sofi-20260430

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934 (Amendment No. __)


Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

Check the appropriate box:

	☐	Preliminary Proxy Statement

	☐	Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

	☒	Definitive Proxy Statement

	☐	Definitive Additional Materials

	☐	Soliciting Material under §240.14a-12

SoFi Technologies, Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):


☒			No fee required.

☐			Fee paid previously with preliminary materials.

☐			Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

April 30, 2026

Dear SoFi Stockholders,

On behalf of our Board of Directors, I cordially invite you to attend our 2026 annual meeting of stockholders, which will be held virtually on Wednesday, June 17, 2026, commencing at 7:00 a.m., Pacific Time (10:00 a.m., Eastern Time). The meeting can be accessed by visiting www.virtualshareholdermeeting.com/SOFI2026, where you will be able to listen to the meeting live, submit questions and vote online. The matters to be acted upon at the meeting are described in the attached Notice of Annual Meeting of Stockholders and Proxy Statement.

Your vote on the business to be considered at the meeting is important, regardless of the number of shares you own. Whether or not you plan to participate in the virtual meeting, please submit your proxy or voting instructions using one of the voting methods described in the accompanying Proxy Statement so that your shares may be represented at the meeting. Submitting your proxy or voting instructions by any of these methods will not affect your right to participate in the virtual meeting and to vote your shares at the meeting if you wish to do so.

We look forward to your participation.



			Sincerely yours,



			Anthony Noto
			Chief Executive Officer

SOFI TECHNOLOGIES, INC.

234 1st Street

San Francisco, California 94105

NOTICE OF 2026 ANNUAL MEETING OF STOCKHOLDERS

We invite you to attend the SoFi 2026 Annual Meeting of Stockholders (“2026 Annual Meeting”), which will be held virtually at 7:00 a.m., Pacific Time (10:00 a.m., Eastern Time), on Wednesday, June 17, 2026. Additional details regarding the 2026 Annual Meeting are included below and we encourage you to participate in the virtual meeting.



VIRTUAL MEETING ACCESS						www.virtualshareholdermeeting.com/SOFI2026. Use the 16-digit control number provided in your proxy materials.

ITEMS OF BUSINESS
Proposal 1:						To elect ten (10) nominees currently serving as members of our Board of Directors and named in the attached Proxy Statement to serve on our Board of Directors for a one-year term expiring at the 2027 annual meeting of stockholders
Proposal 2:						To approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers
Proposal 3:						To ratify the selection of Deloitte & Touche LLP by the Audit Committee of the Board of Directors as the independent registered public accounting firm of the Company for its year ending December 31, 2026
Other:						To consider and act upon any other business that may properly come before the 2026 Annual Meeting or any adjournment or postponement of the 2026 Annual Meeting

ADDITIONAL INFORMATION						Additional information regarding the items of business to be acted on at the 2026 Annual Meeting is included in the accompanying Proxy Statement.

RECORD DATE						The record date for the determination of the stockholders entitled to vote at the 2026 Annual Meeting, or any adjournments or postponements thereof, is the close of business on April 20, 2026.

INSPECTION OF LIST OF STOCKHOLDERS OF RECORD						A complete list of stockholders of record will be available at least 10 days prior to the 2026 Annual Meeting at our headquarters. This list will also be available to stockholders of record during the 2026 Annual Meeting for examination at www.virtualshareholdermeeting.com/SOFI2026.

PROXY VOTING						YOUR VOTE IS VERY IMPORTANT. Whether or not you plan to participate in the virtual 2026 Annual Meeting, we encourage you to read this Proxy Statement and submit your proxy or voting instructions as soon as possible. For specific instructions on how to vote your shares, please refer to the instructions in the Notice you received in the mail, the section entitled “General Information” beginning on page 1 of this Proxy Statement or, if you requested to receive printed proxy materials, your enclosed proxy card.

