OMF 10-K & 10-Q changes, risk factors and insider trading
OneMain Holdings, Inc. · NYSE · Personal Credit Institutions · CIK 1584207 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
Largest changes
“See additional information under “Business Overview” in Item 1 of this report. The terms of the Amended and Restated Stockholders Agreement are described in OMH's Current Report on Form 8-K filed with the SEC on June 25, 2018, and such Current Report on Form 8-K is incorporated by reference herein in its entirety.”see in full comparison
“•certain rights with respect to the designation of directors for nomination and election to the Board based on established levels of beneficial ownership of OMH;”see in full comparison
“See additional information under “Business Overview” in Item 1 of this report.”see in full comparison
Full comparison: every changed paragraph (8)
Our business relies heavily on information systems to deliver products and services to our customers and to manage our operations. These systems have encountered, and may in the future encounter, service disruptions due to system, network or software vulnerabilities or failures, security breaches, cyber-attacks, social engineering, ransomware, viruses, accidents, power disruptions, telecommunications failures, acts of terrorism or war, physical or electronic break-ins, or other events, disruptions, or intrusions. In addition, denial-of-service attacks could overwhelm our internet sites, applications, and services and prevent us from adequately serving customers and maintaining our operations. Cyber-attacks, including ransomware, are constantly evolving, increasing the difficulty of detecting, responding to, and successfully defending against them. We also may face heightened risk due to our remote workforce, use of third-party services, digital operations, and digitalhybrid operations.workforce. Our security measures vary in maturity across the business, and some of our peers may have more mature cybersecurity programs, which could impact our ability to market and sell our products and services. We may fail or be unable to timely detect and patch certain vulnerabilities, including those classified as zero-day vulnerabilities, which may allow unauthorized actors to gain access to and persist in our system environment over long periods of time. Our logs and other forensic evidence also may not provide a complete picture of a cyber-attack. Cyber-attacks can have cascading impacts that unfold with increasing speed across our systems and networks and those of our third-party vendors. System redundancy and other continuity measures may not be effective or adequate, and our business continuity and disaster recovery planning may not be sufficient to adequately address the disruption. These kinds of cyber-attacks and the challenges described herein, or a series of smaller attacks in the aggregate, could impair our ability to offer and process our loans, provide customer service, perform collections or other necessary business activities, and maintain our operations, which could result in a loss of customer business, negative impact to our brand and reputation, subject us to regulatory scrutiny, or expose us to civil litigation and possible financial liability, or otherwise have a material adverse effect on our financial condition and results of operations.
We are subject to potential changes in federal and state law, which could lower the interest-rate limit that non-depository financial institutions may charge for consumer loans or on credit card balances, or could expand the definition of interest under federal and state law to include the cost of optional products, such as insurance. SuchAny such changes could limit our interest income, insurance revenues, and other revenue, which could have a material adverse effect on our financial condition and results of operations.
While OMH intends to pay its minimum quarterly dividends, currently $1.04$1.05 per share, for the foreseeable future, all subsequent dividends will be reviewed and declared at the discretion of the Board 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 deems relevant. As a result, we cannot give assurance that OMH will continue to pay dividends on its common stock in future periods, even if liquidity and target leverage objectives are met. See our “Dividend Policy” in Part II - Item 5 ofin this report for further information on dividends.
Certain provisions of our Stockholders Agreement, restated certificate of incorporation,incorporation and amended and restated bylaws could hinder, delay or prevent a change in control of OMH, which could adversely affect the price of OMH's common stock.
The Stockholders Agreement, OMH's restated certificate of incorporation,incorporation and OMH’s amended and restated bylaws contain provisions that could make it more difficult for a third party to acquire us without the consent of the Board. These provisions provide for:
•certain rights with respect to the designation of directors for nomination and election to the Board based on established levels of beneficial ownership of OMH;
See additional information under “Business Overview” in Item 1 of this report.
See additional information under “Business Overview” in Item 1 of this report. The terms of the Amended and Restated Stockholders Agreement are described in OMH's Current Report on Form 8-K filed with the SEC on June 25, 2018, and such Current Report on Form 8-K is incorporated by reference herein in its entirety.
