OMF 10-Q Quarterly Report June 30, 2021

ONEMAIN HOLDINGS, INC.

10-Ks and 10-Qs

10-Q	Quarter ended Sept. 30, 2025
10-Q	Quarter ended June 30, 2025
10-Q	Quarter ended March 31, 2025
10-K	Fiscal year ended Dec. 31, 2024
10-Q	Quarter ended Sept. 30, 2024
10-Q	Quarter ended June 30, 2024
10-Q	Quarter ended March 31, 2024
10-K	Fiscal year ended Dec. 31, 2023
10-Q	Quarter ended Sept. 30, 2023
10-Q	Quarter ended June 30, 2023
10-Q	Quarter ended March 31, 2023
10-K	Fiscal year ended Dec. 31, 2022
10-Q	Quarter ended Sept. 30, 2022
10-Q	Quarter ended June 30, 2022
10-Q	Quarter ended March 31, 2022
10-K	Fiscal year ended Dec. 31, 2021
10-Q	Quarter ended Sept. 30, 2021
10-Q	Quarter ended June 30, 2021
10-Q	Quarter ended March 31, 2021
10-K	Fiscal year ended Dec. 31, 2020
10-Q	Quarter ended Sept. 30, 2020
10-Q	Quarter ended June 30, 2020
10-Q	Quarter ended March 31, 2020
10-K	Fiscal year ended Dec. 31, 2019
10-Q	Quarter ended Sept. 30, 2019
10-Q	Quarter ended June 30, 2019
10-Q	Quarter ended March 31, 2019
10-K	Fiscal year ended Dec. 31, 2018
10-Q	Quarter ended Sept. 30, 2018
10-Q	Quarter ended June 30, 2018
10-Q	Quarter ended March 31, 2018
10-K	Fiscal year ended Dec. 31, 2017
10-Q	Quarter ended Sept. 30, 2017
10-Q	Quarter ended June 30, 2017
10-Q	Quarter ended March 31, 2017
10-K	Fiscal year ended Dec. 31, 2016
10-Q	Quarter ended Sept. 30, 2016
10-Q	Quarter ended June 30, 2016
10-Q	Quarter ended March 31, 2016
10-K	Fiscal year ended Dec. 31, 2015
10-Q	Quarter ended Sept. 30, 2015
10-Q	Quarter ended June 30, 2015
10-Q	Quarter ended March 31, 2015
10-K	Fiscal year ended Dec. 31, 2014
10-Q	Quarter ended Sept. 30, 2014
10-Q	Quarter ended June 30, 2014
10-Q	Quarter ended March 31, 2014
10-K	Fiscal year ended Dec. 31, 2013
10-Q	Quarter ended Sept. 30, 2013

PROXIES

DEF 14A	Filed on April 29, 2025
DEF 14A	Filed on Dec. 31, 2024
DEF 14A	Filed on June 12, 2024
DEF 14A	Filed on April 26, 2024
DEF 14A	Filed on April 28, 2023
DEF 14A	Filed on June 13, 2022
DEF 14A	Filed on April 29, 2022
DEF 14A	Filed on April 13, 2021
DEF 14A	Filed on April 6, 2020
DEF 14A	Filed on April 8, 2019
DEF 14A	Filed on March 29, 2018
DEF 14A	Filed on April 13, 2017
DEF 14A	Filed on April 14, 2016
DEF 14A	Filed on April 24, 2015
DEF 14A	Filed on April 29, 2014

omf-20210630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

OF 1934

For the quarterly period ended June 30, 2021

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE

ACT OF 1934

For the transition period from to

Commission file number

001-36129 (OneMain Holdings, Inc.)

001-06155 (OneMain Finance Corporation)

ONEMAIN HOLDINGS, INC.

ONEMAIN FINANCE CORPORATION

(Exact name of registrant as specified in its charter)

Delaware (OneMain Holdings, Inc.)

27-3379612

Indiana (OneMain Finance Corporation)

35-0416090

(State of incorporation)

(I.R.S. Employer Identification No.)

601 N.W. Second Street , Evansville , IN 47708

(Address of principal executive offices) (Zip code)

( 812 ) 424-8031

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

OneMain Holdings, Inc.:

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock, par value $0.01 per share

OMF

New York Stock Exchange

OneMain Finance Corporation: None

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.

OneMain Holdings, Inc. Yes ☑ No ☐

OneMain Finance Corporation 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).

OneMain Holdings, Inc. Yes ☑ No ☐

OneMain Finance Corporation 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.

OneMain Holdings, Inc.:

Large accelerated filer

☑

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

OneMain Finance Corporation:

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.

OneMain Holdings, Inc. ☐

OneMain Finance Corporation ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

OneMain Holdings, Inc. Yes ☐ No ☑

OneMain Finance Corporation Yes ☐ No ☑

At July 15, 2021, there were 133,810,184 shares of OneMain Holdings, Inc’s common stock, $0.01 par value, outstanding.

At July 15, 2021, there were 10,160,021 shares of OneMain Finance Corporation’s common stock, $0.50 par value, outstanding.

TABLE OF CONTENTS



GLOSSARY		4

PART I — FINANCIAL INFORMATION

Item 1.	Financial Statements of OneMain Holdings, Inc. and Subsidiaries (Unaudited):
	Condensed Consolidated Balance Sheets	6
	Condensed Consolidated Statements of Operations	7
	Condensed Consolidated Statements of Comprehensive Income	8
	Condensed Consolidated Statements of Shareholders’ Equity	9
	Condensed Consolidated Statements of Cash Flows	11
	Financial Statements of OneMain Finance Corporation and Subsidiaries (Unaudited):
	Condensed Consolidated Balance Sheets	12
	Condensed Consolidated Statements of Operations	13
	Condensed Consolidated Statements of Comprehensive Income	14
	Condensed Consolidated Statements of Shareholder’s Equity	15
	Condensed Consolidated Statements of Cash Flows	17
	Notes to the Condensed Consolidated Financial Statements	18
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	37
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	58
Item 4.	Controls and Procedures	59
	Controls and Procedures of OneMain Holdings, Inc.	59
	Controls and Procedures of OneMain Finance Corporation	59

PART II — OTHER INFORMATION

Item 1.	Legal Proceedings	60
Item 1A.	Risk Factors	60
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	60
Item 3.	Defaults Upon Senior Securities	60
Item 4.	Mine Safety Disclosures	60
Item 5.	Other Information	60
Item 6.	Exhibit Index	61

SIGNATURES
	OneMain Holdings, Inc. Signature	62
	OneMain Finance Corporation Signature	63

Table of Contents

GLOSSARY

Terms and abbreviations used in this report are defined below.


Term or Abbreviation						Definition


30-89 Delinquency ratio						net finance receivables 30-89 days past due as a percentage of net finance receivables















ABS						asset-backed securities

Adjusted pretax income (loss)						a non-GAAP financial measure used by management as a key performance measure of our segment
AETR						annual effective tax rate
AHL						American Health and Life Insurance Company, an insurance subsidiary of OneMain Financial Holdings, LLC


Annual Report						the Annual Report on Form 10-K of OMH and OMFC for the fiscal year ended December 31, 2020, filed with the SEC on February 9, 2021
AOCI						Accumulated other comprehensive income (loss)
Apollo						Apollo Global Management, LLC and its consolidated subsidiaries
Apollo-Värde Group						an investor group led by funds managed by Apollo and Värde

ARPA						American Rescue Plan Act of 2021 signed into law on March 11, 2021
ASC						Accounting Standards Codification
ASU						Accounting Standards Update
ASU 2016-13						the accounting standard issued by FASB in June of 2016, Financial Instruments-Credit Losses: Measurement of Credit Losses on Financial Instruments
Average daily debt balance						average of debt for each day in the period
Average net receivables						average of monthly average net finance receivables (net finance receivables at the beginning and end of each month divided by two) in the period

Base Indenture						OMFC Indenture, dated as of December 3, 2014
CAA						Consolidated Appropriations Act of 2021 signed into law on December 27, 2020
CARES Act						Coronavirus Aid, Relief, and Economic Security Act signed into law on March 27, 2020
C&I						Consumer and Insurance
CDO						collateralized debt obligations




CMBS						commercial mortgage-backed securities



COVID-19						the global outbreak of a novel strain of coronavirus






Exchange Act						Securities Exchange Act of 1934, as amended
FASB						Financial Accounting Standards Board


FICO score						a credit score created by Fair Isaac Corporation




GAAP						generally accepted accounting principles in the United States of America
GAP						guaranteed asset protection

Gross charge-off ratio						annualized gross charge-offs as a percentage of average net receivables
Gross finance receivables						the unpaid principal balance of our personal loans. For precompute loans, unpaid principal balance is the gross contractual payments less the unaccreted balance of unearned finance charges


Indenture						the Base Indenture, together with all subsequent Supplemental Indentures




Junior Subordinated Debenture						$350 million aggregate principal amount of 60-year junior subordinated debt issued by OMFC under an indenture dated January 22, 2007, by and between OMFC and Deutsche Bank Trust Company, as trustee, and guaranteed by OMH









Net charge-off ratio						annualized net charge-offs as a percentage of average net receivables
Net interest income						interest income less interest expense

ODART						OneMain Direct Auto Receivables Trust






OMFC						OneMain Finance Corporation (formerly Springleaf Finance Corporation)
OMFIT						OneMain Financial Issuance Trust
OMH						OneMain Holdings, Inc.

Table of Contents


Term or Abbreviation						Definition

OneMain						OneMain Financial Holdings, LLC, collectively with its subsidiaries

Other securities						primarily consist of equity securities and those securities for which the fair value option was elected. Other securities recognize unrealized gains and losses in investment revenues



Pretax capital generation						a non-GAAP financial measure used by management as a key performance measure of our segment, defined as adjusted pretax income (loss) excluding the change in allowance for finance receivable losses
Recovery ratio						annualized recoveries on net charge-offs as a percentage of average net receivables


RMBS						residential mortgage-backed securities





SEC						U.S. Securities and Exchange Commission
Securities Act						Securities Act of 1933, as amended
Segment Accounting Basis						a basis used to report the operating results of our C&I segment and our Other components, which reflects our allocation methodologies for certain costs and excludes the impact of applying purchase accounting


SFC						Springleaf Finance Corporation (effective as of July 1, 2020, SFC was renamed to OMFC)



















Social Bond						$750 million of 3.50% Senior Notes due 2027 issued by OMFC on June 22, 2021 and guaranteed by OMH
SpringCastle Portfolio						loans the Company previously owned and now services on behalf of a third party

Supplemental Indentures						collectively, the following supplements to the Base Indenture: Third Supplemental Indenture, dated as of May 15, 2017; Fourth Supplemental Indenture, dated as of December 8, 2017; Fifth Supplemental Indenture, dated as of March 12, 2018; Sixth Supplemental Indenture, dated as of May 11, 2018; Seventh Supplemental Indenture, dated as of February 22, 2019; Eighth Supplemental Indenture, dated as of May 9, 2019; Ninth Supplemental Indenture, dated as of November 7, 2019; Tenth Supplemental Indenture, dated as of May 14, 2020; Eleventh Supplemental Indenture, dated as of December 17, 2020; and Twelfth Supplemental Indenture, dated as of June 22, 2021


Tax Act						Public Law 115-97 amending the Internal Revenue Code of 1986
TDR finance receivables						troubled debt restructured finance receivables. Debt restructuring in which a concession is granted to the borrower as a result of economic or legal reasons related to the borrower’s financial difficulties


Triton						Triton Insurance Company, an insurance subsidiary of OneMain Financial Holdings, LLC

Twelfth Supplemental Indenture						Twelfth Supplemental Indenture, dated as of June 22, 2021, to the Base Indenture
Unearned finance charges						the amount of interest that is capitalized at time of origination on a precompute loan that will be earned over the remaining contractual life of the loan

Värde						Värde Partners, Inc.
VIEs						variable interest entities

Weighted average interest rate						annualized interest expense as a percentage of average debt
XBRL						eXtensible Business Reporting Language
Yield						annualized finance charges as a percentage of average net receivables

Table of Contents

PART I - FINANCIAL INFORMATION


Item 1. Financial Statements.

ONEMAIN HOLDINGS, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets (Unaudited)



(dollars in millions, except par value amount)	June 30, 2021		December 31, 2020

Assets
Cash and cash equivalents	$	1,787	$	2,272
Investment securities (includes available-for-sale securities with a fair value and an amortized cost basis of $ 1.9 billion and $ 1.8 billion in 2021, respectively, and $ 1.8 billion and $ 1.7 billion in 2020, respectively)	1,969		1,922
Net finance receivables (includes loans of consolidated VIEs of $ 8.3 billion in 2021 and $ 8.8 billion in 2020)	18,163		18,084
Unearned insurance premium and claim reserves	( 728 )		( 771 )
Allowance for finance receivable losses (includes allowance of consolidated VIEs of $ 906 million in 2021 and $ 1.1 billion in 2020)	( 2,000 )		( 2,269 )
Net finance receivables, less unearned insurance premium and claim reserves and allowance for finance receivable losses	15,435		15,044

Restricted cash and restricted cash equivalents (includes restricted cash and restricted cash equivalents of consolidated VIEs of $ 494 million in 2021 and $ 441 million in 2020)	507		451
Goodwill	1,437		1,422
Other intangible assets	287		306

Other assets	955		1,054
Total assets	$	22,377	$	22,471

Liabilities and Shareholders’ Equity
Long-term debt (includes debt of consolidated VIEs of $ 7.5 billion in 2021 and $ 7.8 billion in 2020)	$	17,605	$	17,800
Insurance claims and policyholder liabilities	617		621
Deferred and accrued taxes	10		45
Other liabilities (includes other liabilities of consolidated VIEs of $ 14 million in 2021 and $ 15 million in 2020)	608		564
Total liabilities	18,840		19,030
Contingencies (Note 12)

Shareholders’ equity:
Common stock, par value $ 0.01 per share; 2,000,000,000 shares authorized, 133,884,043 and 134,341,724 shares issued and outstanding at June 30, 2021 and December 31, 2020, respectively	1		1
Additional paid-in capital	1,661		1,655
Accumulated other comprehensive income	85		94
Retained earnings	1,825		1,691
Treasury stock, at cost; 612,355 shares at June 30, 2021 and no shares at December 31, 2020, respectively	( 35 )		—
Total shareholders’ equity	3,537		3,441
Total liabilities and shareholders’ equity	$	22,377	$	22,471

See Notes to the Condensed Consolidated Financial Statements (Unaudited).

Table of Contents

ONEMAIN HOLDINGS, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Operations (Unaudited)



	Three Months Ended June 30,				Six Months Ended June 30,
(dollars in millions, except per share amounts)	2021		2020		2021		2020




Interest income	$	1,071	$	1,077	$	2,130	$	2,184

Interest expense	231		271		465		527

Net interest income	840		806		1,665		1,657

Provision for finance receivable losses	132		423		130		954

Net interest income after provision for finance receivable losses	708		383		1,535		703

Other revenues:
Insurance	107		109		214		226
Investment	17		29		34		38
Net loss on repurchases and repayments of debt	( 1 )		—		( 48 )		—

Other	27		10		41		25
Total other revenues	150		148		241		289

Other expenses:
Salaries and benefits	194		184		383		383
Other operating expenses	153		139		302		291
Insurance policy benefits and claims	48		90		81		157
Total other expenses	395		413		766		831

Income before income taxes	463		118		1,010		161

Income taxes	113		29		247		40

Net income	$	350	$	89	$	763	$	121

Share Data:
Weighted average number of shares outstanding:
Basic	134,255,916		134,316,252		134,330,229		135,112,676
Diluted	134,644,350		134,379,576		134,723,124		135,260,396
Earnings per share:
Basic	$	2.61	$	0.66	$	5.68	$	0.90
Diluted	$	2.60	$	0.66	$	5.67	$	0.90

See Notes to the Condensed Consolidated Financial Statements (Unaudited).

