LC 10-Q Quarterly Report Sept. 30, 2025

LENDINGCLUB CORP

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lc-20250930

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM			10-Q


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2025

Commission File Number: 001-36771


LendingClub Corporation
(Exact name of registrant as specified in its charter)


Delaware			51-0605731
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

595 Market Street, Suite 200,

San Francisco,

94105

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: ( 415 ) 930-7440

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol	Name of each exchange on which registered
Common stock, par value $0.01 per share	LC	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of October 17, 2025, there were 115,301,440 shares of the registrant’s common stock outstanding.

LENDINGCLUB CORPORATION

TABLE OF CONTENTS


PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements
	Condensed Consolidated Balance Sheets	6
	Condensed Consolidated Statements of Income	7
	Condensed Consolidated Statements of Comprehensive Income	8
	Condensed Consolidated Statements of Changes in Equity	9
	Condensed Consolidated Statements of Cash Flows	10
	Notes to Condensed Consolidated Financial Statements	12
	Note 1. Summary of Significant Accounting Policies	12
	Note 2. Marketplace Revenue	13
	Note 3. Earnings Per Share	14
	Note 4. Securities Available for Sale	15
	Note 5. Loans and Leases Held for Investment at Amortized Cost, Net of Allowance for Loan and Lease Losses	18
	Note 6. Securitizations and Variable Interest Entities	27
	Note 7. Fair Value Measurements	28
	Note 8. Derivative Instruments and Hedging Activities	38
	Note 9. Property, Equipment and Software, net	40
	Note 10. Goodwill and Intangible Assets	40
	Note 11. Other Assets	41
	Note 12. Deposits	42
	Note 13. Borrowings	42
	Note 14. Other Liabilities	43
	Note 15. Employee Incentive Plans	43
	Note 16. Income Taxes	44
	Note 17. Leases	45
	Note 18. Commitments and Contingencies	47
	Note 19. Regulatory Requirements	48
	Note 20. Segment Reporting	50
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	54
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	87
Item 4.	Controls and Procedures	87

PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	87
Item 1A.	Risk Factors	87
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	89
Item 3.	Defaults Upon Senior Securities	89
Item 4.	Mine Safety Disclosures	89
Item 5.	Other Information	89
Item 6.	Exhibits	90
Signatures		91

Glossary

The following is a list of common acronyms and terms LendingClub Corporation regularly uses in its financial reporting:



ACL			Allowance for Credit Losses (includes both the allowance for loan and lease losses, allowance for securities available for sale and the reserve for unfunded lending commitments)
AFS			Available for Sale
ALLL			Allowance for Loan and Lease Losses
Annual Report			Annual Report on Form 10-K for the year ended December 31, 2024
ASU			Accounting Standards Update
AUM			Assets Under Management (outstanding balances of Loan Originations serviced by the Company including loans sold to investors as well as loans held for investment and held for sale by the Company)
Balance Sheet			Condensed Consolidated Balance Sheets
CECL			Current Expected Credit Losses (Accounting Standards Update 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments)
CET1			Common Equity Tier 1
CET1 Capital Ratio			Common Equity Tier 1 capital divided by total risk-weighted assets as defined under the Basel III capital framework
DCF			Discounted Cash Flow

EPS			Earnings Per Share
Exchange Act			Securities Exchange Act of 1934, as amended
FRB or Federal Reserve			Board of Governors of the Federal Reserve System and, as applicable, Federal Reserve Bank(s)
GAAP			Accounting Principles Generally Accepted in the United States of America
HFI			Loans which are retained by the Company and held for investment
HFS			Held for sale loans expected to be sold to investors
Income Statement			Condensed Consolidated Statements of Income
LC Bank or LendingClub Bank			LendingClub Bank, National Association
LendingClub, LC, the Company, we, us, or our			LendingClub Corporation and its subsidiaries
Loan Originations			Unsecured personal loans and auto refinance loans originated by the Company or facilitated by third-party issuing banks
Marketplace Loans			Loan Originations designated as HFS

N/M			Not meaningful

Parent			LendingClub Corporation (the Parent Company of LendingClub Bank, National Association and other subsidiaries)

PPNR or Pre-Provision Net Revenue			PPNR, or Pre-Provision Net Revenue, is a non-GAAP financial measure calculated by subtracting the provision for credit losses and income tax benefit/expense from net income.







SEC			United States Securities and Exchange Commission
Securities Act			Securities Act of 1933, as amended

Statement of Cash Flow			Condensed Consolidated Statements of Cash Flows

Structured Program transactions			Asset-backed securitization transactions where certain accredited investors and qualified institutional buyers have the opportunity to invest in securities backed by a pool of unsecured personal whole loans.


Tier 1 Capital Ratio			Tier 1 capital, which includes Common Equity Tier 1 capital plus non-cumulative perpetual preferred equity that qualifies as additional tier 1 capital, divided by total risk-weighted assets as defined under the Basel III capital framework.
Tier 1 Leverage Ratio			Tier 1 capital, which includes Common Equity Tier 1 capital plus non-cumulative perpetual preferred equity that qualifies as additional tier 1 capital, divided by quarterly adjusted average assets as defined under the Basel III capital framework.
Total Capital Ratio			Total capital, which includes Common Equity Tier 1 capital, Tier 1 capital and allowance for credit losses and qualifying subordinated debt that qualifies as Tier 2 capital, divided by total risk-weighted assets as defined under the Basel III capital framework.
Unsecured personal loans			Unsecured personal loans originated on the Company’s platforms, including an online direct to consumer platform and a platform connected with a network of education and patient finance providers.
VIE			Variable Interest Entity

LENDINGCLUB CORPORATION

Except as the context requires otherwise, as used herein, “LendingClub,” “Company,” “we,” “us,” and “our,” refer to LendingClub Corporation, a Delaware corporation, and, where appropriate, its consolidated subsidiaries, including LendingClub Bank, National Association (LC Bank), and various entities established to facilitate loan sale transactions under LendingClub’s Structured Program.

Forward-looking Statements

This Quarterly Report on Form 10-Q (Report) contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (Exchange Act). Forward-looking statements in this Report include, without limitation, statements regarding borrowers, credit scoring, our strategy, future operations, expected losses, future financial position, future revenue, projected costs, prospects, plans, objectives of management, expected market growth and the impact on our business. You can identify these forward-looking statements by words such as “anticipate,” “appear,” “believe,” “continue,” “could,” “estimate,” “expect,” “forecast,” “future,” “intend,” “may,” “opportunity,” “plan,” “predict,” “project,” “should,” “strategy,” “target,” “will,” “would,” or similar expressions.

These forward-looking statements include, among other things, statements about:

• our compliance, and that of third-party partners or providers, with applicable local, state and federal laws, regulations and regulatory developments or court decisions affecting our business;

• the impact of accounting standards or policies, including the Current Expected Credit Losses (CECL) standard;

• the results of examinations of us by regulatory authorities and the possibility that any such regulatory authority may, among other things, require us to limit our business activities, increase our allowance for loan losses, increase our capital levels, or affect our ability to borrow funds or maintain or increase deposits;

• our ability to effectively manage capital or liquidity to support our evolving business or operational needs, while remaining compliant with regulatory or supervisory requirements and appropriate risk-management standards;

• the impact of changes to our deposit base;

• the impact of the continuation of, or changes in, the interest rate environment and economic climate;

• the impact of changes in the U.S. political environment or disruptions in government operations, including any government shutdown;

• the ability and willingness of borrowers to repay loans;

• our belief that certain loans and leases in our commercial loan portfolio will be fully repaid in accordance with the contractual loan terms;

• our ability to maintain investor confidence in the operation of our platform;

• the performance of our loan products and expected rates of return for investors;

• the impact of, and our ability to resolve, pending litigation and governmental inquiries and investigations;

• our intention not to sell our available for sale (AFS) investment portfolio;

• our financial condition and performance, including the impact that management’s estimates have on our financial performance and the relationship between interim period and full year results;

• the inputs used in the fair value measurement of our financial instruments;

• our estimate of our interest rate sensitivity;

• our calculation of expected credit losses for our collateral-dependent loans;

• our estimated maximum exposure to losses;

• our expectation of loan servicing fee revenue based on forecasted prepayments and estimated market rate of servicing at the time of loan sale;

• capital expenditures;

• our compliance with contractual obligations or restrictions;

• our ability to develop and maintain effective internal controls;

• our ability to continue to realize the financial and strategic benefits of our digital marketplace bank business model;

• the timeline for occupying our recently acquired property in San Francisco;

LENDINGCLUB CORPORATION

• our tax profile; and

• other risk factors listed from time to time in reports we file with the SEC.

We caution you that the foregoing list may not contain all of the forward-looking statements in this Report. We may not actually achieve the plans, intentions or expectations disclosed in forward-looking statements, and you should not place undue reliance on forward-looking statements. We have included important factors in the “Risk Factors” section of this Report and our Annual Report on Form 10-K for the year ended December 31, 2024, as well as in our condensed consolidated financial statements, related notes, and other information appearing elsewhere in this Report and our other filings with the SEC that could, among other things, cause actual results or events to differ materially from forward-looking statements contained in this Report. Forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures or investments we may make.

You should read this Report carefully and completely and with the understanding that actual future results may be materially different from what we expect. We do not assume any obligation to update or revise any forward-looking statements, whether as a result of new information, actual results, future events or otherwise, other than as required by law.

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

LENDINGCLUB CORPORATION

Condensed Consolidated Balance Sheets

(In Thousands, Except Share and Per Share Amounts)

(Unaudited)


	September 30, 2025		December 31, 2024
Assets
Cash and due from banks	$	10,629	$	15,524
Interest-bearing deposits in banks	816,758		938,534
Total cash and cash equivalents	827,387		954,058
Restricted cash	18,283		23,338
Securities available for sale at fair value ($ 3,769,472 and $ 3,492,264 at amortized cost, respectively)	3,742,304		3,452,648
Loans held for sale at fair value	1,213,140		636,352
Loans and leases held for investment	4,363,415		4,125,818
Allowance for loan and lease losses	( 267,774 )		( 236,734 )
Loans and leases held for investment, net	4,095,641		3,889,084
Loans held for investment at fair value	477,784		1,027,798
Property, equipment and software, net	250,330		167,532
Goodwill	75,717		75,717
Other assets	371,929		403,982
Total assets	$	11,072,515	$	10,630,509
Liabilities and Equity
Deposits:
Interest-bearing	$	9,041,412	$	8,676,119
Noninterest-bearing	346,821		392,118
Total deposits	9,388,233		9,068,237


Other liabilities	222,069		220,541
Total liabilities	9,610,302		9,288,778
Equity

Common stock, $ 0.01 par value; 180,000,000 shares authorized; 115,301,440 and 113,383,917 shares issued and outstanding, respectively	1,153		1,134
Additional paid-in capital	1,722,113		1,702,316
Accumulated deficit	( 243,353 )		( 337,476 )

Accumulated other comprehensive loss	( 17,700 )		( 24,243 )


Total equity	1,462,213		1,341,731
Total liabilities and equity	$	11,072,515	$	10,630,509

See Notes to Condensed Consolidated Financial Statements.

LENDINGCLUB CORPORATION

Condensed Consolidated Statements of Income

(In Thousands, Except Share and Per Share Amounts)

(Unaudited)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Non-interest income:
Marketplace revenue	$	102,155	$	58,384	$	257,442	$	170,628
Other non-interest income	5,637		3,256		12,290		7,525
Total non-interest income	107,792		61,640		269,732		178,153

Interest income:
Interest on loans held for sale	37,628		30,326		91,931		71,746
Interest and fees on loans and leases held for investment	126,211		118,788		367,555		376,000
Interest on loans held for investment at fair value	15,319		26,345		60,490		46,801
Interest on securities available for sale	56,253		52,476		167,872		130,702
Other interest income	6,390		12,442		23,109		42,113
Total interest income	241,801		240,377		710,957		667,362

Interest expense:
Interest on deposits	83,221		96,863		248,166		271,019
Other interest expense	141		3,273		146		4,686
Total interest expense	83,362		100,136		248,312		275,705

Net interest income	158,439		140,241		462,645		391,657

Total net revenue	266,231		201,881		732,377		569,810

Provision for credit losses	46,280		47,541		144,162		115,029

Non-interest expense:
Compensation and benefits	60,830		57,408		181,208		173,502
Marketing	40,712		26,186		103,531		76,987
Equipment and software	13,465		12,789		42,604		37,833
Depreciation and amortization	16,879		13,341		46,248		39,086
Professional services	10,922		8,014		30,986		22,909
Occupancy	5,245		4,005		14,377		11,807
Other non-interest expense	14,660		14,589		42,344		38,699
Total non-interest expense	162,713		136,332		461,298		400,823

Income before income tax expense	57,238		18,008		126,917		53,958
Income tax expense	( 12,964 )		( 3,551 )		( 32,794 )		( 12,348 )
Net income	$	44,274	$	14,457	$	94,123	$	41,610


Earnings per share: (1)
Basic EPS	$	0.39	$	0.13	$	0.82	$	0.37
Diluted EPS	$	0.37	$	0.13	$	0.81	$	0.37
Weighted-average common shares – Basic	114,961,676		112,042,202		114,359,414		111,376,778
Weighted-average common shares – Diluted	118,188,124		113,922,256		116,690,642		112,027,815

(1) See “ Notes to Condensed Consolidated Financial Statements – Note 3. Earnings Per Share ” for additional information.

See Notes to Condensed Consolidated Financial Statements.

LENDINGCLUB CORPORATION

Condensed Consolidated Statements of Comprehensive Income

(In Thousands)

(Unaudited)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Net income	$	44,274	$	14,457	$	94,123	$	41,610

Other comprehensive income:
Net unrealized gain on securities available for sale	11,167		47,012		10,356		37,326

Income tax effect	( 2,862 )		( 13,198 )		( 3,813 )		( 10,593 )
Other comprehensive income, net of tax	8,305		33,814		6,543		26,733

Total comprehensive income	$	52,579	$	48,271	$	100,666	$	68,343

See Notes to Condensed Consolidated Financial Statements.

LENDINGCLUB CORPORATION

Condensed Consolidated Statements of Changes in Equity

(In Thousands, Except Share Data)

(Unaudited)



	Common Stock		Additional Paid-in Capital				Accumulated Other Comprehensive Loss	Accumulated Deficit	Total Equity
		Shares			Amount
Balance at June 30, 2025		114,740,147	$	1,147	$	1,718,520			$	( 26,005 )	$	( 287,627 )	$	1,406,035
Stock-based compensation		—	—		9,577				—		—		9,577
Net issuances under equity incentive plans		561,293	6		( 5,984 )				—		—		( 5,978 )



Net unrealized gain on securities available for sale, net of tax		—	—		—				8,305		—		8,305

Net income		—	—		—				—		44,274		44,274
Balance at September 30, 2025		115,301,440	$	1,153	$	1,722,113			$	( 17,700 )	$	( 243,353 )	$	1,462,213

	Common Stock		Additional Paid-in Capital				Accumulated Other Comprehensive Loss	Accumulated Deficit	Total Equity
		Shares			Amount
Balance at December 31, 2024		113,383,917	$	1,134	$	1,702,316			$	( 24,243 )	$	( 337,476 )	$	1,341,731
Stock-based compensation		—	—		30,004				—		—		30,004
Net issuances under equity incentive plans		1,917,523	19		( 10,207 )				—		—		( 10,188 )



Net unrealized gain on securities available for sale, net of tax		—	—		—				6,543		—		6,543

Net income		—	—		—				—		94,123		94,123
Balance at September 30, 2025		115,301,440	$	1,153	$	1,722,113			$	( 17,700 )	$	( 243,353 )	$	1,462,213

	Common Stock		Additional Paid-in Capital				Accumulated Other Comprehensive Loss	Accumulated Deficit	Total Equity
		Shares			Amount
Balance at June 30, 2024		111,812,215	$	1,118	$	1,685,865			$	( 37,385 )	$	( 361,653 )	$	1,287,945
Stock-based compensation		—	—		11,248				—		—		11,248
Net issuances under equity incentive plans		589,775	6		( 4,575 )				—		—		( 4,569 )



Net unrealized gain on securities available for sale, net of tax		—	—		—				33,814		—		33,814
Net income		—	—		—				—		14,457		14,457
Balance at September 30, 2024		112,401,990	$	1,124	$	1,692,538			$	( 3,571 )	$	( 347,196 )	$	1,342,895

	Common Stock		Additional Paid-in Capital				Accumulated Other Comprehensive Loss	Accumulated Deficit	Total Equity
		Shares			Amount
Balance at December 31, 2023		110,410,602	$	1,104	$	1,669,828			$	( 30,304 )	$	( 388,806 )	$	1,251,822
Stock-based compensation		—	—		36,162				—		—		36,162
Net issuances under equity incentive plans		1,991,388	20		( 13,452 )				—		—		( 13,432 )



Net unrealized gain on securities available for sale, net of tax		—	—		—				26,733		—		26,733
Net income		—	—		—				—		41,610		41,610
Balance at September 30, 2024		112,401,990	$	1,124	$	1,692,538			$	( 3,571 )	$	( 347,196 )	$	1,342,895

See Notes to Condensed Consolidated Financial Statements.

LENDINGCLUB CORPORATION

Condensed Consolidated Statements of Cash Flows

(In Thousands)

(Unaudited)


	Nine Months Ended September 30,
	2025		2024
Cash Flows from Operating Activities:
Net income	$	94,123	$	41,610
Adjustments to reconcile net income to net cash used for operating activities:
Net fair value adjustments	95,495		129,679
Change in fair value of loan servicing assets	42,635		60,068
Gain on sales of loans	( 43,541 )		( 34,090 )
Provision for credit losses	144,162		115,029
Accretion of loan deferred fees and costs	( 47,531 )		( 52,980 )
Stock-based compensation, net	26,083		30,527


Depreciation and amortization	46,248		39,086

Other, net	7,642		6,368




Net change to loans held for sale	( 2,219,285 )		( 2,806,609 )






Net change in operating assets and liabilities:

Other assets	36,576		19,747

Other liabilities	( 5,780 )		2,764




Net cash used for operating activities	( 1,823,173 )		( 2,448,801 )
Cash Flows from Investing Activities:




Net change in loans and leases	249,344		( 427,412 )




Purchases of securities available for sale	( 25,452 )		( 31,749 )

Proceeds from maturities and paydowns of securities available for sale	1,288,127		607,651
Purchases of property, equipment and software, net	( 124,763 )		( 37,082 )

Other investing activities	( 3,888 )		( 1,685 )

Net cash provided by investing activities	1,383,368		109,723
Cash Flows from Financing Activities:
Net change in deposits	318,217		2,124,304






Principal payments on borrowings	—		( 16,284 )





















Other financing activities	( 10,138 )		( 12,813 )
Net cash provided by financing activities	308,079		2,095,207
Net Decrease in Cash, Cash Equivalents and Restricted Cash	$	( 131,726 )	$	( 243,871 )
Cash, Cash Equivalents and Restricted Cash, Beginning of Period	$	977,396	$	1,294,148
Cash, Cash Equivalents and Restricted Cash, End of Period	$	845,670	$	1,050,277

Supplemental Cash Flow Information:
Cash paid for interest	$	258,835	$	278,159
Cash paid for taxes	$	2,805	$	111
Cash paid for operating leases included in the measurement of lease liabilities	$	10,188	$	9,580


Supplemental Non-cash Investing Activity:

Net securities retained from Structured Program transactions	$	1,536,647	$	2,228,307

LENDINGCLUB CORPORATION

Condensed Consolidated Statements of Cash Flows (Continued)

(In Thousands)

(Unaudited)

The following presents cash, cash equivalents and restricted cash by category within the Balance Sheet:


	September 30, 2025		September 30, 2024
Cash and cash equivalents	$	827,387	$	1,016,930
Restricted cash	18,283		33,347
Total cash, cash equivalents and restricted cash	$	845,670	$	1,050,277

See Notes to Condensed Consolidated Financial Statements.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

1. Summary of Significant Accounting Policies

Basis of Presentation

LendingClub Corporation (LendingClub) was founded in 2006 and operates a leading, nationally chartered, digital marketplace bank that leverages data and technology to increase access to credit, lower borrowing costs, and improve returns on savings. LendingClub is registered as a bank holding company and operates the vast majority of its business through its wholly-owned subsidiary, LendingClub Bank, National Association (LC Bank).

All intercompany balances and transactions have been eliminated in consolidation. These condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP) for interim financial information and, in the opinion of management, contain all adjustments, including normal recurring adjustments, necessary for the fair statement of the results and financial position for the periods presented. These accounting principles require management to make certain estimates and assumptions that affect the amounts in the accompanying financial statements. These estimates and assumptions are inherently subjective in nature and actual results may differ from these estimates and assumptions, and the differences could be material. Results reported in interim periods are not necessarily indicative of results for the full year or any other interim period.

The accompanying interim condensed consolidated financial statements and these related notes should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (Annual Report) filed on February 13, 2025.

Significant Accounting Policies

The Company’s significant accounting policies are discussed in “ Part II – Item 8. Financial Statements and Supplementary Data – Note 1. Summary of Significant Accounting Policies ” in the Annual Report. There have been no changes to these significant accounting policies for the nine months ended September 30, 2025, other than the updates described below in connection with the Company’s acquisition of an office building in April 2025.

Property, Equipment and Software, net

The office building’s purchase price was allocated primarily between the building and the underlying land value. These are included within Property, Equipment and Software, Net, on the Balance Sheet and are carried at cost, net of accumulated depreciation.

Building, building improvements and tenant improvements are depreciated on a straight-line basis. The building is depreciated over its estimated useful life of 39 years, building improvements are depreciated over their respective estimated useful lives, and tenant improvements are depreciated over the shorter of their estimated useful lives or respective lease terms.

Lessor Accounting – Operating Leases

The Company leases space in its office building to third-party tenants under operating lease agreements. The Company earns rental income from such leases which is recorded within “Other non-interest income” on the Income Statement. Rental income is comprised of (i) a lease component, which includes fixed lease payments, recognized on a straight-line basis over the non-cancelable lease term, and (ii) a nonlease component, which includes variable lease payments, such as operating expense reimbursements, recognized in the period incurred. The Company has elected the lessor practical expedient under Accounting Standards Codification (“ASC”) 842, Leases, to account for the lease component and nonlease component associated with each lease as a single component.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

Adoption of New Accounting Standards

The Company did not adopt new accounting standards during the nine months ended September 30, 2025.

New Accounting Standards Not Yet Adopted

In September 2025, the FASB issued ASU 2025-06, Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software, which modernizes the guidance to reflect the software development approaches currently used. Specifically, the ASU eliminates accounting consideration of software project development stages and enhances the guidance around the “probable-to-complete” threshold. The new standard is effective for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. The amendments of this standard can be applied retrospectively, prospectively or on a modified prospective basis. Early adoption is also permitted. The Company is evaluating the impact of this ASU but does not expect it to be material.

In November 2024, the FASB issued ASU 2024-03, Income Statement (Topic 220) – Reporting Comprehensive Income – Expense Disaggregation Disclosures , which improves income statement expense disclosure requirements, primarily through disaggregated disclosures of certain expense captions into specified categories within the footnotes to the financial statements. The new standard is effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods within annual reporting periods beginning after December 15, 2027. The amendments of this standard should be applied prospectively, with retrospective application permitted. Early adoption is also permitted. The Company is evaluating the impact of this ASU but does not expect it to be material.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) – Improvements to Income Tax Disclosures , which improves income tax disclosure requirements, primarily through enhanced disclosures surrounding rate reconciliation and income taxes paid. The new standard is effective for annual periods beginning after December 15, 2024. The amendments of this standard should be applied prospectively, with retrospective application permitted. Early adoption is also permitted. The Company is evaluating the impact of this ASU but does not expect it to be material.