Important Notice of Internet Availability of Proxy Materials for the Stockholder Meeting to be held on June 17, 2026. This Proxy Statement and our 2025 Annual Report are available at www.proxyvote.com. The Notice of Internet Availability of Proxy Materials was mailed to you beginning on or about April 30, 2026.


									By Order of the Board of Directors,

									Robert Lavet
			April 30, 2026						General Counsel and Secretary

SOFI TECHNOLOGIES, INC.

TABLE OF CONTENTS


			Page
General Information			1
PROPOSAL ONE: ELECTION OF DIRECTORS			8
Nominees for Election to our Board of Directors			8
Corporate Governance			13
Code of Business Conduct and Ethics			17
Corporate G overnance Guidelines			18
Compensation Committee Interlocks and Insider Participation			18
Non-Employee Director Compensation			18
Limitations of Liability and Indemnification Matters			20
PROPOSAL TWO: NON-BINDING ADVISORY VOTE ON THE STOCKHOLDER APPROVAL OF EXECUTIVE COMPENSATION			22
PROPOSAL THREE: RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM			23
Fees Paid to Independent Registered Public Accounting Firm			24
Management			25
Compensation Discussion and Analysis			27
Compensation Committee Report			47
Executive Compensation			48
Beneficial Ownership of Securities			65
Certain Relationships and Related Person Transactions			67
Audit Committee Report			68
Other Matters			69
Appendix A – Non-GAAP Financial Measures			A-1

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SOFI TECHNOLOGIES, INC.

234 1st Street

San Francisco, California 94105

PROXY STATEMENT

ANNUAL MEETING OF STOCKHOLDERS

TO BE HELD ON WEDNESDAY, JUNE 17, 2026

GENERAL INFORMATION

We are furnishing this Proxy Statement on behalf of the Board of Directors of SoFi Technologies, Inc., a Delaware Corporation, for use at our 2026 Annual Meeting of Stockholders or any adjournment or postponement thereof (the “2026 Annual Meeting”), for the purposes set forth below and in the accompanying Notice of 2026 Annual Meeting of Stockholders. The 2026 Annual Meeting will be held virtually at 7:00 a.m., Pacific Time (10:00 a.m., Eastern Time), on Wednesday, June 17, 2026. The 2026 Annual Meeting can be accessed by visiting www.virtualshareholdermeeting.com/SOFI2026, where you will be able to listen to the 2026 Annual Meeting live, submit questions and vote online.

As used in this Proxy Statement, the terms “SoFi”, the “Company”, “we”, “us”, and “our”, and similar references refer to SoFi Technologies, Inc. and the term “Board of Directors” refers to SoFi’s Board of Directors. The term “Social Finance” refers to Social Finance, LLC (formerly Social Finance, Inc.).

On or about April 30, 2026, we expect to mail a Notice of Internet Availability of Proxy Materials (the “Notice”), containing instructions on how to access this Proxy Statement for the 2026 Annual Meeting and our Annual Report on Form 10-K for the year ended December 31, 2025, to stockholders entitled to vote at the 2026 Annual Meeting.

The information provided in the “question and answer” format below is for your convenience only and is merely a summary of the information contained in this Proxy Statement. You should read this entire Proxy Statement carefully. Information contained on, or that can be accessed through, websites referenced in this Proxy Statement is not intended to be incorporated by reference into this Proxy Statement, and references to our website address in this Proxy Statement are inactive textual references only.

Why did I receive a Notice regarding the Availability of Proxy Materials?

In accordance with Securities and Exchange Commission (“SEC”) rules, instead of mailing a printed copy of our proxy materials, we may send a Notice of Internet Availability of Proxy Materials to stockholders. All stockholders as of the record date set forth below will have the ability to access the proxy materials on a website referred to in the Notice or to request a printed set of these materials at no charge. You will not receive a printed copy of the proxy materials unless you specifically request one. Instead, the Notice instructs you as to how you may access and review the proxy materials via the internet.

How do I request paper copies of the proxy materials?