Management's Discussion & Analysis (MD&A)
New heading “Stock Repurchase Program”
New heading “Private Secured Term Funding”
Removed heading “Acquisition of Foursight Capital LLC”
Removed heading “Unsecured Corporate Revolver”
Removed heading “Appointments of Chief Operating Officer (“COO”) and Chief Financial Officer (“CFO”)”
Removed heading “Appointments of OMFC’s President and CEO and COO”
Largest changes
“Appointments of Chief Operating Officer (“COO”) and Chief Financial Officer (“CFO”)”see in full comparison
Full comparison: every changed paragraph (94)
We offer consumer loans, which consist of personal loans and auto finance, credit cards, and other products to help customers meet everyday needs and take steps to improve their financial well-being. We service the loans that we retain on our balance sheet, as well as loans owned by third parties. Additionally, our insurance subsidiaries offer optional credit and non-credit insurance and other optional products. We also offer two credit cards,cards under our BrightWay and BrightWay+,brand which are designed to offer a highly digital customer experience while also rewarding customers for responsible credit activity. Our resources allow us to operate in 4748 states and provide a seamless experience through our customers’ preferred channels, including in person, online or over the phone, using our digital platforms, distribution partnerships, or working with our expert team members at more than 1,300 locations.
•Personal Loans — We offer personal loans through our branch network, central operations, direct mail, digital affiliates, and our website, www.onemainfinancial.com, to customers who need timely access to cash. Our personal loans are non-revolving, with a fixed rate, have fixed terms generally between three and six years, and are secured by automobiles, other titled collateral, or are unsecured. At December 31, 2024,2025, we had approximately 2.4 million personal loans totaling $21.4 billion of net finance receivables, of which 53% were secured by titled property, compared to approximately 2.4 million personal loans totaling $20.8 billion of net finance receivables, of which 50% were secured by titled property, compared to approximately 2.4 million personal loans totaling $20.3 billion of net finance receivables, of which 48% were secured by titled property at December 31, 2023.2024. We also service personal loans for our whole loan sale partners.
•Auto Finance — We offer secured auto financing originated at the point of purchase through a growing network of franchise and independent dealerships. The loans are non-revolving, with a fixed rate, and have fixed terms generally between three and six years. At December 31, 2024,2025, we had approximately 148 thousand auto finance loans totaling $2.5 billion of net finance receivables, compared to approximately 127 thousand auto finance loans totaling $2.1 billion of net finance receivables, compared to approximately 54 thousand auto finance loans totaling $745 million of net finance receivables at December 31, 2023.2024. We also service auto finance loans for our whole loan sale partners and loans originated by third parties.
•Credit Cards — BrightWay and BrightWay+ credit cards originateare originated through a third-party bank partner from which we purchase the receivable balances. The credit cards are offered across our branch network, as well as through direct mail, our digital affiliates, and our website. Credit cards are open-ended, revolving, with a fixed rate, and are unsecured. At December 31, 2024,2025, we had approximately 1.1 million open credit card customer accounts, totaling $936 million of net finance receivables, compared to approximately 783 thousand open credit card customer accounts, totaling $643 million of net finance receivables, compared to approximately 431 thousand open credit card customer accounts, totaling $330 million of net finance receivables at December 31, 2023.2024.
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 held for sale and reported in Other assets in our consolidated balance sheets. See Note 18 of the Notes to the Consolidated Financial Statements included in Part II - Item 8 in this report for more information about our segment.
We track the interest expense incurred on our debt to monitor the components of our cost of funds. We expect interest expense to fluctuate based on changes in the secured versus unsecured mix of our debt, time to maturity, interest rates, and utilization of revolving conduit facilities andfacilities, credit card revolving variable funding note (“VFN”) facilities.facilities, and the unsecured corporate revolver.
Acquisition of Foursight Capital LLC
On April 1, 2024, we completed our previously announced acquisition of Foursight Capital LLC (“Foursight”), a wholly owned subsidiary of Jefferies Financial Group, Inc. Foursight is an automobile finance company that purchases and services automobile retail installment contracts. Contracts are sourced through an extensive network of auto dealers. We believe Foursight’s seasoned team, scalable technology, tested credit models, franchise dealer network, and loan portfolio will support OneMain’s disciplined expansion into the auto lending business. See Note 4 of the Notes to the Consolidated Financial Statements included in this report for further information.
Issuances and RedemptionRedemptions of Unsecured Debt
On MayMarch 22,13, 2024,2025, OMFC issued a total of $750$600 million aggregate principal amount of 7.500%6.750% Senior Notes due 2031.2032.
On June 10, 2024, OMFC paid a net aggregate amount of $1.0 billion, inclusive of accrued interest and premium, to complete the redemption of its 6.875% Senior Notes due 2025.
On August 19, 2024, OMFC issued a Social Bond offering for a total of $750 million aggregate principal amount of 7.125% Senior Notes due 2031.
On NovemberJune 4,11, 2024,2025, OMFC issued a total of $900$800 million aggregate principal amount of 6.625%7.125% Senior Notes due 2029.2032.
On June 27, 2025, OMFC paid a net aggregate amount of $822 million, inclusive of accrued interest and premium, to complete a partial redemption of its 7.125% Senior Notes due 2026.