2. Marketplace Revenue

Marketplace revenue consists of (i) origination fees, (ii) servicing fees, (iii) gain on sales of loans and (iv) net fair value adjustments, as described below.

Origination Fees: Origination fees are primarily fees earned related to originating and issuing unsecured personal loans that are held for sale (HFS).

Servicing Fees: The Company receives servicing fees to compensate it for servicing loans on behalf of investors, including managing payments and collections from borrowers and payments to those investors. The amount of servicing fee revenue earned is predominantly affected by the servicing rates paid by investors and the outstanding principal balance of loans serviced for investors. Servicing fee revenue related to loans sold also includes the associated change in the fair value of servicing assets.

Gain on Sales of Loans: In connection with loan sales, the Company recognizes a gain or loss on the sale of loans based on the level to which the contractual servicing fee is above or below an estimated market rate of servicing. Additionally, the Company recognizes transaction costs, if any, as a loss on sale of loans.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

Net Fair Value Adjustments: The Company records fair value adjustments on loans that are recorded at fair value, which include gains or losses from sale prices in excess of or less than the loan principal amount sold and realized net charge-offs. In addition, as loans are held on the Balance Sheet, incremental fair value adjustments on the loans are recorded in “Net fair value adjustments” within “Marketplace revenue,” whereas the associated interest income is recorded within “Net interest income.”

The following table presents components of marketplace revenue for the periods presented:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Origination fees	$	105,731	$	71,465	$	263,253	$	218,675
Servicing fees	17,000		8,081		46,143		47,542
Gain on sales of loans	17,799		12,433		43,541		34,090
Net fair value adjustments	( 38,375 )		( 33,595 )		( 95,495 )		( 129,679 )
Total marketplace revenue	$	102,155	$	58,384	$	257,442	$	170,628

3. Earnings Per Share

The following table details the computation of the Company’s basic and diluted earnings per share (EPS):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Basic EPS:
Net income attributable to stockholders	$	44,274	$	14,457	$	94,123	$	41,610
Weighted-average common shares – Basic	114,961,676		112,042,202		114,359,414		111,376,778
Basic EPS	$	0.39	$	0.13	$	0.82	$	0.37

Diluted EPS:
Net income attributable to stockholders	$	44,274	$	14,457	$	94,123	$	41,610
Weighted-average common shares – Diluted	118,188,124		113,922,256		116,690,642		112,027,815
Diluted EPS	$	0.37	$	0.13	$	0.81	$	0.37

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

4. Securities Available for Sale

The amortized cost, gross unrealized gains and losses, and fair value of available for sale (AFS) securities were as follows:


September 30, 2025	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Allowance for Credit Losses		Fair Value
Senior asset-backed securities related to Structured Program transactions (1)	$	3,109,548	$	29,270	$	—	$	—	$	3,138,818
U.S. agency residential mortgage-backed securities	272,728		307		( 34,025 )		—		239,010
Other asset-backed securities related to Structured Program transactions (2)	212,315		109		( 1,184 )		( 4,115 )		207,125
U.S. agency securities	87,463		—		( 11,327 )		—		76,136
Mortgage-backed securities	61,152		62		( 5,231 )		—		55,983
Municipal securities	3,221		—		( 642 )		—		2,579
Other securities	23,045		36		( 428 )		—		22,653

Total securities available for sale	$	3,769,472	$	29,784	$	( 52,837 )	$	( 4,115 )	$	3,742,304


December 31, 2024	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Allowance for Credit Losses		Fair Value
Senior asset-backed securities related to Structured Program transactions (1)	$	2,870,071	$	30,398	$	( 645 )	$	—	$	2,899,824
U.S. agency residential mortgage-backed securities	270,120		48		( 43,243 )		—		226,925
Other asset-backed securities related to Structured Program transactions (2)	174,132		—		( 657 )		( 3,527 )		169,948
U.S. agency securities	90,459		—		( 14,513 )		—		75,946
Mortgage-backed securities	62,882		8		( 6,216 )		—		56,674
Municipal securities	3,236		—		( 697 )		—		2,539
Other securities	21,364		15		( 587 )		—		20,792






Total securities available for sale	$	3,492,264	$	30,469	$	( 66,558 )	$	( 3,527 )	$	3,452,648

(1) Excludes a $ 0.5 million and $( 2.2 ) million cumulative basis adjustment for securities designated in active fair value hedge relationships at September 30, 2025 and December 31, 2024, respectively. See “ Note 8. Derivative Instruments and Hedging Activities ” for additional information.

(2) As of September 30, 2025 and December 31, 2024, $ 199.7 million and $ 169.9 million, respectively, of the other asset-backed securities related to Structured Program transactions at fair value are subject to restrictions on transfer pursuant to the Company’s obligations as a “sponsor” under the U.S. Risk Retention Rules.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

A summary of AFS securities with unrealized losses, aggregated by period of continuous unrealized loss, is as follows:


	Less than 12 months				12 months or longer				Total
September 30, 2025	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses

U.S. agency residential mortgage-backed securities	$	19,983	$	( 390 )	$	196,494	$	( 33,635 )	$	216,477	$	( 34,025 )
Other asset-backed securities related to Structured Program transactions	83,283		( 1,080 )		14,572		( 104 )		97,855		( 1,184 )
U.S. agency securities	—		—		76,136		( 11,327 )		76,136		( 11,327 )
Mortgage-backed securities	7,474		( 36 )		36,528		( 5,195 )		44,002		( 5,231 )
Municipal securities	—		—		2,579		( 642 )		2,579		( 642 )
Other securities	3,426		( 15 )		9,944		( 413 )		13,370		( 428 )

Total securities with unrealized losses	$	114,166	$	( 1,521 )	$	336,253	$	( 51,316 )	$	450,419	$	( 52,837 )


	Less than 12 months				12 months or longer				Total
December 31, 2024	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Senior asset-backed securities related to Structured Program transactions	$	334,564	$	( 645 )	$	—	$	—	$	334,564	$	( 645 )
U.S. agency residential mortgage-backed securities	34,168		( 782 )		185,405		( 42,461 )		219,573		( 43,243 )
Other asset-backed securities related to Structured Program transactions	72,251		( 657 )		—		—		72,251		( 657 )
U.S. agency securities	—		—		75,946		( 14,513 )		75,946		( 14,513 )
Mortgage-backed securities	21,970		( 316 )		32,298		( 5,900 )		54,268		( 6,216 )
Municipal securities	—		—		2,539		( 697 )		2,539		( 697 )
Other securities	1,638		( 4 )		11,668		( 583 )		13,306		( 587 )
Total securities with unrealized losses	$	464,591	$	( 2,404 )	$	307,856	$	( 64,154 )	$	772,447	$	( 66,558 )

The majority of securities in an unrealized loss position as of both September 30, 2025 and December 31, 2024 was comprised of U.S. agency-backed securities and mortgage-backed securities. Management considers these securities to be of the highest credit quality and rating given the guarantee of principal and interest by certain U.S. government agencies or government-sponsored agencies. Most of the remaining securities in an unrealized loss position in the Company’s AFS investment portfolio at September 30, 2025, were rated investment grade. Substantially all of these unrealized losses were caused by interest rate increases. Additionally, the Company does not intend to sell the securities in loss positions, nor is it more likely than not that it will be required to sell the securities prior to recovery of the amortized cost basis. For a description of management’s quarterly evaluation of AFS securities in an unrealized loss position, see “ Part II – Item 8. Financial Statements and Supplementary Data – Note 1. Summary of Significant Accounting Policies ” in our Annual Report.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

The following table presents the activity in the allowance for credit losses (ACL) for AFS securities, by security type:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Other asset-backed securities related to Structured Program transactions:
Allowance for credit losses, beginning of period	$	4,029	$	2,083	$	3,527	$	—
Credit loss expense for securities available for sale	86		180		588		2,263



Allowance for credit losses, end of period	$	4,115	$	2,263	$	4,115	$	2,263

The contractual maturities of AFS securities were as follows:


September 30, 2025	Amortized Cost		Fair Value		Weighted- average Yield (1)





Due after 1 year through 5 years:
Senior asset-backed securities related to Structured Program transactions	$	3,109,548	$	3,138,818
Other asset-backed securities related to Structured Program transactions	212,315		207,125
U.S. agency securities	7,850		7,758
Mortgage-backed securities	2,630		2,459
Municipal securities	306		288
Other securities	5,066		5,066

Total due after 1 year through 5 years	3,337,715		3,361,514		6.74	%
Due after 5 years through 10 years:
U.S. agency securities	33,473		30,170

U.S. agency residential mortgage-backed securities	3,083		2,981
Mortgage-backed securities	889		782
Municipal securities	308		284
Other securities	10,326		10,310
Total due after 5 years through 10 years	48,079		44,527		3.80	%
Due after 10 years:
U.S. agency residential mortgage-backed securities	269,645		236,029
Mortgage-backed securities	57,633		52,742
U.S. agency securities	46,140		38,208
Municipal securities	2,607		2,007
Other securities	7,653		7,277
Total due after 10 years	383,678		336,263		3.04	%
Total securities available for sale	$	3,769,472	$	3,742,304	6.30	%

(1) The weighted-average yield is computed using the average month-end amortized cost during the nine months ended September 30, 2025.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

During both the third quarter and first nine months of 2024, the Company recognized proceeds of $ 30.1 million and gross realized gains of $ 114 thousand from sales of senior asset-backed securities related to Structured Program transactions. There were no sales of AFS securities during the third quarter and first nine months of 2025.

5. Loans and Leases Held for Investment at Amortized Cost, Net of Allowance for Loan and Lease Losses

LendingClub records certain loans and leases held for investment (HFI) at amortized cost. Other HFI and all HFS loans are recorded at fair value with the Company’s election of the fair value option. A ccrued interest receivable is excluded from the amortized cost basis of loans and leases HFI and is reported within “ Other assets ” on the Balance Sheet . Net accrued interest receivable related to loans and leases HFI at amortized cost was $ 32.4 million and $ 30.4 million as of September 30, 2025 and December 31, 2024, respectively .

Loans and Leases Held for Investment at Amortized Cost

The Company defines its loans and leases HFI portfolio segments as (i) consumer and (ii) commercial. The following table presents the components of each portfolio segment by class of financing receivable:


	September 30, 2025		December 31, 2024
Unsecured personal	$	3,303,510	$	3,106,472
Residential mortgages	161,098		172,711
Secured consumer	245,843		230,232

Total consumer loans held for investment	3,710,451		3,509,415
Equipment finance (1)	43,880		64,232
Commercial real estate (2)	451,049		373,785
Commercial and industrial	158,035		178,386
Total commercial loans and leases held for investment	652,964		616,403
Total loans and leases held for investment	4,363,415		4,125,818
Allowance for loan and lease losses	( 267,774 )		( 236,734 )
Loans and leases held for investment, net	$	4,095,641	$	3,889,084

(1) Comprised of sales-type leases for equipment. See “ Note 17. Leases ” for additional information.

(2) Includes $ 263.4 million and $ 160.1 million in loans originated through the Small Business Association (SBA) as of September 30, 2025 and December 31, 2024, respectively.

The following table presents the components of the allowance for loan and lease losses (ALLL):


	September 30, 2025		December 31, 2024
Gross allowance for loan and lease losses (1)	$	308,218	$	285,686
Recovery asset value (2)	( 40,444 )		( 48,952 )
Allowance for loan and lease losses	$	267,774	$	236,734

(1) Represents the allowance for future estimated net charge-offs on existing portfolio balances.

(2) Represents the negative allowance for expected recoveries of amounts previously charged-off.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)


September 30, 2025	Consumer			Commercial			Total
Loans and leases held for investment	$	3,710,451		$	652,964		$	4,363,415

Allowance for loan and lease losses	$	252,557		$	15,217		$	267,774
Allowance ratio (1)	6.8		%	2.3		%	6.1		%

Gross allowance for loan and lease losses	$	293,001		$	15,217		$	308,218
Gross allowance ratio (1)	7.9		%	2.3		%	7.1		%


December 31, 2024	Consumer			Commercial			Total
Loans and leases held for investment	$	3,509,415		$	616,403		$	4,125,818

Allowance for loan and lease losses	$	212,598		$	24,136		$	236,734
Allowance ratio (1)	6.1		%	3.9		%	5.7		%

Gross allowance for loan and lease losses	$	261,550		$	24,136		$	285,686
Gross allowance ratio (1)	7.5		%	3.9		%	6.9		%

(1) Calculated as ALLL or gross ALLL, where applicable, to the corresponding portfolio segment balance of loans and leases held for investment at amortized cost.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

The activity in the ACL by portfolio segment was as follows:


	Three Months Ended September 30,
	2025						2024
	Consumer		Commercial		Total		Consumer		Commercial		Total
Allowance for loan and lease losses:
Beginning of period	$	237,433	$	15,556	$	252,989	$	210,729	$	18,180	$	228,909
Credit loss expense (benefit)	46,390		( 483 )		45,907		45,813		1,647		47,460

Charge-offs	( 47,886 )		—		( 47,886 )		( 68,388 )		( 721 )		( 69,109 )
Recoveries	16,620		144		16,764		12,745		559		13,304
End of period	$	252,557	$	15,217	$	267,774	$	200,899	$	19,665	$	220,564

Reserve for unfunded lending commitments:
Beginning of period	$	—	$	1,585	$	1,585	$	—	$	1,455	$	1,455
Credit loss expense (benefit)	—		287		287		—		( 99 )		( 99 )
End of period (1)	$	—	$	1,872	$	1,872	$	—	$	1,356	$	1,356


	Nine Months Ended September 30,
	2025						2024
	Consumer		Commercial		Total		Consumer		Commercial		Total
Allowance for loan and lease losses:
Beginning of period	$	212,598	$	24,136	$	236,734	$	298,061	$	12,326	$	310,387
Credit loss expense (benefit)	143,471		( 586 )		142,885		104,259		9,024		113,283

Charge-offs (2)	( 155,186 )		( 9,130 )		( 164,316 )		( 234,992 )		( 2,547 )		( 237,539 )
Recoveries	51,674		797		52,471		33,571		862		34,433
End of period	$	252,557	$	15,217	$	267,774	$	200,899	$	19,665	$	220,564

Reserve for unfunded lending commitments:
Beginning of period	$	—	$	1,183	$	1,183	$	—	$	1,873	$	1,873
Credit loss expense (benefit)	—		689		689		—		( 517 )		( 517 )
End of period (1)	$	—	$	1,872	$	1,872	$	—	$	1,356	$	1,356

(1) Relates to $ 114.4 million and $ 105.3 million of unfunded commitments as of September 30, 2025 and 2024, respectively.

(2) Includes an $ 8.0 million charge-off recorded in the first quarter of 2025 related to one office loan within the Company’s Commercial Real Estate portfolio, which was fully reserved for in prior periods.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

The following table presents charge-offs by origination year for the first nine months of 2025:



	Gross Charge-Offs by Origination Year
	2025		2024		2023		2022		2021		Prior		Total
Unsecured personal (1)	$	4,873	$	38,044	$	49,356	$	49,576	$	11,634	$	—	$	153,483
Residential mortgages	—		—		—		—		—		—		—
Secured consumer	45		291		768		445		154		—		1,703






Total consumer loans held for investment	4,918		38,335		50,124		50,021		11,788		—		155,186
Equipment finance	—		—		—		—		—		—		—
Commercial real estate	—		—		—		—		—		8,597		8,597
Commercial and industrial	—		172		—		328		33		—		533
Total commercial loans and leases held for investment	—		172		—		328		33		8,597		9,130

Total loans and leases held for investment	$	4,918	$	38,507	$	50,124	$	50,349	$	11,821	$	8,597	$	164,316

(1) Unsecured personal loans are generally charged-off when a borrower is contractually 120 days past due.

Consumer Lending Credit Quality Indicators

The Company evaluates the credit quality of its consumer loan portfolio based on the aging status of the loan and by payment activity. Loan delinquency reporting is based upon borrower payment activity relative to the contractual terms of the loan. The following tables present the classes of financing receivables within the consumer portfolio segment by credit quality indicator based on delinquency status and origination year:


September 30, 2025	Term Loans and Leases by Origination Year
	2025		2024		2023		2022		2021		Prior		Total
Unsecured personal
Current	$	1,526,275	$	881,278	$	414,358	$	362,126	$	59,307	$	—	$	3,243,344
30-59 days past due	5,924		6,290		4,456		4,153		1,109		—		21,932
60-89 days past due	4,068		5,578		4,312		3,619		863		—		18,440
90 or more days past due	2,850		6,022		4,337		4,034		871		—		18,114
Total unsecured personal (1)	1,539,117		899,168		427,463		373,932		62,150		—		3,301,830
Residential mortgages
Current	—		—		—		42,868		50,521		67,553		160,942
30-59 days past due	—		—		—		—		—		—		—
60-89 days past due	—		—		—		—		—		—		—
90 or more days past due	—		—		—		—		—		156		156
Total residential mortgages	—		—		—		42,868		50,521		67,709		161,098
Secured consumer
Current	97,757		54,421		49,539		33,158		5,101		2,302		242,278
30-59 days past due	219		389		709		843		137		—		2,297
60-89 days past due	82		166		226		417		35		—		926
90 or more days past due	70		41		152		62		17		—		342
Total secured consumer	98,128		55,017		50,626		34,480		5,290		2,302		245,843






Total consumer loans held for investment	$	1,637,245	$	954,185	$	478,089	$	451,280	$	117,961	$	70,011	$	3,708,771

(1) Excludes cumulative basis adjustment for loans designated in fair value hedges under the portfolio layer method. As of September 30, 2025, the basis adjustment totaled $ 1.7 million and represents an increase to the amortized cost of the hedged loans. See “ Note 8. Derivative Instruments and Hedging Activities ” for additional information.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)


December 31, 2024	Term Loans and Leases by Origination Year
	2024		2023		2022		2021		2020		Prior		Total
Unsecured personal
Current	$	1,347,685	$	787,936	$	762,223	$	142,546	$	—	$	—	$	3,040,390
30-59 days past due	4,981		7,344		8,952		2,253		—		—		23,530
60-89 days past due	2,448		6,933		7,920		1,992		—		—		19,293
90 or more days past due	2,364		7,920		8,853		2,250		—		—		21,387
Total unsecured personal (1)	1,357,478		810,133		787,948		149,041		—		—		3,104,600
Residential mortgages
Current	—		—		45,828		52,679		28,176		45,789		172,472
30-59 days past due	—		—		—		—		—		151		151
60-89 days past due	—		—		—		—		—		88		88
90 or more days past due	—		—		—		—		—		—		—
Total residential mortgages	—		—		45,828		52,679		28,176		46,028		172,711
Secured consumer
Current	79,161		78,081		56,766		10,573		—		2,372		226,953
30-59 days past due	98		824		1,199		221		—		—		2,342
60-89 days past due	11		147		338		104		—		—		600
90 or more days past due	36		157		99		45		—		—		337
Total secured consumer	79,306		79,209		58,402		10,943		—		2,372		230,232






Total consumer loans held for investment	$	1,436,784	$	889,342	$	892,178	$	212,663	$	28,176	$	48,400	$	3,507,543

(1) Excludes cumulative basis adjustment for loans designated in fair value hedges under the portfolio layer method. As of December 31, 2024, the basis adjustment totaled $ 1.9 million and represents an increase to the amortized cost of the hedged loans. See “ Note 8. Derivative Instruments and Hedging Activities ” for additional information.

Commercial Lending Credit Quality Indicators

The Company evaluates the credit quality of its commercial loan portfolio based on regulatory risk ratings. The Company categorizes loans and leases into risk ratings based on relevant information about the quality and realizable value of collateral, if any, and the ability of obligors to service their debts, such as current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors. The Company analyzes loans and leases individually by classifying the loans and leases based on their associated credit risk and performs this analysis whenever credit is extended, renewed or modified, or when an observable event occurs indicating a potential decline in credit quality, and no less than annually for large balance loans. Risk rating classifications consist of the following:

Pass – Loans and leases that the Company believes will fully repay in accordance with the contractual loan terms.

Special Mention – Loans and leases with a potential weakness that deserve management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or the Company’s credit position at some future date.

Substandard – Loans and leases that are inadequately protected by the current sound worth and paying capacity of the obligor or of the collateral pledged, if any. Loans and leases so classified have a well-defined weakness or weaknesses that jeopardize the repayment and liquidation of the debt. They are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected. Normal payment from the borrower is in jeopardy, although loss of principal, while still possible, is not imminent.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

Doubtful – Loans and leases that have all the weaknesses inherent in those classified as Substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently known facts, conditions, and values, highly questionable and improbable.

Loss – Loans and leases that are considered uncollectible and of little value.

The following tables present the classes of financing receivables within the commercial portfolio segment by risk rating and origination year:


September 30, 2025	Term Loans and Leases by Origination Year
	2025		2024		2023		2022		2021		Prior		Total		Guaranteed Amount (1)
Equipment finance
Pass	$	—	$	—	$	390	$	23,497	$	2,672	$	10,526	$	37,085	$	—
Special mention	—		—		—		2,956		322		—		3,278		—
Substandard	—		—		—		—		3,517		—		3,517		—
Doubtful	—		—		—		—		—		—		—		—
Loss	—		—		—		—		—		—		—		—
Total equipment finance	—		—		390		26,453		6,511		10,526		43,880		—
Commercial real estate
Pass	62,378		38,132		67,872		97,187		32,688		124,256		422,513		34,735
Special mention	—		—		—		—		—		6,126		6,126		—
Substandard	—		—		—		431		8,433		11,662		20,526		7,236
Doubtful	—		—		—		—		—		62		62		—
Loss	—		—		—		1,121		271		430		1,822		1,543
Total commercial real estate	62,378		38,132		67,872		98,739		41,392		142,536		451,049		43,514
Commercial and industrial
Pass	14,766		29,502		21,042		18,462		21,850		10,788		116,410		77,682
Special mention	—		—		1,740		8,039		2,206		70		12,055		9,788
Substandard	—		1,500		5,831		5,308		2,573		2,641		17,853		11,743
Doubtful	—		—		—		3,509		1,431		508		5,448		4,558
Loss	—		744		1,831		3,694		—		—		6,269		6,269
Total commercial and industrial	14,766		31,746		30,444		39,012		28,060		14,007		158,035		110,040
Total commercial loans and leases held for investment	$	77,144	$	69,878	$	98,706	$	164,204	$	75,963	$	167,069	$	652,964	$	153,554

(1) Represents loan balances guaranteed by the SBA.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)


December 31, 2024	Term Loans and Leases by Origination Year
	2024		2023		2022		2021		2020		Prior		Total		Guaranteed Amount (1)
Equipment finance
Pass	$	—	$	1,519	$	32,544	$	7,790	$	9,101	$	6,643	$	57,597	$	—
Special mention	—		—		335		602		—		—		937		—
Substandard	—		—		776		4,922		—		—		5,698		—
Doubtful	—		—		—		—		—		—		—		—
Loss	—		—		—		—		—		—		—		—
Total equipment finance	—		1,519		33,655		13,314		9,101		6,643		64,232		—
Commercial real estate
Pass	22,847		67,692		89,903		21,174		27,947		106,060		335,623		31,499
Special mention	—		—		—		—		252		6,276		6,528		—
Substandard	—		—		2,430		8,441		7,987		10,791		29,649		8,940
Doubtful	—		—		—		—		—		—		—		—
Loss	—		—		1,121		271		—		593		1,985		1,543
Total commercial real estate	22,847		67,692		93,454		29,886		36,186		123,720		373,785		41,982
Commercial and industrial
Pass	28,030		29,186		31,697		27,474		5,503		12,678		134,568		85,269
Special mention	635		—		5,165		2,652		76		—		8,528		7,065
Substandard	—		4,071		13,110		2,311		1,399		1,670		22,561		14,879
Doubtful	—		—		3,279		1,477		506		285		5,547		4,671
Loss	282		2,094		4,224		568		—		14		7,182		7,182
Total commercial and industrial	28,947		35,351		57,475		34,482		7,484		14,647		178,386		119,066
Total commercial loans and leases held for investment	$	51,794	$	104,562	$	184,584	$	77,682	$	52,771	$	145,010	$	616,403	$	161,048

(1) Represents loan balances guaranteed by the SBA.