Table of Contents

ONEMAIN HOLDINGS, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Comprehensive Income (Unaudited)



	Three Months Ended June 30,				Six Months Ended June 30,
(dollars in millions)	2021		2020		2021		2020

Net income	$	350	$	89	$	763	$	121

Other comprehensive income (loss):
Net change in unrealized gains (losses) on non-credit impaired available-for-sale securities	17		87		( 25 )		32


Foreign currency translation adjustments	1		5		3		( 5 )
Other	( 12 )		—		11		—
Income tax effect:
Net change in unrealized gains (losses) on non-credit impaired available-for-sale securities	( 4 )		( 20 )		6		( 7 )


Foreign currency translation adjustments	—		( 1 )		—		1
Other	3		—		( 3 )		—
Other comprehensive income (loss), net of tax, before reclassification adjustments	5		71		( 8 )		21
Reclassification adjustments included in net income, net of tax:
Net realized gains (losses) on available-for-sale securities, net of tax	—		—		( 1 )		—

Reclassification adjustments included in net income, net of tax	—		—		( 1 )		—
Other comprehensive income (loss), net of tax	5		71		( 9 )		21

Comprehensive income	$	355	$	160	$	754	$	142

See Notes to the Condensed Consolidated Financial Statements (Unaudited).

Table of Contents

ONEMAIN HOLDINGS, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Shareholders’ Equity (Unaudited)


	OneMain Holdings, Inc. Shareholders’ Equity
(dollars in millions)	Common Stock		Additional Paid-in Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Treasury Stock		Total Shareholders’ Equity

Three Months Ended June 30, 2021
Balance, April 1, 2021	$	1	$	1,657	$	80	$	1,570	$	—	$	3,308
Common stock repurchased	—		—		—		—		( 35 )		( 35 )
Share-based compensation expense, net of forfeitures	—		4		—		—		—		4

Other comprehensive income	—		—		5		—		—		5
Cash dividends *	—		—		—		( 95 )		—		( 95 )
Net income	—		—		—		350		—		350
Balance, June 30, 2021	$	1	$	1,661	$	85	$	1,825	$	( 35 )	$	3,537

Three Months Ended June 30, 2020
Balance, April 1, 2020	$	1	$	1,645	$	( 6 )	$	1,412	$	—	$	3,052

Share-based compensation expense, net of forfeitures	—		3		—		—		—		3

Other comprehensive income	—		—		71		—		—		71
Cash dividends *	—		—		—		( 44 )		—		( 44 )
Net income	—		—		—		89		—		89
Balance, June 30, 2020	$	1	$	1,648	$	65	$	1,457	$	—	$	3,171

* Cash dividends declared were $ 0.70 per share and $ 0.33 per share during the three months ended June 30, 2021 and 2020, respectively.

Table of Contents


ONEMAIN HOLDINGS, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Shareholders’ Equity (Unaudited) (Continued)

	OneMain Holdings, Inc. Shareholders’ Equity
(dollars in millions)	Common Stock		Additional Paid-in Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Treasury Stock		Total Shareholders’ Equity

Six Months Ended June 30, 2021
Balance, January 1, 2021	$	1	$	1,655	$	94	$	1,691	$	—	$	3,441
Common stock repurchased	—		—		—		—		( 35 )		( 35 )
Share-based compensation expense, net of forfeitures	—		11		—		—		—		11
Withholding tax on share-based compensation	—		( 5 )		—		—		—		( 5 )
Other comprehensive loss	—		—		( 9 )		—		—		( 9 )
Cash dividends (a)	—		—		—		( 629 )		—		( 629 )
Net income	—		—		—		763		—		763
Balance, June 30, 2021	$	1	$	1,661	$	85	$	1,825	$	( 35 )	$	3,537

Six Months Ended June 30, 2020
Balance, January 1, 2020 (pre-adoption)	$	1	$	1,689	$	44	$	2,596	$	—	$	4,330
Net impact of adoption of ASU 2016-13 (b)	—		—				( 828 )		—		( 828 )
Balance, January 1, 2020 (post-adoption)	1		1,689		44		1,768		—		3,502
Common stock repurchased (c)	—		( 45 )		—		—		—		( 45 )
Share-based compensation expense, net of forfeitures	—		10		—		—		—		10
Withholding tax on share-based compensation	—		( 6 )		—		—		—		( 6 )
Other comprehensive income	—		—		21		—		—		21
Cash dividends (a)	—		—		—		( 432 )		—		( 432 )
Net income	—		—		—		121		—		121
Balance, June 30, 2020	$	1	$	1,648	$	65	$	1,457	$	—	$	3,171

(a) Cash dividends declared were $ 4.65 per share and $ 3.16 per share during the six months ended June 30, 2021 and 2020, respectively.

(b) As a result of the adoption of ASU 2016-13, Financial Instruments-Credit Losses: Measurement of Credit Losses on Financial Instruments , on January 1, 2020, we recorded a one-time cumulative reduction to retained earnings, net of tax. See Note 4 of the Notes to the Consolidated Financial Statements in Part II - Item 8 included in our Annual Report for additional information on the adoption of ASU 2016-13.

See Notes to the Condensed Consolidated Financial Statements (Unaudited).

Table of Contents

ONEMAIN HOLDINGS, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows (Unaudited)



	Six Months Ended June 30,
(dollars in millions)	2021		2020

Cash flows from operating activities
Net income	$	763	$	121
Reconciling adjustments:
Provision for finance receivable losses	130		954
Depreciation and amortization	127		130
Deferred income tax charge (benefit)	76		( 69 )
Net loss on repurchases and repayments of debt	48		—
Share-based compensation expense, net of forfeitures	11		10

Other	( 19 )		5
Cash flows due to changes in other assets and other liabilities	( 6 )		53
Net cash provided by operating activities	1,130		1,204

Cash flows from investing activities
Net principal collections (originations) of finance receivables	( 717 )		64

Proceeds from sales of finance receivables	183		—
Available-for-sale securities purchased	( 257 )		( 207 )
Available-for-sale securities called, sold, and matured	213		262
Other securities purchased	( 698 )		( 6 )
Other securities called, sold, and matured	685		8
Other, net	( 39 )		( 15 )
Net cash provided by (used for) investing activities	( 630 )		106

Cash flows from financing activities
Proceeds from issuance of long-term debt, net of issuance costs	1,578		5,456
Repayment of long-term debt	( 1,839 )		( 4,689 )
Cash dividends	( 628 )		( 431 )
Common stock repurchased	( 35 )		( 45 )
Withholding tax on share-based compensation	( 5 )		( 6 )
Net cash provided by (used for) financing activities	( 929 )		285



Net change in cash and cash equivalents and restricted cash and restricted cash equivalents	( 429 )		1,595
Cash and cash equivalents and restricted cash and restricted cash equivalents at beginning of period	2,723		1,632
Cash and cash equivalents and restricted cash and restricted cash equivalents at end of period	$	2,294	$	3,227

Supplemental cash flow information
Cash and cash equivalents	$	1,787	$	2,740
Restricted cash and restricted cash equivalents	507		487
Total cash and cash equivalents and restricted cash and restricted cash equivalents	$	2,294	$	3,227

Restricted cash and restricted cash equivalents primarily represent funds required to be used for future debt payments relating to our securitization transactions.

See Notes to the Condensed Consolidated Financial Statements (Unaudited).

Table of Contents

ONEMAIN FINANCE CORPORATION AND SUBSIDIARIES

Condensed Consolidated Balance Sheets (Unaudited)



(dollars in millions, except par value amount)	June 30, 2021		December 31, 2020

Assets
Cash and cash equivalents	$	1,782	$	2,272
Investment securities (includes available-for-sale securities with a fair value and an amortized cost basis of $ 1.9 billion and $ 1.8 billion in 2021, respectively, and $ 1.8 billion and $ 1.7 billion in 2020, respectively)	1,969		1,922
Net finance receivables (includes loans of consolidated VIEs of $ 8.3 billion in 2021 and $ 8.8 billion in 2020)	18,163		18,084
Unearned insurance premium and claim reserves	( 728 )		( 771 )
Allowance for finance receivable losses (includes allowance of consolidated VIEs of $ 906 million in 2021 and $ 1.1 billion in 2020)	( 2,000 )		( 2,269 )
Net finance receivables, less unearned insurance premium and claim reserves and allowance for finance receivable losses	15,435		15,044


Restricted cash and restricted cash equivalents (includes restricted cash and restricted cash equivalents of consolidated VIEs of $ 494 million in 2021 and $ 441 million in 2020)	507		451
Goodwill	1,437		1,422
Other intangible assets	287		306

Other assets	954		1,054
Total assets	$	22,371	$	22,471

Liabilities and Shareholder's Equity
Long-term debt (includes debt of consolidated VIEs of $ 7.5 billion in 2021 and $ 7.8 billion in 2020)	$	17,605	$	17,800
Insurance claims and policyholder liabilities	617		621
Deferred and accrued taxes	12		47
Other liabilities (includes other liabilities of consolidated VIEs of $ 14 million in 2021 and $ 15 million in 2020)	607		563
Total liabilities	18,841		19,031
Contingencies (Note 12)

Shareholder's equity:
Common stock, par value $ 0.50 per share; 25,000,000 shares authorized, 10,160,021 shares issued and outstanding at June 30, 2021 and December 31, 2020	5		5
Additional paid-in capital	1,905		1,899
Accumulated other comprehensive income	85		94
Retained earnings	1,535		1,442

Total shareholder's equity	3,530		3,440
Total liabilities and shareholder's equity	$	22,371	$	22,471

See Notes to the Condensed Consolidated Financial Statements (Unaudited).

Table of Contents

ONEMAIN FINANCE CORPORATION AND SUBSIDIARIES

Condensed Consolidated Statements of Operations (Unaudited)



	Three Months Ended June 30,				Six Months Ended June 30,
(dollars in millions)	2021		2020		2021		2020




Interest income	$	1,071	$	1,077	$	2,130	$	2,184

Interest expense	231		271		465		527

Net interest income	840		806		1,665		1,657

Provision for finance receivable losses	132		423		130		954

Net interest income after provision for finance receivable losses	708		383		1,535		703

Other revenues:
Insurance	107		109		214		226
Investment	17		29		34		38

Net loss on repurchases and repayments of debt	( 1 )		—		( 48 )		—

Other	27		10		41		25
Total other revenues	150		148		241		289

Other expenses:
Salaries and benefits	194		184		383		383
Other operating expenses	153		139		302		291
Insurance policy benefits and claims	48		90		81		157
Total other expenses	395		413		766		831

Income before income taxes	463		118		1,010		161

Income taxes	113		29		247		40

Net income	$	350	$	89	$	763	$	121

See Notes to the Condensed Consolidated Financial Statements (Unaudited).

Table of Contents

ONEMAIN FINANCE CORPORATION AND SUBSIDIARIES

Condensed Consolidated Statements of Comprehensive Income (Unaudited)



	Three Months Ended June 30,				Six Months Ended June 30,
(dollars in millions)	2021		2020		2021		2020

Net income	$	350	$	89	$	763	$	121

Other comprehensive income (loss):
Net change in unrealized gains (losses) on non-credit impaired available-for-sale securities	17		87		( 25 )		32


Foreign currency translation adjustments	1		5		3		( 5 )

Other	( 12 )		—		11		—
Income tax effect:
Net change in unrealized gains (losses) on non-credit impaired available-for-sale securities	( 4 )		( 20 )		6		( 7 )


Foreign currency translation adjustments	—		( 1 )		—		1
Other	3		—		( 3 )		—
Other comprehensive income (loss), net of tax, before reclassification adjustments	5		71		( 8 )		21
Reclassification adjustments included in net income, net of tax:
Net realized gains (losses) on available-for-sale securities, net of tax	—		—		( 1 )		—
Reclassification adjustments included in net income, net of tax	—		—		( 1 )		—
Other comprehensive income (loss), net of tax	5		71		( 9 )		21

Comprehensive income	$	355	$	160	$	754	$	142

See Notes to the Condensed Consolidated Financial Statements (Unaudited).

Table of Contents

ONEMAIN FINANCE CORPORATION AND SUBSIDIARIES

Condensed Consolidated Statements of Shareholder's Equity (Unaudited)


	OneMain Finance Corporation Shareholder's Equity
(dollars in millions)	Common Stock		Additional Paid-in Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Total Shareholder’s Equity

Three Months Ended June 30, 2021
Balance, April 1, 2021	$	5	$	1,901	$	80	$	1,320	$	3,306

Share-based compensation expense, net of forfeitures	—		4		—		—		4

Other comprehensive income	—		—		5		—		5
Cash dividends	—		—		—		( 135 )		( 135 )
Net income	—		—		—		350		350
Balance, June 30, 2021	$	5	$	1,905	$	85	$	1,535	$	3,530

Three Months Ended June 30, 2020
Balance, April 1, 2020	$	5	$	1,889	$	( 6 )	$	1,159	$	3,047

Share-based compensation expense, net of forfeitures	—		3		—		—		3

Other comprehensive income	—		—		71		—		71
Cash dividends	—		—		—		( 40 )		( 40 )
Net income	—		—		—		89		89
Balance, June 30, 2020	$	5	$	1,892	$	65	$	1,208	$	3,170

Table of Contents


ONEMAIN FINANCE CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statements of Shareholders’ Equity (Unaudited) (Continued)

	OneMain Finance Corporation Shareholder's Equity
(dollars in millions)	Common Stock		Additional Paid-in Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Total Shareholders’ Equity

Six Months Ended June 30, 2021
Balance, January 1, 2021	$	5	$	1,899	$	94	$	1,442	$	3,440

Share-based compensation expense, net of forfeitures	—		11		—		—		11
Withholding tax on share-based compensation	—		( 5 )		—		—		( 5 )
Other comprehensive loss	—		—		( 9 )		—		( 9 )
Cash dividends	—		—		—		( 670 )		( 670 )
Net income	—		—		—		763		763
Balance, June 30, 2021	$	5	$	1,905	$	85	$	1,535	$	3,530

Six Months Ended June 30, 2020
Balance, January 1, 2020 (pre-adoption)	$	5	$	1,888	$	44	$	2,388	$	4,325
Net impact of adoption of ASU 2016-13 *	—		—		—		( 828 )		( 828 )
Balance, January 1, 2020 (post-adoption)	5		1,888		44		1,560		3,497

Share-based compensation expense, net of forfeitures	—		10		—		—		10
Withholding tax on shared-based compensation	—		( 6 )		—		—		( 6 )
Other comprehensive income	—		—		21		—		21
Cash dividends	—		—		—		( 473 )		( 473 )
Net income	—		—		—		121		121
Balance, June 30, 2020	$	5	$	1,892	$	65	$	1,208	$	3,170

* As a result of the adoption of ASU 2016-13, on January 1, 2020, we recorded a one-time cumulative reduction to retained earnings, net of tax. See Note 4 of the Notes to the Consolidated Financial Statements in Part II - Item 8 included in our Annual Report for additional information on the adoption of ASU 2016-13.

See Notes to the Condensed Consolidated Financial Statements (Unaudited).

Table of Contents

ONEMAIN FINANCE CORPORATION AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows (Unaudited)



	Six Months Ended June 30,
(dollars in millions)	2021		2020

Cash flows from operating activities
Net income	$	763	$	121
Reconciling adjustments:
Provision for finance receivable losses	130		954
Depreciation and amortization	127		130
Deferred income tax charge (benefit)	76		( 69 )
Net loss on repurchases and repayments of debt	48		—
Share-based compensation expense, net of forfeitures	11		10

Other	( 19 )		5
Cash flows due to changes in other assets and other liabilities	( 4 )		49
Net cash provided by operating activities	1,132		1,200

Cash flows from investing activities
Net principal collections (originations) of finance receivables	( 717 )		64



Proceeds from sales of finance receivables	183		—
Available-for-sale securities purchased	( 257 )		( 207 )
Available-for-sale securities called, sold, and matured	213		262
Other securities purchased	( 698 )		( 6 )
Other securities called, sold, and matured	685		8
Other, net	( 39 )		( 15 )
Net cash provided by (used for) investing activities	( 630 )		106

Cash flows from financing activities
Proceeds from issuance of long-term debt, net of issuance costs	1,578		5,456
Repayment of long-term debt	( 1,839 )		( 4,689 )






Cash dividends	( 670 )		( 472 )

Withholding tax on share-based compensation	( 5 )		( 6 )
Net cash provided by (used for) financing activities	( 936 )		289





Net change in cash and cash equivalents and restricted cash and restricted cash equivalents	( 434 )		1,595
Cash and cash equivalents and restricted cash and restricted cash equivalents at beginning of period	2,723		1,632
Cash and cash equivalents and restricted cash and restricted cash equivalents at end of period	$	2,289	$	3,227






Supplemental cash flow information
Cash and cash equivalents	$	1,782	$	2,740
Restricted cash and restricted cash equivalents	507		487
Total cash and cash equivalents and restricted cash and restricted cash equivalents	$	2,289	$	3,227

Restricted cash and restricted cash equivalents primarily represent funds required to be used for future debt payments relating to our securitization transactions.