On August 12, 2025, OMFC issued a total of $750 million aggregate principal amount of 6.125% Senior Notes due 2030.
On August 28, 2025, OMFC paid a net aggregate amount of $719 million, inclusive of accrued interest and premium, to complete the redemption of its 9.000% Senior Notes due 2029.
On September 17, 2025, OMFC issued a total of $800 million aggregate principal amount of 6.500% Senior Notes due 2033.
On December 18, 2025, OMFC issued a total of $1.0 billion aggregate principal amount of 6.750% Senior Notes due 2033.
On December 16, 2025, OMFC issued a notice of full redemption of the remaining 7.125% Senior Notes due 2026. On January 15, 2026, OMFC paid a net aggregate amount of $436 million, inclusive of accrued interest and premium, to complete the full redemption.
Unsecured Corporate Revolver
On September 6, 2024, OMFC amended its unsecured corporate revolver. At December 31, 2024, the borrowing capacity was $1.1 billion.
For information regardingabout the issuances and redemptionredemptions of our unsecured debt and our unsecured corporate revolver,debt, see “Liquidity and Capital Resources” under Management’s Discussion and Analysis of Financial Condition and Results of Operations in this report.
Securitization TransactionTransactions Completed - ODART 2025-1 and OMFIT 2024-12025-1
Appointments of Chief Operating Officer (“COO”) and Chief Financial Officer (“CFO”)
On February 13, 2024, the Company announced the appointments of Micah R. Conrad as Executive Vice President (“EVP”) and COO and Jeannette E. Osterhout as EVP and CFO, effective March 31, 2024. Mr. Conrad served as the Company’s EVP and CFO since March 2019 and succeeded Rajive Chadha. In connection with Mr. Conrad’s appointment as COO, Ms. Osterhout assumed the role of CFO. Ms. Osterhout served as the Company’s EVP and Chief Strategy Officer since November 2020.
Appointments of OMFC’s President and CEO and COO
Effective March 31, 2024, OMFC’s Board of Directors appointed Ms. Osterhout as OMFC’s President and CEO and elected Mr. Conrad as EVP and COO. Ms. Osterhout succeeded Mr. Conrad’s former position as President and CEO of OMFC and Mr. Conrad succeeded Mr. Chadha as EVP and COO of OMFC.
ResignationElection of aMembers Member ofto the OMH Board of Directors
On SeptemberMarch 17, 2024,2025, AneekAndrew S.D. MamikMacdonald resignedwas fromelected to the OMH Board of Directors.
On June 10, 2025, Christopher A. Halmy was elected to the OMH Board of Directors.
Stock Repurchase Program
On October 23, 2025, the Board authorized a stock repurchase program that replaces and supersedes our previous share repurchase program, which allows us to repurchase up to $1.0 billion of OMH’s outstanding common stock, excluding fees, commissions, excise taxes, and other expenses related to the repurchases. The authorization expires on December 31, 2028.
We actively monitor the current macroeconomic environment and remain prepared for any developments that may impact our business. Our financial condition and results of operations could be affected by macroeconomic conditions, including changes in unemployment, inflation, interest rates, consumer confidence, and geopolitical actions outside of the U.S.actions. We incorporate updates to our macroeconomic assumptions, as necessary, which could lead to adjustments in our allowance for finance receivable losses, allowance ratio, and provision for finance receivable losses.
(b) The calculationcalculations for the year ended December 31, 2024 hashave been adjusted for policy alignment associated with the Foursight Acquisition. For more information on the Foursight Acquisition, see Note 4 of the Notes to the Consolidated Financial Statements in Part II - Item 8 in this report.
Interest income increased $429$462 million or 9% in 20242025 when compared to 20232024 due to growth in average net receivables.receivables and an increase in yield.
Interest expense increased $166$87 million or 16%7% in 20242025 when compared to 20232024 due to an increase in average debt to support our receivables growth and a higher average cost of funds.growth.
Provision for finance receivable losses increaseddecreased $319$43 million or 19%2% in 20242025 when compared to 20232024 relatedreflecting tothe impact of the Foursight Acquisition in the second quarter of 2024 and lower net charge-offs, offset by growth in our receivables, higher net charge-offs, and the additional build associated with the loans acquired in the Foursight Acquisition. The increases were partially offset by a lower build in the allowance for finance receivable losses in the current year due to improved credit performance.receivables.
Other revenues increased $25 million or 4% in 2025 when compared to 2024 due to an increase in sales of finance receivables and an increase in credit card revenue from growth in new accounts, offset by an increase in losses on repurchases and repayments of debt and a decrease in investment revenue due to declining interest rates and lower average corporate cash balances.