The following tables present an analysis of the past due loans and leases HFI at amortized cost within the commercial portfolio segment:


September 30, 2025	30-59 Days		60-89 Days		90 or More Days		Total		Guaranteed Amount (1)
Equipment finance	$	2,743	$	—	$	3,331	$	6,074	$	—
Commercial real estate	62		432		10,152		10,646		8,456
Commercial and industrial	3,305		2,152		14,916		20,373		14,904
Total commercial loans and leases held for investment	$	6,110	$	2,584	$	28,399	$	37,093	$	23,360


December 31, 2024	30-59 Days		60-89 Days		90 or More Days		Total		Guaranteed Amount (1)
Equipment finance	$	67	$	—	$	4,551	$	4,618	$	—
Commercial real estate	8,320		483		9,731		18,534		8,456
Commercial and industrial	6,257		1,182		15,971		23,410		18,512
Total commercial loans and leases held for investment	$	14,644	$	1,665	$	30,253	$	46,562	$	26,968

(1) Represents loan balances guaranteed by the SBA.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

Loan Modifications

The Company has loan modification programs to assist borrowers experiencing financial difficulty and to mitigate losses and maximize collections for loans serviced by the Company. The table below presents the amortized cost of loans that were modified during the periods presented, by modification type:


	Three Months Ended September 30,						Nine Months Ended September 30,
	2025			2024			2025			2024





Short-term payment reduction	$	5,298		$	7,384		$	15,373		$	24,106
Permanent loan modification	2,187			2,281			4,872			4,721
Debt settlement	2,845			5,521			2,939			5,713
Total loan modifications – unsecured personal loans	$	10,330		$	15,186		$	23,184		$	34,540

% of unsecured personal loans at amortized cost as of period end	0.3		%	0.5		%	0.7		%	1.1		%

The Company expanded its digital channels to enable borrowers experiencing financial difficulty to qualify for a short-term payment reduction modification program. Under this program, borrowers may receive a temporary payment reduction for three months . If the borrower meets the temporary payment reduction requirements during the first three-month term, they may qualify for a payment reduction for an additional three months . Receiving an additional three months of payment reduction is considered an other-than-insignificant payment delay and becomes a short-term payment reduction modification. The short-term payment reduction modification results in a term extension of five to eight months compared to the original maturity date of the loan and does not include any principal or interest forgiveness. At the time of receiving a payment reduction, a delinquent loan resets to current status. However, if a borrower fails to comply with the modified terms, the delinquency status returns to the original contractual terms of the loan. Borrowers who were in their first three months of temporary payment reduction had a total of $ 12.4 million of loan balances at amortized cost outstanding as of September 30, 2025, and may subsequently be eligible for a short-term payment reduction modification.

Permanent loan modifications include both a reduction in contractual interest rates and an extension to the contractual maturity date of up to twelve months and do not include any principal forgiveness. To qualify for this modification, borrowers must meet the Company’s debt-to-income ratio requirements. During the third quarter and first nine months of 2025, the weighted-average interest rate reduction under this program was approximately 8.3 % and 8.2 %, respectively. During the third quarter and first nine months of 2024, the weighted-average interest rate reduction under this program was approximately 7.0 % and 7.8 %, respectively. The weighted-average maturity date extension was approximately twelve months for all periods.

Debt settlement modifications, which include engaging with third-party debt settlement companies, reduce the principal and interest amounts owed by borrowers. The Company typically charges-off such loans within a few months following the modification, as payments under the modified agreement are less than the original contractual amounts.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

The following table presents the delinquency status of the amortized cost of loan modifications as of the periods presented below that were modified during the preceding twelve months:



	September 30, 2025						September 30, 2024
	Short-term Payment Reduction		Permanent Loan Modification		Debt Settlement		Short-term Payment Reduction		Permanent Loan Modification		Debt Settlement
Unsecured personal loans
Current	$	15,252	$	5,605	$	40	$	21,281	$	5,049	$	133
30-59 days	1,376		174		37		2,064		188		9
60-89 days	1,313		88		164		1,619		284		832
90 or more days	1,096		205		2,698		1,243		265		4,824
Total loan modifications	$	19,037	$	6,072	$	2,939	$	26,207	$	5,786	$	5,798

A modified loan is generally charged-off in the event of a borrower defaulting at 120 days past due. The table below presents the total amount of charge-offs during the period for loan modifications that were entered into within the preceding twelve months of charge-off:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024





Short-term payment reduction	$	2,193	$	2,986	$	6,911	$	4,546
Permanent loan modification	367		551		1,270		1,479
Debt settlement	8,466		15,631		30,631		57,603
Total loan modifications – unsecured personal loans	$	11,026	$	19,168	$	38,812	$	63,628

Nonaccrual Assets

Nonaccrual loans and leases are those for which accrual of interest has been suspended. Loans and leases are generally placed on nonaccrual status when contractually past due 90 days or more, or earlier if management believes that the probability of collection does not warrant further accrual.

Certain loans on nonaccrual status may be considered collateral-dependent loans if the borrower is experiencing financial difficulty and repayment of the loan is expected to be substantially through sale of the collateral. Such loans are secured by various types of collateral, including real estate, auto, equipment, among others. Expected credit losses for the Company’s collateral-dependent loans are calculated as the difference between the amortized cost basis and the fair value of the underlying collateral less costs to sell, if applicable. The fair value of the underlying collateral is generally based on third-party appraisals, which are updated on a case-by-case basis.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

The following table presents nonaccrual loans and leases:


	September 30, 2025				December 31, 2024
	Nonaccrual		Nonaccrual with no related ACL (1)		Nonaccrual		Nonaccrual with no related ACL (1)
Unsecured personal	$	18,114	$	—	$	21,387	$	—
Residential mortgages	438		438		295		295
Secured consumer	342		—		337		—

Total nonaccrual consumer loans held for investment	18,894		438		22,019		295

Equipment finance	3,331		—		4,516		—
Commercial real estate	10,719		5,814		18,280		5,345
Commercial and industrial	22,405		9,061		27,489		7,501
Total nonaccrual commercial loans and leases held for investment (2)	36,455		14,875		50,285		12,846

Total nonaccrual loans and leases held for investment	$	55,349	$	15,313	$	72,304	$	13,141

(1) Subset of total nonaccrual loans and leases.

(2) Includes $ 26.3 million and $ 31.2 million in loan balances guaranteed by the SBA as of September 30, 2025 and December 31, 2024, respectively.


	September 30, 2025				December 31, 2024
	Nonaccrual		Nonaccrual Ratios (1)		Nonaccrual		Nonaccrual Ratios (1)
Total nonaccrual consumer loans held for investment	$	18,894	0.5	%	$	22,019	0.6	%
Total nonaccrual commercial loans and leases held for investment	36,455		5.6	%	50,285		8.2	%
Total nonaccrual loans and leases held for investment	$	55,349	1.3	%	$	72,304	1.8	%

(1) Calculated as the ratio of non-accruing loans and leases to loans and leases HFI at amortized cost.

6. Securitizations and Variable Interest Entities

Unconsolidated VIEs

The Company’s transactions with unconsolidated VIEs were related to its Structured Program transactions. There is no direct recourse to the Company’s assets and, therefore, the holders of the securities can look only to those assets of the VIEs that issued the securities.

The following table presents the classifications of assets and liabilities on the Company’s Balance Sheet for its transactions with unconsolidated VIEs:


	September 30, 2025		December 31, 2024

Assets


Securities available for sale at fair value	$	3,345,943		$	3,069,771




Other assets	51,176			46,269
Total assets	3,397,119			3,116,040
Liabilities



Other liabilities	1,086			6,313
Total liabilities	1,086			6,313
Total net assets (maximum loss exposure)	$	3,396,033		$	3,109,727

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

Maximum loss exposure represents estimated loss that would be incurred under severe, hypothetical circumstances, for which the Company believes the possibility is extremely remote, such as where the value of interests declines to zero. Accordingly, this required disclosure is not an indication of expected losses.

The following table summarizes activity related to unconsolidated VIEs where the transfers were accounted for as a sale on the Company’s financial statements:


	Three Months Ended September 30,				Nine Months Ended September 30,

	2025		2024		2025		2024


Fair value of consideration received:
Cash	$	365,603	$	131,358	$	696,657	$	322,248
Net securities retained from Structured Program transactions	656,136		730,182		1,536,647		2,228,307
Other assets, net	12,090		9,427		28,746		29,066
Total consideration	1,033,829		870,967		2,262,050		2,579,621
Fair value of loans sold	( 1,022,384 )		( 832,421 )		( 2,235,652 )		( 2,523,631 )
Sale of senior securities related to Structured Program transactions	—		( 30,000 )		—		( 30,000 )
Deconsolidation of debt	—		880		—		880
Principal derecognized from loans securitized or sold	—		( 737 )		—		( 737 )
Gain on sales of loans and securities (1)	$	11,445	$	8,689	$	26,398	$	26,133

Cash proceeds from continuing involvement:
Servicing and other administrative fees	$	9,311	$	7,675	$	27,057	$	18,380


Interest received on securities retained from Structured Program transactions	$	51,058	$	46,153	$	152,339	$	113,206

(1) Consists primarily of servicing assets recognized at the time of loan sale, less any transaction costs, and excludes origination fees and fair value adjustments recognized prior to the sale.

As of September 30, 2025, the aggregate unpaid principal balance attributable to off-balance sheet loans held by unconsolidated VIEs was $ 4.1 billion, of which $ 60.1 million was 30 days or more past due. As of December 31, 2024, the aggregate unpaid principal balance attributable to off-balance sheet loans held by unconsolidated VIEs was $ 3.5 billion, of which $ 44.7 million was 30 days or more past due. For such loans, the Company would only experience a loss if it was required to repurchase a loan due to a breach in representations and warranties associated with its loan sale or servicing contracts.

7. Fair Value Measurements

For a description of the fair value hierarchy and the Company’s fair value methodologies, see “ Part II – Item 8. Financial Statements and Supplementary Data – Note 1. Summary of Significant Accounting Policies ” in the Annual Report. The Company records certain assets and liabilities at fair value as listed in the following tables.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

Recurring Fair Value Measurements

The following tables present, by level within the fair value hierarchy, the Company’s assets and liabilities measured at fair value on a recurring basis:


September 30, 2025	Level 1		Level 2		Level 3		Balance at Fair Value
Assets:
Loans held for sale at fair value	$	—	$	—	$	1,213,140	$	1,213,140


Loans held for investment at fair value	—		—		477,784		477,784
Securities available for sale:
Senior asset-backed securities related to Structured Program transactions	—		—		3,138,818		3,138,818
U.S. agency residential mortgage-backed securities	—		239,010		—		239,010
Other asset-backed securities related to Structured Program transactions	—		—		207,125		207,125
U.S. agency securities	—		76,136		—		76,136
Mortgage-backed securities	—		55,983		—		55,983
Municipal securities	—		2,579		—		2,579
Other securities	—		17,646		5,007		22,653

Total securities available for sale	—		391,354		3,350,950		3,742,304
Servicing assets	—		—		65,323		65,323
Other assets	—		2,454		—		2,454
Total assets	$	—	$	393,808	$	5,107,197	$	5,501,005

Liabilities:



Other liabilities	$	—	$	3,828	$	2,284	$	6,112
Total liabilities	$	—	$	3,828	$	2,284	$	6,112

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)


December 31, 2024	Level 1		Level 2		Level 3		Balance at Fair Value
Assets:
Loans held for sale at fair value	$	—	$	—	$	636,352	$	636,352


Loans held for investment at fair value	—		—		1,027,798		1,027,798
Securities available for sale:
Senior asset-backed securities related to Structured Program transactions	—		—		2,899,824		2,899,824
U.S. agency residential mortgage-backed securities	—		226,925		—		226,925
Other asset-backed securities related to Structured Program transactions	—		—		169,948		169,948
U.S. agency securities	—		75,946		—		75,946
Mortgage-backed securities	—		56,674		—		56,674
Municipal securities	—		2,539		—		2,539
Other securities	—		20,792		—		20,792

Total securities available for sale	—		382,876		3,069,772		3,452,648
Servicing assets	—		—		60,697		60,697
Other assets	—		5,820		—		5,820
Total assets	$	—	$	388,696	$	4,794,619	$	5,183,315

Liabilities:



Other liabilities	$	—	$	5,019	$	11,799	$	16,818
Total liabilities	$	—	$	5,019	$	11,799	$	16,818

Financial instruments are categorized in the valuation hierarchy based on the significance of observable or unobservable factors in the overall fair value measurement. For the financial instruments listed in the tables above that do not trade in an active market with readily observable prices, the Company uses significant unobservable inputs to measure the fair value of these assets and liabilities. The Company primarily uses a discounted cash flow (DCF) model to estimate the fair value of Level 3 instruments based on the present value of estimated future cash flows. This model uses inputs that are inherently judgmental and reflect the Company’s best estimates of the assumptions a market participant would use to calculate fair value. The Company did not transfer any assets or liabilities in or out of Level 3 during the third quarters and first nine months of 2025 or 2024.

The following significant unobservable inputs, as applicable, were used in the fair value measurement of the Company’s Level 3 assets:

• Discount rate – The weighted-average rate at which the expected cash flows are discounted to arrive at the net present value of the loan. The discount rate is primarily determined based on marketplace investor return expectations.

• Annualized net charge-off rate – The annualized rate of average charge-offs, net of recoveries, expressed as a percentage of the average principal balance of loan pools with similar risk characteristics. The calculation of this annualized rate also incorporates a qualitative estimate of credit losses based on the Company’s current macroeconomic outlook.

• Annualized prepayment rate – The annualized rate of prepayments expressed as a percentage of the average principal balance of loan pools with similar risk characteristics.

An increase in each of the inputs above, in isolation, would result in a decrease in the fair value measurement.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

The sensitivity calculations are hypothetical and should not be considered to be predictive of future performance. The effect on fair value of a variation in assumptions generally cannot be determined because the relationship of the change in assumptions to the fair value may not be linear. Changes in one factor may lead to changes in other factors, which could impact the hypothetical results.

Loans Held for Sale at Fair Value

Significant Unobservable Inputs

The following significant unobservable inputs were used in the fair value measurement of loans HFS:


	September 30, 2025						December 31, 2024
	Minimum		Maximum		Weighted- Average		Minimum		Maximum		Weighted- Average
Discount rate	6.1	%	13.4	%	7.6	%	7.1	%	11.9	%	7.9	%
Annualized net charge-off rate (1)	1.5	%	17.2	%	5.5	%	1.8	%	21.2	%	5.4	%
Annualized prepayment rate (1)	18.0	%	38.6	%	24.7	%	15.0	%	27.6	%	20.4	%

(1) The weighted-average rate is calculated using the original principal balance of each loan pool.

Fair Value Sensitivity

The sensitivity of loans HFS at fair value to adverse changes in key assumptions was as follows:


	September 30, 2025		December 31, 2024
Loans held for sale at fair value	$	1,213,140	$	636,352
Expected remaining weighted-average life (in years)	1.4		1.4
Discount rate:
100 basis point increase	$	( 14,537 )	$	( 7,663 )
200 basis point increase	$	( 28,779 )	$	( 15,174 )
Annualized net charge-off rate:
10% increase	$	( 12,510 )	$	( 6,436 )
20% increase	$	( 25,010 )	$	( 12,937 )
Annualized prepayment rate:
10% increase	$	( 3,293 )	$	( 1,274 )
20% increase	$	( 6,062 )	$	( 2,444 )

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

Fair Value Reconciliation

The following table presents loans HFS at fair value activity:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Fair value at beginning of period	$	1,008,168	$	791,059	$	636,352	$	407,773
Originations and purchases	1,986,261		1,331,058		4,904,306		4,011,238
Sales	( 1,627,461 )		( 1,162,662 )		( 3,941,556 )		( 3,264,476 )
Principal payments	( 113,826 )		( 75,695 )		( 283,488 )		( 173,572 )

Realized charge-offs, net of recoveries, recorded in earnings	( 6,445 )		( 4,819 )		( 17,812 )		( 13,255 )
Fair value adjustments recorded in earnings	( 33,557 )		( 28,974 )		( 84,662 )		( 117,741 )
Fair value at end of period	$	1,213,140	$	849,967	$	1,213,140	$	849,967

The following table summarizes the aggregate fair value of the Company’s HFS loans, as well as the amount that was 90 days or more past due:


	September 30, 2025				December 31, 2024
	Total		90 or more days past due		Total		90 or more days past due
Aggregate unpaid principal balance	$	1,239,158	$	3,443	$	657,984	$	3,719
Cumulative fair value adjustments	( 26,018 )		( 2,782 )		( 21,632 )		( 3,012 )
Fair value of loans held for sale	$	1,213,140	$	661	$	636,352	$	707

Loans Held for Investment at Fair Value

Loans HFI at fair value consists primarily of purchased loan portfolios comprised of loans that the Company previously originated and sold. Due to the short remaining duration of the acquired loan portfolios, the Company has elected to account for them under the fair value option.

Significant Unobservable Inputs

The following significant unobservable inputs were used in the fair value measurement of loans HFI:


	September 30, 2025						December 31, 2024
	Minimum		Maximum		Weighted- Average		Minimum		Maximum		Weighted- Average
Discount rate	10.8	%	12.7	%	11.1	%	7.2	%	21.8	%	10.5	%
Annualized net charge-off rate (1)	3.0	%	19.8	%	6.7	%	3.0	%	20.2	%	6.6	%
Annualized prepayment rate (1)	12.9	%	23.5	%	19.7	%	15.6	%	21.4	%	19.3	%

(1) The weighted-average rate is calculated using the original principal balance of each loan pool.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

Fair Value Sensitivity

The sensitivity of loans HFI at fair value to adverse changes in key assumptions was as follows:


	September 30, 2025		December 31, 2024
Loans held for investment at fair value	$	477,784	$	1,027,798
Expected remaining weighted-average life (in years)	0.7		0.9
Discount rate:
100 basis point increase	$	( 2,890 )	$	( 7,832 )
200 basis point increase	$	( 5,748 )	$	( 15,557 )
Annualized net charge-off rate:
10% increase	$	( 4,817 )	$	( 11,821 )
20% increase	$	( 10,975 )	$	( 25,428 )
Annualized prepayment rate:
10% increase	$	( 2,042 )	$	( 4,813 )
20% increase	$	( 3,500 )	$	( 9,854 )

Fair Value Reconciliation

The following table presents loans HFI at fair value activity:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Fair value at beginning of period	$	631,736	$	334,642	$	1,027,798	$	262,190
Purchases	—		1,162,845		12,744		1,395,629

Principal payments	( 152,131 )		( 206,847 )		( 554,918 )		( 366,777 )

Interest income accretion and fair value adjustments recorded in earnings	( 1,821 )		( 5,828 )		( 7,840 )		( 6,230 )
Fair value at end of period	$	477,784	$	1,284,812	$	477,784	$	1,284,812

The following table summarizes the aggregate fair value of the Company’s HFI loans held at fair value, as well as the amount that was 90 days or more past due:


	September 30, 2025				December 31, 2024
	Total		90 or more days past due		Total		90 or more days past due
Aggregate unpaid principal balance	$	504,548	$	6,926	$	1,097,511	$	14,616
Cumulative fair value adjustments	( 26,764 )		( 5,596 )		( 69,713 )		( 11,836 )
Fair value of loans held for investment	$	477,784	$	1,330	$	1,027,798	$	2,780

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

Asset-Backed Securities Related to Structured Program Transactions

Senior Asset-Backed Securities Related to Structured Program Transactions

Significant Unobservable Inputs

The following significant unobservable input, which includes credit spreads, was used in the fair value measurement of senior asset-backed securities related to Structured Program transactions:


	September 30, 2025						December 31, 2024
	Minimum		Maximum		Weighted- Average		Minimum		Maximum		Weighted- Average
Discount rate	5.2	%	5.6	%	5.4	%	6.0	%	6.0	%	6.0	%

Fair Value Sensitivity

The sensitivity in the fair value of senior asset-backed securities related to Structured Program transactions to adverse changes in key assumptions was as follows:


	September 30, 2025		December 31, 2024
Fair value of interests held	$	3,138,818	$	2,899,824
Expected remaining weighted-average life (in years)	1.1		1.2
Discount rate:
100 basis point increase	$	( 34,136 )	$	( 37,315 )
200 basis point increase	$	( 68,272 )	$	( 74,630 )

Fair Value Reconciliation

The following table presents senior asset-backed securities related to Structured Program transactions activity:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Fair value at beginning of period	$	2,962,475	$	2,312,114	$	2,899,824	$	1,176,403
Additions	605,040		688,692		1,424,927		2,102,338

Sales	—		( 30,114 )		—		( 30,114 )
Cash received	( 435,499 )		( 241,555 )		( 1,185,450 )		( 519,822 )
Change in unrealized gain (loss)	6,802		31,298		( 483 )		31,630

Fair value at end of period	$	3,138,818	$	2,760,435	$	3,138,818	$	2,760,435

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

Other Asset-Backed Securities Related to Structured Program Transactions

Significant Unobservable Inputs

The following significant unobservable inputs were used in the fair value measurement of other asset-backed securities related to Structured Program transactions:


	September 30, 2025						December 31, 2024
	Minimum		Maximum		Weighted- Average		Minimum		Maximum		Weighted- Average
Discount rate	6.1	%	9.3	%	7.3	%	7.1	%	11.0	%	7.9	%
Annualized net charge-off rate (1)	3.0	%	5.5	%	4.9	%	3.4	%	7.4	%	5.0	%
Annualized prepayment rate (1)	22.8	%	26.2	%	25.0	%	18.7	%	20.9	%	20.5	%

(1) The weighted-average rate is calculated using the original principal balance of each security.