See Notes to the Condensed Consolidated Financial Statements (Unaudited).

Table of Contents

ONEMAIN HOLDINGS, INC. AND SUBSIDIARIES

Notes to the Condensed Consolidated Financial Statements

June 30, 2021


1. Business and Basis of Operations

OneMain Holdings, Inc. (“OMH”), and its wholly-owned direct subsidiary, OneMain Finance Corporation (“OMFC”) (formerly known as Springleaf Finance Corporation (“SFC”)) are financial services holding companies whose subsidiaries engage in the consumer finance and insurance businesses.

Effective July 1, 2020, SFC was renamed to OMFC. The name change did not affect OMFC’s legal entity structure, nor did it have an impact on OMH’s or OMFC’s financial statements. OMFC is used in this report to include references to transactions and arrangements occurring prior to the name change.

The results of OMFC are consolidated into the results of OMH. Due to the nominal differences between OMFC and OMH, content throughout this filing relates to both OMH and OMFC, except where otherwise indicated. OMH and OMFC are referred to in this report, collectively with their subsidiaries, whether directly or indirectly owned, as “the Company,” “we,” “us,” or “our.”

At June 30, 2021, the Apollo-Värde Group owned approximately 27.3 % of OMH’s common stock.

BASIS OF PRESENTATION

We prepared our condensed consolidated financial statements using generally accepted accounting principles in the United States of America (“GAAP”). These statements are unaudited. The year-end condensed balance sheet data was derived from our audited financial statements but does not include all disclosures required by GAAP. The statements include the accounts of OMH, its subsidiaries (all of which are wholly-owned), and variable interest entities (“VIEs”) in which we hold a controlling financial interest and for which we are considered to be the primary beneficiary as of the financial statement date.

We eliminated all material intercompany accounts and transactions. We made judgments, estimates, and assumptions that affect amounts reported in our condensed consolidated financial statements and disclosures of contingent assets and liabilities. In management’s opinion, the condensed consolidated financial statements include the normal, recurring adjustments necessary for a fair statement of results. Actual results could differ from our estimates. We evaluated the effects of and the need to disclose events that occurred subsequent to the balance sheet date.

The condensed consolidated financial statements in this report should be read in conjunction with the consolidated financial statements and related notes included in our Annual Report. We follow the same significant accounting policies for our interim reporting.

Table of Contents


2. Recent Accounting Pronouncements

ACCOUNTING PRONOUNCEMENTS TO BE ADOPTED

Insurance

In August of 2018, the FASB issued ASU 2018-12, Financial Services - Insurance: Targeted Improvements to the Accounting for Long-Duration Contracts , which provides targeted improvements to Topic 944 for the assumptions used to measure the liability for future policy benefits for nonparticipating traditional and limited-payment contracts; measurement of market risk benefits; amortization of deferred acquisition costs; and enhanced disclosures. The amendments in this ASU become effective for the Company beginning January 1, 2023.

We have a cross-functional implementation team and a project plan to ensure we comply with all the amendments in this ASU at the time of adoption. We have selected a vendor for a software solution to meet the new accounting and disclosure requirements of the ASU and continue to make progress in evaluating the potential impact of the adoption of the ASU on our consolidated financial statements.

We do not believe that any other accounting pronouncements issued, but not yet effective, would have a material impact on our consolidated financial statements or disclosures, if adopted.


3. Finance Receivables

Our finance receivables consist of personal loans, which are non-revolving, with a fixed rate, fixed terms generally between three and six years , and are secured by automobiles, other titled collateral, or are unsecured.

Components of our net finance receivables were as follows:


(dollars in millions)	June 30, 2021		December 31, 2020



Gross finance receivables *	$	17,947	$	17,860
Unearned points and fees	( 217 )		( 225 )
Accrued finance charges	273		299
Deferred origination costs	160		150
Total	$	18,163	$	18,084

* Gross finance receivables equal the unpaid principal balance of our personal loans. For precompute loans, unpaid principal balance is the gross contractual payments less the unaccreted balance of unearned finance charges.

WHOLE LOAN SALE TRANSACTIONS

As of June 30, 2021 we have whole loan sale flow agreements, with remaining terms ranging between one to two years , with third-party buyers in which we agreed to sell a combined total of $ 120 million gross receivables per quarter of newly originated unsecured personal loans along with any associated accrued interest. These unsecured personal loans are sold to unconsolidated VIEs and are derecognized from our balance sheet at the time of sale. We service the personal loans sold and are entitled to a servicing fee and other fees commensurate with the services performed as part of the agreements. The gain on sales and servicing fees are recorded in other revenue. Our first sale was executed in the first quarter of 2021. During the three and six months ended June 30, 2021, we sold $ 120 million and $ 165 million of gross finance receivables, respectively. The gain on the sales were $ 11 million and $ 15 million during the three and six months ended June 30, 2021, respectively.

Table of Contents

CREDIT QUALITY INDICATOR

We consider the delinquency status of our finance receivables as our key credit quality indicator. We monitor the delinquency of our finance receivable portfolio, including the migration between the delinquency buckets and changes in the delinquency trends to manage our exposure to credit risk in the portfolio. When finance receivables are 60 days contractually past due, we consider these accounts to be at an increased risk for loss and we transfer collection of these accounts to our centralized operations.

At 90 days or more contractually past due, we consider our finance receivables to be nonperforming. We stop accruing finance charges and reverse finance charges previously accrued on nonperforming loans. We reversed net accrued finance charges of $ 14 million and $ 34 million during the three and six months ended June 30, 2021, respectively, and $ 22 million and $ 50 million during the three and six months ended June 30, 2020, respectively. Finance charges recognized from the contractual interest portion of payments received on nonaccrual finance receivables totaled $ 3 million and $ 8 million during the three and six months ended June 30, 2021, respectively, and $ 4 million and $ 8 million during the three and six months ended June 30, 2020, respectively. All loans in nonaccrual status are considered in our estimate of allowance for finance receivable losses.

The following tables below are a summary of our finance receivables by the year of origination and number of days delinquent, our key credit quality indicator:


(dollars in millions)	2021		2020		2019		2018		2017		Prior		Total

June 30, 2021
Performing
Current	$	5,561	$	6,101	$	4,025	$	1,364	$	372	$	174	$	17,597
30-59 days past due	18		79		64		25		9		6		201
60-89 days past due	8		50		38		14		5		3		118
Total performing	5,587		6,230		4,127		1,403		386		183		17,916
Nonperforming (Nonaccrual)
90-179 days past due	4		101		88		31		10		6		240
180 days or more past due	—		3		3		1		—		—		7
Total nonperforming	4		104		91		32		10		6		247
Total	$	5,591	$	6,334	$	4,218	$	1,435	$	396	$	189	$	18,163


(dollars in millions)	2020		2019		2018		2017		2016		Prior		Total

December 31, 2020
Performing
Current	$	8,659	$	5,691	$	2,064	$	651	$	184	$	106	$	17,355
30-59 days past due	72		106		44		18		6		5		251
60-89 days past due	44		72		28		11		4		3		162
Total performing	8,775		5,869		2,136		680		194		114		17,768
Nonperforming (Nonaccrual)
90-179 days past due	62		154		59		22		8		5		310
180 days or more past due	1		3		1		1		—		—		6
Total nonperforming	63		157		60		23		8		5		316
Total	$	8,838	$	6,026	$	2,196	$	703	$	202	$	119	$	18,084

Table of Contents

TROUBLED DEBT RESTRUCTURED FINANCE RECEIVABLES

Information regarding TDR finance receivables were as follows:


(dollars in millions)	June 30, 2021		December 31, 2020




TDR gross finance receivables	$	676	$	689
TDR net finance receivables *	680		691
Allowance for TDR finance receivable losses	305		314

* TDR net finance receivables — TDR gross finance receivables net of unearned points and fees, accrued finance charges, and deferred origination costs.

TDR average net finance receivables and finance charges recognized on TDR finance receivables were as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
(dollars in millions)	2021		2020		2021		2020


TDR average net finance receivables	$	686	$	698	$	688	687
TDR finance charges recognized	14		13		27		25

Information regarding the new volume of the TDR finance receivables were as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
(dollars in millions)	2021		2020		2021		2020


Pre-modification TDR net finance receivables	$	112	$	129	$	228	$	287
Post-modification TDR net finance receivables:
Rate reduction	79		75		156		175
Other *	33		54		71		112
Total post-modification TDR net finance receivables	$	112	$	129	$	227	$	287
Number of TDR accounts	13,691		17,381		28,199		39,199

* “Other” modifications primarily consist of potential principal and interest forgiveness contingent on future payment performance by the borrower under the modified terms.

Finance receivables that were modified as TDR finance receivables within the previous 12 months and for which there was a default during the period to cause the TDR finance receivables to be considered nonperforming (90 days or more past due) are reflected in the following table:


	Three Months Ended June 30,				Six Months Ended June 30,
(dollars in millions)	2021		2020		2021		2020





TDR net finance receivables *	$	27	$	26	$	56	$	57
Number of TDR accounts	3,743		3,787		7,926		8,339

* Represents the corresponding balance of TDR net finance receivables at the end of the month in which they defaulted.

Table of Contents


4. Allowance for Finance Receivable Losses

We establish an allowance for finance receivable losses through the provision for finance receivable losses. We evaluate our finance receivable portfolio by the level of contractual delinquency in the portfolio, specifically in the late-stage delinquency buckets and inclusive of the migration of the loans through the delinquency buckets. We estimate and record an allowance for finance receivable losses to cover the estimated lifetime expected credit losses on our finance receivables. Our allowance for finance receivable losses may fluctuate based upon changes in portfolio growth, credit quality, and economic conditions.

Our current methodology to estimate expected credit losses used the most recent macroeconomic forecasts, which incorporated the impacts and expected recovery of the global outbreak of a novel strain of coronavirus (“COVID-19”) on the U.S. economy. Our forecast leveraged economic projections from an industry leading forecast provider. We also incorporated estimated impacts from known government stimulus measures, the involuntary unemployment insurance coverage of our portfolio, and our borrower assistance efforts. At June 30, 2021, our economic forecast used a reasonable and supportable period of 12 months. The decrease in our allowance for finance receivable losses for the three and six months ended June 30, 2021 was primarily due to an improved outlook for unemployment and macroeconomic conditions. In the near-term, we may experience further changes to the macroeconomic assumptions within our forecast which could lead to further changes in our allowance for finance receivable losses, allowance ratio, and provision for finance receivable losses.

Changes in the allowance for finance receivable losses were as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
(dollars in millions)	2021		2020		2021		2020

















Balance at beginning of period	$	2,062	$	2,182	$	2,269	$	829
Impact of adoption of ASU 2016-13 *	—		—		—		1,118
Provision for finance receivable losses	132		423		130		954
Charge-offs	( 252 )		( 321 )		( 507 )		( 657 )
Recoveries	58		40		108		80
Balance at end of period	$	2,000	$	2,324	$	2,000	$	2,324

* As a result of the adoption of ASU 2016-13, on January 1, 2020, we recorded a one-time adjustment to the allowance for finance receivable losses and a corresponding cumulative reduction to retained earnings, net of tax. See Note 4 of the Notes to the Consolidated Financial Statements in Part II - Item 8 included in our Annual Report for additional information on the adoption of ASU 2016-13.

The allowance for finance receivable losses and net finance receivables by impairment method were as follows:


(dollars in millions)	June 30, 2021			December 31, 2020

Allowance for finance receivable losses:
Collectively evaluated for impairment	$	1,695		$	1,955

TDR finance receivables	305			314
Total	$	2,000		$	2,269

Finance receivables:
Collectively evaluated for impairment	$	17,483		$	17,393

TDR net finance receivables	680			691
Total	$	18,163		$	18,084

Allowance for finance receivable losses as a percentage of finance receivables	11.01		%	12.55		%

Table of Contents


5. Investment Securities

AVAILABLE-FOR-SALE SECURITIES

Cost/amortized cost, allowance for credit losses, unrealized gains and losses, and fair value of fixed maturity available-for-sale securities by type were as follows:


(dollars in millions)	Cost/ Amortized Cost		Unrealized Gains		Unrealized Losses		Fair Value

June 30, 2021*
Fixed maturity available-for-sale securities:
U.S. government and government sponsored entities	$	13	$	—	$	—	$	13
Obligations of states, municipalities, and political subdivisions	82		4		—		86
Commercial paper	37		—		—		37
Non-U.S. government and government sponsored entities	143		6		—		149
Corporate debt	1,187		78		( 2 )		1,263
Mortgage-backed, asset-backed, and collateralized:
RMBS	189		4		( 1 )		192
CMBS	52		2		—		54
CDO/ABS	81		2		( 1 )		82
Total	$	1,784	$	96	$	( 4 )	$	1,876

December 31, 2020*
Fixed maturity available-for-sale securities:
U.S. government and government sponsored entities	$	12	$	—	$	—	$	12
Obligations of states, municipalities, and political subdivisions	87		5		—		92
Commercial paper	28		—		—		28
Non-U.S. government and government sponsored entities	137		9		—		146
Corporate debt	1,124		95		( 1 )		1,218
Mortgage-backed, asset-backed, and collateralized:
RMBS	208		7		—		215
CMBS	55		3		—		58
CDO/ABS	77		2		( 1 )		78
Total	$	1,728	$	121	$	( 2 )	$	1,847

* There was no allowance for credit losses related to our investment securities as of June 30, 2021 and December 31, 2020.

Interest receivables reported in “Other assets” totaled $ 13 million and $ 12 million as of June 30, 2021 and December 31, 2020, respectively. There were no amounts reversed from investment revenue for available-for-sale securities for the three and six months ended June 30, 2021 and 2020.

Table of Contents

Fair value and unrealized losses on available-for-sale securities by type and length of time in a continuous unrealized loss position without an allowance for credit losses were as follows:


	Less Than 12 Months				12 Months or Longer				Total
(dollars in millions)	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses

June 30, 2021
U.S. government and government sponsored entities	$	1	$	—	$	—	$	—	$	1	$	—
Obligations of states, municipalities, and political subdivisions	4		—		—		—		4		—
Commercial paper	3		—		—		—		3		—
Non-U.S. government and government sponsored entities	5		—		1		—		6		—
Corporate debt	99		( 2 )		11		—		110		( 2 )
Mortgage-backed, asset-backed, and collateralized:
RMBS	47		( 1 )		1		—		48		( 1 )

CDO/ABS	16		( 1 )		4		—		20		( 1 )
Total	$	175	$	( 4 )	$	17	$	—	$	192	$	( 4 )

December 31, 2020

Obligations of states, municipalities, and political subdivisions	$	2	$	—	$	—	$	—	$	2	$	—
Commercial paper	19		—		—		—		19		—
Non-U.S. government and government sponsored entities	1		—		—		—		1		—
Corporate debt	45		( 1 )		8		—		53		( 1 )
Mortgage-backed, asset-backed, and collateralized:

CMBS	8		—		—		—		8		—
CDO/ABS	17		( 1 )		—		—		17		( 1 )
Total	$	92	$	( 2 )	$	8	$	—	$	100	$	( 2 )

On a lot basis, we had 262 and 148 investment securities in an unrealized loss position at June 30, 2021 and December 31, 2020, respectively. We do not consider the unrealized losses to be credit-related, as these unrealized losses primarily relate to changes in interest rates and market spreads subsequent to purchase. Additionally, as of June 30, 2021, there were no credit impairments on investment securities that we intend to sell. We do not have plans to sell any of the remaining investment securities with unrealized losses as of June 30, 2021, and we believe it is more likely than not that we would not be required to sell such investment securities before recovery of their amortized cost.