Other revenues decreased $40 million or 5% in 2024 when compared to 2023 due to a lower gain on sales of finance receivables, a net loss on the repurchase and repayment of debt in the current period, and a decrease in investment revenue due to lower average corporate cash balances, partially offset by an increase in credit card revenue from growth in receivables and higher servicing revenue associated with our whole loan sale program.
Other expenses increased $77$109 million or 5%6% in 20242025 when compared to 20232024, driven by an increase in general operating expenses and salaries and benefits expense due to growth in our receivables and our strategic investments in the business,business. includingThe theincrease Foursightwas Acquisitionoffset andby growth in our receivables, andlower restructuring charges in the current period associated with strategic cost-savings initiatives. The increase was partially offset by regulatory settlements in the prior period.
Income taxes decreasedincreased $41$60 million or 20%39% in 20242025 when compared to 20232024 due to lowerhigher pretax income.
See Note 14 of the Notes to the Consolidated Financial Statements in Part II - Item 8 included in this report for further information on effective tax rates.
For a comparison of OMH'sOMH’s operating results of operation for the years ended 20232024 and 2022,2023, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—OMH’s Consolidated- Results of Operations” in Part II - Item 7 of OMH’s Annual Report on Form 10-K for the year ended December 31, 2023,2024, filed with the SEC on February 13,7, 2024.2025.
Management also uses C&I pretax capital generation, a non-GAAP financial measure, as a key performance measure of our segment. This measure represents C&I adjusted pretax income as discussed above and excludes the change in our C&I allowance for finance receivable losses in the period while still considering the C&I net charge-offs incurred during the period. Management believes that C&I 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 C&I adjusted pretax income (loss) and C&I 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. C&I adjusted pretax income (loss) and C&I 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 before income tax expense on a Segment Accounting Basis to C&I adjusted pretax income (non-GAAP) and C&I pretax capital generation (non-GAAP) were as follows:
The results of OMFC are consolidated into the results of OMH. Due to the nominal differences between OMFC and OMH, content throughout this section relaterelates only to OMH. See Note 1 of the Notes to the Consolidated Financial Statements in Part II - Item 8 in this report for further information.
(b) The calculationcalculations for the year ended December 31, 2024 hashave been adjusted for policy alignment associated with the Foursight Acquisition.
Interest income increased $406$467 million or 9% in 20242025 when compared to 20232024 due to growth in average net receivables.receivables and an increase in yield.
Interest expense increased $166$89 million or 16%8% in 20242025 when compared to 20232024 due to an increase in average debt to support our receivables growth and a higher average cost of funds.growth.
Provision for finance receivable losses increased $260$18 million or 15%1% in 20242025 when compared to 20232024 relateddue to growth in our receivables and higher net charge-offs. The increase was partiallyreceivables, offset by a lower buildnet in the allowance for finance receivable losses in the current year due to improved credit performance.charge-offs.
Other revenues remainedincreased consistent$60 million or 8% in 20242025 when compared to 20232024 asdue ato loweran gainincrease onin sales of finance receivables and a decrease in investment revenue due to lower average corporate cash balances were offset by an increase in credit card revenue from growth in receivablesnew accounts, offset by a decrease in investment revenue due to declining interest rates and higherlower servicingaverage revenuecorporate associatedcash with our whole loan sale program.balances.
Other expenses increased $67$142 million or 4%8% in 20242025 when compared to 20232024 driven by an increaseincreases in salaries and benefits expense and general operating expenses due to growth in receivables and our strategic investments in the business, including the Foursight Acquisition and growth in our receivables.business.
For a comparison of OMH'sOMH’s adjusted pretax income for C&I for the years ended 20232024 and 2022,2023, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—OMH’s Consolidated- Segment Results” in Part II -Item- Item 7 of OMH’s Annual Report on Form 10-K for the year ended December 31, 2023,2024, filed with the SEC on February 13,7, 20242025.
Our methodology to estimate expected credit losses uses recent macroeconomic forecasts, which include forecasts for unemployment. We leverage projections from various industry leading providers. We also consider inflationary pressures, consumer confidence levels, and elevated interest rate increasesrates that may continue to impact the economic outlook. At December 31, 2024,2025, 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.
(a) Represents allowance for finance receivable losses recognized on loans acquired in the Foursight Acquisition. See Note 4 for additional information.
(b) As a result of the adoption of ASU 2022-02, Financial Instruments - Credit Losses, we recorded a one-time adjustment to the allowance for finance receivable losses.
(b) As a result of the adoption of ASU 2022-02, we recorded a one-time adjustment to the allowance for finance receivable losses. See Notes 3, 4, and 5 of the Notes to the Consolidated Financial Statements in Part II - Item 8 of OMH’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 13, 2024 for additional information on the adoption of ASU 2022-02.