Fair Value Sensitivity

The sensitivity in the fair value of other asset-backed securities related to Structured Program transactions to adverse changes in key assumptions was as follows:


	September 30, 2025		December 31, 2024
Fair value of interests held	$	207,125	$	169,948
Expected remaining weighted-average life (in years)	1.2		1.3
Discount rate:
100 basis point increase	$	( 2,179 )	$	( 1,909 )
200 basis point increase	$	( 4,317 )	$	( 3,783 )
Annualized net charge-off rate:
10% increase	$	( 1,858 )	$	( 1,778 )
20% increase	$	( 3,737 )	$	( 3,567 )
Annualized prepayment rate:
10% increase	$	( 579 )	$	( 432 )
20% increase	$	( 1,066 )	$	( 835 )

Fair Value Reconciliation

The following table presents other asset-backed securities related to Structured Program transactions activity:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Fair value at beginning of period	$	184,032	$	135,545	$	169,948	$	73,393
Additions	51,096		42,562		111,720		129,187

Cash received	( 27,612 )		( 15,641 )		( 73,537 )		( 37,707 )
Credit loss expense for securities available for sale	( 86 )		( 180 )		( 588 )		( 2,263 )
Change in unrealized gain (loss)	( 305 )		18		( 418 )		( 306 )

Fair value at end of period	$	207,125	$	162,304	$	207,125	$	162,304

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

S ervicing Assets

Significant Unobservable Inputs

The following significant unobservable inputs were used in the fair value measurement for servicing assets related to loans sold to investors:


	September 30, 2025						December 31, 2024
	Minimum		Maximum		Weighted- Average		Minimum		Maximum		Weighted- Average
Discount rate	8.7	%	17.3	%	10.6	%	8.7	%	17.3	%	10.8	%
Annualized net charge-off rate (1)	1.5	%	19.9	%	6.4	%	1.8	%	21.2	%	8.2	%
Annualized prepayment rate (1)	17.1	%	36.8	%	22.3	%	14.8	%	27.5	%	20.0	%
Market servicing rate (2)	0.58	%	0.58	%	0.58	%	0.62	%	0.62	%	0.62	%

(1) The weighted-average rate is calculated using the original principal balance of each loan pool.

(2) The fees a willing market participant would require for the servicing of loans with similar characteristics as those in the Company’s serviced portfolio.

Fair Value Sensitivity

The sensitivity of the fair value of servicing assets to adverse changes in key assumptions was as follows:


	September 30, 2025		December 31, 2024
Fair value of servicing assets	$	65,323	$	60,697
Expected remaining weighted-average life (in years)	1.2		1.2
Discount rate:
100 basis point increase	$	( 562 )	$	( 519 )
200 basis point increase	$	( 1,125 )	$	( 1,038 )
Annualized net charge-off rate:
10% increase	$	( 508 )	$	( 551 )
20% increase	$	( 1,016 )	$	( 1,102 )
Annualized prepayment rate:
10% increase	$	( 1,797 )	$	( 1,359 )
20% increase	$	( 3,594 )	$	( 2,718 )

The Company’s selection of the most representative market servicing rates for servicing assets is inherently judgmental. The Company reviews third-party servicing rates for its loans, loans in similar credit sectors, and market servicing benchmarking analyses provided by third-party valuation firms, when available. The table below shows the impact on the estimated fair value of servicing assets, calculated using different market servicing rate assumptions:


	September 30, 2025			December 31, 2024
Weighted-average market servicing rate assumptions	0.58		%	0.62		%
Change in fair value from:
Market servicing rate increase by 0.10 %	$	( 7,317 )		$	( 6,940 )
Market servicing rate decrease by 0.10 %	$	7,317		$	6,940

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

Fair Value Reconciliation

The following table presents servicing assets activity:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Fair value at beginning of period	$	57,909	$	69,709	$	60,697	$	77,680
Issuances (1)	19,326		15,202		47,261		42,539
Change in fair value, included in Marketplace revenue	( 11,912 )		( 24,772 )		( 42,635 )		( 60,068 )
Other net changes	—		( 6 )		—		( 18 )
Fair value at end of period	$	65,323	$	60,133	$	65,323	$	60,133

(1) Represents the servicing assets recorded when the loans are sold. Included in “Gain on sales of loans” within “Marketplace revenue” on the Income Statement.

Financial Instruments Not Recorded at Fair Value

The following tables present the carrying amount and estimated fair values, by level within the fair value hierarchy, of the Company’s assets, and liabilities that are not recorded at fair value on a recurring basis:


September 30, 2025	Carrying Amount		Level 1		Level 2		Level 3		Balance at Fair Value
Assets:
Loans and leases held for investment, net	$	4,095,641	$	—	$	—	$	4,321,615	$	4,321,615


Other assets	43,003		—		42,815		478		43,293
Total assets	$	4,138,644	$	—	$	42,815	$	4,322,093	$	4,364,908

Liabilities:
Deposits (1)	$	2,230,613	$	—	$	—	$	2,231,406	$	2,231,406








Other liabilities	44,631		—		17,574		27,057		44,631
Total liabilities	$	2,275,244	$	—	$	17,574	$	2,258,463	$	2,276,037


December 31, 2024	Carrying Amount		Level 1		Level 2		Level 3		Balance at Fair Value
Assets:

Loans and leases held for investment, net	$	3,889,084	$	—	$	—	$	4,051,497	$	4,051,497
Other assets	40,466		—		40,143		661		40,804

Total assets	$	3,929,550	$	—	$	40,143	$	4,052,158	$	4,092,301

Liabilities:
Deposits (1)	$	2,294,214	$	—	$	—	$	2,306,373	$	2,306,373


Other liabilities	44,801		—		22,833		21,968		44,801
Total liabilities	$	2,339,015	$	—	$	22,833	$	2,328,341	$	2,351,174

(1) Excludes deposit liabilities with no defined or contractual maturities.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

8. Derivative Instruments and Hedging Activities

The Company uses derivative instruments, including interest rate contracts such as caps and swaps, to manage exposure to interest rate risk associated with its fixed-rate assets. The Company’s interest rate contracts are indexed to the Secured Overnight Financing Rate (SOFR). Interest rate swaps involve the payment of fixed-rate amounts to a counterparty in exchange for the receipt of variable-rate payments. With interest rate caps, the Company receives payments from a counterparty when SOFR exceeds a specified strike rate.

In addition, the Company provides credit support agreements to a limited number of strategic investors which are accounted for as credit derivative liabilities.

Derivatives Not Designated as Accounting Hedges

The table below presents the notional and gross fair value amounts of the Company’s derivatives that are not designated as accounting hedges:


	September 30, 2025						December 31, 2024
	Notional		Derivative Asset (1)		Derivative Liability (1)		Notional		Derivative Asset (1)		Derivative Liability (1)

Credit derivatives	$	4,862	$	—	$	( 1,457 )	$	12,484	$	—	$	( 10,930 )

Interest rate contracts:
Interest rate caps	325,000		736		—		200,000		72		—
Interest rate swaps	125,000		—		( 165 )		—		—		—
Total interest rate contracts	$	450,000	$	736	$	( 165 )	$	200,000	$	72	$	—

Total	$	454,862	$	736	$	( 1,622 )	$	212,484	$	72	$	( 10,930 )

(1) Recorded in “Other assets” or “Other liabilities,” as applicable, on the Balance Sheet and in “Operating activities” on the Statement of Cash Flows.

Credit derivatives represent credit support agreements related to loan sales, whereby the Company is obligated to make payments to a limited number of strategic investors approximately 18 months after sale if credit losses exceed certain initial agreed-upon thresholds, subject to a maximum dollar amount. The notional amount represents the Company’s maximum dollar exposure. The fair value of the credit derivatives is based on the combined impact of both the quantitative and qualitative credit loss forecast.

The table below presents the gains (losses) recognized on the Company’s derivatives that are not designated as accounting hedges:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Credit derivatives (1)	$	1,387	$	( 1,590 )	$	3,503	$	( 5,032 )
Interest rate contracts (2)	( 456 )		( 363 )		( 526 )		( 426 )

Total gains (losses)	$	931	$	( 1,953 )	$	2,977	$	( 5,458 )

(1) The initial fair value of the credit derivative liabilities is recorded in “Gain on sales of loans” with incremental changes in the fair value recorded in “Net fair value adjustments,” both within “Marketplace revenue” on the Income Statement.

(2) Recorded in “Net fair value adjustments” within “Marketplace revenue” on the Income Statement.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

Derivatives Designated as Accounting Hedges

The table below presents the notional and gross fair value amounts of the Company’s interest rate swaps that are designated as fair value hedges:


	September 30, 2025						December 31, 2024
	Notional		Derivative Asset (1)		Derivative Liability (1)		Notional		Derivative Asset (1)		Derivative Liability (1)

Unsecured personal loans	$	575,000	$	263	$	( 1,817 )	$	1,075,000	$	1,323	$	( 2,976 )
Securities available for sale	475,000		475		( 865 )		225,000		2,382		—
Total interest rate swaps	$	1,050,000	$	738	$	( 2,682 )	$	1,300,000	$	3,705	$	( 2,976 )

(1) Recorded in “Other assets” or “Other liabilities,” as applicable, on the Balance Sheet and in “Operating activities” on the Statement of Cash Flows.

The following table summarizes the gains (losses) recognized on the Company’s fair value hedges:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024

Unsecured personal loans:
Hedged item	$	( 39 )	$	8,273	$	( 192 )	$	( 2,184 )
Derivatives used for hedging	29		( 7,734 )		99		2,181
Interest settlement on derivative (1)	350		1,490		( 38 )		4,259
Total gains (losses) on hedged unsecured personal loans (2)	340		2,029		( 131 )		4,256

Securities available for sale:
Hedged item	438		95		2,680		95
Derivatives used for hedging	( 426 )		114		( 2,772 )		114
Interest settlement on derivative (1)	733		54		2,048		54
Total gains on hedged securities available for sale (3)	745		263		1,956		263

Total gains on fair value hedges	$	1,085	$	2,292	$	1,825	$	4,519

(1) Includes accrued interest receivable and accrued interest payable.

(2) Recorded in “Interest and fees on loans and leases held for investment” on the Income Statement.

(3) Recorded in “Interest on securities available for sale” on the Income Statement.

The following table presents the cumulative basis adjustments for fair value hedges:


	September 30, 2025				December 31, 2024
Balance Sheet Line Item	Carrying Amount of Closed Portfolio (1)		Cumulative Fair Value Adjustment Included in the Carrying Amount of the Hedged Items		Carrying Amount of Closed Portfolio (1)		Cumulative Fair Value Adjustment Included in the Carrying Amount of the Hedged Items
Loans and leases held for investment	$	1,606,210	$	1,680	$	1,388,222	$	1,872
Securities available for sale	$	1,351,280	$	483	$	2,255,848	$	( 2,197 )

(1) Represents the total closed portfolio of assets (at amortized cost) designated in a portfolio method hedge relationship in which the hedged item is a stated layer that is expected to be remaining at the end of the hedging

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

relationship. At September 30, 2025, the amortized cost of unsecured personal loans and AFS securities, designated as the hedged items in the portfolio layer hedging relationship, was $ 575 million and $ 475 million, respectively. At December 31, 2024, the amortized cost of unsecured personal loans and AFS securities, designated as the hedged items in the portfolio layer hedging relationship, was $ 1.075 billion and $ 225 million, respectively.

9. Property, Equipment and Software, Net

Property, equipment and software, net, consist of the following:


	September 30, 2025		December 31, 2024
Software (1)	$	258,791	$	222,000
Land and building (2)	75,573		—
Leasehold improvements	30,686		30,699
Computer equipment (3)	6,094		22,216
Furniture and fixtures	5,556		5,554
Total property, equipment and software	376,700		280,469
Accumulated depreciation and amortization	( 126,370 )		( 112,937 )
Total property, equipment and software, net	$	250,330	$	167,532

(1) Includes $ 27.7 million and $ 43.4 million of development in progress for internally-developed software and $ 6.4 million and $ 7.1 million of development in progress to customize purchased software as of September 30, 2025 and December 31, 2024, respectively.

(2) In April 2025, the Company acquired an office building which will be used as the Company’s headquarters beginning in the second quarter of 2026. See “ Note 17. Leases” for additional information.

(3) During the first quarter of 2025, the Company retired $ 16.8 million of fully depreciated computer equipment as part of its migration onto a cloud-based hosting platform.

Depreciation and amortization expense on property, equipment and software was $ 16.0 million and $ 43.9 million for the third quarter and first nine months of 2025, respectively. Depreciation and amortization expense on property, equipment and software was $ 12.5 million and $ 36.4 million for the third quarter and first nine months of 2024, respectively.

10. Goodwill and Intangible Assets

Goodwill

The Company’s goodwill balance was $ 75.7 million as of both September 30, 2025 and December 31, 2024. The Company did no t record any goodwill impairment expense during the third quarters and first nine months of 2025 and 2024. Goodwill is not amortized, but is subject to annual impairment tests that are performed in the fourth quarter of each calendar year. For additional detail, see “ Part II – Item 8. Financial Statements and Supplementary Data – Note 1. Summary of Significant Accounting Policies ” in the Annual Report.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

Intangible Assets

Intangible assets consist primarily of customer relationships. These intangible assets are amortized on an accelerated basis from ten to fourteen years .

Intangible assets, net of accumulated amortization, are included in “Other assets” on the Balance Sheet. The gross and net carrying values and accumulated amortization were as follows:


	September 30, 2025		December 31, 2024
Gross carrying value	$	56,490	$	54,500
Accumulated amortization	( 48,284 )		( 45,914 )
Net carrying value	$	8,206	$	8,586

Amortization expense associated with intangible assets for the third quarter and first nine months of 2025 was $ 0.9 million and $ 2.4 million, respectively. Amortization expense associated with intangible assets for the third quarter and first nine months of 2024 was $ 0.9 million and $ 2.7 million, respectively. There was no impairment loss for the third quarters and first nine months of 2025 and 2024.

The expected future amortization expense for intangible assets as of September 30, 2025, is as follows:


2025	$	787
2026	2,636
2027	1,943
2028	1,179
2029	729
Thereafter	932
Total	$	8,206

11. Other Assets

Other assets consist of the following:


	September 30, 2025		December 31, 2024
Deferred tax assets, net (1)	$	103,009	$	137,155
Servicing assets (2)	65,511		61,020
Nonmarketable equity investments	48,002		44,114
Accrued interest receivable	41,066		40,388
Operating lease assets	15,086		21,304
Intangible assets, net (3)	8,206		8,586
Other	91,049		91,415
Total other assets	$	371,929	$	403,982

(1) See “ Note 16. Income Taxes ” for additional detail.

(2) Loans underlying servicing assets had a total outstanding principal balance of $ 7.7 billion and $ 7.3 billion as of September 30, 2025 and December 31, 2024, respectively.

(3) See “ Note 10. Goodwill and Intangible Assets ” for additional detail.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

12. Deposits

Deposits consist of the following:


	September 30, 2025		December 31, 2024
Interest-bearing deposits:
Savings and money market accounts	$	6,379,517	$	5,903,869
Certificates of deposit	2,230,613		2,294,214
Checking accounts	431,282		478,036
Total	9,041,412		8,676,119
Noninterest-bearing deposits	346,821		392,118
Total deposits	$	9,388,233	$	9,068,237

Total certificates of deposit at September 30, 2025 are scheduled to mature as follows:


2025	$	317,122
2026	1,876,076
2027	23,441
2028	2,723
2029	10,268
Thereafter	983
Total certificates of deposit (1)	$	2,230,613

(1) C ertificates of deposit in excess of the FDIC insurance limit of $250 thousand per account holder totaled $ 98.8 million at September 30, 2025.

13. Borrowings

The Company did no t have any debt outstanding as of September 30, 2025 or December 31, 2024.

Borrowing Capacity

The following table summarizes the Company’s available borrowing capacity and the related pledged collateral:


	September 30, 2025				December 31, 2024
	Available Borrowing Capacity		Pledged Collateral (1)		Available Borrowing Capacity		Pledged Collateral (2)
FRB Discount Window	$	3,258,759	$	4,214,975	$	2,635,034	$	3,245,547
FHLB of Des Moines	652,425		872,201		626,117		829,885
Total	$	3,911,184	$	5,087,176	$	3,261,151	$	4,075,432

(1) As of September 30, 2025, the Company had $ 4.2 billion in loans pledged under the Federal Reserve System (FRB) Discount Window, and $ 490.1 million in loans and $ 382.1 million in securities available for sale at fair value pledged to the Federal Home Loan Bank ( FHLB) of Des Moines.

(2) As of December 31, 2024 , the Company had $ 3.2 billion in loans pledged under the FRB Discount Window, and $ 456.4 million in loans and $ 373.5 million in securities available for sale at fair value pledged to the FHLB of Des Moines.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

14. Other Liabilities

Other liabilities consist of the following:


	September 30, 2025		December 31, 2024
Accounts payable and accrued expenses	$	81,153	$	78,131
Due to borrowers (1)	34,037		24,449
Operating lease liabilities	19,130		28,502
Payable to investors (2)	17,574		22,833


Other	70,175		66,626
Total other liabilities	$	222,069	$	220,541

(1) Represents originated loans for which disbursement of funds is pending to borrowers.

(2) Represents principal and interest on loans collected by the Company and pending disbursement to investors.

15. Employee Incentive Plans

The Company’s equity incentive plans provide for granting awards, including restricted stock units (RSUs), performance-based restricted stock units (PBRSUs), cash awards and stock options to employees, officers and directors.

Stock-based Compensation

Stock-based compensation expense, included in “Compensation and benefits” expense on the Income Statement, was as follows for the periods presented:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
RSUs	$	8,473	$	10,290	$	26,783	$	33,845
PBRSUs	1,104		958		3,221		2,317

Stock-based compensation expense, gross	9,577		11,248		30,004		36,162
Less: Capitalized stock-based compensation expense	1,078		1,714		3,921		5,635
Stock-based compensation expense, net	$	8,499	$	9,534	$	26,083	$	30,527

Restricted Stock Units

The following table summarizes the Company’s RSU activity:


	Number of Units	Weighted- Average Grant Date Fair Value
Unvested at December 31, 2024	5,638,230	$	8.78
Granted	2,521,250	$	11.73
Vested	( 2,698,354 )	$	9.29
Forfeited/expired	( 587,267 )	$	9.30
Unvested at September 30, 2025	4,873,859	$	9.95

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

During the first nine months of 2025, the Company granted 2,521,250 RSUs with an aggregate fair value of $ 29.6 million.

As of September 30, 2025, there was $ 40.6 million of unrecognized compensation cost related to unvested RSUs, which is expected to be recognized over a weighted-average period of approximately 1.5 years, subject to any forfeitures.

Performance-based Restricted Stock Units

The Company’s outstanding PBRSU awards consist of awards with a market-based metric and awards with an operating-based metric, all with a three-year performance period, following which any earned portion is immediately vested. With respect to PBRSU awards with a market-based metric, the compensation expense of the award is fixed at the time of grant (incorporating the probability of achieving the market-based metric) and expensed over the performance period. With respect to PBRSU awards with an operating-based metric, the compensation expense of the award is set at the time of grant (assuming a target level of achievement), subsequently adjusted for actual performance during the performance period and expensed over the performance/vesting period.

The following table summarizes the Company’s PBRSU activity:


	Number of Units	Weighted- Average Grant Date Fair Value
Unvested at December 31, 2024	1,212,209	$	8.68
Granted	325,472	$	10.94


Forfeited/expired	( 376,862 )	$	10.09
Unvested at September 30, 2025	1,160,819	$	8.86

During the first nine months of 2025, the Company granted 325,472 PBRSUs with an aggregate fair value of $ 3.6 million.

As of September 30, 2025, there was $ 4.8 million of unrecognized compensation cost related to unvested PBRSUs, which is expected to be recognized over a weighted-average period of approximately 1.1 years, subject to any forfeitures.

16. Income Taxes

For the third quarter and first nine months of 2025, the Company recorded an income tax expense of $ 13.0 million and $ 32.8 million, respectively, representing an effective tax rate of 22.6 % and 25.8 %, respectively. For the third quarter and first nine months of 2024, the Company recorded an income tax expense of $ 3.6 million and $ 12.3 million, respectively, representing an effective tax rate of 19.7 % and 22.9 %, respectively. The effective tax rates differ from the federal statutory rate due to state taxes, the favorable impact of recurring items such as tax credits, the unfavorable impact of the non-deductible portions of executive compensation, and the net discrete impact of stock-based compensation. Additionally, on June 27, 2025, California Senate Bill 132 was signed into law, requiring that banks and financial companies transition from an equally weighted three-factor apportionment formula to a single-sales-factor apportionment formula, effective for tax years beginning in 2025. As a result, the Company’s 2025 state tax rate decreased, requiring a revaluation of its deferred tax assets. This revaluation resulted in the recognition of a discrete tax expense in the second quarter of 2025.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

The following table summarizes the Company’s net deferred tax assets:


	September 30, 2025		December 31, 2024
Deferred tax assets, net of liabilities	$	149,334	$	183,480
Valuation allowance	( 46,325 )		( 46,325 )
Deferred tax assets, net of valuation allowance	$	103,009	$	137,155

17. Leases

Lessee Arrangements

The Company has various operating leases, including with respect to its headquarters in San Francisco, California, and office spaces in the Salt Lake City, Utah area, Boston, Massachusetts, and New York, New York. In April 2025, the Company acquired an office building located in San Francisco, California, which will be used as its headquarters beginning in the second quarter of 2026, following the expiration of its current San Francisco lease. As of September 30, 2025, the remaining leases have lease terms ranging from approximately two to four years . As of September 30, 2025, the Company pledged $ 0.5 million of cash and $ 1.1 million in letters of credit as security deposits in connection with its lease agreements.

Balance sheet information related to leases was as follows:


ROU Assets and Lease Liabilities	Balance Sheet Classification	September 30, 2025		December 31, 2024
Operating lease assets	Other assets	$	15,086	$	21,304
Operating lease liabilities	Other liabilities	$	19,130	$	28,502

Net lease costs were $ 2.7 million and $ 8.2 million during the third quarter and first nine months of 2025, respectively. Such costs are recorded within “Occupancy” expense on the Income Statement. Net lease costs were $ 2.7 million and $ 7.9 million during the third quarter and first nine months of 2024, respectively.

The Company’s future minimum undiscounted lease payments under operating leases as of September 30, 2025 were as follows:


2025	$	3,497
2026	7,973
2027	5,010
2028	4,046
2029	909

Total lease payments	$	21,435
Discount effect	( 2,305 )
Present value of future minimum lease payments	$	19,130

The weighted-average remaining lease term and discount rate used in the calculation of the Company’s operating lease assets and liabilities were as follows:


Lease Term and Discount Rate	September 30, 2025		December 31, 2024
Weighted-average remaining lease term (in years)	2.64		2.98
Weighted-average discount rate	4.68	%	4.87	%

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

Lessor Arrangements

Operating Leases

The Company leases space in its office building to third-party tenants under operating lease agreements with initial term expiration dates ranging from 2025 to 2034. Some of the agreements include options to extend the lease term for an additional five years .

Rental income earned from such leases was as follows for the periods presented:


	Three Months Ended		Nine Months Ended
	September 30, 2025		September 30, 2025
Rental income (1)	$	3,263	$	5,117

(1) Recorded in “Other non-interest income” on the Income Statement.

Future fixed lease payments to be received by the Company as of September 30, 2025, under non-cancelable operating leases, were as follows:


2025	$	1,553
2026	4,654
2027	3,356
2028	2,460
2029	1,932
Thereafter	8,205
Total lease payments	$	22,160

Sales-type Leases

The Company has sales-type leases for equipment (Equipment Finance). Such arrangements may include options to renew or to purchase the leased equipment at the end of the lease term.

Interest earned on Equipment Finance was as follows for the periods presented:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Interest earned (1)	$	644	$	1,159	$	2,200	$	4,268

(1) Recorded in “Interest and fees on loans and leases held for investment” on the Income Statement.