We continue to monitor unrealized loss positions for potential credit impairments. During the three and six months ended June 30, 2021 and 2020, there were no material credit impairments related to our investment securities. Therefore, there were no material additions or reductions in the allowance for credit losses (impairments recognized or reversed in earnings) on credit impaired available-for-sale securities for the three and six months ended June 30, 2021 and 2020.

The proceeds of available-for-sale securities sold or redeemed during the three and six months ended June 30, 2021 totaled $ 72 million and $ 139 million, respectively. The proceeds of available-for-sale securities sold or redeemed during the three and six months ended June 30, 2020 totaled $ 47 million and $ 105 million, respectively. The net realized gains and losses were immaterial during the three and six months ended June 30, 2021 and 2020.

Table of Contents

Contractual maturities of fixed-maturity available-for-sale securities at June 30, 2021 were as follows:


(dollars in millions)	Fair Value		Amortized Cost

Fixed maturities, excluding mortgage-backed, asset-backed, and collateralized securities:
Due in 1 year or less	$	153	$	153
Due after 1 year through 5 years	587		555
Due after 5 years through 10 years	627		591
Due after 10 years	181		163
Mortgage-backed, asset-backed, and collateralized securities	328		322
Total	$	1,876	$	1,784

Actual maturities may differ from contractual maturities since issuers and borrowers may have the right to call or prepay obligations. We may sell investment securities before maturity for general corporate and working capital purposes and to achieve certain investment strategies.

The fair value of securities on deposit with third parties totaled $ 594 million and $ 604 million at June 30, 2021 and December 31, 2020, respectively.

OTHER SECURITIES

The fair value of other securities by type was as follows:


(dollars in millions)	June 30, 2021		December 31, 2020




Fixed maturity other securities:
Bonds



Non-U.S. government and government sponsored entities	$	1	$	1
Corporate debt	12		17
Mortgage-backed, asset-backed, and collateralized bonds	30		17
Total bonds	43		35
Preferred stock *	19		13
Common stock *	31		27

Total	$	93	$	75

* We employ an income equity strategy targeting investments in stocks with strong current dividend yields. Stocks included have a history of stable or increasing dividend payments.

Net unrealized gains on other securities held were immaterial for the three and six months ended June 30, 2021. Net unrealized gains on other securities held were $ 6 million for the three months ended June 30, 2020. Net unrealized losses on other securities held were $ 7 million for the six months ended June 30, 2020. Net realized gains and losses on other securities sold or redeemed were immaterial for the three and six months ended June 30, 2021 and 2020.

Other securities primarily consist of equity securities and those securities for which the fair value option was elected. We report net unrealized and realized gains and losses on other securities held, sold, or redeemed in investment revenue.

Table of Contents


6. Long-term Debt

Principal maturities of long-term debt (excluding projected repayments on securitizations by period) by type of debt at June 30, 2021 were as follows:


	Senior Debt
(dollars in millions)	Securitizations		Unsecured Notes (a)		Junior Subordinated Debt (a)			Total

Interest rates (b)	0.77 % - 6.94 %		3.50 % - 8.88 %		1.93		%

Remainder of 2021	$	—	$	—	$	—		$	—
2022	—		992		—			992
2023	—		1,175		—			1,175
2024	—		1,300		—			1,300
2025	—		1,835		—			1,835
2026-2067	—		4,750		350			5,100
Securitizations (c)	7,499		—		—			7,499
Total principal maturities	$	7,499	$	10,052	$	350		$	17,901

Total carrying amount	$	7,466	$	9,967	$	172		$	17,605
Debt issuance costs (d)	$	( 30 )	$	( 88 )	$	—		$	( 118 )

(a) Pursuant to the Base Indenture, the Supplemental Indentures, and the Guaranty Agreements, OMH agreed to fully and unconditionally guarantee, on a senior unsecured basis, payments of principal, premium and interest on the Unsecured Notes and Junior Subordinated Debenture. The OMH guarantees of OMFC’s long-term debt are subject to customary release provisions.

(b) The interest rates shown are the range of contractual rates in effect at June 30, 2021.

(c) Securitizations are not included in the above maturities by period due to their variable monthly repayments, which may result in pay-off prior to the stated maturity date. At June 30, 2021, there were no amounts drawn under our revolving conduit facilities. See Note 7 for further information on our long-term debt associated with securitizations and revolving conduit facilities.

(d) Debt issuance costs are reported as a direct deduction from long-term debt, with the exception of debt issuance costs associated with our revolving conduit facilities, which totaled $ 33 million at June 30, 2021 and are reported in “Other assets.”

Redemption of 7.75 % Senior Notes Due 2021

On December 9, 2020, OMFC issued a notice of full redemption of its 7.75 % Senior Notes due 2021. On January 8, 2021, OMFC paid a net aggregate amount of $ 681 million, inclusive of accrued interest and premiums, to complete the redemption. In connection with the redemption, we recognized $ 47 million of net loss on repurchases and repayments of debt in the first quarter of 2021.

Social Bond Offering - Issuance of 3.50 % Senior Notes Due 2027

OMFC issued its inaugural social bond offering on June 22, 2021 for a total of $ 750 million aggregate principal amount of 3.50 % Senior Notes due 2027 (the “Social Bond”) under the Base Indenture, as supplemented by the Twelfth Supplemental Indenture, pursuant to which OMH provided a guarantee on an unsecured basis.

Table of Contents


7. Variable Interest Entities

CONSOLIDATED VIES

We have transferred finance receivables to VIEs for asset-backed financing transactions and include the assets and liabilities in our consolidated financial statements because we are the primary beneficiary of each VIE. We account for these asset-backed debt obligations as secured borrowings.

See Note 3 and Note 10 of the Notes to the Consolidated Financial Statements in Part II - Item 8 included in our Annual Report for more detail regarding VIEs.

We parenthetically disclose on our consolidated balance sheets the VIE’s assets that can only be used to settle the VIE’s obligations and liabilities if its creditors have no recourse against the primary beneficiary’s general credit. The carrying amounts of consolidated VIE assets and liabilities associated with our securitization trusts and revolving conduit facilities were as follows:


(dollars in millions)	June 30, 2021		December 31, 2020

Assets
Cash and cash equivalents	$	2	$	2
Net finance receivables	8,305		8,772
Allowance for finance receivable losses	906		1,085
Restricted cash and restricted cash equivalents	494		441
Other assets	33		33

Liabilities
Long-term debt	$	7,466	$	7,789
Other liabilities	14		15

Other than the retained subordinate and residual interests in our consolidated VIEs, we are under no further obligation than is otherwise noted herein, either contractually or implicitly, to provide financial support to these entities. Consolidated interest expense related to our VIEs totaled $ 75 million and $ 153 million during the three and six months ended June 30, 2021, respectively, compared to $ 90 million and $ 172 million during the three and six months ended June 30, 2020, respectively.

SECURITIZED BORROWINGS

Each of our outstanding securitizations contain a revolving period ranging from two to seven years during which no principal payments are required to be made on the related asset-backed notes. The indentures governing our securitization borrowings contain early amortization events and events of default, that, if triggered, may result in the acceleration of the obligation to pay principal and interest on the related asset-backed notes.

REVOLVING CONDUIT FACILITIES

We had access to 13 revolving conduit facilities with a total maximum borrowing capacity of $ 7.3 billion as of June 30, 2021. Our conduit facilities contain revolving periods during which time no principal payments are required, but may be made without penalty, followed by a subsequent amortization period. Principal balances of outstanding loans, if any, are due and payable in full over periods ranging up to ten years as of June 30, 2021. Amounts drawn on these facilities are collateralized by our personal loans.

At June 30, 2021, no amounts were drawn under these facilities.

Table of Contents


8. Insurance

Changes in the reserve for unpaid claims and loss adjustment expenses (net of reinsurance recoverables):


	At or for the Six Months Ended June 30,
(dollars in millions)	2021		2020

Balance at beginning of period	$	148	$	117
Less reinsurance recoverables	( 3 )		( 4 )

Net balance at beginning of period	145		113

Additions for losses and loss adjustment expenses incurred to:
Current year	109		174
Prior years *	( 18 )		( 11 )
Total	91		163
Reductions for losses and loss adjustment expenses paid related to:
Current year	( 53 )		( 58 )
Prior years	( 67 )		( 47 )
Total	( 120 )		( 105 )

Net balance at end of period	116		171
Plus reinsurance recoverables	3		3

Balance at end of period	$	119	$	174

* Reflects (i) a redundancy in the prior years’ net reserves of $ 18 million at June 30, 2021, primarily due to favorable development of credit disability and unemployment claims during the period, and (ii) a redundancy in the prior years’ net reserves of $ 11 million at June 30, 2020, primarily due to a favorable development of credit life, term life, and credit disability claims during the period.


9. Capital Stock and Earnings Per Share (OMH Only)

CAPITAL STOCK

OMH has two classes of authorized capital stock: preferred stock and common stock. OMFC has two classes of authorized capital stock: special stock and common stock. OMH and OMFC may issue preferred stock and special stock, respectively, in one or more series. The OMH Board of Directors and the OMFC Board of Directors determine the dividend, liquidation, redemption, conversion, voting, and other rights prior to issuance.

Changes in OMH shares of common stock issued and outstanding were as follows:


	Three Months Ended June 30,		Six Months Ended June 30,
	2021	2020	2021	2020

Balance at beginning of period	134,477,096	134,309,707	134,341,724	136,101,156
Common stock issued	19,302	9,464	154,674	249,713
Common stock repurchased *	( 612,355 )	—	( 612,355 )	( 2,031,698 )

Balance at end of period	133,884,043	134,319,171	133,884,043	134,319,171

* During the three and six months ended in June 30, 2021, the common stock repurchased were held in treasury. During the six months ended June 30, 2020 the common stock repurchased were retired.

Table of Contents

EARNINGS PER SHARE (OMH ONLY)

The computation of earnings per share was as follows:



	Three Months Ended June 30,				Six Months Ended June 30,
(dollars in millions, except per share data)	2021		2020		2021		2020

Numerator (basic and diluted):
Net income	$	350	$	89	$	763	$	121
Denominator:
Weighted average number of shares outstanding (basic)	134,255,916		134,316,252		134,330,229		135,112,676
Effect of dilutive securities *	388,434		63,324		392,895		147,720
Weighted average number of shares outstanding (diluted)	134,644,350		134,379,576		134,723,124		135,260,396
Earnings per share:
Basic	$	2.61	$	0.66	$	5.68	$	0.90
Diluted	$	2.60	$	0.66	$	5.67	$	0.90

* We have excluded weighted-average unvested restricted stock units totaling 11,068 and 483,644 for the three months ended June 30, 2021 and 2020, respectively, and 49,506 and 304,866 for the six months ended June 30, 2021 and 2020, respectively, from the fully-diluted earnings per share calculations as these shares would be anti-dilutive, which could impact the earnings per share calculation in the future.

Basic earnings per share is computed by dividing net income by the weighted-average number of shares outstanding during each period. Diluted earnings per share is computed based on the weighted-average number of shares outstanding plus the effect of potentially dilutive shares outstanding during the period using the treasury stock method. The potentially dilutive shares represent outstanding unvested restricted stock units.

Table of Contents


10. Accumulated Other Comprehensive Income (Loss)

Changes, net of tax, in accumulated other comprehensive income (loss) were as follows:


(dollars in millions)	Unrealized Gains (Losses) Available-for-Sale Securities (a)		Retirement Plan Liabilities Adjustments		Foreign Currency Translation Adjustments		Other (b)		Total Accumulated Other Comprehensive Income (Loss)

Three Months Ended June 30, 2021
Balance at beginning of period	$	58	$	1	$	4	$	17	$	80
Other comprehensive income (loss) before reclassifications	13		—		1		( 9 )		5

Balance at end of period	$	71	$	1	$	5	$	8	$	85

Three Months Ended June 30, 2020
Balance at beginning of period	$	( 1 )	$	3	$	( 8 )	$	—	$	( 6 )
Other comprehensive income before reclassifications	67		—		4		—		71

Balance at end of period	$	66	$	3	$	( 4 )	$	—	$	65

Six Months Ended June 30, 2021
Balance at beginning of period	$	91	$	1	$	2	$	—	$	94
Other comprehensive income (loss) before reclassifications	( 19 )		—		3		8		( 8 )
Reclassification adjustments from accumulated other comprehensive income	( 1 )		—		—		—		( 1 )
Balance at end of period	$	71	$	1	$	5	$	8	$	85

Six Months Ended June 30, 2020
Balance at beginning of period	$	41	$	3	$	—	$	—	$	44
Other comprehensive income (loss) before reclassifications	25		—		( 4 )		—		21


Balance at end of period	$	66	$	3	$	( 4 )	$	—	$	65

(a) There were no material amounts related to available-for-sale debt securities for which an allowance for credit losses was recorded during the three and six months ended June 30, 2021 and 2020.

(b) Other primarily includes changes in the fair value of our mark-to-market derivative instruments that have been designated as cash flow hedges.

Reclassification adjustments from accumulated other comprehensive income (loss) to the applicable line item on our condensed consolidated statements of operations were immaterial for the three and six months ended June 30, 2021 and 2020.

Table of Contents


11. Income Taxes

We had a net deferred tax asset of $ 333 million and $ 405 million at June 30, 2021 and December 31, 2020, respectively. The decrease in our net deferred tax asset of $ 72 million was primarily due to the tax effect of the decrease in the allowance for finance receivable losses and the decrease due to tax amortization of goodwill.

We follow the guidance of ASC 740, Income Taxes , for interim reporting of income taxes under which we calculate an estimated annual effective tax rate (“AETR”) and apply the AETR to our year-to-date income (loss) before income taxes. In addition, we recognize any discrete items as they occur.

The effective tax rate for the six months ended June 30, 2021 was 24.4 %, compared to 24.6 % for the same period in 2020. The effective tax rate for the six months ended June 30, 2021 and 2020 differed from the federal statutory rate of 21% primarily due to the effect of state income taxes.

We are under examination by various states for the years 2014 to 2018. Management believes it has adequately provided for taxes for such years.

Our gross unrecognized tax benefits, including related interest and penalties, totaled $ 10 million at June 30, 2021 and December 31, 2020. We accrue interest related to uncertain tax positions in income tax expense. The amount of any change in the balance of uncertain tax liabilities over the next 12 months is not expected to be material to our consolidated financial statements.

During 2020, the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) and the Consolidated Appropriations Act of 2021 (the “CAA”) were signed into law. During 2021, the American Rescue Plan Act of 2021 (the “ARPA”) was signed into law. Among other things, the provisions of these laws relate to refundable payroll tax credits, deferment of employer side social security payments, net operating loss carryback periods, and technical corrections to tax depreciation methods for qualified improvement property. We do not anticipate the CARES Act, the CAA, or the ARPA will have a material impact on our consolidated financial statements. We will continue to monitor legislative developments related to the COVID-19 pandemic.


12. Contingencies

LEGAL CONTINGENCIES

In the normal course of business, we have been named, from time to time, as defendants in various legal actions, including arbitrations, class actions, and other litigation arising in connection with our activities. Some of the actual or threatened legal actions include claims for substantial compensatory and/or punitive damages or claims for indeterminate amounts of damages. While we will continue to evaluate legal actions to determine whether a loss is reasonably possible or probable and is reasonably estimable, there can be no assurance that material losses will not be incurred from pending, threatened or future litigation, investigations, examinations, or other claims.

We contest liability and/or the amount of damages, as appropriate, in each pending matter. Where available information indicates that it is probable that a liability had been incurred at the date of the consolidated financial statements and we can reasonably estimate the amount of that loss, we accrue the estimated loss by a charge to income. In many actions, however, it is inherently difficult to determine whether any loss is probable or even reasonably possible, or to estimate the amount of any loss. In addition, even where loss is reasonably possible or an exposure to loss exists in excess of the liability already accrued with respect to a previously recognized loss contingency, it is not always possible to reasonably estimate the size of the possible loss or range of loss.