The current delinquency status of our finance receivable portfolio, inclusive of recent borrower performance and loss performance, volume of our modified finance receivable activity, level and recoverability of collateral securing our finance receivable portfolio, portfolio mix, and the reasonable and supportable forecast of economic conditions are the primary drivers that can cause fluctuations in our allowance ratio 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 decreasedremained fromconsistent compared to the prior year period primarily due to an improvement in credit performance and change in the portfolio mix.period. See Note 6 of the Notes to the Consolidated Financial Statements in Part II - Item 8 in this report for more information about the changes in the allowance for finance receivable losses.
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 andfacilities, credit card revolving VFN facilities, the unsecured corporate revolver, 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 supporting strategic initiatives.
What changed in the latest 10-Q
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.
No wording changes found in this section.
Full comparison: every changed paragraph (0)
Management's Discussion & Analysis (MD&A)
Largest changes
Net cash used for financing activities ofsee in full comparison$563 million and $113$358 million for thethreesix months endedMarchJune31,30, 2026and 2025, respectively,was due to repayments and repurchases of long-term debt, cash dividendspaid,paid and common stock repurchased, partially offset by the issuances and borrowings of long-term debt. Net cash provided by financing activities of $274 million for the six months ended June 30, 2025 was due to the issuances and borrowings of long-term debt, partially offset by repayments and repurchases of long-term debt and cash dividends paid.
Income taxessee in full comparisonincreaseddecreased$8$3 million or13%7%infor the three months endedMarchJune31,30, 2026 when compared to the same period in 2025 due tohigherlower pretax income. Income taxes increased $5 million or 4% in the six months ended June 30, 2026 when compared to the same period in 2025 due to timing of federal tax credits purchased in the prior year period.
Other expenses increasedsee in full comparison$48$19 million or11%4% and $66 million or 7% in the three and six months endedMarchJune31,30, 2026 when compared to the same period in 2025 driven by increases in general operating expenses and salaries and benefits expenseand general operating expensesdue to growth in receivables and our strategic investments in the business, as well as restructuring charges in the current period not present in the prior period. The increase was partially offset by a decrease in insurance policy benefits and claims expense due to the benefit of a reserve release.
Other expenses increasedsee in full comparison$39$14 million or9%3% and $53 million or 6% in the three and six months endedMarchJune31,30, 2026 when compared to the same period in 2025 driven by increases in general operating expenses and salaries and benefits expenseand general operating expensesdue to growth in receivables and our strategic investments in the business. The increase was partially offset by a decrease in insurance policy benefits and claims expense due to the benefit of a reserve release.
Other revenues increasedsee in full comparison$9$31 million or5%18% and $40 million or 11% in the three and six months endedMarchJune31,30, 2026 when compared to the same period in 2025 driven by a decrease in losses on repurchases and repayments of debt and increases inservicing revenue on loans serviced for others andcredit card revenue from growth in newaccounts.accounts and servicing revenue on loans serviced for others.
During thesee in full comparisonthreesix months endedMarchJune31,30, 2026, we completedonetwo new consumer loan securitization (ODART 2026-1 and OMFIT 2026-1, see “Securitized Borrowings” below) and redeemedonethree consumer loan securitization (ODART2021-12019-1, ODART 2021-1, and FCRT 2022-2). AtMarchJune31,30, 2026, the borrowing capacity of our revolving conduit facilities was$5.9$5.8 billion. AtMarchJune31,30, 2026, we had$12.7$13.2 billion of consumer loan gross finance receivables pledged as collateral for our securitizations, revolving conduit facilities, and private secured term funding facility.
Full comparison: every changed paragraph (45)
•Personal Loans — We offer personal loans through our branch network, central operations, direct mail, digital affiliates, and our website, www.onemainfinancial.com, to customers who need timely access to cash. Our personal loans are non-revolving, with a fixed rate, have fixed terms generally between three and six years, and are secured by automobiles, other collateral, or are unsecured. At MarchJune 31,30, 2026, we had approximately 2.32.4 million personal loans totaling $20.9$21.3 billion of net finance receivables, of which 55%56% were secured by titled property, compared to approximately 2.4 million personal loans totaling $21.4 billion of net finance receivables, of which 53% were secured by titled property at December 31, 2025. We also service personal loans for our whole loan sale partners.
•Auto Finance — We offer secured auto financing originated at the point of purchase through a growing network of franchise and independent dealerships. The loans are non-revolving, with a fixed rate, and have fixed terms generally between three and six years. At MarchJune 31,30, 2026, we had approximately 152157 thousand auto finance loans totaling $2.5$2.7 billion of net finance receivables, compared to approximately 148 thousand auto finance loans totaling $2.5 billion of net finance receivables at December 31, 2025. We also service auto finance loans for our whole loan sale partners and loans originated by third parties.