The components of Equipment Finance assets are as follows:


	September 30, 2025		December 31, 2024
Lease receivables	$	29,902	$	49,290
Unguaranteed residual asset values	17,949		20,728
Unearned income	( 4,159 )		( 6,125 )
Deferred costs	188		339
Total	$	43,880	$	64,232

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

Future minimum lease payments based on maturity of the Company’s sales-type leases as of September 30, 2025 were as follows:


2025	$	4,551
2026	13,508
2027	7,440
2028	3,857
2029	1,489

Total lease payments	$	30,845
Discount effect	( 943 )
Present value of future minimum lease payments	$	29,902

18. Commitments and Contingencies

Operating Lease Commitments

For discussion regarding the Company’s operating lease commitments, see “ Note 17. Leases. ”

Loan Repurchase Obligations

The Company is generally required to repurchase loans or interests therein in the event of identity theft or certain other types of fraud on the part of the borrower or education and patient service providers. The Company may also repurchase loans or interests therein in connection with certain customer accommodations. In connection with certain loan sales, the Company agreed to repurchase loans if representations and warranties made with respect to such loans were breached under certain circumstances. The Company believes such provisions are customary and consistent with institutional loan and securitization market standards.

Unfunded Loan Commitments

As of September 30, 2025 and December 31, 2024, the contractual amount of unfunded loan commitments was $ 114.4 million and $ 105.0 million, respectively. See “ Note 5. Loans and Leases Held for Investment at Amortized Cost, Net of Allowance for Loan and Lease Losses ” for additional detail related to the reserve for unfunded lending commitments.

Legal

The Company is subject to various claims brought in a litigation or regulatory context. These include lawsuits and regulatory exams, investigations, or inquiries. In accordance with applicable accounting standards, the Company accrues for costs related to contingencies when a loss from such claims is probable and the amount of loss can be reasonably estimated. In determining whether a loss from a claim is probable and the loss can be reasonably estimated, the Company reviews and evaluates its litigation and regulatory matters on at least a quarterly basis in light of potentially relevant factual and legal developments. If the Company determines an unfavorable outcome is not probable or the amount of loss cannot be reasonably estimated, the Company does not accrue for a potential litigation loss. In those situations, the Company discloses an estimate or range of the reasonably possible losses, if such estimates can be made.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

Regulatory Examinations and Actions Relating to the Company’s Business Practices, and Compliance with Applicable Laws

The Company is and has been subject to periodic inquiries, exams and enforcement actions brought by federal and state regulatory agencies relating to the Company’s business practices, and operating in compliance with applicable laws.

In the past, the Company has successfully resolved such matters in a manner that was not material to its results of financial operations in any period and that did not materially limit the Company’s ability to conduct its business. However, no assurances can be given as to the timing, outcome or consequences of these matters or other similar matters if or as they arise.

19. Regulatory Requirements

LendingClub and LC Bank are subject to comprehensive supervision, examination and enforcement, and regulation by the FRB and the Office of the Comptroller of the Currency (OCC), respectively, including generally similar capital adequacy requirements adopted by both agencies.

These requirements establish required minimum ratios for Common Equity Tier 1 (CET1) risk-based capital, Tier 1 risk-based capital, total risk-based capital and a Tier 1 leverage ratio; set risk-weighting for assets and certain other items for purposes of the risk-based capital ratios; and define what qualifies as capital for purposes of meeting the capital requirements. Failure to meet minimum capital requirements can result in certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company. The minimum capital requirements under the Basel Committee on Banking Supervision standardized approach for U.S. banking organizations (Basel III) capital framework are: a CET1 risk-based capital ratio of 4.5%, a Tier 1 risk-based capital ratio of 6.0%, a total risk-based capital ratio of 8.0%, and a Tier 1 leverage ratio of 4.0%. Additionally, a capital conservation buffer of 2.5% must be maintained above the minimum risk-based capital requirements in order to avoid certain limitations on capital distributions, stock repurchases, and certain discretionary bonus payments. In addition to these guidelines, the regulators assess any particular institution’s capital adequacy based on numerous factors and may require a particular banking organization to maintain capital at levels higher than the generally applicable minimums prescribed under the Basel III capital framework.

The Federal Deposit Insurance Act provides for a system of “prompt corrective action” (PCA). The PCA regime provides for capitalization categories ranging from “well-capitalized” to “critically undercapitalized.” An institution’s PCA category is determined primarily by its regulatory capital ratios. The PCA requires remedial actions and imposes limitations that become increasingly stringent as its PCA capitalization category declines, including the ability to accept and/or rollover brokered deposits. At September 30, 2025 and December 31, 2024, the Company’s and LC Bank’s regulatory capital ratios exceeded the thresholds required to be regarded as “well-capitalized” institutions and met all capital adequacy requirements to which they are subject. There have been no events or conditions since September 30, 2025 that management believes would change the Company’s categorization.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

The following table presents the actual capital amounts and ratios of the Company and LC Bank as well as LC Bank’s regulatory minimum and “well capitalized” requirements (dollars in millions):


	September 30, 2025				December 31, 2024				Required Minimum (1)		Well-Capitalized Minimum
	Amount		Ratio		Amount		Ratio
LendingClub Corporation:
CET1 capital (2)	$	1,298.1	18.0	%	$	1,188.6	17.3	%	7.0	%	N/A
Tier 1 capital	$	1,298.1	18.0	%	$	1,188.6	17.3	%	8.5	%	6.0	%
Total capital	$	1,390.6	19.2	%	$	1,276.5	18.5	%	10.5	%	10.0	%
Tier 1 leverage	$	1,298.1	12.3	%	$	1,188.6	11.0	%	4.0	%	N/A
Risk-weighted assets	$	7,224.9	N/A		$	6,887.1	N/A		N/A		N/A
Quarterly adjusted average assets	$	10,540.1	N/A		$	10,814.0	N/A		N/A		N/A

LendingClub Bank:
CET1 capital (2)	$	1,136.3	15.8	%	$	1,101.4	16.1	%	7.0	%	6.5	%
Tier 1 capital	$	1,136.3	15.8	%	$	1,101.4	16.1	%	8.5	%	8.0	%
Total capital	$	1,228.3	17.1	%	$	1,188.5	17.4	%	10.5	%	10.0	%
Tier 1 leverage	$	1,136.3	10.9	%	$	1,101.4	10.3	%	4.0	%	5.0	%
Risk-weighted assets	$	7,176.6	N/A		$	6,823.1	N/A		N/A		N/A
Quarterly adjusted average assets	$	10,472.0	N/A		$	10,696.7	N/A		N/A		N/A

N/A – Not applicable

(1) Required minimums presented for risk-based capital ratios include the required capital conservation buffer of 2.5%.

(2) CET1 capital consists of common stockholders’ equity as defined under U.S. GAAP and certain adjustments made in accordance with regulatory capital guidelines, including deductions for goodwill and other intangible assets.

Federal laws and regulations limit the ability of national banks, such as LC Bank, to pay dividends based upon, among other things, maintaining required levels of regulatory capital and retained net profits for the preceding two calendar years plus retained net profits up to the date of any dividend declaration in the current calendar year. Retained net profits, as defined by the OCC, consist of net income less dividends declared during the period. During the first quarter of 2025, LC Bank paid a $ 50 million cash dividend to LendingClub Corporation to return a capital contribution made by LendingClub Corporation to LC Bank in the second half of 2024. LC Bank has not otherwise declared any dividends.

Federal law restricts the amount and the terms of both credit and non-credit transactions between a bank and its nonbank affiliates. These covered transactions may not exceed 10% of the bank’s capital and surplus (which for this purpose represents tier 1 and tier 2 capital, as calculated under the risk-based capital rules, plus the balance of the ACL excluded from tier 2 capital) with any single nonbank affiliate and 20% of the bank’s capital and surplus with all its nonbank affiliates. Covered transactions that are extensions of credit may require collateral to be pledged to provide added security to the bank.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

20. Segment Reporting

Reportable Segments

The Company defines operating segments to be components of the Company for which discrete financial information is evaluated regularly by the Chief Operating Decision Maker (CODM) to allocate resources and evaluate financial performance. The measure of segment profit used by the CODM in this evaluation is net income. The CODM consists of the Company’s Chief Executive Officer and Chief Financial Officer. This information is reviewed according to the legal organizational structure of the Company’s operations with products and services presented separately for the parent bank holding company and its wholly-owned subsidiary, LC Bank, which are both considered reportable segments. Income taxes are recorded on a separate entity basis whereby each operating segment determines income tax expense or benefit as if it filed a separate tax return.

LendingClub Bank

The LC Bank operating segment represents the national bank legal entity and reflects operating activities after its formation. This segment provides a full complement of financial products and solutions, including loans and deposits. It originates loans to individuals and businesses, retains loans for investment, sells loans to investors and manages relationships with deposit holders.

LendingClub Corporation (Parent Only)

The LendingClub Corporation (Parent only) operating segment represents the holding company legal entity and predominately reflects the operations of the Company prior to the formation of LC Bank. This activity includes, but is not limited to, servicing fee revenue on purchased servicing assets, and interest income and interest expense related to the Retail Program and Structured Program transactions entered into prior to LC Bank’s formation.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)

Financial information for the segments is presented in the following tables:


	LendingClub Bank				LendingClub Corporation (Parent only)				Total Reportable Segments

Three Months Ended September 30,	2025		2024		2025		2024		2025		2024
Non-interest income:
Marketplace revenue	$	89,840	$	42,583	$	7,429	$	9,125	$	97,269	$	51,708
Other non-interest income	13,601		13,047		1,762		2,793		15,363		15,840
Total non-interest income	103,441		55,630		9,191		11,918		112,632		67,548

Interest income:
Interest income	241,616		239,880		185		497		241,801		240,377
Interest expense	( 83,362 )		( 100,005 )		—		( 131 )		( 83,362 )		( 100,136 )
Net interest income	158,254		139,875		185		366		158,439		140,241

Total net revenue	261,695		195,505		9,376		12,284		271,071		207,789

Provision for credit losses	( 46,280 )		( 47,541 )		—		—		( 46,280 )		( 47,541 )

Non-interest expense:
Compensation and benefits	( 59,194 )		( 55,735 )		( 1,636 )		( 1,673 )		( 60,830 )		( 57,408 )
Marketing	( 40,712 )		( 26,186 )		—		—		( 40,712 )		( 26,186 )
Equipment and software	( 13,460 )		( 12,763 )		( 5 )		( 26 )		( 13,465 )		( 12,789 )
Depreciation and amortization	( 15,828 )		( 11,278 )		( 1,051 )		( 2,063 )		( 16,879 )		( 13,341 )
Professional services	( 10,797 )		( 7,830 )		( 125 )		( 184 )		( 10,922 )		( 8,014 )
Occupancy	( 3,304 )		( 1,952 )		( 1,941 )		( 2,053 )		( 5,245 )		( 4,005 )
Other non-interest expense	( 16,071 )		( 13,941 )		( 3,429 )		( 6,556 )		( 19,500 )		( 20,497 )
Total non-interest expense	( 159,366 )		( 129,685 )		( 8,187 )		( 12,555 )		( 167,553 )		( 142,240 )

Income tax benefit (expense)	( 12,667 )		( 3,657 )		( 297 )		106		( 12,964 )		( 3,551 )
Net income (loss) (1)	$	43,382	$	14,622	$	892	$	( 165 )	$	44,274	$	14,457
Capital expenditures	$	21,003	$	12,436	$	—	$	—	$	21,003	$	12,436

(1) Total net income from reportable segments reflects net income on a consolidated basis.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)


	LendingClub Bank				LendingClub Corporation (Parent only)				Total Reportable Segments

Nine Months Ended September 30,	2025		2024		2025		2024		2025		2024
Non-interest income:
Marketplace revenue	$	215,474	$	120,631	$	23,213	$	29,899	$	238,687	$	150,530
Other non-interest income	40,637		39,129		5,542		6,642		46,179		45,771
Total non-interest income	256,111		159,760		28,755		36,541		284,866		196,301

Interest income:
Interest income	710,329		662,501		628		4,861		710,957		667,362
Interest expense	( 248,312 )		( 275,016 )		—		( 689 )		( 248,312 )		( 275,705 )
Net interest income	462,017		387,485		628		4,172		462,645		391,657

Total net revenue	718,128		547,245		29,383		40,713		747,511		587,958

Provision for credit losses	( 144,162 )		( 115,029 )		—		—		( 144,162 )		( 115,029 )

Non-interest expense:
Compensation and benefits	( 176,264 )		( 168,609 )		( 4,944 )		( 4,893 )		( 181,208 )		( 173,502 )
Marketing	( 103,531 )		( 76,987 )		—		—		( 103,531 )		( 76,987 )
Equipment and software	( 42,553 )		( 37,732 )		( 51 )		( 101 )		( 42,604 )		( 37,833 )
Depreciation and amortization	( 42,622 )		( 32,340 )		( 3,626 )		( 6,746 )		( 46,248 )		( 39,086 )
Professional services	( 30,453 )		( 22,336 )		( 533 )		( 573 )		( 30,986 )		( 22,909 )
Occupancy	( 8,550 )		( 5,642 )		( 5,827 )		( 6,165 )		( 14,377 )		( 11,807 )
Other non-interest expense	( 46,075 )		( 39,392 )		( 11,403 )		( 17,455 )		( 57,478 )		( 56,847 )
Total non-interest expense	( 450,048 )		( 383,038 )		( 26,384 )		( 35,933 )		( 476,432 )		( 418,971 )

Income tax expense	( 31,073 )		( 11,214 )		( 1,721 )		( 1,134 )		( 32,794 )		( 12,348 )
Net income (1)	$	92,845	$	37,964	$	1,278	$	3,646	$	94,123	$	41,610
Capital expenditures	$	124,763	$	37,082	$	—	$	—	$	124,763	$	37,082

(1) Total net income from reportable segments reflects net income on a consolidated basis.


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Total net revenue – reportable segments	$	271,071	$	207,789	$	747,511	$	587,958
Intercompany eliminations	( 4,840 )		( 5,908 )		( 15,134 )		( 18,148 )
Total net revenue – consolidated	$	266,231	$	201,881	$	732,377	$	569,810

Each expense item reported above represents the Company’s “significant segment expenses” as they are separately evaluated by the CODM, with the exception of “Other non-interest expense” which represents “other segment items” and encompasses various miscellaneous operating expenses.

LENDINGCLUB CORPORATION

Notes to Condensed Consolidated Financial Statements

(Tabular Amounts in Thousands, Except Share and Per Share Amounts, Ratios, or as Noted)

(Unaudited)


	LendingClub Bank				LendingClub Corporation (Parent only)				Total Reportable Segments
	September 30, 2025		December 31, 2024		September 30, 2025		December 31, 2024		September 30, 2025		December 31, 2024
Assets
Total cash and cash equivalents	$	811,556	$	932,463	$	140,930	$	65,981	$	952,486	$	998,444
Restricted cash	—		—		23,124		27,536		23,124		27,536
Securities available for sale at fair value	3,737,297		3,452,648		5,007		—		3,742,304		3,452,648
Loans held for sale at fair value	1,213,140		636,352		—		—		1,213,140		636,352
Loans and leases held for investment, net	4,095,641		3,889,084		—		—		4,095,641		3,889,084


Loans held for investment at fair value	476,382		1,023,226		1,402		4,572		477,784		1,027,798
Property, equipment and software, net	245,424		158,995		4,906		8,537		250,330		167,532
Investment in subsidiary	—		—		891,014		910,544		891,014		910,544
Goodwill	75,717		75,717		—		—		75,717		75,717
Other assets	312,114		300,621		84,130		121,198		396,244		421,819
Total assets	10,967,271		10,469,106		1,150,513		1,138,368		12,117,784		11,607,474
Liabilities and Equity
Total deposits	9,518,173		9,116,821		—		—		9,518,173		9,116,821




Other liabilities	194,112		177,711		52,272		60,667		246,384		238,378
Total liabilities	9,712,285		9,294,532		52,272		60,667		9,764,557		9,355,199
Total equity	1,254,986		1,174,574		1,098,241		1,077,701		2,353,227		2,252,275
Total liabilities and equity	$	10,967,271	$	10,469,106	$	1,150,513	$	1,138,368	$	12,117,784	$	11,607,474


	September 30, 2025		December 31, 2024
Total assets – reportable segments	$	12,117,784	$	11,607,474
Intercompany eliminations	( 1,045,269 )		( 976,965 )
Total assets – consolidated	$	11,072,515	$	10,630,509


	September 30, 2025		December 31, 2024
Total liabilities and equity – reportable segments	$	12,117,784	$	11,607,474
Intercompany eliminations – liabilities	( 154,255 )		( 66,421 )
Intercompany eliminations – equity	( 891,014 )		( 910,544 )
Total liabilities and equity – consolidated	$	11,072,515	$	10,630,509

Concentration and Geographic Information

No individual borrower or marketplace investor accounted for 10% or more of total net revenue for any of the periods presented. All of the Company’s revenue is generated in the United States, and all of the long-lived assets are based in the United States.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the condensed consolidated financial statements and related notes that appear in this Quarterly Report on Form 10-Q (Report). In addition to historical condensed consolidated financial information, the following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to these differences include those discussed below and elsewhere in this Report, and in “Part I – Item 1A. Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (Annual Report) and, if applicable, as modified by “Part II – Item 1A. Risk Factors” in this Report. The forward-looking statements included in this Report are made only as of the date hereof and we do not assume any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Overview

LendingClub operates a leading, nationally chartered, digital marketplace bank that aims to advantage our members with the information, tools, and guidance needed to achieve their own version of financial success. We do this through a smart, simple, and rewarding digital experience that leverages data and technology to increase access to credit, lower borrowing costs, and improve returns on savings.

Executive Summary

The following is a summary of our results for the third quarter of 2025 compared to the same period in 2024, reflecting growth in loan originations, total net revenue and net income:

• Loan originations: Loan originations for the third quarter of 2025 increased $708.8 million, or 37%, year over year. The increase was driven by an increase in unsecured personal loan origination volume.

◦ Marketplace loan originations for the third quarter of 2025 increased $624.1 million, or 44%, year over year, driven by a higher retention of held for sale (HFS) loans into our Extended Seasoning program and an increase in marketplace investor demand. Loan originations HFS as a percentage of loan originations was 77% and 73% for the third quarters of 2025 and 2024, respectively.

◦ Loan originations held for investment (HFI) at amortized cost for the third quarter of 2025 increased $84.7 million, or 17%, year over year. Loan originations HFI at amortized cost as a percentage of loan originations was 23% and 27% for the third quarters of 2025 and 2024, respectively.

• Total net revenue: Total net revenue for the third quarter of 2025 increased $64.4 million, or 32%, year over year.

◦ Marketplace revenue: Marketplace revenue for the third quarter of 2025 increased $43.8 million, or 75%, year over year. The increase was primarily due to higher origination volumes of marketplace loans and improved loan sales prices.

◦ Net interest income: Net interest income for the third quarter of 2025 increased $18.2 million, or 13%, year over year primarily due to lower deposit funding costs and an increase in total interest-earning assets.

◦ Net interest margin: Net interest margin for the third quarter of 2025 was 6.18%, increasing from 5.63% in the third quarter of 2024.

• Provision for credit losses: Provision for credit losses for the third quarter of 2025 decreased $1.3 million, or 3%, year over year. The decrease was primarily driven by improved credit performance, partially offset by a higher volume of originated loans retained as HFI at amortized cost.

• Total non-interest expense: Total non-interest expense for the third quarter of 2025 increased $26.4 million, or 19%, year over year. The increase was primarily due to an increase in marketing expense based on higher origination volume and the resumption of certain marketing initiatives. The increase was also due to increases in the amortization of internally-developed software and compensation and benefits expense resulting from an increase in headcount.

• Net income: Net income for the third quarter of 2025 increased $29.8 million, or 206%, year over year.

• Diluted earnings per share (EPS): Diluted EPS grew to $0.37, compared to $0.13 for the third quarter of 2024.

• Pre-provision net revenue (PPNR): PPNR for the third quarter of 2025 increased $38.0 million, or 58%, year over year, driven by an increase in total net revenue, partially offset by an increase in non-interest expense.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

• Total assets: Total assets were $11.1 billion as of September 30, 2025 compared to $11.0 billion in the prior year. Total assets were comparable year-over-year due to a portfolio acquisition in the same quarter of the prior year.

• Deposits: Total deposits were $9.4 billion as of September 30, 2025, compared to $9.5 billion in the prior year, primarily due to a $0.6 billion decrease in brokered deposits, mostly offset by an increase in non-brokered deposits.

◦ Federal Deposit Insurance Corporation (FDIC)-insured deposits represent approximately 88% of total deposits as of September 30, 2025.

The above summary should be read in conjunction with this Management’s Discussion and Analysis of Financial Condition and Results of Operations in its entirety. For additional discussion related to our operating segments, see “ Segment Information .”

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Financial Highlights

We regularly review several metrics to evaluate our business, measure our performance, identify trends, formulate financial projections and make strategic decisions. The following presents our select financial metrics for the periods presented:


	As of and for the Three Months Ended									As of and for the Nine Months Ended September 30,
	September 30, 2025			June 30, 2025			September 30, 2024			2025			2024
Non-interest income	$	107,792		$	94,186		$	61,640		$	269,732		$	178,153
Net interest income	158,439			154,249			140,241			462,645			391,657
Total net revenue	266,231			248,435			201,881			732,377			569,810
Non-interest expense	162,713			154,718			136,332			461,298			400,823
Pre-provision net revenue (1)	103,518			93,717			65,549			271,079			168,987
Provision for credit losses	46,280			39,733			47,541			144,162			115,029
Income before income tax expense	57,238			53,984			18,008			126,917			53,958
Income tax expense	(12,964)			(15,806)			(3,551)			(32,794)			(12,348)
Net income	44,274			38,178			14,457			94,123			41,610

Basic EPS	$	0.39		$	0.33		$	0.13		$	0.82		$	0.37
Diluted EPS	$	0.37		$	0.33		$	0.13		$	0.81		$	0.37













LendingClub Corporation Performance Metrics:
Net interest margin	6.18		%	6.14		%	5.63		%	6.10		%	5.70		%
Efficiency ratio (2)	61.1		%	62.3		%	67.5		%	63.0		%	70.3		%
Return on average equity (ROE)	12.4		%	11.1		%	4.4		%	9.1		%	4.3		%
Return on tangible common equity (ROTCE) (1)	13.2		%	11.8		%	4.7		%	9.6		%	4.7		%
Return on average total assets (ROA)	1.7		%	1.5		%	0.6		%	1.2		%	0.6		%
Marketing as a % of loan originations	1.55		%	1.40		%	1.37		%	1.48		%	1.43		%

LendingClub Corporation Capital Metrics:
Common equity tier 1 capital ratio	18.0		%	17.5		%	15.9		%
Tier 1 leverage ratio	12.3		%	12.2		%	11.3		%
Book value per common share	$	12.68		$	12.25		$	11.95
Tangible book value per common share (1)	$	11.95		$	11.53		$	11.19

Loan Originations (in millions) (3) :
Marketplace loans	$	2,027		$	1,702		$	1,403		$	5,044		$	4,242
Loan originations held for investment	594			689			510			1,958			1,131
Total loan originations	$	2,622		$	2,391		$	1,913		$	7,002		$	5,372
Loan originations held for investment as a % of total loan originations	23		%	29		%	27		%	28		%	21		%

Servicing Portfolio AUM (in millions) (4) :
Total servicing portfolio	$	12,986		$	12,524		$	12,674
Loans serviced for others	$	7,612		$	7,185		$	7,028

(1) Represents a non-GAAP financial measure. See “ Non-GAAP Financial Measures ” for additional information.

