Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): July 16, 2024 (July 11, 2024)

MONEYLION INC.

(Exact name of registrant as specified in its charter)

Delaware

001-39346

85-0849243

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

249-245 West 17^th Street, Floor 4

New York, NY 10011

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (212) 300-9865

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A common stock, par value $0.0001 per share	ML	The New York Stock Exchange
Redeemable warrants: each whole warrant exercisable for 1/30^th of one share of Class A common stock	ML WS	The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of Brad Hanson

On July 15, 2024, upon the recommendation of the Nominating and Corporate Governance Committee, the Board of Directors of MoneyLion Inc. (the “Company”) appointed Brad Hanson as a member of the Board of Directors and as Chair of the Audit Committee. Mr. Hanson was appointed to serve in Class I to fill the vacancy following Jeff Gary’s resignation, as described further below, with a term expiring at the Company’s 2025 Annual Meeting of Stockholders and until his successor is duly elected and qualified or until his earlier resignation, death or removal.

Mr. Hanson will receive compensation for his service as a non-employee director in accordance with the Company’s Outside Director Compensation Program, as described in the Proxy Statement relating to the Company’s 2024 Annual Meeting of Stockholders, filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 29, 2024, and a copy of which was filed with the SEC on March 17, 2022 as Exhibit 10.14 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

The Company and Mr. Hanson also have entered into the Company’s standard form of indemnification agreement, a copy of which was filed with the SEC on September 28, 2021 as Exhibit 3.4 to the Company’s Current Report on Form 8-K (001-39346).

There are no family relationships between Mr. Hanson and any of the Company’s directors or executive officers and Mr. Hanson does not have any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K as promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). There were no arrangements or understandings by which Mr. Hanson was named a director.

Resignation of Jeff Gary

On July 11, 2024, Jeff Gary, a Class I director and the Chair of the Audit Committee, notified the Board of Directors of his decision to resign as a director of the Company as of July 11. Mr. Gary’s decision to resign was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

Item 7.01 Regulation FD.

On July 16, 2024, the Company issued a press release announcing the matters described in Item 5.02 hereof. A copy of the press release is attached hereto and filed as Exhibit 99.1 and incorporated by reference herein.

The information furnished pursuant to this Item 7.01, including Exhibit 99.1, is being “furnished” herewith and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities under that section, or incorporated by reference in any filing made by MoneyLion under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filings, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits

(d)

Exhibits

Exhibit No.		Description
99.1*		Press release, dated July 16, 2024, issued by MoneyLion Inc.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

*	Furnished herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	MONEYLION INC.

	By:	/s/ Richard Correia
	Name:	Richard Correia
	Title:	President, Chief Financial Officer and Treasurer

Date: July 16, 2024

Exhibit 99.1

MoneyLion Appoints Leading Bank Executive Brad Hanson as Director and Audit Committee Chair

NEW YORK -- July 16, 2024 -- MoneyLion Inc. (“MoneyLion”) (NYSE: ML), a digital ecosystem for consumer finance that empowers everyone to make their best financial decisions, today announced that its Board of Directors has elected Brad Hanson, formerly President and Chief Executive Officer of Pathward Financial, Inc. (f/k/a Meta Financial Group, Inc.) (Nasdaq: CASH), to its Board of Directors and as Chair of the Audit Committee, effective as of July 15. Hanson will fill the remaining term of former Audit Committee Chair Jeff Gary, who is stepping down from the Board of Directors.

“We are thrilled to welcome Brad to MoneyLion’s Board of Directors and as the Chair of the Audit Committee,” said John Chrystal, Chair of MoneyLion’s Board of Directors. “Brad brings decades of experience in the financial services industry, with a track record of proven leadership at Pathward.”

“Brad is a well-regarded fintech industry pioneer with extensive financial expertise and business acumen,” added Dee Choubey, Chief Executive Officer and director of MoneyLion. “With his deep understanding of the fintech ecosystem and relationships throughout the industry, Brad will be an invaluable resource in guiding our strategic initiatives and building continued growth and success in our two-sided consumer finance marketplace. I’ve long admired Brad’s profound commitment to financial inclusion and innovation, and look forward to working with him on MoneyLion’s Board of Directors to further improve national financial literacy and access.”

Hanson joins MoneyLion as it builds the first digital ecosystem for consumer finance. Blending an expansive offering of first- and third-party products, a suite of personalized financial tools and educational content, its innovative embedded finance marketplace solutions and advanced data-driven insights, MoneyLion is seeking to transform how consumers make their financial decisions and how businesses acquire and engage customers.