If you received a Notice by mail, you will not receive paper copies of the proxy materials in the mail unless you request them. If you received a Notice by mail and would like to receive a printed copy of the materials, please follow the instructions on the Notice for requesting the materials, and we will promptly mail the materials to you.

In addition, by following the instructions in the Notice, you may request to receive future proxy materials on an ongoing basis (i) electronically by e-mail or (ii) in printed form by mail. Choosing to receive future proxy materials by e-mail will save the Company the cost of printing and mailing documents to stockholders and will reduce the impact of annual meetings on the environment. Your election to receive proxy materials by e-mail or by mail will remain in effect until you terminate it.

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Who can vote at the 2026 Annual Meeting?

You are entitled to vote your shares of common stock, par value $0.0001 per share, of the Company (the “Common Stock”) if you were a stockholder at the close of business on April 20, 2026, the record date for the 2026 Annual Meeting. At the close of business on the record date, 1,282,735,158 shares of Common Stock were outstanding. The holder of each share of Common Stock is entitled to one vote per share.

• Stockholder of Record — If your shares are registered directly in your name with our stock transfer agent, Fidelity Stock Transfer Solutions LLC, then you are considered, with respect to those shares, the “stockholder of record.” As the stockholder of record, you may vote online at the 2026 Annual Meeting or vote by proxy. You have the right to grant your voting proxy directly to us or to a third party or to vote virtually at the 2026 Annual Meeting. Whether or not you plan to participate in the virtual 2026 Annual Meeting, we urge you to vote by proxy over the telephone or vote by proxy through the internet to ensure your vote is counted.

• Beneficial Owner — If your shares are held not in your name, but rather in a brokerage account or registered indirectly through a broker, bank or other agent, then you are not considered, with respect to those shares, the “stockholder of record”, but instead hold in “street name.” The organization holding your account is considered to be the stockholder of record for purposes of voting at the 2026 Annual Meeting. As a beneficial owner, you have the right to direct your broker, bank or other agent regarding how to vote the shares in your account. As a beneficial owner, you should contact your broker, bank or other agent where you hold your account in advance of the 2026 Annual Meeting to obtain a legal proxy in order to vote your shares.

If you are a stockholder of record, Broadridge is sending these proxy materials to you directly. If you hold shares in street name, these materials are being sent to you by the bank, broker or other agent through which you hold your shares.

What do I need to do to participate in the virtual 2026 Annual Meeting?

The 2026 Annual Meeting will be held as a virtual meeting. To access the meeting, you will need the 16-digit control number provided with your proxy materials. We encourage you to access the 2026 Annual Meeting before the start time of 7:00 a.m., Pacific Time (10:00 a.m., Eastern Time). Please allow ample time for online check-in, which will begin at 6:45 a.m., Pacific Time (9:45 a.m., Eastern Time).

Why is the 2026 Annual Meeting a virtual, online meeting?

The 2026 Annual Meeting will be a virtual meeting of stockholders where stockholders will participate by accessing a website using the internet. There will not be a physical meeting location. We believe that hosting a virtual meeting will facilitate stockholder attendance and participation at our 2026 Annual Meeting by enabling stockholders to participate remotely from any location around the world. Our virtual meeting will be governed by our rules of conduct and procedures that will be posted at https://investors.sofi.com in advance of the 2026 Annual Meeting.

We have designed the virtual 2026 Annual Meeting to provide the same rights and opportunities to participate as stockholders would have at an in-person meeting. In order to encourage stockholder participation and transparency, subject to our rules of conduct and procedures, we will:

• provide stockholders attending the 2026 Annual Meeting with the ability to submit appropriate questions relating to an agenda item on which stockholders are entitled to vote during the 2026 Annual Meeting through the 2026 Annual Meeting website when such item is being considered;

• provide management with the ability to answer as many questions as possible submitted prior to or during the 2026 Annual Meeting in accordance with the meeting rules of conduct and procedures in the time allotted for the 2026 Annual Meeting without discrimination;

• address technical and logistical issues related to accessing the virtual meeting platform; and

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• provide procedures for accessing technical support to assist in the event of any difficulties accessing the 2026 Annual Meeting.