For certain legal actions, we cannot reasonably estimate such losses, particularly for actions that are in their early stages of development or where plaintiffs seek substantial or indeterminate damages. Numerous issues may need to be resolved, including through potentially lengthy discovery and determination of important factual matters, and by addressing novel or unsettled legal questions relevant to the actions in question, before a loss or additional loss or range of loss or range of additional loss can be reasonably estimated for any given action.

Table of Contents

For certain other legal actions, we can estimate reasonably possible losses, additional losses, ranges of loss or ranges of additional loss in excess of amounts accrued, but do not believe, based on current knowledge and after consultation with counsel, that such losses will have a material adverse effect on our consolidated financial statements as a whole.


13. Segment Information

At June 30, 2021, Consumer and Insurance (“C&I”) is our only reportable segment. The remaining components (which we refer to as “Other”) consist of our liquidating SpringCastle Portfolio servicing activity and our non-originating legacy operations, which primarily include our liquidating real estate loans.

The accounting policies of the C&I segment are the same as those disclosed in Note 3 and Note 18 of the Notes to the Consolidated Financial Statements in Part II - Item 8 included in our Annual Report.

The following tables present information about C&I and Other, as well as reconciliations to the consolidated financial statement amounts.


(dollars in millions)	Consumer and Insurance		Other		Segment to GAAP Adjustment		Consolidated Total

Three Months Ended June 30, 2021
Interest income	$	1,069	$	1	$	1	$	1,071
Interest expense	230		1		—		231
Provision for finance receivable losses	130		—		2		132
Net interest income after provision for finance receivable losses	709		—		( 1 )		708
Other revenues	147		4		( 1 )		150
Other expenses	382		6		7		395
Income (loss) before income tax expense (benefit)	$	474	$	( 2 )	$	( 9 )	$	463




Three Months Ended June 30, 2020
Interest income	$	1,074	$	1	$	2	$	1,077
Interest expense	266		1		4		271
Provision for finance receivable losses	422		—		1		423
Net interest income after provision for finance receivable losses	386		—		( 3 )		383
Other revenues	144		4		—		148
Other expenses	402		5		6		413
Income (loss) before income tax expense (benefit)	$	128	$	( 1 )	$	( 9 )	$	118

Table of Contents


(dollars in millions)	Consumer and Insurance		Other		Segment to GAAP Adjustment		Consolidated Total

At or for the Six Months Ended June 30, 2021
Interest income	$	2,125	$	3	$	2	$	2,130
Interest expense	462		2		1		465
Provision for finance receivable losses	127		—		3		130
Net interest income after provision for finance receivable losses	1,536		1		( 2 )		1,535
Other revenues	244		7		( 10 )		241
Other expenses	739		12		15		766
Income (loss) before income tax expense (benefit)	$	1,041	$	( 4 )	$	( 27 )	$	1,010

Assets	$	20,301	$	48	$	2,028	$	22,377




At or for the Six Months Ended June 30, 2020
Interest income	$	2,174	$	3	$	7	$	2,184
Interest expense	515		2		10		527
Provision for finance receivable losses	952		—		2		954
Net interest income after provision for finance receivable losses	707		1		( 5 )		703
Other revenues	281		9		( 1 )		289
Other expenses	809		12		10		831
Income (loss) before income tax expense (benefit)	$	179	$	( 2 )	$	( 16 )	$	161

Assets	$	20,389	$	70	$	2,049	$	22,508

Table of Contents


14. Fair Value Measurements

The accounting policies of our fair value measurements are the same as those disclosed in Note 3 and Note 19 of the Notes to the Consolidated Financial Statements in Part II - Item 8 included in our Annual Report.

The following table presents the carrying amounts and estimated fair values of our financial instruments and indicates the level in the fair value hierarchy of the estimated fair value measurement based on the observability of the inputs used:


	Fair Value Measurements Using						Total Fair Value		Total Carrying Value
(dollars in millions)	Level 1		Level 2		Level 3

June 30, 2021
Assets
Cash and cash equivalents	$	1,784	$	3	$	—	$	1,787	$	1,787
Investment securities	53		1,908		8		1,969		1,969
Net finance receivables, less allowance for finance receivable losses	—		—		19,140		19,140		16,163
Restricted cash and restricted cash equivalents	507		—		—		507		507
Other assets *	—		—		53		53		52

Liabilities
Long-term debt	$	—	$	19,025	$	—	$	19,025	$	17,605

December 31, 2020
Assets
Cash and cash equivalents	$	2,255	$	17	$	—	$	2,272	$	2,272
Investment securities	44		1,870		8		1,922		1,922
Net finance receivables, less allowance for finance receivable losses	—		—		18,629		18,629		15,815
Restricted cash and restricted cash equivalents	451		—		—		451		451
Other assets *	—		2		60		62		62







Liabilities
Long-term debt	$	—	$	19,426	$	—	$	19,426	$	17,800

* Other assets at June 30, 2021 and December 31, 2020 primarily consists of finance receivables held for sale.

Table of Contents

FAIR VALUE MEASUREMENTS — RECURRING BASIS

The following tables present information about our assets measured at fair value on a recurring basis and indicates the fair value hierarchy based on the levels of inputs we utilized to determine such fair value:


	Fair Value Measurements Using						Total Carried At Fair Value
(dollars in millions)	Level 1		Level 2		Level 3

June 30, 2021
Assets
Cash equivalents in mutual funds	$	1,148	$	—	$	—	$	1,148
Cash equivalents in securities	—		3		—		3
Investment securities:
Available-for-sale securities

U.S. government and government sponsored entities	—		13		—		13
Obligations of states, municipalities, and political subdivisions	—		86		—		86
Commercial paper	—		37		—		37
Non-U.S. government and government sponsored entities	—		149		—		149
Corporate debt	4		1,255		4		1,263
RMBS	—		192		—		192
CMBS	—		54		—		54
CDO/ABS	—		82		—		82




Total available-for-sale securities	4		1,868		4		1,876
Other securities

Bonds:

Non-U.S. government and government sponsored entities	—		1		—		1
Corporate debt	—		11		1		12
RMBS	—		1		—		1

CDO/ABS	—		27		2		29
Total bonds	—		40		3		43
Preferred stock	19		—		—		19
Common stock	30		—		1		31

Total other securities	49		40		4		93
Total investment securities	53		1,908		8		1,969

Restricted cash equivalents in mutual funds	498		—		—		498
Total	$	1,699	$	1,911	$	8	$	3,618

Table of Contents


	Fair Value Measurements Using						Total Carried At Fair Value
(dollars in millions)	Level 1		Level 2		Level 3

December 31, 2020
Assets
Cash equivalents in mutual funds	$	2,018	$	—	$	—	$	2,018
Cash equivalents in securities	—		17		—		17
Investment securities:
Available-for-sale securities

U.S. government and government sponsored entities	—		12		—		12
Obligations of states, municipalities, and political subdivisions	—		92		—		92
Certificates of deposit and commercial paper	—		28		—		28
Non-U.S. government and government sponsored entities	—		146		—		146
Corporate debt	5		1,207		6		1,218
RMBS	—		215		—		215
CMBS	—		58		—		58
CDO/ABS	—		78		—		78




Total available-for-sale securities	5		1,836		6		1,847
Other securities

Bonds:
Non-U.S. government and government sponsored entities	—		1		—		1
Corporate debt	—		16		1		17


CDO/ABS	—		17		—		17
Total bonds	—		34		1		35
Preferred stock	13		—		—		13
Common stock	26		—		1		27

Total other securities	39		34		2		75
Total investment securities	44		1,870		8		1,922
Restricted cash equivalents in mutual funds	441		—		—		441
Total	$	2,503	$	1,887	$	8	$	4,398

Due to the insignificant activity within the Level 3 assets during the three and six months ended June 30, 2021 and 2020, we have omitted the additional disclosures relating to the changes in Level 3 assets measured at fair value on a recurring basis and the quantitative information about Level 3 unobservable inputs.

FAIR VALUE MEASUREMENTS — NON-RECURRING BASIS

We measure the fair value of certain assets on a non-recurring basis when events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. Net impairment charges recorded on assets measured at fair value on a non-recurring basis were immaterial during the three and six months ended June 30, 2021 and 2020.

FAIR VALUE MEASUREMENTS — VALUATION METHODOLOGIES AND ASSUMPTIONS

See Note 19 of the Notes to the Consolidated Financial Statements in Part II - Item 8 included in our Annual Report for information regarding our methods and assumptions used to estimate fair value.

Table of Contents


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

An index to our management’s discussion and analysis follows:


Topic						Page

Forward-Looking Statements						38
Overview						40
Recent Developments and Outlook						41
Results of Operations						43
Segment Results						46
Credit Quality						48
Liquidity and Capital Resources						53
Off-Balance Sheet Arrangements						58
Critical Accounting Policies and Estimates						58
Recent Accounting Pronouncements						58
Seasonality						58

Table of Contents


Forward-Looking Statements

This report contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are not statements of historical fact but instead represent only management’s current beliefs regarding future events. By their nature, forward-looking statements are subject to risks, uncertainties, assumptions, and other important factors that may cause actual results, performance or achievements to differ materially from those expressed in or implied by such forward-looking statements. We caution you not to place undue reliance on these forward-looking statements, which speak only as of the date they were made. We do not undertake any obligation to update or revise these forward-looking statements to reflect events or circumstances after the date of this report or to reflect the occurrence of unanticipated events or the non-occurrence of anticipated events, whether as a result of new information, future developments, or otherwise, except as required by law. Forward-looking statements include, without limitation, statements concerning future plans, objectives, goals, projections, strategies, events, or performance, and underlying assumptions and other statements related thereto. Statements preceded by, followed by or that otherwise include the words “anticipates,” “appears,” “are likely,” “believes,” “estimates,” “expects,” “foresees,” “intends,” “plans,” “projects,” and similar expressions or future or conditional verbs such as “would,” “should,” “could,” “may,” or “will” are intended to identify forward-looking statements. Important factors that could cause actual results, performance, or achievements to differ materially from those expressed in or implied by forward-looking statements include, without limitation, the following:

• adverse changes in general economic conditions, including the interest rate environment and the financial markets;

• risks associated with the global outbreak of a novel strain of coronavirus (“COVID-19”), including additional strains of COVID-19 that continue to emerge, and the mitigation efforts by governments and related effects on us, our customers, and our employees;

• our estimates of the allowance for finance receivable losses may not be adequate to absorb actual losses, causing our provision for finance receivable losses to increase, which would adversely affect our results of operations;

• increased levels of unemployment and personal bankruptcies;

• adverse changes in the rate at which we can collect or potentially sell our finance receivables portfolio;

• natural or accidental events such as earthquakes, hurricanes, tornadoes, fires, or floods affecting our customers, collateral, or our branches or other operating facilities;

• war, acts of terrorism, riots, civil disruption, pandemics, disruptions in the operation of our information systems, or other events disrupting business or commerce;

• risks related to the acquisition or sale of assets or businesses or the formation, termination, or operation of joint ventures or other strategic alliances, including increased loan delinquencies or net charge-offs, integration or migration issues, increased costs of servicing, incomplete records, and retention of customers;

• a failure in or breach of our operational or security systems or infrastructure or those of third parties, including as a result of cyber-attacks, or other cyber-related incidents involving the loss, theft or unauthorized disclosure of personally identifiable information (“PII”) of our present or former customers;

• our credit risk scoring models may be inadequate to properly assess the risk of customer unwillingness or lack of capacity to repay;

• adverse changes in our ability to attract and retain employees or key executives to support our businesses;

• increased competition, or changes in customer responsiveness to our distribution channels, an inability to make technological improvements, and the ability of our competitors to offer a more attractive range of personal loan products than we offer;

• changes in federal, state, or local laws, regulations, or regulatory policies and practices that adversely affect our ability to conduct business or the manner in which we currently are permitted to conduct business, such as licensing requirements, pricing limitations or restrictions on the method of offering products, as well as changes that may result from increased regulatory scrutiny of the sub-prime lending industry, our use of third-party vendors and real estate loan servicing, or changes in corporate or individual income tax laws or regulations, including effects of the Tax Act, the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”), the Consolidated Appropriations Act of 2021 (the “CAA”), and the American Rescue Plan Act of 2021 (the “ARPA”);

Table of Contents

• risks associated with our insurance operations, including insurance claims that exceed our expectations or insurance losses that exceed our reserves;

• our inability to successfully implement our growth strategy for our consumer lending business;

• a change in the proportion of secured loans may affect our finance receivables and portfolio yield;

• increases in actual or projected delinquencies or net charge-offs or declines in collateral values;

• potential liability relating to finance receivables which we have sold or securitized or may sell or securitize in the future if it is determined that there was a non-curable breach of a representation or warranty made in connection with such transactions;

• the costs and effects of any actual or alleged violations of any federal, state, or local laws, rules or regulations, including any associated litigation and damage to our reputation;

• the costs and effects of any fines, penalties, judgments, decrees, orders, inquiries, investigations, subpoenas, or enforcement or other proceedings of any governmental or quasi-governmental agency or authority and any associated litigation and damage to our reputation;

• our continued ability to access the capital markets and maintain adequate current sources of funds to satisfy our cash flow requirements;

• our ability to comply with our debt covenants;

• our ability to generate sufficient cash to service all of our indebtedness;

• any material impairment or write-down of the value of our assets;

• the ownership of OMH's common stock continues to be highly concentrated, which may prevent other minority stockholders from influencing significant corporate decisions and may result in conflicts of interest;

• the effects of any downgrade of our debt ratings by credit rating agencies, which could have a negative impact on our cost of and/or access to capital;

• our substantial indebtedness, which could prevent us from meeting our obligations under our debt instruments and limit our ability to react to changes in the economy or our industry or limit our ability to incur additional borrowings;

• our ability to maintain sufficient capital levels in our regulated and unregulated subsidiaries;

• changes in accounting standards or tax policies and practices and the application of such new standards, policies and practices; and

• management estimates and assumptions, including estimates and assumptions about future events, may prove to be incorrect.

We also direct readers to the other risks and uncertainties discussed in other documents we file with the SEC.

If one or more of these or other risks or uncertainties materialize, or if our underlying assumptions prove to be incorrect, our actual results may vary materially from what we may have expressed or implied by these forward-looking statements. You should specifically consider the factors identified in this report and in the documents we file with the SEC, including our Annual Report, that could cause actual results to differ before making an investment decision to purchase our securities and should not place undue reliance on any of our forward-looking statements. Furthermore, new risks and uncertainties arise from time to time, and it is impossible for us to predict those events or how they may affect us.

Table of Contents


Overview

We are a leading provider of responsible personal loan products, primarily to non-prime customers. Our network of approximately 1,400 branch offices in 44 states is staffed with expert personnel and is complemented by our centralized operations and our digital platform, which provides current and prospective customers the option of applying for a personal loan via our website, www.omf.com. The information on our website is not incorporated by reference into this report. In connection with our personal loan business, our insurance subsidiaries offer our customers optional credit and non-credit insurance, and other products.

In addition to our loan originations, and insurance and other product sales activities, we service loans owned by us and service loans owned by third parties; pursue strategic acquisitions and dispositions of assets and businesses, including loan portfolios or other financial assets; and may establish joint ventures or enter into other strategic alliances.

OUR PRODUCTS

Our product offerings include:

• Personal Loans — We offer personal loans through our branch network, centralized operations, and our website, www.omf.com, to customers who generally need timely access to cash. Our personal loans are non-revolving, with a fixed rate, fixed terms generally between three and six years, and are secured by automobiles, other titled collateral, or are unsecured. At June 30, 2021, we had approximately 2.27 million personal loans, of which 52% were secured by titled property, totaling $18.2 billion of net finance receivables, compared to approximately 2.30 million personal loans, of which 53% were secured by titled property, totaling $18.1 billion at December 31, 2020. At June 30, 2021, we also serviced 17 thousand personal loans for our whole loan sale partners for a combined total of 2.29 million customer accounts.

