allow the Company to acquire shares held by these stockholders. The entire unpaid principal balance of these Loans to Stockholders, together with all accrued but unpaid interest, is due and payable upon the earlier (i) o

f August 12, 2026; (ii) a liquidity event; or (iii) upon the exercise of the call option by the Company. These Loans to Stockholders carry stated interest rates of 1.87%, which are compounded annually. Please refer to Note 2,

Significant Account Policies

Summary of Significant Accounting Policies, for further details on the fair value of the derivative asset related to the Loans to Stockholders. Upon consummation of the

usiness

ombination in January 2022, all of the call options related to the Loans to Stockholders were exercised and the related loans were settled. The Loans to Stockholders, inclusive of interest, were approximately $0 (unaudited) and $15.2 million as of March 31, 2022 and December 31, 2021, respectively