•Credit Cards — BrightWay credit cards are originated through a third-party bank partner from which we purchase the receivable balances. The credit cards are offered across our branch network, as well as through direct mail, our digital affiliates, and our website. Credit cards are open-ended, revolving, with a fixed rate, and are unsecured. At MarchJune 31,30, 2026, we had approximately 1.21.3 million open credit card customer accounts, totaling $983$1.1 millionbillion of net finance receivables, compared to approximately 1.1 million open credit card customer accounts, totaling $936 million of net finance receivables at December 31, 2025.
At MarchJune 31,30, 2026, Consumer and Insurance (“C&I”) is our only reportable segment, which includes consumer loans, credit cards, and optional products. At MarchJune 31,30, 2026, we had $26.1$26.9 billion of managed receivables due from approximately 3.84.0 million customer accounts, compared to $26.3 billion of managed receivables due from approximately 3.8 million customer accounts at December 31, 2025.
Securitization Transactions Completed - ODART 2026-1 and OMFIT 2026-1
Comparison of Consolidated Results for Three and Six Months Ended MarchJune 31,30, 2026 and 2025
Interest income increased $79$78 million or 6% and $156 million or 6% in the three and six months ended MarchJune 31,30, 2026 when compared to the same period in 2025 due to growth in average net receivables.receivables and an increase in yield.
Interest expense increased $10$9 million or 3% and $20 million or 3% in the three and six months ended MarchJune 31,30, 2026 when compared to the same period in 2025 due to an increase in average debt to support our receivables growth.
Provision for finance receivable losses increased $9$99 million or 2%19% and $107 million or 11% in the three and six months ended MarchJune 31,30, 2026 when compared to the same period in 2025 due to higher net charge-offs and growth in receivables and higher net charge-offs.receivables.
Other revenues increased $9$31 million or 5%18% and $40 million or 11% in the three and six months ended MarchJune 31,30, 2026 when compared to the same period in 2025 driven by a decrease in losses on repurchases and repayments of debt and increases in servicing revenue on loans serviced for others and credit card revenue from growth in new accounts.accounts and servicing revenue on loans serviced for others.
Other expenses increased $48$19 million or 11%4% and $66 million or 7% in the three and six months ended MarchJune 31,30, 2026 when compared to the same period in 2025 driven by increases in general operating expenses and salaries and benefits expense and general operating expenses due to growth in receivables and our strategic investments in the business, as well as restructuring charges in the current period not present in the prior period. The increase was partially offset by a decrease in insurance policy benefits and claims expense due to the benefit of a reserve release.
Income taxes increaseddecreased $8$3 million or 13%7% infor the three months ended MarchJune 31,30, 2026 when compared to the same period in 2025 due to higherlower pretax income. Income taxes increased $5 million or 4% in the six months ended June 30, 2026 when compared to the same period in 2025 due to timing of federal tax credits purchased in the prior year period.
Management uses C&I adjusted pretax income (loss), a non-GAAP financial measure, as a key performance measure of our segment. C&I adjusted pretax income (loss) represents income (loss) before income taxes on a Segment Accounting Basis and excludes net gain or loss resulting from repurchases and repayments of debt, restructuring charges, and other items and strategic activities. Management believes C&I adjusted pretax income (loss) is useful in assessing the profitability of our segment.
Comparison of Adjusted Pretax Income for Three and Six Months Ended MarchJune 31,30, 2026 and 2025
Interest income increased $82$80 million or 6% and $161 million or 6% in the three and six months ended MarchJune 31,30, 2026 when compared to the same period in 2025 due to growth in average net receivables.receivables and an increase in yield.
Interest expense increased $11$9 million or 4%3% and $20 million or 3% in the three and six months ended MarchJune 31,30, 2026 when compared to the same period in 2025 due to an increase in average debt to support our receivables growth.
Provision for finance receivable losses increased $9$99 million or 2%19% and $108 million or 11% in the three and six months ended MarchJune 31,30, 2026 when compared to the same period in 2025 due to higher net charge-offs and growth in receivables and higher net charge-offs.receivables.
Other revenues increased $7$12 million or 4%6% and $19 million or 5% in the three and six months ended MarchJune 31,30, 2026 when compared to the same period in 2025 driven by increases in servicing revenue on loans serviced for others and credit card revenue from growth in new accounts.accounts and servicing revenue on loans serviced for others.
Other expenses increased $39$14 million or 9%3% and $53 million or 6% in the three and six months ended MarchJune 31,30, 2026 when compared to the same period in 2025 driven by increases in general operating expenses and salaries and benefits expense and general operating expenses due to growth in receivables and our strategic investments in the business. The increase was partially offset by a decrease in insurance policy benefits and claims expense due to the benefit of a reserve release.