• Insurance Products — We offer our custom ers optional credit insurance products (life insurance, disability insurance, and involuntary unemployment insurance) and optional non-credit insurance products through both our branch network and our centralized operations. Credit insurance and non-credit insurance products are provided by our affiliated insurance companies. We offer GAP coverage as a waiver product or insurance. We also offer optional membership plans from an unaffiliated company.

Our non-originating legacy products include:

• Other Receivables — We ceased originating real estate loans in 2012 and we continue to service or sub-service liquidating real estate loans. Effective September 30, 2018, our real estate loans previously classified as other receivables were transferred from held for investment to held for sale due to management’s intent to no longer hold these finance receivables for the foreseeable future. Effective March 31, 2020, our real estate loans held for sale are reported in “Other assets” of our consolidated balance sheets.

OUR SEGMENT

At June 30, 2021, C&I is our only reportable segment. The remaining components (which we refer to as “Other”) consist of our liquidating SpringCastle Portfolio servicing activity and our non-originating legacy operations, which primarily include our liquidating real estate loans. See Note 13 of the Notes to the Condensed Consolidated Financial Statements included in this report for more information about our segment.

Table of Contents


Recent Developments and Outlook

RECENT DEVELOPMENTS

Issuance and Redemption of Unsecured Debt

Redemption of 7.75% Senior Notes Due 2021

On January 8, 2021, OMFC paid a net aggregate amount of $681 million, inclusive of accrued interest and premiums, to complete the redemption of its 7.75% Senior Notes due 2021.

Social Bond Offering - Issuance of 3.50% Senior Notes Due 2027

As part of our commitment to improve the financial well-being of hardworking Americans, OMFC issued its inaugural Social Bond offering on June 22, 2021 for a total of $750 million aggregate principal amount of 3.50% Senior Notes due 2027. We intend to allocate an amount equivalent to the net proceeds of the offering to finance or re-finance, in part or in full, a portfolio of new or existing loans that meet the eligibility criteria of the OneMain Social Bond Framework. This offering advances our goal of enabling access to responsible financial products and services for vulnerable and/or historically underserved populations. At least 75% of the loans funded by the Social Bond will be allocated to women and/or minority borrowers as outlined in OneMain’s Social Bond Framework, which is available on OneMain’s Investor Relations website.

For further information regarding the issuance and redemption of our unsecured debt, see Note 6 of the Notes to the Condensed Consolidated Financial Statements included in this report.

Stock Repurchase Program

During the second quarter of 2021 we commenced our stock repurchase program. As of June 30, 2021, we have $120 million authorized share repurchase capacity, excluding fees and commissions, of OMH’s outstanding common stock remaining under the program. See “Liquidity and Capital Resources” under Management’s Discussion and Analysis of Financial Condition and Results of Operations and Item 2. Unregistered Sales of Equity Securities and Use of Proceeds of Part II included in this report for further information on our shares repurchased.

Securitization Transaction Completed: OMFIT 2021-1

For information regarding the issuance of OMFIT 2021-1, see “Liquidity and Capital Resources” under Management’s Discussion and Analysis of Financial Condition and Results of Operations in this report.

Cash Dividends to OMH's Common Stockholders

For information regarding the quarterly dividends declared by OMH, see “Liquidity and Capital Resources” under Management’s Discussion and Analysis of Financial Condition and Results of Operations in this report.

Apollo-Värde Group Share Sales

We entered into two underwriting agreements, in February and April of 2021, with certain entities managed by affiliates of Apollo-Värde Group, in their capacities as selling stockholders (the “Selling Stockholders”), and several underwriters (the “Underwriters”), for sale by the Selling Stockholders of up to 9,200,000 shares per agreement (a combined total of 18,400,000 shares) of OMH’s common stock. The two offerings closed during the first half of 2021 and resulted in the sale by the Selling Stockholders to the Underwriters for a total of 18,400,000 shares of OMH common stock. We did not receive any proceeds from the sales of the shares by the Selling Stockholders in either transactions.

Acquisition of Trim

On May 14, 2021, we completed our previously announced acquisition of Ask Benjamin, Inc. (“Trim”), a customer-focused financial wellness fintech company. The acquisition of Trim will enhance our mission to help our customers progress to a better financial future and further expand the ways in which we help our customers improve their financial well-being.

Table of Contents

Management’s Response to the COVID-19 Pandemic

COVID-19 evolved into a global pandemic, resulting in widespread volatility and deterioration in economic conditions across the United States. Governmental authorities continue to take steps to combat the spread of COVID-19, including the ongoing distribution of COVID-19 vaccines, which over time are designed to create “herd immunity” and diminish, if not eliminate, the crisis. During the pandemic, we continued to focus on assisting and supporting our customers and employees, while remaining committed to the safety of our employees. We continue to serve our customers by keeping our branch locations open with appropriate protective protocols in place and through our digital closing solutions. This combination has enhanced our operating performance through the pandemic and enabled us to serve and support our customers effectively during these unprecedented times. We believe the actions we have taken and the underlying strength of our balance sheet has positioned us to take advantage of growth opportunities as the economy continues to recover.

OUTLOOK

We are actively managing the continuing impacts of the COVID-19 pandemic and remain prepared for any additional opportunities or challenges that may impact our industry or business. The impact on our financial condition and results of operations depends on the continued progress of the economic recovery, which includes states actively open for business, and ultimately, unemployment rates. There is also uncertainty regarding the effects of additional strains of COVID-19 and the impact of any related government actions. Current trends of originations and credit performance are favorable, but we continue to diligently monitor the economy and its impact to our customers. We will continue to incorporate updates, as necessary, to our macroeconomic assumptions which could lead to further adjustments in our allowance for finance receivable losses, allowance ratio, and provision for finance receivable losses.

Our experienced management team continues to remain focused on our strategic priorities of maintaining a solid balance sheet, with an adequate liquidity runway and capital coverage, upholding a conservative and disciplined underwriting model, and building strong relationships with our customers. We are well positioned to continue supporting and serving our customers, investing in our business and driving growth while creating value for our stockholders as we effectively navigate the evolving economic, social, political, and regulatory environments in which we operate. We further describe our key initiatives and strategies under “Recent Developments and Outlook” of the Management’s Discussion and Analysis of Financial Condition and Results of Operations in Part II - Item 7 included in our Annual Report.

Table of Contents


Results of Operations

The results of OMFC are consolidated into the results of OMH. Due to the nominal differences between OMFC and OMH, content throughout this section relates only to OMH. See Note 1 of the Notes to the Condensed Consolidated Financial Statements included in this report for further information.

OMH'S CONSOLIDATED RESULTS

See the table below for OMH's consolidated operating results and selected financial statistics. A further discussion of OMH's operating results for our operating segment is provided under “Segment Results” below.



	At or for the Three Months Ended June 30,						At or for the Six Months Ended June 30,
(dollars in millions, except per share amounts)	2021			2020			2021			2020

Interest income	$	1,071		$	1,077		$	2,130		$	2,184
Interest expense	231			271			465			527
Provision for finance receivable losses	132			423			130			954
Net interest income after provision for finance receivable losses	708			383			1,535			703

Other revenues	150			148			241			289
Other expenses	395			413			766			831
Income before income taxes	463			118			1,010			161
Income taxes	113			29			247			40
Net income	$	350		$	89		$	763		$	121



Share Data:



Earnings per share:

Diluted	$	2.60		$	0.66		$	5.67		$	0.90

Selected Financial Statistics *
Finance receivables held for investment:
Net finance receivables	$	18,163		$	17,721		$	18,163		$	17,721
Number of accounts	2,270,043			2,305,877			2,270,043			2,305,877




Average net receivables	$	17,717		$	17,909		$	17,770		$	18,144
Yield	24.21		%	24.16		%	24.14		%	24.16		%
Gross charge-off ratio	5.70		%	7.21		%	5.75		%	7.28		%
Recovery ratio	(1.29)		%	(0.89)		%	(1.22)		%	(0.89)		%
Net charge-off ratio	4.40		%	6.32		%	4.54		%	6.39		%
30-89 Delinquency ratio	1.76		%	1.63		%	1.76		%	1.63		%
Origination volume	$	3,835		$	2,047		$	6,119		$	4,636
Number of accounts originated	389,220			194,480			614,322			471,253
Debt balances:
Long-term debt balance	$	17,605		$	18,010		$	17,605		$	18,010
Average daily debt balance	16,860			19,772			16,947			18,724

* See “Glossary” at the beginning of this report for formulas and definitions of our key performance ratios.

Table of Contents

Comparison of Consolidated Results for the Three and Six Months Ended June 30, 2021 and 2020

Interest income decreased $6 million or 0.6% and $54 million or 2.5% for the three and six months ended June 30, 2021, respectively, when compared to the same periods in 2020 primarily due to a decrease in our average net finance receivables.

Interest expense decreased $40 million or 14.8% and $62 million or 11.8% for the three and six months ended June 30, 2021, respectively, when compared to the same periods in 2020 primarily due to a decrease in average debt along with a lower average cost of funds. See Notes 6 and 7 of the Notes to the Condensed Consolidated Financial Statements included in this report for further information on our long-term debt, securitization transactions, and our revolving conduit facilities.

Provision for finance receivable losses decreased $291 million or 68.8% and $824 million or 86.4% for the three and six months ended June 30, 2021, respectively, when compared to the same periods in 2020 primarily due to an improved outlook for unemployment and macroeconomic conditions, along with the decrease in our charge-offs and the increase in recoveries aligning with governmental stimulus payments, as compared to a build in our allowance reserve in the same periods in 2020 primarily due to the uncertainty of expected credit losses at the onset of the COVID-19 pandemic.

Other revenues increased $2 million or 1.4% for the three months ended June 30, 2021 when compared to the same period in 2020 primarily due to a gain on the sales of finance receivables and an increase in membership plan fee revenue due to loan origination growth. The increase was partially offset by a decrease in investment revenue primarily driven by lower mark-to-market net gain on equity investment securities and lower interest rates on cash.

Other revenues decreased $48 million or 16.6% for the six months ended June 30, 2021 when compared to the same period in 2020 primarily due to the net loss on the redemption of the 7.75% Senior Notes due 2021, a decrease in insurance premium revenue on credit insurance products due to fewer loan originations in 2020, and a decrease in investment revenue driven by lower interest rates on cash. The decrease was partially offset by a gain on the sales of finance receivables, an increase in membership plans fee revenue due to loan origination growth, and investment revenue related to higher mark-to-market net gain on equity investment securities.

Other expenses decreased $18 million or 4.4% and $65 million or 7.8% for the three and six months ended June 30, 2021, respectively, when compared to the same periods in 2020 primarily due to a decrease in insurance policy and benefits claims expense due to lower than expected involuntary unemployment insurance claims. The decrease was partially offset by an increase in general operating expenses due to our strategic investments in the business and growth in our receivables.

Income taxes totaled $113 million and $247 million for the three and six months ended June 30, 2021, respectively, compared to $29 million and $40 million for the three and six months ended June 30, 2020, respectively, due to higher pre-tax income in the current periods.

For the three and six months ended June 30, 2021, the effective tax rates were 24.4%. For the three and six months ended June 30, 2020, the effective tax rates were 24.7% and 24.6%, respectively. The effective tax rates differed from the federal statutory rate of 21% primarily due to the effect of state income taxes.

See Note 11 of the Notes to the Condensed Consolidated Financial Statements included in this report for further information on effective tax rates.

Table of Contents

NON-GAAP FINANCIAL MEASURES

Management uses adjusted pretax income (loss), a non-GAAP financial measure, as a key performance measure of our segment. Adjusted pretax income (loss) represents income (loss) before income taxes on a Segment Accounting Basis and excludes direct costs associated with COVID-19, acquisition-related transaction and integration expenses, net loss resulting from repurchases and repayments of debt, restructuring charges, additional net gain on sale of SpringCastle interests, and lower of cost or fair value adjustment on loans held for sale. Management believes adjusted pretax income (loss) is useful in assessing the profitability of our segment.

Management also uses pretax capital generation, a non-GAAP financial measure, as a key performance measure of our segment. This measure represents adjusted pretax income as discussed above and excludes the change in our allowance for finance receivable losses in the period while still considering the net charge-offs incurred during the period. Management believes that pretax capital generation is useful in assessing the capital created in the period impacting the overall capital adequacy of the Company. Management believes that the Company’s reserves, combined with its equity, represent the Company’s loss absorption capacity.

Management utilizes both adjusted pretax net income (loss) and pretax capital generation in evaluating our performance. Additionally, both of these non-GAAP measures are consistent with the performance goals established in OMH’s executive compensation program. Adjusted pretax income (loss) and pretax capital generation are non-GAAP financial measures and should be considered supplemental to, but not as a substitute for or superior to, income (loss) before income taxes, net income, or other measures of financial performance prepared in accordance with GAAP.

OMH's reconciliations of income (loss) before income tax expense (benefit) on a Segment Accounting Basis to adjusted pretax income (loss) (non-GAAP) by segment and Consumer and Insurance pretax capital generation (non-GAAP) were as follows:



	Three Months Ended June 30,				Six Months Ended June 30,
(dollars in millions)	2021		2020		2021		2020

Consumer and Insurance
Income before income taxes - Segment Accounting Basis	$	474	$	128	$	1,041	$	179
Adjustments:
Direct costs associated with COVID-19	2		6		4		9
Acquisition-related transaction and integration expenses	—		2		—		8
Net loss on repurchases and repayments of debt	1		—		39		—

Restructuring charges	—		7		—		7
Adjusted pretax income (non-GAAP)	$	477	$	143	$	1,084	$	203

Provision for finance receivable losses	$	130	$	422	$	127	$	952
Net charge-offs	(194)		(282)		(399)		(578)
Pretax capital generation (non-GAAP)	$	413	$	283	$	812	$	577











Other
Loss before income taxes - Segment Accounting Basis	$	(2)	$	(1)	$	(4)	$	(2)
Adjustments:
Additional net gain on sale of SpringCastle interests	(1)		—		(1)		—
Lower of cost or fair value adjustment *	1		—		2		—






Adjusted pretax loss (non-GAAP)	$	(2)	$	(1)	$	(3)	$	(2)

* The carrying value of our remaining real estate loans classified in finance receivables held for sale exceeded their fair value, and accordingly, we have marked the loans to fair value and recorded an impairment in other revenue during the three and six months ended June 30, 2021.

Table of Contents


Segment Results

The results of OMFC are consolidated into the results of OMH. Due to the nominal differences between OMFC and OMH, content throughout this section relate only to OMH. See Note 1 of the Notes to the Condensed Consolidated Financial Statements included in this report for further information.

See Note 13 of the Notes to the Condensed Consolidated Financial Statements included in this report for a description of our segment and methodologies used to allocate revenues and expenses to our C&I segment and Other.

CONSUMER AND INSURANCE

OMH's adjusted pretax income and selected financial statistics for C&I on an adjusted Segment Accounting Basis were as follows:



	At or for the Three Months Ended June 30,						At or for the Six Months Ended June 30,
(dollars in millions)	2021			2020			2021			2020

Interest income	$	1,069		$	1,074		$	2,125		$	2,174
Interest expense	230			266			462			515
Provision for finance receivable losses	130			422			127			952
Net interest income after provision for finance receivable losses	709			386			1,536			707
Other revenues	148			144			283			281
Other expenses	380			387			735			785
Adjusted pretax income (non-GAAP)	$	477		$	143		$	1,084		$	203


Selected Financial Statistics *
Finance receivables held for investment:
Net finance receivables	$	18,168		$	17,732		$	18,168		$	17,732
Number of accounts	2,270,043			2,305,877			2,270,043			2,305,877

Average net receivables	$	17,722		$	17,921		$	17,776		$	18,159
Yield	24.18		%	24.09		%	24.11		%	24.08		%
Gross charge-off ratio	5.70		%	7.22		%	5.75		%	7.29		%
Recovery ratio	(1.29)		%	(0.89)		%	(1.22)		%	(0.89)		%
Net charge-off ratio	4.41		%	6.33		%	4.54		%	6.40		%
30-89 Delinquency ratio	1.76		%	1.63		%	1.76		%	1.63		%
Origination volume	$	3,835		$	2,047		$	6,119		$	4,636
Number of accounts originated	389,220			194,480			614,322			471,253

* See “Glossary” at the beginning of this report for formulas and definitions of our key performance ratios.