For the 2026 Annual Meeting, how do we ask questions of management and the Board of Directors?

We plan to have a question and answer session at the 2026 Annual Meeting and will include as many stockholder questions as our rules of conduct and procedures and the allotted time permits. Stockholders may submit questions that are relevant to our business in advance of the 2026 Annual Meeting as well as live during the 2026 Annual Meeting. If you are a stockholder, you may submit a question in advance of the meeting at www.proxyvote.com after logging in with the 16-digit control number provided with your proxy materials. Questions may be submitted during the 2026 Annual Meeting through www.virtualshareholdermeeting.com/SOFI2026.

What if I have technical difficulties or trouble accessing the virtual 2026 Annual Meeting?

The virtual meeting platform is fully supported across browsers (MS Edge, Firefox, Chrome and Safari) and devices (desktops, laptops, tablets and cell phones) running the most up-to-date version of applicable software and plugins. Please note Internet Explorer is not a supported browser.

If you encounter any difficulties accessing the virtual 2026 Annual Meeting during the check-in or meeting time, please call the phone number displayed on the virtual meeting website on the meeting date.

How do I vote?

You may vote using any of the following methods:

• Telephone. If you are located within the United States or Canada, you can vote your shares by telephone by calling the toll-free telephone number printed on the Notice, on your proxy card, or in the instructions that accompany your proxy materials, as applicable, and following the recorded instructions. You will need the 16-digit control number printed on the Notice, on your proxy card, or in the instructions that accompany your proxy materials, as applicable. Telephone voting is available 24 hours a day and will be accessible until 8:59 p.m., Pacific Time (11:59 p.m., Eastern Time) on June 16, 2026. Have your Notice, proxy card or instructions in hand when you call and then follow the instructions. If you vote by telephone, you do NOT need to return a proxy card or vote over the internet. If you are an owner in street name, please follow the instructions from your broker, bank or other agent.

• Internet. You can also choose to vote your shares by the internet at www.proxyvote.com. You will need the 16-digit control number printed on your Notice, on your proxy card, or in the instructions that accompany your proxy materials, as applicable. Internet voting is available 24 hours a day and will be accessible until 8:59 p.m., Pacific Time (11:59 p.m., Eastern Time) on June 16, 2026. Have your Notice, proxy card or instructions in hand when you access the website and follow the instructions to create an electronic voting instruction form. If you vote via the internet, you do NOT need to return a proxy card or vote over the telephone. If you are an owner in street name, please follow the instructions from your broker, bank or other agent.

• Mail. If you are a holder of record and received printed copies of the materials by mail, you may choose to vote by mail. Simply mark your proxy card, date and sign it, and return it in the postage-paid envelope that we included with your materials or return it to SoFi Technologies, Inc., Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, NY 11717 by June 16, 2026. If you are an owner in street name, please follow the instructions from your broker, bank or other agent.

• During the 2026 Annual Meeting. You may also vote during the 2026 Annual Meeting through our link at www.virtualshareholdermeeting.com/SOFI2026. If your shares are held in the name of a bank, broker or other holder of record, you must obtain a proxy, executed in your favor, from the holder of record to be able to vote at the 2026 Annual Meeting. All shares that have been properly voted and not revoked will be voted at the 2026 Annual Meeting. If you sign and return a proxy card, but do not give voting instructions,

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the shares represented by that proxy card will be voted as recommended by the Board of Directors. Returning the proxy card or voting by telephone or via the internet does not deprive you of your right to participate in the 2026 Annual Meeting virtually.

The internet and telephone voting procedures are designed to authenticate stockholders’ identities, to allow stockholders to give their voting instructions and to confirm that stockholders’ instructions have been recorded properly. Stockholders voting by internet or telephone should understand that, while we and Broadridge do not charge any fees for voting by internet or telephone, there may nevertheless be costs, such as usage charges from internet access providers and telephone companies, that must be borne by the stockholder.