Our net finance receivables, consisting of consumer loans and credit cards, were $24.4$25.1 billion at MarchJune 31,30, 2026 and $24.8 billion at December 31, 2025. 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 and central operation team members work closely with customers as necessary and offer a variety of borrower assistance programs to help support our customers.
Our methodology to estimate expected credit losses uses recent macroeconomic forecasts, which include forecasts for unemployment. We leverage projections from various industry leading providers. We also consider inflationary pressures, consumer confidence levels, and elevated interest rates that may continue to impact the economic outlook. At MarchJune 31,30, 2026, 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.
The current delinquency status of our finance receivable portfolio, inclusive of recent borrower performance and loss performance, volume of our modified finance receivable activity, level and recoverability of collateral securing our finance receivable portfolio, portfolio mix, and the reasonable and supportable forecast of economic conditions are the primary drivers that can cause fluctuations in our allowance ratio 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 remainedincreased consistentslightly compared to the prior year period.period due to change in the portfolio mix. 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.
During the threesix months ended MarchJune 31,30, 2026, OMH generated net income of $226$378 million. OMH’s net cash inflow from operating and investing activities totaled $512$50 million for the threesix months ended MarchJune 31,30, 2026. At MarchJune 31,30, 2026, our scheduled interest payments for the remainder of 2026 totaled $472$340 million and there were no scheduled principal payments for 2026 on our existing unsecured debt. As of MarchJune 31,30, 2026, we had $11.4$11.6 billion of unencumbered receivables.
At MarchJune 31,30, 2026, the borrowing capacity of our corporate revolver was $1.1$1.0 billion.
During the threesix months ended MarchJune 31,30, 2026, we completed onetwo new consumer loan securitization (ODART 2026-1 and OMFIT 2026-1, see “Securitized Borrowings” below) and redeemed onethree consumer loan securitization (ODART 2021-12019-1, ODART 2021-1, and FCRT 2022-2). At MarchJune 31,30, 2026, the borrowing capacity of our revolving conduit facilities was $5.9$5.8 billion. At MarchJune 31,30, 2026, we had $12.7$13.2 billion of consumer loan gross finance receivables pledged as collateral for our securitizations, revolving conduit facilities, and private secured term funding facility.
At MarchJune 31,30, 2026, the borrowing capacity of our credit card revolving VFN facilities was $500$700 million. At MarchJune 31,30, 2026, we had $643$725 million of credit card principal balances held in OneMain Financial Credit Card Trust (“OMFCT”) for our credit card revolving VFN facilities.
At MarchJune 31,30, 2026, the maximum borrowing capacity of $350 million was outstanding under the remaining private secured term funding facility. Principal payments on any outstanding balances are not required until after October 2027 followed by a subsequent amortization period, which upon expiration the outstanding principal is due and payable.
During the threesix months ended MarchJune 31,30, 2026, OMH repurchased 1,901,6982,477,867 shares of its common stock through its stock repurchase program for an aggregate total of $107$139 million, including commissions, fees and excise taxes. As of MarchJune 31,30, 2026, OMH held a total of 20,397,28920,954,574 shares of treasury stock. To provide funding for the OMH stock repurchases, the OMFC Board of Directors authorized dividend payments in the amount of $130 million.
As of MarchJune 31,30, 2026, the dividend declarations for the current year by the Board were as follows:
To provide funding for the dividend, OMFC paid dividends of $121$242 million to OMH during the threesix months ended MarchJune 31,30, 2026.
On MayJuly 1,29, 2026, OMH declared a dividend of $1.05 per share payable on MayAugust 15,14, 2026 to record holders of OMH’s common stock as of the close of business on MayAugust 11,10, 2026. To provide funding for the OMH dividend, the OMFC Board of Directors authorized a dividend in the amount of up to $125 million payable on or after MayAugust 12,11, 2026.
We have whole loan sale flow agreements with third parties. The Company is committed to sell a remaining total of $2.1$1.8 billion gross receivables of newly originated unsecured personal loans along with any associated accrued interest with a current term of lessapproximately than threetwo years.
During the three and six months ended MarchJune 31,30, 2026, we sold a total of $341$353 million and $693 million of gross finance receivablesreceivables, respectively, compared to $255$260 million and $514 million during the threesame monthsperiods ended March 31,in 2025. See Note 3 of the Notes to the Condensed Consolidated Financial Statements included in this report for further information on the whole loan sale transactions.