Table of Contents

Comparison of Adjusted Pretax Income for the Three and Six Months Ended June 30, 2021 and 2020

Interest income decreased $5 million or 0.5% and $49 million or 2.3% for the three and six months ended June 30, 2021 when compared to the same periods in 2020 primarily due to a decrease in our average net finance receivables.

Interest expense decreased $36 million or 13.5% and $53 million or 10.3% for the three and six months ended June 30, 2021, respectively, when compared to the same periods in 2020 primarily due to a decrease in average debt along with a lower average cost of funds. See Notes 6 and 7 of the Notes to the Condensed Consolidated Financial Statements included in this report for further information on our long-term debt, securitization transactions, and our revolving conduit facilities.

Provision for finance receivable losses decreased $292 million or 69.2% and $825 million or 86.7% for the three and six months ended June 30, 2021, respectively, when compared to the same periods in 2020 primarily due to an improved outlook for unemployment and macroeconomic conditions, along with the decrease in our charge-offs and the increase in recoveries aligning with governmental stimulus payments, as compared to a build in our allowance reserve in the same periods in 2020 primarily due to the uncertainty of expected credit losses at the onset of the COVID-19 pandemic.

Other revenues increased $4 million or 2.8% and $2 million or 0.7% for the three and six months ended June 30, 2021, respectively, when compared to the same periods in 2020 primarily due to a gain on the sales of finance receivables and an increase in membership plan fee revenue due to loan origination growth. The increase was partially offset by a decrease in investment revenue primarily driven by lower interest rates on cash.

Other expenses decreased $7 million or 1.8% and $50 million or 6.4% for the three and six months ended June 30, 2021, respectively, when compared to the same periods in 2020 primarily due to a decrease in insurance policy and benefits claims expense due to lower than expected involuntary unemployment insurance claims. The decrease was partially offset by an increase in general operating expenses due to our strategic investments in the business and growth in our receivables.

OTHER

“Other” consists of our liquidating SpringCastle Portfolio servicing activity and our non-originating legacy operations, which primarily include our liquidating real estate loans.

OMH's adjusted pretax loss of the Other components on an adjusted Segment Accounting Basis was as follows:



	Three Months Ended June 30,				Six Months Ended June 30,
(dollars in millions)	2021		2020		2021		2020

Interest income	$	1	$	1	$	3	$	3
Interest expense	1		1		2		2

Net interest income after provision for finance receivable losses	—		—		1		1
Other revenues	4		4		8		9
Other expenses	6		5		12		12
Adjusted pretax loss (non-GAAP)	$	(2)	$	(1)	$	(3)	$	(2)

Net finance receivables of the Other components, reported in “Other assets,” on a Segment Accounting Basis were as follows:



	June 30,
(dollars in millions)	2021		2020






Net finance receivables held for sale:
Other receivables	$	43	$	61

Table of Contents


Credit Quality

FINANCE RECEIVABLES

Our net finance receivables, consisting of personal loans, were $18.2 billion at June 30, 2021 and $18.1 billion at December 31, 2020. Our personal loans are non-revolving, with a fixed-rate, fixed terms generally between three and six years, and are secured by automobiles, other titled collateral, or are unsecured. We consider the delinquency status of our finance receivables as our key credit quality indicator. We monitor the delinquency of our finance receivable portfolio, including the migration between the delinquency buckets and changes in the delinquency trends to manage our exposure to credit risk in the portfolio. Our branch team members work with customers as necessary and offer a variety of borrower assistance programs to help customers continue to make payments.

DELINQUENCY

We monitor delinquency trends to evaluate the risk of future credit losses and employ advanced analytical tools to manage our exposure. Team members are actively engaged in collection activities throughout the early stages of delinquency. We closely track and report the percentage of receivables that are contractually 30-89 days past due as a benchmark of portfolio quality, collections effectiveness, and as a strong indicator of losses in coming quarters.

When finance receivables are contractually 60 days past due, we consider these accounts to be at an increased risk for loss and we transfer collection of these accounts to our centralized operations. Use of our centralized operations teams for managing late-stage delinquency allows us to apply more advanced collection technologies and tools, and drives operating efficiencies in servicing. At 90 days contractually past due, we consider our finance receivables to be nonperforming. We stop accruing finance charges and reverse finance charges previously accrued on nonperforming loans.

Table of Contents

The delinquency information for net finance receivables is as follows:


(dollars in millions)	Consumer and Insurance			Segment to GAAP Adjustment		GAAP Basis

June 30, 2021
Current	$	17,601		$	(4)	$	17,597
30-59 days past due	202			(1)		201
Delinquent (60-89 days past due)	118			—		118
Performing	17,921			(5)		17,916

Nonperforming (90+ days past due)	247			—		247
Total net finance receivables	$	18,168		$	(5)	$	18,163

Delinquency ratio
30-89 days past due	1.76		%	*		1.76		%
30+ days past due	3.12		%	*		3.12		%
60+ days past due	2.01		%	*		2.01		%
90+ days past due	1.36		%	*		1.36		%

December 31, 2020
Current	$	17,362		$	(7)	$	17,355
30-59 days past due	251			—		251
Delinquent (60-89 days past due)	162			—		162
Performing	17,775			(7)		17,768

Nonperforming (90+ days past due)	316			—		316
Total net finance receivables	$	18,091		$	(7)	$	18,084

Delinquency ratio
30-89 days past due	2.28		%	*		2.28		%
30+ days past due	4.03		%	*		4.03		%
60+ days past due	2.64		%	*		2.64		%
90+ days past due	1.75		%	*		1.75		%

* Not applicable

Table of Contents

ALLOWANCE FOR FINANCE RECEIVABLE LOSSES

We estimate and record an allowance for finance receivable losses to cover the estimated lifetime expected credit losses on our finance receivables. Our allowance for finance receivable losses may fluctuate based upon changes in portfolio growth, credit quality, and economic conditions.

Our current methodology to estimate expected credit losses used the most recent macroeconomic forecasts, which incorporated the impacts and continued recovery of COVID-19 on the U.S. economy. We also considered known government stimulus measures, the involuntary unemployment insurance coverage of our portfolio, and our borrower assistance efforts. Our forecast leveraged economic projections from an industry leading forecast provider. At June 30, 2021, our economic forecast used a reasonable and supportable period of 12 months. We may experience further changes to the macroeconomic assumptions within our forecast, as well as changes to our loan loss performance outlook, both of which could lead to further changes in our allowance for finance receivable losses, allowance ratio, and provision for finance receivable losses.

Changes in the allowance for finance receivable losses were as follows:


(dollars in millions)	Consumer and Insurance		Segment to GAAP Adjustment		Consolidated Total

Three Months Ended June 30, 2021
Balance at beginning of period	$	2,075	$	(13)	$	2,062
Provision for finance receivable losses	130		2		132
Charge-offs	(252)		—		(252)
Recoveries	58		—		58
Balance at end of period	$	2,011	$	(11)	$	2,000



Three Months Ended June 30, 2020
Balance at beginning of period	$	2,202	$	(20)	$	2,182
Provision for finance receivable losses	422		1		423
Charge-offs	(322)		1		(321)
Recoveries	40		—		40
Balance at end of period	$	2,342	$	(18)	$	2,324




Six Months Ended June 30, 2021
Balance at beginning of period	$	2,283		$	(14)	$	2,269
Provision for finance receivable losses	127			3		130
Charge-offs	(507)			—		(507)
Recoveries	108			—		108
Balance at end of period	$	2,011		$	(11)	$	2,000

Allowance ratio	11.07		%	(a)		11.01		%

Six Months Ended June 30, 2020
Balance at beginning of period	$	849		$	(20)	$	829
Impact of adoption of ASU 2016-13 (b)	1,119			(1)		1,118
Provision for finance receivable losses	952			2		954
Charge-offs	(658)			1		(657)
Recoveries	80			—		80
Balance at end of period	$	2,342		$	(18)	$	2,324

Allowance ratio	13.21		%	(a)		13.12		%

(a) Not applicable.

(b) As a result of the adoption of ASU 2016-13, we recorded a one-time adjustment to the allowance for finance receivable losses.

Table of Contents

The current delinquency status of our finance receivable portfolio, inclusive of recent borrower performance, volume of our TDR activity, level and recoverability of collateral securing our finance receivable portfolio, and the reasonable and supportable forecast of economic conditions are the primary drivers that can cause fluctuations in our allowance for finance receivable losses from period to period. We monitor the allowance ratio to ensure we have a sufficient level of allowance for finance receivable losses based on the estimated lifetime expected credit losses in our finance receivable portfolio. The allowance for finance receivable losses as a percentage of net finance receivables decreased from prior period primarily due to an improved outlook for unemployment and macroeconomic conditions as compared to a build in our allowance reserve in the same period in 2020 primarily due to the uncertainty of expected credit losses at the onset of the COVID-19 pandemic. See Note 4 of the Notes to the Condensed Consolidated Financial Statements included in this report for more information about the changes in the allowance for finance receivable losses.

TDR FINANCE RECEIVABLES

We make modifications to our finance receivables to assist borrowers experiencing financial difficulties. When we modify a loan’s contractual terms for economic or other reasons related to the borrower’s financial difficulties and grant a concession that we would not otherwise consider, we classify that loan as a TDR finance receivable.

Information regarding TDR net finance receivables is as follows:


(dollars in millions)	Consumer and Insurance		Segment to GAAP Adjustment		GAAP Basis

June 30, 2021
TDR net finance receivables	$	708	$	(28)	$	680
Allowance for TDR finance receivable losses	318		(13)		305

December 31, 2020
TDR net finance receivables	$	728	$	(37)	$	691
Allowance for TDR finance receivable losses	332		(18)		314

DISTRIBUTION OF FINANCE RECEIVABLES BY FICO SCORE

There are many different categorizations used in the consumer lending industry to describe the creditworthiness of a borrower, including prime, near prime, and sub-prime. While management does not utilize FICO scores to manage credit quality, we have presented the following on how we group FICO scores into said categories for comparability purposes across our industry:

• Prime: FICO score of 660 or higher

• Near prime: FICO score of 620-659

• Sub-prime: FICO score of 619 or below

Our customers’ demographics are, in many respects, near the national median but may vary from national norms in terms of credit and repayment histories. Many of our customers have experienced some level of prior financial difficulty or have limited credit experience and require higher levels of servicing and support from our branch network and central servicing operations.

Table of Contents

The following table reflects our personal loans grouped into the categories described above based on borrower FICO credit scores as of the most recently refreshed date or as of the loan origination or purchase date:



(dollars in millions)	June 30, 2021		December 31, 2020

FICO scores *
660 or higher	$	5,301	$	4,653
620-659	5,145		4,877
619 or below	7,717		8,554
Total	$	18,163	$	18,084

* Due to the impact of COVID-19, FICO scores as of June 30, 2021 and December 31, 2020 may have been impacted by government stimulus measures, borrower assistance programs, and potentially inconsistent reporting to credit bureaus.

Table of Contents


Liquidity and Capital Resources

SOURCES AND USES OF FUNDS

We finance the majority of our operating liquidity and capital needs through a combination of cash flows from operations, secured debt, unsecured debt, borrowings from revolving conduit facilities, whole loan sales, and equity. We may also utilize other sources in the future. As a holding company, all of the funds generated from our operations are earned by our operating subsidiaries. Our operating subsidiaries’ primary cash needs relate to funding our lending activities, our debt service obligations, our operating expenses, payment of insurance claims, and expenditures relating to upgrading and monitoring our technology platform, risk systems, and branch locations.

We have previously purchased portions of our unsecured indebtedness, and we may elect to purchase additional portions of our unsecured indebtedness or securitized borrowings in the future. Future purchases may be made through the open market, privately negotiated transactions with third parties, or pursuant to one or more tender or exchange offers, all of which are subject to terms, prices, and consideration we may determine at our discretion.

During the six months ended June 30, 2021, OMH generated net income of $763 million. OMH’s net cash inflow from operating and investing activities totaled $500 million for the six months ended June 30, 2021. At June 30, 2021, our scheduled principal and interest payments for the remainder of 2021 on our existing debt (excluding securitizations) totaled $301 million. As of June 30, 2021, we had $9.7 billion of unencumbered gross finance receivables.

Based on our estimates and considering the risks and uncertainties of our plans, we believe that we will have adequate liquidity to finance and operate our businesses and repay our obligations as they become due for at least the next 24 months.

OMFC’s Issuance and Notice of Redemption of Unsecured Debt

For information regarding the issuance and notice of redemption of OMFC's unsecured debt, see Note 6 of the Notes to the Condensed Consolidated Financial Statements included in this report.

Securitizations and Borrowings from Revolving Conduit Facilities

During the six months ended June 30, 2021, we completed one personal loan securitization (OMFIT 2021-1, see “Securitized Borrowings” below), and redeemed one personal loan securitization (OMFIT 2017-1). At June 30, 2021, we had $8.2 billion of gross finance receivables pledged as collateral for our securitization transactions.

During the six months ended June 30, 2021, we entered into one new revolving conduit facility and terminated one revolving conduit facility.

At June 30, 2021, the borrowing capacity of our revolving conduit facilities was $7.3 billion, and no amounts were drawn nor were any personal loans pledged as collateral under these facilities.

See Notes 6 and 7 of the Notes to the Condensed Consolidated Financial Statements included in this report for further information on our long-term debt and revolving conduit facilities.

Stock Repurchased

During the three months ended June 30, 2021, OMH repurchased and held in treasury 612,355 shares of its common stock for an aggregate total of $35 million, including commissions and fees. To provide funding for the OMH stock repurchase, the OMFC Board of Directors authorized dividend payments in the amount of $60 million. For additional information regarding the shares repurchased see Item 2. Unregistered Sales of Equity Securities and Use of Proceeds of Part II included in this report for further information on our stock repurchased.

Table of Contents

Cash Dividend to OMH's Common Stockholders

As of June 30, 2021, the dividend declarations for the current year by OMH's board of directors were as follows:


Declaration Date	Record Date	Payment Date	Dividend Per Share			Amount Paid
						(in millions)
February 8, 2021	February 18, 2021	February 25, 2021	$	3.95	*	$	531
April 26, 2021	May 6, 2021	May 13, 2021	$	0.70		$	94


Total			$	4.65		$	625

* Includes the minimum quarterly dividend, which was $0.45 per share as of February 8, 2021.

To provide funding for the dividend, OMFC paid dividends of $626 million to OMH during the six months ended June 30, 2021.

On July 21, 2021, OMH declared a dividend of $4.20 per share payable on August 13, 2021 to record holders of OMH's common stock as of the close of business on August 6, 2021. To provide funding for the OMH dividend, the OMFC Board of Directors authorized a dividend in the amount of up to $563 million payable on or after August 6, 2021.

While OMH intends to pay its minimum quarterly dividend, currently $0.70 per share, for the foreseeable future, and announced its intention to evaluate dividends above the minimum every first and third quarters, all subsequent dividends will be reviewed and declared at the discretion of the board of directors and will depend on many factors, including our financial condition, earnings, cash flows, capital requirements, level of indebtedness, statutory and contractual restrictions applicable to the payment of dividends, and other considerations that the board of directors deems relevant. OMH's dividend payments may change from time to time, and the board of directors may choose not to continue to declare dividends in the future. See our “Dividend Policy” in Part II - Item 5 included in our Annual Report for further information.

Whole Loan Sale Transactions

As of June 30, 2021, we have whole loan sale flow agreements, with remaining terms ranging between one to two years, with third-party buyers in which we agreed to sell a combined total of $120 million gross receivables per quarter of newly originated unsecured personal loans along with any associated accrued interest . Our first sale was executed in the first quarter of 2021. During the three and six months ended June 30, 2021, we sold $120 million and $165 million of gross finance receivables, respectively. For further information on the whole loan sale transactions, see Note 3 of the Notes to the Condensed Consolidated Financial Statements included in this report.

Table of Contents

LIQUIDITY

OMH's Operating Activities

Net cash provided by operations of $1.1 billion for the six months ended June 30, 2021 reflected net income of $763 million, the impact of non-cash items, and an unfavorable change in working capital of $6 million. Net cash provided by operations of $1.2 billion for the six months ended June 30, 2020 reflected net income of $121 million, the impact of non-cash items, and a favorable change in working capital of $53 million.