Can I change my vote or revoke my proxy?

Yes. You can change your vote or revoke your proxy at any time before the 2026 Annual Meeting by:

• granting a subsequent proxy by internet at www.virtualshareholdermeeting.com/SOFI2026 or by telephone at 1-800-690-6903 before 8:59 p.m., Pacific Time (11:59 p.m., Eastern Time), on June 16, 2026;

• requesting paper copies of the proxy materials and returning a properly completed proxy card with a later date using the prepaid return envelope provided. New instructions as indicated on your proxy card must be received by June 16, 2026;

• delivering a written notice of revocation to the Secretary of the Company, at 234 1st Street, San Francisco, California 94105 so that it is received by the Secretary by June 16, 2026; or

• virtually attending the 2026 Annual Meeting and voting electronically.

Simply attending the 2026 Annual Meeting will not cause your previously granted proxy to be revoked.

If you are an owner of shares held in street name, please follow the instructions from your broker, bank or other agent.

If I submit a proxy by internet, telephone or mail, how will my shares be voted?

If you properly submit your proxy by internet, telephone or mail, and you do not subsequently revoke your proxy, your shares of stock will be voted in accordance with your instructions.

If you sign, date and return your proxy card, but do not give voting instructions, your shares of stock will be voted as follows: FOR the election of each of our director nominees, FOR the non-binding advisory approval of our 2025 compensation of our named executive officers as disclosed in this Proxy Statement, FOR the ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for our year ending December 31, 2026, and otherwise in accordance with the judgment of the persons voting the proxy on any other matter properly brought before the 2026 Annual Meeting.

If I hold my shares in “street name” and do not provide voting instructions, can my broker still vote my shares?

If you are a beneficial owner of shares held in street name and you do not instruct your broker, bank or other agent how to vote your shares, your broker, bank or other agent may still be able to vote your shares in its discretion. Under the rules of the New York Stock Exchange, which are also applicable to Nasdaq-listed companies, brokers, banks and other securities intermediaries that are subject to New York Stock Exchange rules may use their discretion to vote your “uninstructed” shares on matters considered to be “routine” under New York Stock Exchange rules but not with respect to “non-routine” matters. For example, Proposal 3 will be considered a “routine” matter. If you do not return voting instructions to your broker, bank or other agent by its deadline, your shares may be voted by such entity in its discretion on Proposal 3. Proposals 1 and 2 will be considered “non-routine.” When a broker, bank or other agent votes its clients’ unvoted shares on “routine” matters, these shares are counted to determine if a quorum exists to conduct business at the meeting. A broker, bank or other agent cannot vote clients’ unvoted shares on matters that are deemed “non-routine” matters.

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What are “broker non-votes”?

A broker non-vote occurs when a broker, bank or other agent has not received voting instructions from the beneficial owners of the shares and the broker, bank or other agent cannot vote the shares because the matter is considered “non-routine” under New York Stock Exchange rules. These unvoted shares are counted as “broker non-votes.”

What is a quorum?

A quorum is the minimum number of shares required to virtually attend or be represented by proxy at the 2026 Annual Meeting for the meeting to be properly held and business to be conducted at the meeting in accordance with our Bylaws and Delaware law. If there is no quorum at the 2026 Annual Meeting, the chairperson of the 2026 Annual Meeting may adjourn the meeting from time to time to reconvene at the same or some other place until a quorum shall attend. The presence, in person or by proxy, of the holders of a majority of the voting power of all outstanding shares of the Company entitled to vote generally in the election of directors will constitute a quorum at the meeting. As of the record date, there were a total of 1,282,735,158 shares of Common Stock outstanding, which means that 641,367,580 shares of Common Stock must be represented virtually or by proxy at the 2026 Annual Meeting to have a quorum. Votes withheld, abstentions and broker non-votes will also be counted towards the quorum requirement.

How many votes are needed for approval of each matter?

The following table summarizes the minimum vote needed to approve each proposal and the effect of votes withheld, abstentions and broker non-votes.