Net cash provided by operations of $739$1.5 millionbillion for the threesix months ended MarchJune 31,30, 2026 reflected net income of $226$378 million, the impact of non-cash items including provision for finance receivable losses of $465$1.1 million,billion, and an unfavorable change in working capital of $50$56 million. Net cash provided by operations of $665$1.4 millionbillion for the threesix months ended MarchJune 31,30, 2025 reflected net income of $213$380 million, the impact of non-cash items including provision for finance receivable losses of $456$967 million, and an unfavorable change in working capital of $87$58 million.
Net cash used for investing activities of $227$1.5 millionbillion for the threesix months ended MarchJune 31,30, 2026 was due to net principal originations and purchases of finance receivables and purchases of available-for-sale securities, offset by the proceeds from sales of finance receivables and calls, sales, and maturities of available-for-sale securities. Net cash used for investing activities of $331$1.3 millionbillion for the threesix months ended MarchJune 31,30, 2025 was due to net principal originations and purchases of finance receivables and purchases of available-for-sale and other securities, offset by the proceeds from sales of finance receivables and calls, sales, and maturities of available-for-sale and other securities.
Net cash used for financing activities of $563 million and $113$358 million for the threesix months ended MarchJune 31,30, 2026 and 2025, respectively, was due to repayments and repurchases of long-term debt, cash dividends paid,paid and common stock repurchased, partially offset by the issuances and borrowings of long-term debt. Net cash provided by financing activities of $274 million for the six months ended June 30, 2025 was due to the issuances and borrowings of long-term debt, partially offset by repayments and repurchases of long-term debt and cash dividends paid.
At MarchJune 31,30, 2026, we had $834$567 million of cash and cash equivalents, which included $155$171 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 MarchJune 31,30, 2026, we had $1.6 billion of investment securities, which are all held as part of our insurance operations and are unavailable for general corporate purposes.
Our insurance subsidiaries are subject to state regulations that limit their ability to pay dividends. AHL and Triton did not pay dividends during the threesix months ended MarchJune 31,30, 2026 and 2025. 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.
We execute private securitizations under Rule 144A of the Securities Act of 1933, as amended. As of MarchJune 31,30, 2026, our structured financings consisted of the following:
(b) Inclusive of in-process replenishments of collateral for securitized borrowings in a revolving status as of MarchJune 31,30, 2026.
We had access to 1716 revolving conduit facilities with a total borrowing capacity of $5.9$5.8 billion as of MarchJune 31,30, 2026:
We also had access to two credit card revolving VFN facilities with a total borrowing capacity of $500$700 million as of MarchJune 31,30, 2026:
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 MarchJune 31,30, 2026 or December 31, 2025.
There have been no material changes to our critical accounting policies or to our methodologies for deriving critical accounting estimates during the threesix months ended MarchJune 31,30, 2026.
OMF insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 5 filings (2 insiders, 4 trade dates, 19,348 shares, about $1.2M; 4 of these filings say the sales were made under a Rule 10b5-1 trading plan). Net open-market shares: -19,348 (purchases minus sales); net value about -$1.2M.Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.
| Trade date | Insider | Transaction | Shares | Price | Value |
|---|---|---|---|---|---|
| 2026-08-04 | Conrad Micah R. |
Open-market sale | 5,000 | $65.40 | $327.0K |
| 2026-07-29 | Hedlund Michael A |
Open-market sale |
2,500 | $64.00 | $160.0K |
| 2026-06-29 | Hedlund Michael A |
Open-market sale |
1,848 | $62.00 | $114.6K |
| 2026-06-29 | Conrad Micah R. |
Open-market sale |
5,000 | $62.00 | $310.0K |
| 2026-04-17 | Conrad Micah R. |
Open-market sale |
5,000 | $60.00 | $300.0K |
Well-known investors holding OMF (13F)
| Investor | Quarter | Shares | Reported value | % of their 13F | Change vs prior quarter |
|---|---|---|---|---|---|
| AQR Capital Management (Cliff Asness) | 2026-06-30 | 6,296,859 | $383.9M | 0.13% | Added 90% |
| Leon Cooperman | 2026-06-30 | 2,130,000 | $129.9M | 3.66% | Added 6% |
| D. E. Shaw & Co. | 2026-06-30 | 281,239 | $17.1M | 0.01% | Reduced 5% |
| Citadel Advisors (Ken Griffin) | 2026-06-30 | 158,256 | $9.6M | 0.01% | Reduced 47% |
| Bridgewater Associates | 2026-06-30 | 60,961 | $3.7M | 0.02% | Reduced 44% |
| Two Sigma Investments | 2026-06-30 | 31,300 | $1.9M | 0.0% | Reduced 81% |
| Gotham Asset Management (Joel Greenblatt) | 2026-06-30 | 29,524 | $1.8M | 0.0% | Reduced 2% |
| Millennium Management (Israel Englander) | 2026-06-30 | 28,574 | $1.7M | 0.0% | Added 362% |