(2) Calculated as the ratio of non-interest expense to total net revenue.

(3) Includes unsecured personal loans and auto loans only.

(4) Assets under management (AUM) reflects loans serviced on our platform, which includes outstanding balances of unsecured personal loans, auto refinance loans and education and patient finance loans serviced for others and retained by the Company as of the end of the periods presented.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)


	As of and for the Three Months Ended
	September 30, 2025			June 30, 2025			September 30, 2024


















Balance Sheet Data:


Securities available for sale	$	3,742,304		$	3,527,142		$	3,311,418
Loans held for sale at fair value	$	1,213,140		$	1,008,168		$	849,967
Loans and leases held for investment at amortized cost	$	4,363,415		$	4,386,321		$	4,108,329
Gross allowance for loan and lease losses (1)	$	(308,218)		$	(293,707)		$	(274,538)
Recovery asset value (2)	$	40,444		$	40,718		$	53,974
Allowance for loan and lease losses	$	(267,774)		$	(252,989)		$	(220,564)
Loans and leases held for investment at amortized cost, net	$	4,095,641		$	4,133,332		$	3,887,765
Loans held for investment at fair value	$	477,784		$	631,736		$	1,287,495
Total loans and leases held for investment	$	4,573,425		$	4,765,068		$	5,175,260
Total assets	$	11,072,515		$	10,775,333		$	11,037,507
Total deposits	$	9,388,233		$	9,136,124		$	9,459,608
Total liabilities	$	9,610,302		$	9,369,298		$	9,694,612
Total equity	$	1,462,213		$	1,406,035		$	1,342,895

Allowance Ratios (3) :
ALLL to total loans and leases held for investment at amortized cost	6.1		%	5.8		%	5.4		%


ALLL to commercial loans and leases held for investment at amortized cost	2.3		%	2.3		%	3.1		%
ALLL to consumer loans and leases held for investment at amortized cost	6.8		%	6.4		%	5.8		%
Gross ALLL to consumer loans and leases held for investment at amortized cost	7.9		%	7.5		%	7.3		%


Net charge-offs	$	31,122		$	31,800		$	55,805
Net charge-off ratio (4)	2.9		%	3.0		%	5.4		%

(1) Represents the allowance for future estimated net charge-offs on existing portfolio balances.

(2) Represents the negative allowance for expected recoveries of amounts previously charged-off.

(3) Calculated as ALLL or gross ALLL, where applicable, to the corresponding portfolio segment balance of loans and leases held for investment at amortized cost.

(4) Calculated as annualized net charge-offs divided by average outstanding loans and leases HFI at amortized cost, net, during the period.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Results of Operations

The following table sets forth the Condensed Consolidated Statements of Income (Income Statement) data for each of the periods presented:


	Three Months Ended						Change (%)
	September 30, 2025		June 30, 2025		September 30, 2024		Q3 2025 vs Q2 2025		Q3 2025 vs Q3 2024
Non-interest income:
Marketplace revenue	$	102,155	$	89,644	$	58,384	14	%	75	%
Other non-interest income	5,637		4,542		3,256		24	%	73	%
Total non-interest income	107,792		94,186		61,640		14	%	75	%

Interest income:
Interest on loans held for sale	37,628		32,489		30,326		16	%	24	%
Interest and fees on loans and leases held for investment	126,211		122,395		118,788		3	%	6	%
Interest on loans held for investment at fair value	15,319		19,761		26,345		(22)	%	(42)	%
Interest on securities available for sale	56,253		55,339		52,476		2	%	7	%
Other interest income	6,390		7,113		12,442		(10)	%	(49)	%
Total interest income	241,801		237,097		240,377		2	%	1	%

Interest expense:
Interest on deposits	83,221		82,845		96,863		—	%	(14)	%
Other interest expense	141		3		3,273		N/M		(96)	%
Total interest expense	83,362		82,848		100,136		1	%	(17)	%

Net interest income	158,439		154,249		140,241		3	%	13	%

Total net revenue	266,231		248,435		201,881		7	%	32	%

Provision for credit losses	46,280		39,733		47,541		16	%	(3)	%

Non-interest expense:
Compensation and benefits	60,830		61,989		57,408		(2)	%	6	%
Marketing	40,712		33,580		26,186		21	%	55	%
Equipment and software	13,465		14,495		12,789		(7)	%	5	%
Depreciation and amortization	16,879		15,460		13,341		9	%	27	%
Professional services	10,922		10,300		8,014		6	%	36	%
Occupancy	5,245		4,787		4,005		10	%	31	%
Other non-interest expense	14,660		14,107		14,589		4	%	—	%
Total non-interest expense	162,713		154,718		136,332		5	%	19	%

Income before income tax expense	57,238		53,984		18,008		6	%	218	%
Income tax expense	(12,964)		(15,806)		(3,551)		(18)	%	265	%
Net income	$	44,274	$	38,178	$	14,457	16	%	206	%

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)


	Nine Months Ended September 30,
	2025		2024		Change (%)
Non-interest income:
Marketplace revenue	$	257,442	$	170,628	51	%
Other non-interest income	12,290		7,525		63	%
Total non-interest income	269,732		178,153		51	%

Interest income:
Interest on loans held for sale	91,931		71,746		28	%
Interest and fees on loans and leases held for investment	367,555		376,000		(2)	%
Interest on loans held for investment at fair value	60,490		46,801		29	%
Interest on securities available for sale	167,872		130,702		28	%
Other	23,109		42,113		(45)	%
Total interest income	710,957		667,362		7	%

Interest expense:
Interest on deposits	248,166		271,019		(8)	%
Other interest expense	146		4,686		(97)	%
Total interest expense	248,312		275,705		(10)	%

Net interest income	462,645		391,657		18	%

Total net revenue	732,377		569,810		29	%

Provision for credit losses	144,162		115,029		25	%

Non-interest expense:
Compensation and benefits	181,208		173,502		4	%
Marketing	103,531		76,987		34	%
Equipment and software	42,604		37,833		13	%
Depreciation and amortization	46,248		39,086		18	%
Professional services	30,986		22,909		35	%
Occupancy	14,377		11,807		22	%
Other non-interest expense	42,344		38,699		9	%
Total non-interest expense	461,298		400,823		15	%

Income before income tax expense	126,917		53,958		135	%
Income tax expense	(32,794)		(12,348)		166	%
Net income	$	94,123	$	41,610	126	%

The analysis below is presented for the following periods: Third quarter of 2025 compared to the second quarter of 2025 (sequential), third quarter of 2025 compared to the third quarter of 2024 (year over year) and first nine months of 2025 compared to the first nine months of 2024 (nine months over nine months).

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Marketplace Revenue

Marketplace revenue consists of the following:


	Three Months Ended						Change (%)
	September 30, 2025		June 30, 2025		September 30, 2024		Q3 2025 vs Q2 2025		Q3 2025 vs Q3 2024
Origination fees	$	105,731	$	87,578	$	71,465	21	%	48	%
Servicing fees	17,000		16,395		8,081		4	%	110	%
Gain on sales of loans	17,799		13,540		12,433		31	%	43	%
Net fair value adjustments	(38,375)		(27,869)		(33,595)		(38)	%	(14)	%
Total marketplace revenue	$	102,155	$	89,644	$	58,384	14	%	75	%


	Nine Months Ended September 30,
	2025		2024		Change (%)
Origination fees	$	263,253	$	218,675	20	%
Servicing fees	46,143		47,542		(3)	%
Gain on sales of loans	43,541		34,090		28	%
Net fair value adjustments	(95,495)		(129,679)		26	%
Total marketplace revenue	$	257,442	$	170,628	51	%

We elected to account for HFS loans under the fair value option. With the election of the fair value option, origination fees, net fair value adjustments prior to the sales of the loans, and servicing asset gains on the sales of the loans, are reported as separate components within “Marketplace revenue.”

Origination Fees

Origination fees recorded as a component of marketplace revenue are primarily fees earned related to originating and issuing unsecured personal loans that are HFS.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

The following table presents loan origination volume during each of the periods set forth below:


	Three Months Ended						Change (%)
	September 30, 2025		June 30, 2025		September 30, 2024		Q3 2025 vs Q2 2025		Q3 2025 vs Q3 2024
Marketplace loans	$	2,027,406	$	1,702,108	$	1,403,330	19	%	44	%
Loan originations held for investment	594,295		689,232		509,569		(14)	%	17	%
Total loan originations (1)	$	2,621,701	$	2,391,340	$	1,912,899	10	%	37	%


	Nine Months Ended September 30,
	2025		2024		Change (%)
Marketplace loans	$	5,043,778	$	4,241,623	19	%
Loan originations held for investment	1,958,200		1,130,537		73	%
Total loan originations (1)	$	7,001,978	$	5,372,160	30	%

(1) Includes unsecured personal loans and auto loans only.

Sequential: Origination fees were $105.7 million and $87.6 million for the third and second quarters of 2025, respectively, an increase of 21%.

Year Over Year: Origination fees were $105.7 million and $71.5 million for the third quarters of 2025 and 2024, respectively, an increase of 48%.

Nine Months Over Nine Months : Origination fees were $263.3 million and $218.7 million for the first nine months of 2025 and 2024, respectively, an increase of 20%.

The increases in origination fees were primarily due to higher origination volumes of marketplace loans.

Servicing Fees

We receive servicing fees to compensate us for servicing loans on behalf of investors, including managing payments from borrowers, collections and payments to those investors. Servicing fee revenue related to loans sold also includes the change in fair value of servicing assets associated with the loans.

The table below illustrates the average balance of loans sold and subsequently serviced on behalf of the investor for the periods presented (in millions):


	Three Months Ended						Change (%)
	September 30, 2025		June 30, 2025		September 30, 2024		Q3 2025 vs Q2 2025		Q3 2025 vs Q3 2024
Average AUM – Loans sold	$	7,399	$	7,158	$	7,683	3	%	(4)	%


	Nine Months Ended September 30,
	2025		2024		Change (%)
Average AUM – Loans sold	$	7,284	$	8,343	(13)	%

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

In addition to the loans serviced on our marketplace platform, we serviced $53.0 million, $52.8 million and $106.5 million in outstanding principal balance of commercial loans sold as of September 30, 2025, June 30, 2025 and September 30, 2024, respectively.

Sequential: Servicing fees were $17.0 million and $16.4 million for the third and second quarters of 2025, respectively, an increase of 4%. The increase was primarily due to a lower market servicing rate assumption, which resulted in an increase in the fair value of the servicing asset, and a higher average principal balance of loans serviced. This was partially offset by a reduction in servicing fees on delinquent loan collections.

Year Over Year: Servicing fees were $17.0 million and $8.1 million for the third quarters of 2025 and 2024, respectively, an increase of 110%. The increase was primarily due to a $7.7 million servicing asset write-off in the third quarter of 2024 related to a loan portfolio purchase and a lower market servicing rate assumption, which resulted in an increase in the fair value of the servicing asset. This was partially offset by a reduction in servicing fees on delinquent loan collections.

Nine Months Over Nine Months : Servicing fees were $46.1 million and $47.5 million for the first nine months of 2025 and 2024, respectively, a decrease of 3%. The decrease was primarily due to a reduction in servicing fees on delinquent loan collections and a lower average principal balance of loans serviced. This was partially offset by a $7.7 million servicing asset write-off in the third quarter of 2024 related to a loan portfolio purchase as well as a lower fair value amortization of our servicing asset resulting from a smaller average asset balance.

Gain on Sales of Loans

In connection with loan sales, we recognize a gain or loss on the sale of loans based on the level to which the contractual servicing fee is above or below an estimated market rate of servicing at the time of sale. Additionally, we recognize transaction costs, if any, as a loss on sale of loans.

The following tables present the unpaid principal balance of the volume of marketplace loans sold, which is a key driver of our gain on sales revenue, during each of the periods set forth below:


	Three Months Ended						Change (%)
	September 30, 2025		June 30, 2025		September 30, 2024		Q3 2025 vs Q2 2025		Q3 2025 vs Q3 2024
Marketplace loans sold (1)	$	1,661,119	$	1,242,740	$	1,195,128	34	%	39	%


	Nine Months Ended September 30,
	2025		2024		Change (%)
Marketplace loans sold (1)	$	4,021,832	$	3,371,859	19	%

(1) Includes unsecured personal loans and auto loans only.

Sequential: Gain on sales of loans was $17.8 million and $13.5 million for the third and second quarters of 2025, respectively, an increase of 31%. The increase was primarily driven by the increase in the volume of marketplace loans sold.

Year Over Year: Gain on sales of loans was $17.8 million and $12.4 million for the third quarters of 2025 and 2024, respectively, an increase of 43%. The increase was primarily driven by the increase in the volume of marketplace loans sold as well as higher Structured Program transaction expenses in the third quarter of 2024.

Nine Months Over Nine Months: Gain on sales of loans was $43.5 million and $34.1 million for the first nine months of 2025 and 2024, respectively, an increase of 28%. The increase was primarily driven by the increase in the

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

volume of marketplace loans sold as well as higher Structured Program transaction expenses in the nine months of 2024.

Net Fair Value Adjustments

We record fair value adjustments on loans that are recorded at fair value, which include gains or losses from sale prices in excess of or less than the loan principal amount sold and realized net charge-offs. In addition, as loans are held on the Balance Sheet, incremental fair value loss adjustments on the loans are recorded in “Net fair value adjustments” within “Marketplace revenue,” whereas the associated interest income is recorded within “Net interest income.”

Sequential: Net fair value adjustments were $(38.4) million and $(27.9) million for the third and second quarters of 2025, respectively, an increased loss of $10.5 million. The increased loss was primarily due to an increase in the origination volume of marketplace loans as well as a fair value benefit recognized in the second quarter of 2025 based on improved credit performance compared to the first quarter of 2025. This increased loss was partially offset by higher loan sale prices.

Year Over Year: Net fair value adjustments were $(38.4) million and $(33.6) million for the third quarters of 2025 and 2024, respectively, an increased loss of $4.8 million. The increased loss was primarily due to an increase in the origination volume of marketplace loans, partially offset by higher loan sale prices.

Nine Months Over Nine Months : Net fair value adjustments were $(95.5) million and $(129.7) million for the first nine months of 2025 and 2024, respectively, a decreased loss of $34.2 million. The reduction was primarily due to higher loan sale prices as well as a fair value benefit recognized in the second quarter of 2025 based on improved credit performance, partially offset by an increase in the origination volume of marketplace loans.

Net fair value adjustments primarily consist of fair value adjustments on our loans HFS portfolio. See “ Notes to Condensed Consolidated Financial Statements – Note 7. Fair Value Measurements ” for additional information related to the significant unobservable inputs used in the fair value measurement of loans HFS and activity within the loans HFS portfolio.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Net Interest Income

The table below presents net interest income information corresponding to interest-earning assets and interest-bearing funding sources. The average yield/rate is calculated by dividing the annualized period-end interest income/expense by the average balance.


	Three Months Ended September 30, 2025						Three Months Ended June 30, 2025						Three Months Ended September 30, 2024
	Average Balance		Interest Income/ Expense		Average Yield/ Rate		Average Balance		Interest Income/ Expense		Average Yield/ Rate		Average Balance		Interest Income/ Expense		Average Yield/ Rate
Interest-earning assets (1)
Cash, cash equivalents, restricted cash and other	$	603,777	$	6,390	4.23	%	$	679,603	$	7,113	4.19	%	$	939,611	$	12,442	5.30	%
Securities available for sale at fair value	3,564,732		56,253		6.31	%	3,411,020		55,339		6.49	%	3,047,305		52,476		6.89	%
Loans held for sale at fair value	1,198,581		37,628		12.56	%	1,061,845		32,489		12.24	%	899,434		30,326		13.49	%
Loans and leases held for investment at amortized cost:
Unsecured personal loans	3,268,142		110,151		13.48	%	3,177,439		107,829		13.57	%	3,045,150		103,291		13.57	%


Commercial and other consumer loans	1,069,629		16,060		6.01	%	999,148		14,566		5.83	%	1,057,688		15,497		5.86	%

Loans and leases held for investment at amortized cost	4,337,771		126,211		11.64	%	4,176,587		122,395		11.72	%	4,102,838		118,788		11.58	%

Loans held for investment at fair value	552,848		15,319		11.08	%	722,685		19,761		10.94	%	972,698		26,345		10.83	%



Total loans and leases held for investment	4,890,619		141,530		11.58	%	4,899,272		142,156		11.61	%	5,075,536		145,133		11.44	%
Total interest-earning assets	10,257,709		241,801		9.43	%	10,051,740		237,097		9.44	%	9,961,886		240,377		9.65	%

Cash and due from banks and restricted cash	29,655						38,746						41,147
Allowance for loan and lease losses	(260,744)						(247,133)						(225,968)
Other non-interest earning assets	638,821						633,711						624,198
Total assets	$	10,665,441					$	10,477,064					$	10,401,263

Interest-bearing liabilities
Interest-bearing deposits:
Savings and money market accounts	$	6,442,649	$	61,782	3.80	%	$	6,152,936	$	58,934	3.84	%	$	5,056,535	$	61,556	4.84	%
Certificates of deposit	1,851,320		19,990		4.28	%	1,997,980		22,469		4.51	%	2,032,093		26,409		5.17	%
Checking accounts	406,494		1,449		1.41	%	426,107		1,442		1.36	%	948,334		8,898		3.73	%
Interest-bearing deposits	8,700,463		83,221		3.79	%	8,577,023		82,845		3.87	%	8,036,962		96,863		4.79	%


Other interest-bearing liabilities	12,174		141		4.61	%	220		3		4.54	%	486,736		3,273		2.69	%
Total interest-bearing liabilities	8,712,637		83,362		3.80	%	8,577,243		82,848		3.87	%	8,523,698		100,136		4.67	%

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)


	Three Months Ended September 30, 2025						Three Months Ended June 30, 2025						Three Months Ended September 30, 2024
	Average Balance		Interest Income/ Expense		Average Yield/ Rate		Average Balance		Interest Income/ Expense		Average Yield/ Rate		Average Balance		Interest Income/ Expense		Average Yield/ Rate
Noninterest-bearing deposits	291,231						282,113						344,577
Other liabilities	237,035						236,509						225,467
Total liabilities	$	9,240,903					$	9,095,865					$	9,093,742

Total equity	$	1,424,538					$	1,381,199					$	1,307,521
Total liabilities and equity	$	10,665,441					$	10,477,064					$	10,401,263

Interest rate spread					5.63	%					5.57	%					4.98	%

Net interest income and net interest margin			$	158,439	6.18	%			$	154,249	6.14	%			$	140,241	5.63	%

(1) Nonaccrual loans and any related income are included in their respective loan categories.

An analysis of the sequential and year-over-year changes in the categories of interest revenue and interest expense resulting from changes in volume and rate is as follows:


	Three Months Ended September 30, 2025 Compared to Three Months Ended June 30, 2025
	Increase (Decrease) Due to Change in:
	Average Volume (1)		Average Yield/Rate (1)		Total
Interest-earning assets
Cash, cash equivalents, restricted cash and other	$	(802)	$	79	$	(723)
Securities available for sale at fair value	2,451		(1,537)		914
Loans held for sale at fair value	4,274		865		5,139
Loans and leases held for investment at amortized cost	4,695		(879)		3,816


Loans held for investment at fair value	(4,703)		261		(4,442)
Total increase (decrease) in interest income on interest-earning assets	$	5,915	$	(1,211)	$	4,704
Interest-bearing liabilities
Savings and money market accounts	$	3,312	$	(464)	$	2,848
Certificates of deposit	(1,471)		(1,008)		(2,479)
Checking accounts	(60)		67		7
Interest-bearing deposits	1,781		(1,405)		376


Other interest-bearing liabilities	138		—		138
Total increase (decrease) in interest expense on interest-bearing liabilities	$	1,919	$	(1,405)	$	514

Increase in net interest income	$	3,996	$	194	$	4,190

(1) Volume and rate changes have been allocated on a consistent basis using the respective percentage changes in average balances and average rates.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)


	Three Months Ended September 30, 2025 Compared to Three Months Ended September 30, 2024
	Increase (Decrease) Due to Change in:
	Average Volume (1)		Average Yield/Rate (1)		Total
Interest-earning assets
Cash, cash equivalents, restricted cash and other	$	(3,875)	$	(2,177)	$	(6,052)
Securities available for sale at fair value	8,411		(4,634)		3,777
Loans held for sale at fair value	9,511		(2,209)		7,302
Loans and leases held for investment at amortized cost	6,833		590		7,423


Loans held for investment at fair value	(11,621)		595		(11,026)
Total increase (decrease) in interest income on interest-earning assets	$	9,259	$	(7,835)	$	1,424
Interest-bearing liabilities
Savings and money market accounts	$	14,858	$	(14,632)	$	226
Certificates of deposit	(2,193)		(4,226)		(6,419)
Checking accounts	(3,569)		(3,880)		(7,449)
Interest-bearing deposits	9,096		(22,738)		(13,642)


Other interest-bearing liabilities	(4,506)		1,374		(3,132)
Total increase (decrease) in interest expense on interest-bearing liabilities	$	4,590	$	(21,364)	$	(16,774)

Increase in net interest income	$	4,669	$	13,529	$	18,198

(1) Volume and rate changes have been allocated on a consistent basis using the respective percentage changes in average balances and average rates.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

An analysis of the nine months over nine months changes in the categories of interest revenue and interest expense resulting from changes in volume and rate is as follows:


	Nine Months Ended September 30, 2025						Nine Months Ended September 30, 2024
	Average Balance		Interest Income/ Expense		Average Yield/ Rate		Average Balance		Interest Income/ Expense		Average Yield/ Rate
Interest-earning assets (1)
Cash, cash equivalents, restricted cash and other	$	725,035	$	23,109	4.25	%	$	1,044,063	$	42,113	5.38	%
Securities available for sale at fair value	3,458,214		167,872		6.47	%	2,477,631		130,702		7.03	%
Loans held for sale at fair value	995,543		91,931		12.31	%	735,551		71,746		13.01	%
Loans and leases held for investment at amortized cost:
Unsecured personal loans	3,181,224		322,703		13.53	%	3,267,988		327,771		13.37	%

Commercial and other consumer loans	1,027,102		44,852		5.82	%	1,090,368		48,229		5.90	%
Loans and leases held for investment at amortized cost	4,208,326		367,555		11.65	%	4,358,356		376,000		11.50	%
Loans held for investment at fair value	731,526		60,490		11.03	%	539,223		46,801		11.57	%
Total loans and leases held for investment	4,939,852		428,045		11.55	%	4,897,579		422,801		11.51	%
Total interest-earning assets	10,118,644		710,957		9.37	%	9,154,824		667,362		9.72	%

Cash and due from banks and restricted cash	32,817						51,792
Allowance for loan and lease losses	(249,204)						(254,102)
Other non-interest earning assets	622,152						629,288
Total assets	$	10,524,409					$	9,581,802

Interest-bearing liabilities
Interest-bearing deposits:
Savings and money market accounts	$	6,172,137	$	176,597	3.81	%	$	4,788,029	$	172,500	4.81	%
Certificates of deposit	2,006,612		67,325		4.47	%	1,845,433		72,563		5.25	%
Checking accounts	420,964		4,244		1.34	%	937,669		25,956		3.70	%
Interest-bearing deposits	8,599,713		248,166		3.84	%	7,571,131		271,019		4.78	%


Other interest-bearing liabilities	4,234		146		4.57	%	191,061		4,686		3.28	%
Total interest-bearing liabilities	8,603,947		248,312		3.84	%	7,762,192		275,705		4.74	%

Noninterest-bearing deposits	298,348						321,819
Other liabilities	236,900						220,558
Total liabilities	$	9,139,195					$	8,304,569

Total equity	$	1,385,214					$	1,277,233
Total liabilities and equity	$	10,524,409					$	9,581,802

Interest rate spread					5.53	%					4.98	%

Net interest income and net interest margin			$	462,645	6.10	%			$	391,657	5.70	%

(1) Nonaccrual loans and any related income are included in their respective loan categories.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)


	Nine Months Ended September 30, 2025 Compared to Nine Months Ended September 30, 2024
	Increase (Decrease) Due to Change in:
	Average Volume (1)		Average Yield/Rate (1)		Total
Interest-earning assets
Cash, cash equivalents, restricted cash and other	$	(11,267)	$	(7,737)	$	(19,004)
Securities available for sale at fair value	48,293		(11,123)		37,170
Loans held for sale at fair value	24,185		(4,000)		20,185
Loans and leases held for investment at amortized cost	(13,062)		4,617		(8,445)


Loans held for investment at fair value	15,994		(2,305)		13,689
Total increase (decrease) in interest income on interest-earning assets	$	64,143	$	(20,548)	$	43,595
Interest-bearing liabilities
Savings and money market accounts	$	44,190	$	(40,093)	$	4,097
Certificates of deposit	6,071		(11,309)		(5,238)
Checking accounts	(10,072)		(11,640)		(21,712)
Interest-bearing deposits	40,189		(63,042)		(22,853)


Other interest-bearing liabilities	(5,878)		1,338		(4,540)
Total increase (decrease) in interest expense on interest-bearing liabilities	$	34,311	$	(61,704)	$	(27,393)

Increase in net interest income	$	29,832	$	41,156	$	70,988

(1) Volume and rate changes have been allocated on a consistent basis using the respective percentage changes in average balances and average rates.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Provision for Credit Losses

The allowance for loan and lease losses (ALLL) for lifetime expected losses under CECL on HFI loans and leases at amortized cost is initially recognized as “Provision for credit losses” at the time of origination. The ALLL is estimated using a discounted cash flow (DCF) approach, where effective interest rates are used to calculate the net present value (NPV) of expected cash flows. The effective interest rates are calculated based on the periodic interest income received from the loan’s contractual cash flows and the net investment in the loan, which includes deferred origination fees and costs, to provide a constant rate of return over the loan term. The NPV from the DCF approach is then compared to the amortized cost basis of the loans and leases to derive expected credit losses. Under the DCF approach, the provision for credit losses in subsequent periods includes a credit loss expense related to the discounting effect due to the passage of time after the initial recognition of ALLL on originated HFI loans at amortized cost.