No.

Proposal Description

Voting Options

Vote Required for Approval

Effect of Abstentions or Votes Withheld

Effect of Broker Non-Votes

Election of Directors

“For” or “Withhold”

“For” votes from a plurality of votes cast, which requires at least one “For” vote. Nominees receiving the most “For” votes are elected.

No Effect

No effect

Non-Binding Advisory Vote on Stockholder Approval of Named Executive Officer Compensation

“For”, “Against”, or “Abstain”

“For” votes from the majority of the voting power of the shares present in person or represented by proxy and entitled to vote on the matter

Against

No effect

Ratification of the Appointment of Deloitte & Touche LLP

“For”, “Against”, or “Abstain”

“For” votes from the majority of the voting power of the shares present in person or represented by proxy and entitled to vote on the matter

Against

No effect(1)

___________________________

(1) This proposal will be considered a “routine” matter. Accordingly, if you hold your shares in street name and do not provide voting instructions to your broker, bank or other agent that holds your shares, your broker, bank or other agent has discretionary authority to vote your shares on this proposal.

How are proxies solicited for the 2026 Annual Meeting?

Our directors, employees and Morrow Sodali, our proxy solicitor, may solicit proxies for use at the 2026 Annual Meeting in person, by telephone or by other means of communication. Directors and employees will not be paid any additional compensation for soliciting proxies, but Morrow Sodali will be paid a fee of approximately $15,000, plus reimbursement for out-of-pocket expenses and we have agreed to indemnify Morrow Sodali and its affiliates in certain circumstances.

All expenses associated with this solicitation, including the cost of preparing, assembling, printing, filing, mailing and otherwise distributing the Notice or proxy materials and soliciting votes for use at the 2026 Annual Meeting will be borne by the Company. If you choose to access the proxy materials or vote over the internet, you are responsible for internet access charges you may incur. If you choose to vote by telephone, you are responsible for any telephone charges you may incur.

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Where can I find the voting results of the 2026 Annual Meeting?

If possible, we will announce preliminary voting results at the 2026 Annual Meeting. We will also disclose final voting results on a Current Report on Form 8-K that we expect to file with the SEC within four business days after the 2026 Annual Meeting. If final voting results are not available to us in time to file a Form 8-K, we will file a Form 8-K to publish preliminary results and will provide the final results in an amendment to the Form 8-K as soon as they become available.

When are stockholder proposals and director nominations due for next year’s Annual Meeting of Stockholders?

To be considered for inclusion in next year’s proxy materials, pursuant to Rule 14a-8 promulgated under the Exchange Act of 1934, as amended (the “Exchange Act”), a stockholder proposal must be submitted in writing by December 31, 2026, to the attention of the Company Secretary at 234 1st Street, San Francisco, California 94105. We also encourage you to submit a copy of any such proposals via email to legalnotices@sofi.org.

If you wish to submit a stockholder proposal at the 2027 annual meeting of stockholders that is not to be included in next year’s proxy materials, you must comply with the requirements set forth in our Bylaws not later than the close of business on March 19, 2027 nor earlier than the opening of business on February 17, 2027; provided, however, that in the event that the date of the 2027 annual meeting of stockholders is more than 30 days before or more than 60 days after the anniversary date of the preceding annual meeting of stockholders, timely notice of your stockholder proposal must be delivered not earlier than the close of business on the 120th day prior to such annual meeting and not later than the close of business on the later of the 90th day prior to such annual meeting or, if the first public announcement of the date of such annual meeting is less than 100 days prior to the date of such annual meeting, the 10th day following the day on which public announcement of the date of such meeting is first made by SoFi. In addition, stockholders who intend to solicit proxies in support of director nominees other than the Company’s nominees must comply with the additional requirements of Rule 14a-19(b) under the Exchange Act.