“I’m excited to join a company at an inflection point in its growth,” said Hanson. “Having spent my career at Pathward building cutting-edge solutions for its fintech partners, I’m confident that I can help MoneyLion navigate the evolving landscape in the financial services industry and identify opportunities for growth while upholding MoneyLion’s highest standards of governance and integrity. I’m also honored to align with MoneyLion’s mission, as it has long been one of my goals through my work with Operation HOPE and others to address the challenges faced by underserved consumers by providing access to innovative financial solutions. I look forward to working with my fellow Board members and the talented leadership team at MoneyLion and contributing to our collective success.”

Hanson joins MoneyLion’s Board of Directors, led by Chair John Chrystal, former Vice Chairman of Bancorp, which includes Dee Choubey; Dwight Bush, former U.S. Ambassador to Morocco; Matt Derella, Chief Executive Officer of Catalyte and former Chief Customer Officer for Twitter; Lisa Gersh, former Chief Executive Officer of Martha Stewart Living Omnimedia, Inc. and co-founder of Oxygen Media; Annette Nazareth, former SEC Commissioner; Michael Paull, Chief Executive Officer of RBmedia and former President of Disney Streaming; and Chris Sugden, Managing Partner of Edison Partners.

Chrystal further said, “On behalf of the Board and the MoneyLion team, I want to thank Jeff Gary for his service and dedication to the company. During his time as our Audit Committee Chair, MoneyLion experienced transformational growth, building its enterprise businesses and delivering significant value for shareholders. We wish him all the best in his future endeavors.”

About Brad Hanson

Brad Hanson has more than 30 years of experience in financial services, including numerous banking, card industry and technology-related capacities. Hanson previously served as President and Chief Executive Officer of Pathward Financial, Inc. (f/k/a Meta Financial Group) until his retirement in 2021. Hanson began his banking career at BankFirst, which later became The Bancorp, Inc., where he started a mortgage lending division and later a payment card division that became one of the largest in the country. Hanson is a founding member of the Network Branded Prepaid Card Association and played a significant role in the growth and development of the prepaid card industry. Hanson serves on several boards of directors, including Cashless, Inc. (d/b/a Ready Credit), Source, Inc. (and the related companies of Help WorldWide and International Clearinghouse, Inc.), Neighborli, Inc. and Bankaool, as well as several 501(c)(3) non-profit organizations, including Operation HOPE.

About MoneyLion

MoneyLion is a leader in financial technology powering the next generation of personalized products, content and marketing technology, with a top consumer finance super app, a premier embedded finance platform for enterprise businesses and a world-class media arm. MoneyLion’s mission is to give everyone the power to make their best financial decisions. We pride ourselves on serving the many, not the few; providing confidence through guidance, choice, and personalization; and shortening the distance to an informed action. In our go-to money app for consumers, we deliver curated content on finance and related topics, through a tailored feed that engages people to learn and share. People take control of their finances with our innovative financial products and marketplace - including our full-fledged suite of features to save, borrow, spend, and invest - seamlessly bringing together the best offers and content from MoneyLion and our 1,100+ Enterprise Partner network, together in one experience.

MoneyLion’s enterprise technology provides the definitive search engine and marketplace for financial products, enabling any company to add embedded finance to their business, with advanced AI-backed data and tools through our platform and API. Established in 2013, MoneyLion connects millions of people with the financial products and content they need, when and where they need it.

For more information about MoneyLion, please visit www.moneylion.com. For information about Engine by MoneyLion for enterprise businesses, please visit www.engine.tech. For investor information and updates, visit investors.moneylion.com and follow @MoneyLionIR on X.

Contacts

MoneyLion Investor Relations

ir@moneylion.com

MoneyLion Communications

pr@moneylion.com

Cover	Jul. 11, 2024
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jul. 11, 2024
Entity File Number	001-39346
Entity Registrant Name	MONEYLION INC.
Entity Central Index Key	0001807846
Entity Tax Identification Number	85-0849243
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	249-245 West 17th Street
Entity Address, Address Line Two	Floor 4
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10011
City Area Code	212
Local Phone Number	300-9865
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Class A common stock, par value $0.0001 per share
Title of 12(b) Security	Class A common stock, par value $0.0001 per share
Trading Symbol	ML
Security Exchange Name	NYSE
Redeemable warrants: each whole warrant exercisable for 1/30
Title of 12(b) Security	Redeemable warrants: each whole warrant exercisable for 1/30th of one share of Class A common stock
Trading Symbol	ML WS
Security Exchange Name	NYSE