The provision for credit losses includes the credit loss expense for HFI loans and leases at amortized cost, available for sale (AFS) securities and unfunded lending commitments. The table below illustrates the composition of the provision for credit losses for each period presented, as well as the loan originations held for investment in each period, which is a key driver for credit loss expense:


	Three Months Ended						Nine Months Ended September 30,
	September 30, 2025		June 30, 2025		September 30, 2024		2025		2024

Credit loss expense for loans and leases held for investment	$	45,907	$	40,596	$	47,460	$	142,885	$	113,283
Credit loss (benefit) expense for securities available for sale	86		(819)		180		588		2,263
Credit loss (benefit) expense for unfunded lending commitments	287		(44)		(99)		689		(517)
Total provision for credit losses	$	46,280	$	39,733	$	47,541	$	144,162	$	115,029

Loan originations held for investment	$	594,295	$	689,232	$	509,569	$	1,958,200	$	1,130,537

Sequential: The provision for credit losses was $46.3 million and $39.7 million for the third and second quarters of 2025, respectively, an increase of 16%. The increase was primarily due to a higher initial provision for credit losses on a greater mix of longer-duration loans retained as HFI at amortized cost as well as a provision benefit recognized in the second quarter of 2025 resulting from improved credit performance. These factors were partially offset by a lower volume of originated loans retained as HFI at amortized cost.

Year Over Year: The provision for credit losses was $46.3 million and $47.5 million for the third quarters of 2025 and 2024, respectively, a decrease of 3%. The decrease was primarily driven by improved credit performance, partially offset by a higher volume of originated loans retained as HFI at amortized cost.

Nine Months Over Nine Months: The provision for credit losses was $144.2 million and $115.0 million for the first nine months of 2025 and 2024, respectively, an increase of 25%. The increase was primarily driven by a higher volume of originated loans retained as HFI at amortized cost, partially offset by improved credit performance.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Allowance for Credit Losses

The activity in the allowance for credit losses (ACL) was as follows:


	Three Months Ended						Nine Months Ended September 30,
	September 30, 2025		June 30, 2025		September 30, 2024		2025		2024
Allowance for loan and lease losses:
Beginning of period	$	252,989	$	244,193	$	228,909	$	236,734	$	310,387
Credit loss expense for loans and leases held for investment	45,907		40,596		47,460		142,885		113,283

Charge-offs (1)	(47,886)		(49,854)		(69,109)		(164,316)		(237,539)
Recoveries	16,764		18,054		13,304		52,471		34,433
End of period	$	267,774	$	252,989	$	220,564	$	267,774	$	220,564


Allowance for securities available for sale:
Beginning of period	$	4,029	$	4,848	$	2,083	$	3,527	$	—
Credit loss (benefit) expense for securities available for sale	86		(819)		180		588		2,263
End of period	$	4,115	$	4,029	$	2,263	$	4,115	$	2,263


Reserve for unfunded lending commitments:
Beginning of period	$	1,585	$	1,629	$	1,455	$	1,183	$	1,873
Credit loss (benefit) expense for unfunded lending commitments	287		(44)		(99)		689		(517)
End of period (2)	$	1,872	$	1,585	$	1,356	$	1,872	$	1,356

(1) The first quarter of 2025 included an $8.0 million charge-off related to one office loan within our CRE portfolio, which was fully reserved for in prior periods. The CRE office loan portfolio balance was under $35 million as of September 30, 2025.

(2) Relates to $114.4 million, $103.4 million and $105.3 million of unfunded commitments as of September 30, 2025, June 30, 2025 and September 30, 2024, respectively.

The following table presents the components of the ALLL:


	September 30, 2025		June 30, 2025		September 30, 2024
Gross allowance for loan and lease losses (1)	$	308,218	$	293,707	$	274,538
Recovery asset value (2)	(40,444)		(40,718)		(53,974)
Allowance for loan and lease losses	$	267,774	$	252,989	$	220,564

(1) Represents the allowance for future estimated net charge-offs on existing portfolio balances.

(2) Represents a negative allowance for expected recoveries of amounts previously charged-off.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)


	September 30, 2025			June 30, 2025			September 30, 2024
Total loans and leases held for investment	$	4,363,415		$	4,386,321		$	4,108,329

Allowance for loan and lease losses	$	267,774		$	252,989		$	220,564
Allowance ratio (1)	6.1		%	5.8		%	5.4		%

Gross allowance for loan and lease losses	$	308,218		$	293,707		$	274,538
Gross allowance ratio (1)	7.1		%	6.7		%	6.7		%

(1) Calculated as ALLL or gross ALLL, where applicable, to total loans and leases held for investment at amortized cost.

Net Charge-Offs

The following table presents information regarding average loan and lease balances, net charge-offs and the annualized ratio of net charge-offs to average outstanding loans and leases HFI at amortized cost, net, during the period. Net charge-offs are impacted by the expected timing of the charge-offs, anticipated recoveries and the age of the overall portfolio.


	Three Months Ended									Nine Months Ended September 30,
	September 30, 2025			June 30, 2025			September 30, 2024			2025			2024


Average loans and leases held for investment at amortized cost	$	4,337,771		$	4,176,587		$	4,102,838		$	4,208,326		$	4,358,356
Net charge-offs	$	31,122		$	31,800		$	55,805		$	111,845		$	203,106
Net charge-off ratio	2.9		%	3.0		%	5.4		%	3.5		%	6.2		%

Nonaccrual

Loans and leases are generally placed on nonaccrual status when contractually past due 90 days or more, or earlier if management believes that the probability of collection does not warrant further accrual. Unsecured personal loans are generally charged-off when a borrower is contractually 120 days past due.

The following table presents nonaccrual loans and leases:


	September 30, 2025			June 30, 2025			September 30, 2024











Nonaccrual loans and leases held for investment at amortized cost	$	55,349		$	56,964		$	64,958
% of total loans and leases held for investment at amortized cost	1.3		%	1.3		%	1.6		%

For additional information on the ACL and nonaccrual loans and leases, see “ Item 8. Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 1. Summary of Significant Accounting Policies ” in our Annual Report and “ Note 5. Loans and Leases Held for Investment at Amortized Cost, Net of Allowance for Loan and Lease Losses ” in this Report.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Non-Interest Expense

Non-interest expense primarily consists of (i) compensation and benefits , which include salaries and wages, benefits and stock-based compensation expense, (ii) marketing, which includes costs attributable to borrower and deposit customer acquisition efforts and building general brand awareness, (iii) equipment and software, (iv) depreciation and amortization, (v) professional services, which primarily consist of consulting fees, and (vi) occupancy, which includes rent expense and all other costs related to occupying our office spaces.


	Three Months Ended						Change (%)
	September 30, 2025		June 30, 2025		September 30, 2024		Q3 2025 vs Q2 2025		Q3 2025 vs Q3 2024
Non-interest expense:
Compensation and benefits	$	60,830	$	61,989	$	57,408	(2)	%	6	%
Marketing	40,712		33,580		26,186		21	%	55	%
Equipment and software	13,465		14,495		12,789		(7)	%	5	%
Depreciation and amortization	16,879		15,460		13,341		9	%	27	%
Professional services	10,922		10,300		8,014		6	%	36	%
Occupancy	5,245		4,787		4,005		10	%	31	%
Other non-interest expense	14,660		14,107		14,589		4	%	—	%
Total non-interest expense	$	162,713	$	154,718	$	136,332	5	%	19	%


	Nine Months Ended September 30,
	2025		2024		Change (%)
Non-interest expense:
Compensation and benefits	$	181,208	$	173,502	4	%
Marketing	103,531		76,987		34	%
Equipment and software	42,604		37,833		13	%
Depreciation and amortization	46,248		39,086		18	%
Professional services	30,986		22,909		35	%
Occupancy	14,377		11,807		22	%
Other non-interest expense	42,344		38,699		9	%
Total non-interest expense	$	461,298	$	400,823	15	%

Compensation and Benefits

Sequential: Compensation and benefits expense decreased $1.2 million, or 2%, for the third quarter of 2025 compared to the second quarter of 2025. The decrease in compensation and benefits expense was primarily due to a decrease in variable compensation expense, partially offset by an increase in headcount.

Year Over Year: Compensation and benefits expense increased $3.4 million, or 6%, for the third quarter of 2025 compared to the same period in 2024. The increase in compensation and benefits expense was primarily due to an increase in headcount.

Nine Months Over Nine Months: Compensation and benefits expense increased $7.7 million, or 4%, for the first nine months of 2025 compared to the same period in 2024. The increase in compensation and benefits expense was primarily due to an increase in headcount.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Marketing

Sequential: Marketing expense increased $7.1 million, or 21%, for the third quarter of 2025 compared to the second quarter of 2025.

Year Over Year: Marketing expense increased $14.5 million, or 55%, for the third quarter of 2025 compared to the same period in 2024.

Nine Months Over Nine Months: Marketing expense increased $26.5 million, or 34%, for the first nine months of 2025 compared to the same period in 2024.

The increases in marketing expense were primarily due to an increase in variable marketing expenses based on higher origination volume as well as the resumption of certain marketing initiatives.

Equipment and Software

Sequential: Equipment and software expense decreased $1.0 million, or 7%, for the third quarter of 2025 compared to the second quarter of 2025.

Year Over Year: Equipment and software expense increased $0.7 million, or 5%, for the third quarter of 2025 compared to the same period in 2024.

Nine Months Over Nine Months: Equipment and software expense increased $4.8 million, or 13%, for the first nine months of 2025 compared to the same period in 2024.

The changes in equipment and software expense were primarily due to an increase or decrease in software license expense and cloud services.

Depreciation and Amortization

Sequential: Depreciation and amortization expense increased $1.4 million, or 9%, for the third quarter of 2025 compared to the second quarter of 2025.

Year Over Year: Depreciation and amortization expense increased $3.5 million, or 27%, for the third quarter of 2025 compared to the same period in 2024.

Nine Months Over Nine Months: Depreciation and amortization expense increased $7.2 million, or 18%, for the first nine months of 2025 compared to the same period in 2024.

The increases in depreciation and amortization expense were primarily due to an increase in the amortization of internally-developed software placed into service during the respective periods.

Professional Services

Sequential: Professional services increased $0.6 million, or 6%, for the third quarter of 2025 compared to the second quarter of 2025.

Year Over Year: Professional services increased $2.9 million, or 36%, for the third quarter of 2025 compared to the same period in 2024.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Nine Months Over Nine Months: Professional services increased $8.1 million, or 35%, for the first nine months of 2025 compared to the same period in 2024.

The increases in professional services expense were primarily due to an increase in business consulting services.

Occupancy

Sequential: Occupancy expense increased $0.5 million, or 10%, for the third quarter of 2025 compared to the second quarter of 2025.

Year Over Year: Occupancy expense increased $1.2 million, or 31%, for the third quarter of 2025 compared to the same period in 2024.

Nine Months Over Nine Months: Occupancy expense increased $2.6 million, or 22%, for the first nine months of 2025 compared to the same period in 2024.

The increases in occupancy expense were primarily related to operating expenses associated with the office building purchased during the second quarter of 2025.

Other non-interest expense

Sequential: Other non-interest expense increased $0.6 million, or 4%, for the third quarter of 2025 compared to the second quarter of 2025.

Year Over Year: Other non-interest expense remained relatively flat for the third quarter of 2025 compared to the same period in 2024.

Nine Months Over Nine Months: Other non-interest expense increased $3.6 million, or 9%, for the first nine months of 2025 compared to the same period in 2024.

The increases in other non-interest expense were primarily due to an increase in miscellaneous operating expenses.

Income Taxes

For the third quarter and first nine months of 2025, we recorded an income tax expense of $13.0 million and $32.8 million, respectively, representing an effective tax rate of 22.6% and 25.8%, respectively. For the third quarter and first nine months of 2024, we recorded an income tax expense of $3.6 million and $12.3 million, respectively, representing an effective tax rate of 19.7% and 22.9%, respectively. The effective tax rates differ from the federal statutory rate due to state taxes, the favorable impact of recurring items such as tax credits, the unfavorable impact of the non-deductible portions of executive compensation, and the net discrete impact of stock-based compensation. Additionally, on June 27, 2025, California Senate Bill 132 was signed into law, requiring that banks and financial companies transition from an equally weighted three-factor apportionment formula to a single-sales-factor apportionment formula, effective for tax years beginning in 2025. As a result, the Company’s 2025 state tax rate decreased, requiring a revaluation of its deferred tax assets. This revaluation resulted in the recognition of a discrete tax expense in the second quarter of 2025.

As of September 30, 2025, we maintained a valuation allowance of $46.3 million related to certain state net operating loss carryforwards (NOLs) and state tax credit carryforwards. The realization and timing of any remaining state NOLs and state tax credit carryforwards is uncertain and may expire before being utilized, based primarily on the allocation of taxable income constraints to the Parent and not related to the earnings of the Company. Changes

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

to deferred tax asset valuation allowances and liabilities related to uncertain tax positions are recorded as current period income tax expense or benefit.

Income taxes are recorded on a separate entity basis whereby each operating segment determines income tax expense or benefit as if it filed a separate tax return. Differences between separate entity and consolidated tax returns are eliminated upon consolidation.

The Company continues to evaluate the impact of the One Big Beautiful Bill Act (OBBBA), which was signed into law on July 4, 2025. The OBBBA addresses key business tax provisions including the restoration of 100% bonus depreciation and domestic research cost expensing. For the third quarter of 2025, OBBBA did not impact the Company’s effective tax rate but the enhanced expensing provisions reduced the amount of current taxes payable.

Segment Information

Reportable Segments

LendingClub Bank

LendingClub Corporation (Parent Only)

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Financial information for the segments is presented in the following table:


	LendingClub Bank				LendingClub Corporation (Parent only)				Total Reportable Segments

Three Months Ended September 30,	2025		2024		2025		2024		2025		2024
Non-interest income:
Marketplace revenue	$	89,840	$	42,583	$	7,429	$	9,125	$	97,269	$	51,708
Other non-interest income	13,601		13,047		1,762		2,793		15,363		15,840
Total non-interest income	103,441		55,630		9,191		11,918		112,632		67,548

Interest income:
Interest income	241,616		239,880		185		497		241,801		240,377
Interest expense	(83,362)		(100,005)		—		(131)		(83,362)		(100,136)
Net interest income	158,254		139,875		185		366		158,439		140,241

Total net revenue	261,695		195,505		9,376		12,284		271,071		207,789

Provision for credit losses	(46,280)		(47,541)		—		—		(46,280)		(47,541)

Non-interest expense:
Compensation and benefits	(59,194)		(55,735)		(1,636)		(1,673)		(60,830)		(57,408)
Marketing	(40,712)		(26,186)		—		—		(40,712)		(26,186)
Equipment and software	(13,460)		(12,763)		(5)		(26)		(13,465)		(12,789)
Depreciation and amortization	(15,828)		(11,278)		(1,051)		(2,063)		(16,879)		(13,341)
Professional services	(10,797)		(7,830)		(125)		(184)		(10,922)		(8,014)
Occupancy	(3,304)		(1,952)		(1,941)		(2,053)		(5,245)		(4,005)
Other non-interest expense	(16,071)		(13,941)		(3,429)		(6,556)		(19,500)		(20,497)
Total non-interest expense	(159,366)		(129,685)		(8,187)		(12,555)		(167,553)		(142,240)

Income tax benefit (expense)	(12,667)		(3,657)		(297)		106		(12,964)		(3,551)
Net income (loss) (1)	$	43,382	$	14,622	$	892	$	(165)	$	44,274	$	14,457
Capital expenditures	$	21,003	$	12,436	$	—	$	—	$	21,003	$	12,436

(1) Total net income from reportable segments reflects net income on a consolidated basis.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)


	LendingClub Bank				LendingClub Corporation (Parent only)				Total Reportable Segments

Nine Months Ended September 30,	2025		2024		2025		2024		2025		2024
Non-interest income:
Marketplace revenue	$	215,474	$	120,631	$	23,213	$	29,899	$	238,687	$	150,530
Other non-interest income	40,637		39,129		5,542		6,642		46,179		45,771
Total non-interest income	256,111		159,760		28,755		36,541		284,866		196,301

Interest income:
Interest income	710,329		662,501		628		4,861		710,957		667,362
Interest expense	(248,312)		(275,016)		—		(689)		(248,312)		(275,705)
Net interest income	462,017		387,485		628		4,172		462,645		391,657

Total net revenue	718,128		547,245		29,383		40,713		747,511		587,958

Provision for credit losses	(144,162)		(115,029)		—		—		(144,162)		(115,029)

Non-interest expense:
Compensation and benefits	(176,264)		(168,609)		(4,944)		(4,893)		(181,208)		(173,502)
Marketing	(103,531)		(76,987)		—		—		(103,531)		(76,987)
Equipment and software	(42,553)		(37,732)		(51)		(101)		(42,604)		(37,833)
Depreciation and amortization	(42,622)		(32,340)		(3,626)		(6,746)		(46,248)		(39,086)
Professional services	(30,453)		(22,336)		(533)		(573)		(30,986)		(22,909)
Occupancy	(8,550)		(5,642)		(5,827)		(6,165)		(14,377)		(11,807)
Other non-interest expense	(46,075)		(39,392)		(11,403)		(17,455)		(57,478)		(56,847)
Total non-interest expense	(450,048)		(383,038)		(26,384)		(35,933)		(476,432)		(418,971)

Income tax expense	(31,073)		(11,214)		(1,721)		(1,134)		(32,794)		(12,348)
Net income	$	92,845	$	37,964	$	1,278	$	3,646	$	94,123	$	41,610
Capital expenditures	$	124,763	$	37,082	$	—	$	—	$	124,763	$	37,082

(1) Total net income from reportable segments reflects net income on a consolidated basis.


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Total net revenue – reportable segments	$	271,071	$	207,789	$	747,511	$	587,958
Intercompany eliminations	(4,840)		(5,908)		(15,134)		(18,148)
Total net revenue – consolidated	$	266,231	$	201,881	$	732,377	$	569,810

An analysis of the Company’s results of operations and material drivers and trends of the financial results of the segments presented above are consistent with those provided on a consolidated basis in " Results of Operations ."

Non-GAAP Financial Measures

To supplement our financial statements, which are prepared and presented in accordance with GAAP, we use the following non-GAAP financial measures: Pre-Provision Net Revenue (PPNR), Tangible Book Value (TBV) Per Common Share, and Return on Tangible Common Equity (ROTCE). Our non-GAAP financial measures do have limitations as analytical tools and you should not consider them in isolation or as a substitute for an analysis of our results under GAAP.

We believe these non-GAAP financial measures provide management and investors with useful supplemental information about the financial performance of our business, enable comparison of financial results between periods where certain items may vary independent of business performance, and enable comparison of our financial results with other public companies.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

We believe PPNR is an important measure because it reflects the underlying financial performance of our business operations. PPNR is a non-GAAP financial measure calculated by subtracting the provision for credit losses and income tax benefit/expense from net income.

We believe TBV Per Common Share is an important measure used to evaluate the Company’s use of equity. TBV Per Common Share is a non-GAAP financial measure representing tangible common equity for the period (common equity reduced by goodwill and customer relationship intangible assets), divided by the ending number of common shares issued and outstanding.

We believe ROTCE is an important measure because it reflects the Company's ability to generate income from its core assets. ROTCE is a non-GAAP financial measure calculated by dividing annualized net income by the average tangible common equity for the applicable period.