In the event that the number of directors to be elected to our Board of Directors at the 2027 annual meeting of stockholders is greater than the number of directors whose terms expire on the date of the 2027 annual meeting of stockholders and there is no public announcement naming all of the nominees for the additional directors to be elected or specifying the size of the increased Board of Directors before the close of business on the 100th day prior to the anniversary date of the immediately preceding annual meeting of stockholders, or March 9, 2027, a stockholder’s notice shall also be considered timely, but only with respect to nominees for the additional directorships created by such increase that are to be filled by election at the 2027 annual meeting of stockholders, if it shall be received by the Company Secretary at the principal executive offices of SoFi not later than the close of business on the 10th day following the date on which such public announcement was first made by SoFi.

What is Householding?

The SEC has adopted rules that permit companies and intermediaries (e.g., brokers) to satisfy the delivery requirements for Notices of Internet Availability of Proxy Materials with respect to two or more stockholders sharing the same address by delivering a single Notice of Internet Availability of Proxy Materials addressed to those stockholders. This process is commonly referred to as “householding.”

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This year, a number of brokers with account holders who are SoFi stockholders will be “householding” our proxy materials. A single Notice of Internet Availability of Proxy Materials will be delivered to multiple stockholders sharing an address unless contrary instructions have been received from the affected stockholders. Once you have received notice from your broker that they will be “householding” communications to your address, “householding” will continue until you are notified otherwise or until you revoke your consent. If, at any time, you no longer wish to participate in “householding” and would prefer to receive a separate Notice of Internet Availability of Proxy Materials, please notify your broker or write to us at the following address or email address or call us at the following phone number:

Investor Relations

234 1st Street

San Francisco, California 94105

Email: ir@sofi.org

Telephone: (844) 422-7634

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PROPOSAL ONE:

ELECTION OF DIRECTORS

Our Board of Directors presently consists of ten (10) directors and there are ten (10) nominees for directorships to be elected at the 2026 Annual Meeting. Our directors are elected annually for a one-year term expiring at the Annual Meeting of Stockholders in the following year. Each director will continue to serve as a director until the election and qualification of his or her successor, or until his or her earlier death, resignation, or removal.

In identifying and recommending nominees for positions on our Board of Directors and in determining whether such nominees have the experience, qualifications, attributes and skills, taken as a whole, to enable our Board of Directors to satisfy its oversight responsibilities effectively in light of its business and structure, our Nominating and Corporate Governance Committee focuses primarily on each person’s background and experience as reflected in the information discussed in each of the directors’ individual biographies set forth below in order to provide an appropriate mix of experience and skills relevant to the size and nature of its business. In addition, no director nominee can have violated any applicable state or federal laws, rules or regulations applicable to depository institutions or depository institution holding companies. In selecting qualified candidates for the Board of Directors, our Nominating and Corporate Governance Committee considers, among other things, diversity of viewpoints, backgrounds, experience and skill sets. Our Nominating and Corporate Governance Committee evaluates possible candidates in detail and then recommends individuals to be evaluated in more depth by additional directors. At this time, the Nominating and Corporate Governance Committee does not have a policy with regard to the consideration of director candidates recommended by stockholders. The Nominating and Corporate Governance Committee believes that it is in the best position to identify, review, evaluate and select qualified candidates for Board of Directors membership, based on the comprehensive criteria for Board of Directors membership approved by the Board of Directors. The Nominating and Corporate Governance Committee will consider whether to nominate any person nominated by a stockholder pursuant to the provisions of the Company’s Bylaws relating to stockholder nominations and in accordance with the process described in “General Information — When are stockholder proposals and director nominations due for next year’s Annual Meeting of Stockholders?” above.

Nominees for Election to our Board of Directors

At the 2026 Annual Meeting, our stockholders will be asked to elect the ten (10) director nominees set forth below for a one-year term expiring at the 2027 annual meeting of stockholders. While our Board of Directors does not anticipate that any of the director nominees will be unable to stand for election as a director nominee at the 2026 Annual Meeting, if that occurs, proxies will be voted in favor of such other person or persons who are recommended by our Nominating and Corporate Governance Committee and designated by our Board of Directors as a substitute nominee or nominees. Under our corporate governance guidelines, directors are expected to attend annual meetings except if unusual circumstances make attendance impractical. We expect that all of our directors will virtually attend the 2026 Annual Meeting.