OMH's Investing Activities

Net cash used for investing activities of $630 million for the six months ended June 30, 2021 was primarily due to net principal originations of finance receivables and purchases of available-for-sale and other securities, partially offset by calls, sales, and maturities of available-for-sale and other securities and proceeds from sales of finance receivables. Net cash provided by investing activities of $106 million for the six months ended June 30, 2020 was primarily due to calls, sales, and maturities of investment securities, partially offset by purchases of available-for-sale securities.

OMH's Financing Activities

Net cash used for financing activities of $929 million for the six months ended June 30, 2021 was primarily due to debt repayments, cash dividends paid, and the cash paid on the common stock repurchased in the period, partially offset by the issuances of OMFIT 2021-1 securitization and the Social Bond. Net cash provided by financing activities of $285 million for the six months ended June 30, 2020 was primarily due to the issuances of 8.875% Senior Notes due 2025 and OMFIT 2020-1 securitization offset by debt repayments, cash dividends paid, and the cash paid on the common stock repurchased during the period.

OMH's Cash and Investments

At June 30, 2021, we had $1.8 billion of cash and cash equivalents, which included $158 million of cash and cash equivalents held at our regulated insurance subsidiaries or for other operating activities that is unavailable for general corporate purposes.

At June 30, 2021, we had $2.0 billion of investment securities, which are all held as part of our insurance operations and are unavailable for general corporate purposes.

Liquidity Risks and Strategies

OMFC’s credit ratings are non-investment grade, which has a significant impact on our cost and access to capital. This, in turn, can negatively affect our ability to manage our liquidity and our ability or cost to refinance our indebtedness. There are numerous risks to our financial results, liquidity, capital raising, and debt refinancing plans, some of which may not be quantified in our current liquidity forecasts. These risks are further described in our “Liquidity and Capital Resources” of Management’s Discussion and Analysis of Financial Condition and Results of Operations in Part II - Item 7 included in our Annual Report.

The principal factors that could decrease our liquidity are customer delinquencies and defaults, a decline in customer prepayments, and a prolonged inability to adequately access capital market funding. We intend to support our liquidity position by utilizing strategies that are further described in our “Liquidity and Capital Resources” of Management’s Discussion and Analysis of Financial Condition and Results of Operations in Part II - Item 7 included in our Annual Report.

However, it is possible that the actual outcome of one or more of our plans could be materially different than expected or that one or more of our significant judgments or estimates could prove to be materially incorrect.

OUR INSURANCE SUBSIDIARIES

Our insurance subsidiaries are subject to state regulations that limit their ability to pay dividends. AHL and Triton did not pay any dividends during the six months ended June 30, 2021 and 2020. See Note 11 of the Notes to the Consolidated Financial Statements in Part II - Item 8 included in our Annual Report for further information on these state restrictions and the dividends paid by our insurance subsidiaries in 2020.

Table of Contents

OUR DEBT AGREEMENTS

The debt agreements to which OMFC and its subsidiaries are a party include customary terms and conditions, including covenants and representations and warranties. See Note 9 of the Notes to the Consolidated Financial Statements in Part II - Item 8 included in our Annual Report for more information on the restrictive covenants under OMFC’s debt agreements, as well as the guarantees of OMFC’s long-term debt.

Securitized Borrowings

We execute private securitizations under Rule 144A of the Securities Act of 1933. As of June 30, 2021, our structured financings consisted of the following:


(dollars in millions)	Issue Amount (a)		Initial Collateral Balance		Current Note Amounts Outstanding (a)		Current Collateral Balance (b)		Current Weighted Average Interest Rate		Original Revolving Period

SLFT 2015-B	$	314	$	336	$	100	$	127	4.42	%	5 years
SLFT 2017-A	652		685		266		323		3.39	%	3 years
OMFIT 2015-3	293		329		140		160		4.85	%	5 years
OMFIT 2016-3	350		397		280		353		4.40	%	5 years
OMFIT 2018-1	632		650		478		519		3.68	%	3 years
OMFIT 2018-2	368		381		350		400		3.87	%	5 years
OMFIT 2019-1	632		654		449		493		3.90	%	2 years
OMFIT 2019-2	900		947		900		995		3.30	%	7 years
OMFIT 2019-A	789		892		750		892		3.78	%	7 years
OMFIT 2020-1	821		958		821		958		4.12	%	2 years
OMFIT 2020-2	1,000		1,053		1,000		1,053		2.03	%	5 years
OMFIT 2021-1 (c)	850		904		850		904		1.56	%	5 years
ODART 2018-1	947		964		415		445		3.72	%	2 years
ODART 2019-1	737		750		700		750		3.79	%	5 years
Total securitizations	$	9,285	$	9,900	$	7,499	$	8,372

(a) Issue Amount includes the retained interest amounts as applicable and the Current Note Amounts Outstanding balances reflect pay-downs subsequent to note issuance and exclude retained interest amounts.

(b) Inclusive of in-process replenishments of collateral for securitized borrowings in a revolving status as of June 30, 2021.

Table of Contents

Revolving Conduit Facilities

In addition to the structured financings, we have access to 13 revolving conduit facilities with a total borrowing capacity of $7.3 billion as of June 30, 2021:


(dollars in millions)	Advance Maximum Balance		Amount Drawn

Mystic River Funding, LLC	$	850	$	—
OneMain Financial Auto Funding I, LLC	850		—
OneMain Financial Funding VII, LLC	850		—
OneMain Financial Funding IX, LLC	850		—
Seine River Funding, LLC	650		—
Chicago River Funding, LLC	500		—
Columbia River Funding, LLC	500		—
Hudson River Funding, LLC	500		—
OneMain Financial Funding VIII, LLC	500		—
Thayer Brook Funding, LLC	500		—
Hubbard River Funding, LLC	250		—
New River Funding Trust	250		—
St. Lawrence River Funding, LLC	250		—
Total	$	7,300	$	—

On July 15, 2021, we entered into a new revolving conduit facility with River Thames Funding, LLC and a third party lender. Under the agreement, we may borrow up to a maximum principal balance of $250 million with any amounts drawn collateralized by our personal loans.

Table of Contents


Off-Balance Sheet Arrangements

We have no material off-balance sheet arrangements as defined by SEC rules, and we had no material off-balance sheet exposure to losses associated with unconsolidated VIEs at June 30, 2021 or December 31, 2020.


Critical Accounting Policies and Estimates

We describe our significant accounting policies used in the preparation of our consolidated financial statements in Note 3 of the Notes to the Consolidated Financial Statements in Part II - Item 8 included in our Annual Report. We consider the following policies to be our most critical accounting policies because they involve critical accounting estimates and a significant degree of management judgment:

• allowance for finance receivable losses; and

• TDR finance receivables.

There have been no material changes to our critical accounting policies or to our methodologies for deriving critical accounting estimates during the six months ended June 30, 2021.


Recent Accounting Pronouncements

See Note 2 of the Notes to the Condensed Consolidated Financial Statements included in this report for discussion of recently issued accounting pronouncements.


Seasonality

Our personal loan volume is generally highest during the second and fourth quarters of the year, primarily due to marketing efforts and seasonality of demand. Demand for our personal loans is usually lower in January and February after the holiday season and as a result of tax refunds. Delinquencies on our personal loans are generally lower in the first and second quarters and tend to rise throughout the remainder of the year. These seasonal trends contribute to fluctuations in our operating results and cash needs throughout the year. The seasonality impact on our delinquency trend continues to be affected by the COVID-19 pandemic and mitigating efforts from government stimulus measures.


Item 3. Quantitative and Qualitative Disclosures About Market Risk.

There have been no material changes to our market risk previously disclosed in Part II - Item 7A included in our Annual Report.

Table of Contents


Item 4. Controls and Procedures.

CONTROLS AND PROCEDURES OF ONEMAIN HOLDINGS, INC.

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures are designed to provide reasonable assurance that the information OMH is required to disclose in reports that OMH files or submits under the Exchange Act, is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, including the Chief Executive Officer and the Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

As of June 30, 2021, OMH carried out an evaluation of the effectiveness of its disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act. This evaluation was conducted under the supervision of, and with the participation of OMH’s management, including the Chief Executive Officer and the Chief Financial Officer. Based on the evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that OMH's disclosure controls and procedures were effective as of June 30, 2021 to provide the reasonable assurance described above.

Changes in Internal Control over Financial Reporting

There were no changes in OMH's internal control over financial reporting during the second quarter of 2021 that have materially affected, or are reasonably likely to materially affect, OMH's internal control over financial reporting.

CONTROLS AND PROCEDURES OF ONEMAIN FINANCE CORPORATION

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures are designed to provide reasonable assurance that the information OMFC is required to disclose in reports that OMFC files or submits under the Exchange Act, is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, including the Chief Executive Officer and the Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

As of June 30, 2021, OMFC carried out an evaluation of the effectiveness of its disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act. This evaluation was conducted under the supervision of, and with the participation of OMFC’s management, including the Chief Executive Officer and the Chief Financial Officer. Based on the evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that OMFC's disclosure controls and procedures were effective as of June 30, 2021 to provide the reasonable assurance described above.

Changes in Internal Control over Financial Reporting

There were no changes in OMFC's internal control over financial reporting during the second quarter of 2021 that have materially affected, or are reasonably likely to materially affect, OMFC's internal control over financial reporting.

Table of Contents

PART II — OTHER INFORMATION


Item 1. Legal Proceedings.

See Note 12 of the Notes to the Condensed Consolidated Financial Statements included in this report.


Item 1A. Risk Factors.

In addition to the other information set forth in this report, you should consider the factors discussed in Part I - Item 1A. “Risk Factors” in our Annual Report, which could materially affect our business, financial condition, or future results.


Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

There were no unregistered sales of our common stock during the period covered by this Quarterly Report on Form 10-Q.

Issuer Purchases of Equity Securities

The following table presents information regarding repurchases of our common stock, excluding commissions and fees, during the quarter ended June 30, 2021:


Period	Total Number of Shares Purchased	Average Price paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs		Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs*
April 1 - April 30	—	$	—	$	—	$	154,687,295
May 1 - May 31	385,088	54.87		385,088		133,558,152
June 1 - June 30	227,267	59.01		227,267		$	120,146,427
Total	612,355	$	56.41	612,355

* OMH Board of Directors approved a $200 million stock repurchase program, excluding commission and fees, with no stated expiration during the first quarter of 2020.


Item 3. Defaults Upon Senior Securities.

None.


Item 4. Mine Safety Disclosures.

None.


Item 5. Other Information.

None.

Table of Contents


Item 6. Exhibit Index.


Exhibit Number						Description





















1.1						Underwriting Agreement, dated April 29, 2021, among OneMain Holdings, Inc., OMH (ML), L.P. and V-OMH (ML) II, L.P., as selling stockholders, and Barclays Capital Inc. and Citigroup Global Markets Inc., as representatives of the several underwriters named therein , incorporated by reference to Exhibit 1.1 to OMH’s Current Report on Form 8-K filed on May 4 , 2021.

1.2						Underwriting Agreement, dated as of June 15, 2021, among OneMain Finance Corporation, OneMain Holdings, Inc., and BNP Paribas Securities Corp., Citigroup Global Markets Inc. and Mizuho Securities USA LLC, as representatives of the several underwriters named therein, incorporated by reference to Exhibit 1.1 to OMH’s Current Report on Form 8-K filed on June 17, 2021.

4.1						Twelfth Supplemental Indenture relating to the Notes, dated as of June 22, 2021, among OneMain Finance Corporation, OneMain Holdings, Inc. and Wilmington Trust, National Association, as trustee (including the form of 3.500% Senior Notes due 2027 included therein as Exhibit A). Incorporated by reference to Exhibit 4.2 to our Current Report on Form 8-K on June 22, 2021.

31.1						Rule 13a-14(a)/15d-14(a) Certifications of the President and Chief Executive Officer of OneMain Holdings, Inc.

31.2						Rule 13a-14(a)/15d-14(a) Certifications of the Executive Vice President and Chief Financial Officer of OneMain Holdings, Inc.

31.3						Rule 13a-14(a)/15d-14(a) Certifications of the President and Chief Executive Officer of OneMain Finance Corporation

31.4						Rule 13a-14(a)/15d-14(a) Certifications of the Executive Vice President and Chief Financial Officer of OneMain Finance Corporation

32.1						Section 1350 Certifications of OneMain Holdings, Inc.

32.2						Section 1350 Certifications of OneMain Finance Corporation

101						Interactive data files pursuant to Rule 405 of Regulation S-T, formatted in Inline XBRL: (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations, (iii) Condensed Consolidated Statements of Comprehensive Income, (iv) Condensed Consolidated Statements of Shareholder’s Equity, (v) Condensed Consolidated Statements of Cash Flows, and (vi) Notes to the Condensed Consolidated Financial Statements.

104						Cover Page Interactive Data File in Inline XBRL format (Included in Exhibit 101).

Table of Contents


OMH Signature

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.

ONEMAIN HOLDINGS, INC.

(Registrant)

Date:

July 23, 2021

By:

/s/ Micah R. Conrad

Micah R. Conrad

Executive Vice President and Chief Financial Officer

(Duly Authorized Officer and Principal Financial Officer)

Table of Contents


OMFC Signature

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.

ONEMAIN FINANCE CORPORATION

(Registrant)

Date:

July 23, 2021

By:

/s/ Micah R. Conrad

Micah R. Conrad

Executive Vice President and Chief Financial Officer

(Duly Authorized Officer and Principal Financial Officer)

TABLE OF CONTENTS

Part I - Financial Information Item 1. Financial Statements Item 2. Management S Discussion and Analysis Of Financial Condition and Results Of Operations Item 3. Quantitative and Qualitative Disclosures About Market Risk Item 4. Controls and Procedures Part II Other Information Item 1. Legal Proceedings Item 1A. Risk Factors Item 2. Unregistered Sales Of Equity Securities and Use Of Proceeds Item 3. Defaults Upon Senior Securities Item 4. Mine Safety Disclosures Item 5. Other Information Item 6. Exhibit Index

Exhibits

1.1 Underwriting Agreement, dated April 29, 2021, among OneMain Holdings, Inc., OMH (ML), L.P. and V-OMH (ML) II, L.P., as selling stockholders, and Barclays Capital Inc. and Citigroup Global Markets Inc., as representatives of the several underwriters named therein, incorporated by reference to Exhibit 1.1 to OMHs Current Report on Form 8-K filed onMay 4, 2021. 1.2 Underwriting Agreement, dated as of June 15, 2021, among OneMain Finance Corporation, OneMain Holdings, Inc., and BNP Paribas Securities Corp., Citigroup Global Markets Inc. and Mizuho Securities USA LLC, as representatives of the several underwriters named therein, incorporated by reference to Exhibit 1.1 to OMHs Current Report on Form 8-K filed on June 17, 2021. 4.1 Twelfth Supplemental Indenture relating to the Notes, dated as of June 22, 2021, among OneMain Finance Corporation, OneMain Holdings, Inc. and Wilmington Trust, National Association, as trustee (including the form of 3.500% Senior Notes due 2027 included therein as Exhibit A). Incorporated by reference to Exhibit 4.2 to our Current Report on Form 8-K on June 22, 2021. 31.1 Rule 13a-14(a)/15d-14(a) Certifications of the President and Chief Executive Officer of OneMain Holdings, Inc. 31.2 Rule 13a-14(a)/15d-14(a) Certifications of the Executive Vice President and Chief Financial Officer of OneMain Holdings, Inc. 31.3 Rule 13a-14(a)/15d-14(a) Certifications of the President and Chief Executive Officer of OneMain Finance Corporation 31.4 Rule 13a-14(a)/15d-14(a) Certifications of the Executive Vice President and Chief Financial Officer of OneMain Finance Corporation 32.1 Section 1350 Certifications of OneMain Holdings, Inc. 32.2 Section 1350 Certifications of OneMain Finance Corporation

OMF 10-Q Quarter ended June 30, 2021

Exhibits