The following tables provide a reconciliation of PPNR to the nearest GAAP measure:


	Three Months Ended						Nine Months Ended
	September 30, 2025		June 30, 2025		September 30, 2024		September 30, 2025		September 30, 2024
GAAP Net income	$	44,274	$	38,178	$	14,457	$	94,123	$	41,610
Less: Provision for credit losses	(46,280)		(39,733)		(47,541)		(144,162)		(115,029)
Less: Income tax expense	(12,964)		(15,806)		(3,551)		(32,794)		(12,348)
Pre-provision net revenue	$	103,518	$	93,717	$	65,549	$	271,079	$	168,987


	Three Months Ended						Nine Months Ended
	September 30, 2025		June 30, 2025		September 30, 2024		September 30, 2025		September 30, 2024
Non-interest income	$	107,792	$	94,186	$	61,640	$	269,732	$	178,153
Net interest income	158,439		154,249		140,241		462,645		391,657
Total net revenue	266,231		248,435		201,881		732,377		569,810
Non-interest expense	(162,713)		(154,718)		(136,332)		(461,298)		(400,823)
Pre-provision net revenue	103,518		93,717		65,549		271,079		168,987
Provision for credit losses	(46,280)		(39,733)		(47,541)		(144,162)		(115,029)
Income before income tax expense	57,238		53,984		18,008		126,917		53,958
Income tax expense	(12,964)		(15,806)		(3,551)		(32,794)		(12,348)
GAAP Net income	$	44,274	$	38,178	$	14,457	$	94,123	$	41,610

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

The following table provides a reconciliation of TBV Per Common Share to the nearest GAAP measure:


As of	September 30, 2025		June 30, 2025		September 30, 2024
GAAP common equity	$	1,462,213	$	1,406,035	$	1,342,895
Less: Goodwill	(75,717)		(75,717)		(75,717)
Less: Customer relationship intangible assets	(8,206)		(7,068)		(9,439)
Tangible common equity	$	1,378,290	$	1,323,250	$	1,257,739

Book value per common share
GAAP common equity	$	1,462,213	$	1,406,035	$	1,342,895
Common shares issued and outstanding	115,301,440		114,740,147		112,401,990
Book value per common share	$	12.68	$	12.25	$	11.95

Tangible book value per common share
Tangible common equity	$	1,378,290	$	1,323,250	$	1,257,739
Common shares issued and outstanding	115,301,440		114,740,147		112,401,990
Tangible book value per common share	$	11.95	$	11.53	$	11.19

The following table provides a reconciliation of ROTCE to the nearest GAAP measure:


	Three Months Ended									Nine Months Ended
	September 30, 2025			June 30, 2025			September 30, 2024			September 30, 2025			September 30, 2024
Average GAAP common equity	$	1,424,538		$	1,381,199		$	1,307,521		$	1,385,214		$	1,277,233
Less: Average goodwill	(75,717)			(75,717)			(75,717)			(75,717)			(75,717)
Less: Average customer relationship intangible assets	(6,722)			(7,423)			(9,866)			(7,452)			(10,758)
Average tangible common equity	$	1,342,099		$	1,298,059		$	1,221,938		$	1,302,045		$	1,190,758

Return on average equity
Annualized GAAP net income	$	177,096		$	152,712		$	57,828		$	125,497		$	55,480
Average GAAP common equity	1,424,538			1,381,199			1,307,521			1,385,214			1,277,233
Return on average equity	12.4		%	11.1		%	4.4		%	9.1		%	4.3		%

Return on tangible common equity
Annualized GAAP net income	$	177,096		$	152,712		$	57,828		$	125,497		$	55,480
Average tangible common equity	1,342,099			1,298,059			1,221,938			1,302,045			1,190,758
Return on tangible common equity	13.2		%	11.8		%	4.7		%	9.6		%	4.7		%

Supervision and Regulatory Environment

We are subject to periodic exams, investigations, inquiries or requests, enforcement actions and other proceedings from federal and state regulatory and/or law enforcement agencies, including the federal banking regulators that directly regulate the Company and/or LC Bank. Further, we are subject to claims, individual and class action lawsuits, and lawsuits alleging regulatory violations. Although historically the Company has generally resolved these matters in a manner that was not materially adverse to its financial results or business operations, no assurance can be given as to the timing, outcome or consequences of any of these matters in the future.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

We are subject to supervision, regulation, examination and enforcement by multiple federal banking regulatory bodies. Specifically, as a bank holding company, the Company is subject to ongoing and comprehensive supervision, regulation, examination and enforcement by the Board of Governors of the Federal Reserve System (FRB). Further, as a national bank, LC Bank is subject to ongoing and comprehensive supervision, regulation, examination and enforcement by the Office of the Comptroller of the Currency (OCC). Additionally, as a depository institution with assets over $10 billion, LC Bank is subject to supervision and enforcement authority relating to federal consumer financial laws and regulations by the Consumer Financial Protection Bureau (CFPB). Accordingly, we have been and continue to invest in regulatory compliance and be subject to certain parameters, obligations and/or limitations set forth by the banking regulations and regulators with respect to the operation of our business.

If we are found to not have complied with applicable laws, regulations or requirements, we could: (i) lose one or more of our licenses or authorizations, or be required to obtain a new license or authorization, (ii) become subject to a consent order or administrative enforcement action, (iii) face lawsuits (including class action lawsuits), sanctions, penalties, or other monetary losses due to judgments, orders, or settlements, (iv) be in breach of certain contracts, which may void or cancel such contracts, (v) decide or be compelled to modify or suspend certain of our business practices and/or (vi) be unable to execute on certain Company initiatives, which may have an adverse effect on our ability to operate and/or evolve our lending marketplace and other products and/or services; any of which may harm our business or financial results.

See “ Part I – Item 1. Business – Regulation and Supervision, ” “ Part I – Item 1A. Risk Factors – Risks Related to Regulation, Supervision and Compliance, ” and “ Part I – Item 1A. Risk Factors – Risks Related to Operating Our Business” in our Annual Report for further discussion regarding our supervision and regulatory environment.

Capital Management

The prudent management of capital is fundamental to the successful achievement of our business initiatives. We actively review capital through a process that continuously assesses and monitors the Company’s overall capital adequacy. Our objective is to maintain capital at an amount commensurate with our risk profile and risk tolerance objectives, and to meet both regulatory and market expectations.

The formation of LC Bank as a nationally chartered association and the organization of the Company as a bank holding company subjects us to various capital adequacy guidelines issued by the OCC and the FRB, including the requirement to maintain regulatory capital ratios in accordance with the Basel Committee on Banking Supervision standardized approach for U.S. banking organizations (Basel III). As a Basel III standardized approach institution, we selected the one-time election to opt-out of the requirements to include all the components of accumulated other comprehensive income included in common stockholder’s equity. The minimum capital requirements under the Basel III capital framework are: a Common Equity Tier 1 (CET1) risk-based capital ratio of 4.5%, a Tier 1 risk-based capital ratio of 6.0%, a total risk-based capital ratio of 8.0%, and a Tier 1 leverage ratio of 4.0%. Additionally, a capital conservation buffer of 2.5% must be maintained above the minimum risk-based capital requirements in order to avoid certain limitations on capital distributions, stock repurchases, and certain discretionary bonus payments. In addition to these guidelines, the banking regulators may require a banking organization to maintain capital at levels higher than the minimum ratios prescribed under the Basel III capital framework. See “ Part I – Item 1. Business – Regulation and Supervision – Capital and Liquidity Requirements and Prompt Corrective Action ” in our Annual Report and “ Notes to Condensed Consolidated Financial Statements – Note 19. Regulatory Requirements” in this Report for additional information regarding regulatory capital requirements.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

The following table presents the actual capital amounts and ratios of the Company and LC Bank as well as LC Bank’s regulatory capital minimum and “well capitalized” requirements (dollars in millions):


	September 30, 2025				December 31, 2024				Required Minimum (1)		Well Capitalized Minimum
	Amount		Ratio		Amount		Ratio
LendingClub Corporation:
CET1 capital (2)	$	1,298.1	18.0	%	$	1,188.6	17.3	%	7.0	%	N/A
Tier 1 capital	$	1,298.1	18.0	%	$	1,188.6	17.3	%	8.5	%	6.0	%
Total capital	$	1,390.6	19.2	%	$	1,276.5	18.5	%	10.5	%	10.0	%
Tier 1 leverage	$	1,298.1	12.3	%	$	1,188.6	11.0	%	4.0	%	N/A
Risk-weighted assets	$	7,224.9	N/A		$	6,887.1	N/A		N/A		N/A
Quarterly adjusted average assets	$	10,540.1	N/A		$	10,814.0	N/A		N/A		N/A

LendingClub Bank:
CET1 capital (2)	$	1,136.3	15.8	%	$	1,101.4	16.1	%	7.0	%	6.5	%
Tier 1 capital	$	1,136.3	15.8	%	$	1,101.4	16.1	%	8.5	%	8.0	%
Total capital	$	1,228.3	17.1	%	$	1,188.5	17.4	%	10.5	%	10.0	%
Tier 1 leverage	$	1,136.3	10.9	%	$	1,101.4	10.3	%	4.0	%	5.0	%
Risk-weighted assets	$	7,176.6	N/A		$	6,823.1	N/A		N/A		N/A
Quarterly adjusted average assets	$	10,472.0	N/A		$	10,696.7	N/A		N/A		N/A

N/A – Not applicable

(1) Required minimums presented for risk-based capital ratios include the required capital conservation buffer of 2.5%.

The higher risk-based capital ratios for the Company reflect higher capital at LendingClub Corporation as compared with LC Bank.

Liquidity

We manage liquidity to meet our cash flow and collateral obligations in a timely manner at a reasonable cost. We must maintain operating liquidity to meet our expected daily and forecasted cash flow requirements, as well as contingent liquidity to meet unexpected funding requirements.

As our primary business at LC Bank involves taking deposits and originating loans, a key role of liquidity management is to ensure that customers have timely access to funds from deposits and for loans. Liquidity management also involves maintaining sufficient liquidity to repay borrowings, pay operating expenses and support extraordinary funding requirements when necessary.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

LendingClub Bank Liquidity

The following table summarizes LC Bank’s primary sources of short-term liquidity as of the periods presented:


	September 30, 2025		December 31, 2024
Cash and cash equivalents	$	811,556	$	932,463
Securities available for sale (1)	$	391,354	$	382,876
Deposits	$	9,518,173	$	9,116,821


Available borrowing capacity:
FRB Discount Window (2)	$	3,258,759	$	2,635,034
FHLB of Des Moines (3)	652,425		626,117
Total available borrowing capacity	$	3,911,184	$	3,261,151

(1) Excludes illiquid securities available for sale.

(2) As of September 30, 2025 and December 31, 2024, the Company had $4.2 billion and $3.2 billion in loans pledged under the FRB Discount Window, respectively.

(3) As of September 30, 2025, the Company had $490.1 million in loans and $382.1 million in securities pledged to the Federal Home Loan Bank ( FHLB) of Des Moines. As of December 31, 2024 , the Company had $456.4 million in loans and $373.5 million in securities pledged to the FHLB of Des Moines.

The primary uses of LC Bank liquidity include (i) the funding/acquisition of loans and securities purchases, (ii) withdrawals, maturities and the payment of interest on deposits, (iii) compensation and benefits expense, (iv) taxes, (v) capital expenditures, including internally-developed software, leasehold improvements and computer equipment, and (vi) costs associated with the continued development and support of our digital marketplace bank.

Deposits

Deposits represent an important source of funding for LC Bank. We offer deposit accounts to our members, which include both interest-bearing and noninterest-bearing deposits. As of September 30, 2025 and December 31, 2024, the amount of uninsured deposits totaled $1.2 billion for both periods, or 12% and 13% of total deposits, respectively. Uninsured time deposits as of September 30, 2025, by remaining time to maturity, were as follows:


3 months or less	$	16,132
Over 3 months through 6 months	28,129
Over 6 months through 12 months	46,322
Over 12 months	8,185
Total uninsured time deposits (1)	$	98,768

(1) Consist of certificates of deposit accounts that are in excess of the FDIC insurance limit of $250 thousand per account holder.

Capital Expenditures

Net capital expenditures were $124.8 million, or 17.4% of total net revenue, and $37.1 million, or 6.8% of total net revenue, for the first nine months of 2025 and 2024, respectively. Capital expenditures in 2025 are expected to be approximately $155 million, primarily driven by the $74.5 million cash acquisition of the office building in April 2025 and related improvements to the property, as well as costs associated with the continued development and support of our digital marketplace bank.

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

LendingClub Holding Company Liquidity

The primary source of liquidity at the holding company is $140.9 million and $66.0 million in cash and cash equivalents as of September 30, 2025 and December 31, 2024, respectively. The increase in cash and cash equivalents was primarily driven by a $50 million cash dividend that was paid by LC Bank to the holding company during the first quarter of 2025, to return a capital contribution made by the holding company to LC Bank in the second half of 2024. Additionally, the holding company has the ability to access the capital markets through additional registrations and public equity offerings.

Uses of cash at the holding company include the routine cash flow requirements as a bank holding company, such as interest and expenses (including those associated with our office leases), the needs of LC Bank for additional equity and, as required, its need for debt financing and support for extraordinary funding requirements when necessary.

Factors Impacting Liquidity

The Company’s liquidity could be adversely impacted by deteriorating financial and market conditions, the inability or unwillingness of a creditor to provide funding, an idiosyncratic event (e.g., a major loss, causing a perceived or actual deterioration in its financial condition), an adverse systemic event (e.g., default or bankruptcy of a significant capital markets participant), or others.

We believe, based on our projections, that our cash on hand, liquid AFS securities, deposits, available borrowing capacity, and net cash flows from operating, investing and financing activities are sufficient to meet our liquidity needs for the next twelve months, as well as beyond the next twelve months. See “ Item 1. Financial Statements – Condensed Consolidated Statements of Cash Flows ” for additional detail regarding our cash flows.

Market Risk

Market risk represents the risk of potential losses arising from changes in interest rates, foreign exchange rates, equity prices, commodity prices, and/or other relevant market rates or prices. The primary market risk to which we are exposed is interest rate risk. Interest rate risk arises from financial instruments including loans, securities and borrowings, all entered into for purposes other than trading.

Interest Rate Sensitivity

LendingClub Bank

Our net interest income is affected by changes in the level of interest rates, the impact of interest rate fluctuations on asset prepayments, and the level and composition of deposits and liabilities, among other factors.

Loans HFI and AFS securities at LC Bank are funded primarily through our deposit base. The majority of loans HFI and AFS securities are fixed-rate instruments over the term of the loan or security. As a result, the primary component of interest rate risk on our financial instruments arises from the impact of fluctuations in loan, security, and deposit rates on our net interest income. Therefore, we use a sensitivity analysis to assess the impact of hypothetical changes in interest rates on our net interest income results. The outcome of the analysis is influenced by a variety of assumptions, including the maturity profile and prepayment level of our unsecured consumer loans and expected consumer responses to changes in rates paid on non-maturity deposit products. Our assumptions are periodically calibrated to observed data and/or expected outcomes. We actively monitor the level of exposure to movements in interest rates and have entered into interest rate hedging instruments, some of which qualify for hedge

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

accounting treatment, to manage such risk. See “ Note 8. Derivative Instruments and Hedging Activities ” for additional information.

The following table presents the change in projected net interest income for the next twelve months due to a hypothetical instantaneous parallel change in interest rates relative to current rates:


	September 30, 2025		December 31, 2024
Instantaneous Change in Interest Rates:
+ 200 basis points	(7.7)	%	(7.1)	%
+ 100 basis points	(3.8)	%	(3.5)	%
– 100 basis points	3.3	%	1.1	%
– 200 basis points	5.6	%	1.6	%

As illustrated in the table above, net interest income is projected to decrease over the next twelve months during hypothetical rising interest rate environments primarily as a result of higher rates paid on interest-bearing deposits, partially offset by higher rates earned on new loans, security purchases, and cash and cash equivalents, offset by the impact of our hedging activity. Conversely, net interest income is projected to increase over the next twelve months during hypothetical declining interest rate environments. The increase in sensitivity as of September 30, 2025 relative to December 31, 2024 is primarily due to the composition of our loans, deposits, and hedging instruments, as well as updates to certain key modeling assumptions that affect how changes in the interest rates are projected to impact the repricing behavior of assets and liabilities. Furthermore, during fluctuating interest rate environments, the repricing of interest-bearing deposits is more impactful than that of repricing fixed-rate loans.

Although we believe that these measurements provide an estimate of our interest rate sensitivity, they do not account for potential changes in credit quality, balance sheet mix, size of our balance sheet, or other business developments that could affect net income. Actual results could differ materially from the estimated outcomes of our simulations.

For additional details regarding maturities of loans and leases HFI, see “ Part II – Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Market Risk ” in our Annual Report.

For the contractual maturities and weighted-average yields on the Company’s AFS securities portfolio, see “ Notes to Condensed Consolidated Financial Statements – Note 4. Securities Available for Sale. ”

LendingClub Holding Company

At the holding company level, we continue to measure interest rate sensitivity by evaluating the change in fair value of certain assets and liabilities due to a hypothetical change in interest rates. Principal payments on our loans HFI continue to reduce the outstanding balance of this portfolio, and, as a result, the fair value impact from changes in interest rates continues to diminish.

Contingencies

For a comprehensive discussion of contingencies as of September 30, 2025, see “ Item 1. Financial Statements – Notes to Condensed Consolidated Financial Statements – Note 18. Commitments and Contingencies. ”

Critical Accounting Estimates

Certain of the Company’s accounting policies that involve a higher degree of judgment and complexity are discussed in “ Part II – Item 7. Management’s Discussion and Analysis of Financial Condition and Results of

LENDINGCLUB CORPORATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted)

Operations – Critical Accounting Estimates ” in our Annual Report. There have been no significant changes to these critical accounting estimates during the first nine months of 2025.

LENDINGCLUB CORPORATION

Item 3. Quantitative and Qualitative Disclosures About Market Risk

For a comprehensive discussion regarding quantitative and qualitative disclosures about market risk, see “ Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Market Risk. ”

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Company’s management evaluated, with the participation of the Company’s Chief Executive Officer (CEO) and Chief Financial Officer (CFO), the effectiveness of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) as of September 30, 2025. In designing and evaluating its disclosure controls and procedures, the Company’s management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance, not absolute assurance, of achieving the desired control objectives, and is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

Based on the evaluation, the Company’s CEO and CFO concluded that the Company’s disclosure controls and procedures as of September 30, 2025 were designed and functioned effectively to provide reasonable assurance that the information required to be disclosed by the Company in reports filed under the Exchange Act is (i) recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and (ii) accumulated and communicated to management, including the principal executive and principal financial officers, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

No change in the Company’s internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) occurred during the third quarter of 2025, that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

For a comprehensive discussion of legal proceedings, see “ Part I. Financial Information – Item 1. Financial Statements – Notes to Condensed Consolidated Financial Statements – Note 18. Commitments and Contingencies – Legal, ” which is incorporated herein by reference.

Item 1A. Risk Factors

The risks described in “ Part I – Item 1A. Risk Factors ” in our Annual Report, could materially and adversely affect our business, financial condition, operating results and prospects, and the trading price of our common stock could decline. While we believe the risks and uncertainties described therein include all material risks currently known by us, it is possible that these may not be the only ones we face. Due to risks and uncertainties, known and unknown, our past financial results may not be a reliable indicator of future performance and historical trends should not be used to anticipate results or trends in future periods. The Risk Factors section of our Annual Report remains current in all material respects, with the exception below.

LENDINGCLUB CORPORATION

The current economic environment, including related uncertainties, could negatively affect our business and operating results.

The U.S. economy has been undergoing a period of rapid change and significant uncertainty. A number of factors have been causing this change and uncertainty, including changing inflation and interest rates, evolving government policies and changing U.S. consumer spending patterns. Inflation reached a 40-year high of 9.1% in June 2022, and in response the FRB increased interest rates eleven times since early 2022, from a federal funds rate range of 0.00% to 0.25% in early 2022 to 5.25% to 5.50% in July 2023. While the FRB has since reduced rates to a range of 3.75% to 4.00% as of October 2025, it has indicated a willingness to adjust rates, including slowing the pace of rate decreases or increasing rates, as it deems necessary to combat inflation. Further, Federal economic policy is rapidly evolving and thereby creating uncertainty. For example, the recent establishment of, and subsequent revision(s) to, the Federal global tariff policy was followed by market volatility and uncertainty in part due to the potential for tariffs to raise prices and thereby fuel increasing inflation and, subsequently, interest rates. Uncertainty with respect to tariffs, and the potential of elevated inflation and interest rates on U.S. consumers, are also changing spending patterns and thereby prompting concern that the U.S. could experience an economic downturn or prolonged period of slow economic growth.

Our business is sensitive to, and may be adversely impacted by, uncertainty with respect to and changes in the inflation and interest rate environment. Among other things, as inflation and interest rates increase and/or remain elevated: (i) existing borrowers may allocate more of their income to necessities such as housing and food, thereby potentially increasing their risk of default by reducing their ability to make loan payments; which may, and has in the past, warrant that we take additional provision for credit losses, (ii) the rate we offer on our deposit products may be elevated to remain competitive, thereby increasing our cost of funding and reducing our net interest margin, (iii) the return our loan products generate may be less attractive relative to other investment options, thereby reducing marketplace investor demand in our loan products, and (iv) we may need to increase interest rates and/or tighten credit standards for new originations, thereby potentially making it more challenging to source enough interested and qualified borrowers to enable sufficient origination volume. Further, the pace of changes in inflation and interest rates can create unique challenges in our ability to operate our business. For example, the rapid increase in interest rates in 2022 and 2023 quickly increased the cost of capital for our non-bank marketplace investors and thereby increased their return expectations. However, because our consumer loans are fixed interest rate products, we were unable to re-price existing loans, and with respect to new originations, we needed to re-price methodically to remain competitive and mitigate the adverse impacts of doing so. Therefore, until the interest rate environment stabilized, we were temporarily challenged to fully meet the return expectations for certain of our marketplace investors which adversely impacted our marketplace volume and related revenue.

Additionally, uncertainty regarding the economic environment could adversely impact borrower or marketplace investor interest in our products, adversely impact our third-party vendors, cause us to change, postpone or cancel our strategic initiatives, or otherwise negatively affect our business, financial condition and results of operations. Notably, the recent changes in U.S. presidential administration and the composition of the U.S. Congress are leading to significant changes to the priorities, scope, practices and/or staffing levels of various governmental agencies. However, what changes will be made, whether the changes will be retained and the effect of the changes on the economic environment are currently uncertain and therefore the impact of the changes on our customers and business remains uncertain. Further, as of the date of this Report, the U.S. government remains partially shut down due to a lapse in appropriations from the U.S. Congress. An extended shutdown may, among other things, adversely affect the ability or willingness of borrowers (including impacted federal employees and contractors) to make payments on their loans.

The current economic environment, and its impact, may also have the effect of heightening many of the other risks described in “Item 1A. Risk Factors” and elsewhere in our Annual Report, such as our exposure to the credit and default risk of borrowers, maintaining and increasing loan originations, maintaining our deposit base and retaining our marketplace investors.

LENDINGCLUB CORPORATION

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

Rule 10b5-1 Trading Plans

During the third quarter of 2025, none of the Company’s directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of the Company’s securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”

LENDINGCLUB CORPORATION

Item 6. Exhibits

Exhibit Index

The exhibits noted in the accompanying Exhibit Index are filed or incorporated by reference as a part of this Report and such Exhibit Index is incorporated herein by reference.

Incorporated by Reference

Exhibit
Number

Exhibit Description

Form

File No.

Exhibit

Filing
Date

Filed Herewith

3.1

Eighth Amended and Restated Certificate of Incorporation of LendingClub Corporation, effective July 30, 2024

10-Q

001-36771

3.1

August 01, 2024

3.2

Amended and Restated Bylaws of the Company, effective March 22, 2018

8-K/A

001-36771

3.1

June 22, 2018

31.1

Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2

Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1

Certification of Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS

XBRL Instance Document‡

101.SCH

XBRL Taxonomy Extension Schema Document

101.CAL

XBRL Taxonomy Extension Calculation Linkbase

101.DEF

XBRL Taxonomy Extension Definition Linkbase

101.LAB

XBRL Taxonomy Extension Label Linkbase

101.PRE

XBRL Taxonomy Extension Presentation Linkbase

104

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

‡ The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

LENDINGCLUB CORPORATION

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.