All the director nominees currently are members of our Board of Directors and have been recommended for re-election by our Nominating and Corporate Governance Committee and approved and nominated for re-election by our Board of Directors, and all the director nominees have consented to serve if elected.

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Set forth below is information regarding the director nominees as of April 30, 2026.

Name

Age

Position

Anthony Noto

Chief Executive Officer and Director

Tom Hutton

Chairman of the Board of Directors

Steven Freiberg

Vice Chairman of the Board of Directors

Ruzwana Bashir

Director

William Borden

Director

Dana Green

Director

John Hele

Director

Clara Liang

Director

Gary Meltzer

Director

Magdalena Yeşil

Director

Anthony Noto

Mr. Noto has served as our Chief Executive Officer and as a member of our Board of Directors since May 2021. Mr. Noto served in the same capacities at Social Finance from February 2018 until May 2021. Before joining SoFi, Mr. Noto served as Twitter’s (now known as X) Chief Operations Officer, a digital/mobile information network, from 2016 to 2017 and as Twitter’s Chief Financial Officer from 2014 to 2017. Previously, Mr. Noto served as co-head of Global Technology, Media and Telecom Investment Banking at Goldman Sachs, a multinational investment bank, from 2010 to 2014. Mr. Noto was the Chief Financial Officer of the National Football League from 2008 to 2010. Mr. Noto has served as a board member of Franklin Resources, Inc. since February 2020, and of Warner Bros. Discovery, Inc. since January 2025. Mr. Noto holds a bachelor of science from the U.S. Military Academy and a master of business administration from the University of Pennsylvania’s Wharton School. We believe Mr. Noto is qualified to serve in the capacity of Chief Executive Officer and as a member of our Board of Directors because of his extensive experience in the technology and financial services sectors in both operating and financial leadership capacities.

Tom Hutton

Mr. Hutton has served as the Chairman of our Board of Directors since May 2021. Mr. Hutton was previously the Chairman of the Social Finance Board of Directors from September 2017 to May 2021 and a director of Social Finance from November 2011 until May 2021. Mr. Hutton previously served as interim Chief Executive Officer of Social Finance from September 2017 to March 2018. Mr. Hutton has served as the Managing Partner of Thompson Hutton, LLC, an investment management firm, since 2000. He also founded and has served as Managing Partner of XL Innovate Fund, a venture capital fund, since 2015. Mr. Hutton has previously served as a board member of Portage Financial Technology Acquisition Corp. from August 2021 until its acquisition in July 2023, and Lemonade Inc. from January 2016 to April 2021, and as a board member of Safeco Insurance, Montpelier Re Holdings and XL Group. Mr. Hutton holds a bachelor of arts and master of science from Stanford University and a master of business administration from Harvard Business School. We believe that Mr. Hutton is qualified to serve as a member of our Board of Directors because of his experience as a director and Audit Committee Chairman of public companies and his knowledge of the fintech industry.

Steven Freiberg

Mr. Freiberg has served as the Vice Chairman of our Board of Directors since May 2021. Mr. Freiberg was previously the Vice Chairman of the Social Finance Board of Directors from September 2017 to May 2021 and a director of Social Finance from March 2017 until May 2021. Mr. Freiberg served as a senior advisor to Social Finance from July 2018 to June 2019 and also served as Social Finance’s interim Chief Financial Officer from May 2017 to June 2018. Mr. Freiberg is a long-term veteran of the financial services sector, having served as the Chief Executive Officer of E*TRADE Financial Corporation, an electronic trading platform, and having held multiple positions at Citigroup over a 30 year period, including serving as the Co-Chairman and Chief Executive

SoFi Technologies, Inc.

SEC Form DEF 14A filed by SoFi Technologies Inc.