grepcent / static financial knowledge base

Informational only - not investment advice.

LendingClub Corp (LC)

CIK: 0001409970. SIC: 6141 Personal Credit Institutions. Latest 10-K as of: 2026-02-12.

SIC breadcrumb: Finance, Insurance, And Real Estate > SIC Major Group 61 > SIC 6141 Personal Credit Institutions

SEC company page: https://www.sec.gov/edgar/browse/?CIK=1409970. Latest filing source: 0001409970-26-000018.

Selected Fundamentals

MetricValueUnitFYFiled
Revenue998,848,000USD20252026-02-12
Net income135,677,000USD20252026-02-12
Assets11,567,816,000USD20252026-02-12

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-02-12. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001409970.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

Flow metrics use full-year FY periods from 10-K/10-K/A filings; balance-sheet metrics use FY-end instants. Free cash flow = operating cash flow - capital expenditures. Missing metrics are omitted rather than fabricated.

Metric20152016201720182019202020212022202320242025
Revenue758,607,000318,084,000818,630,0001,187,216,000864,619,000787,011,000998,848,000
Net income-145,969,000-153,835,000-128,308,000-30,745,000-187,538,00018,580,000289,685,00038,939,00051,330,000135,677,000
Diluted EPS-0.01-0.38-1.88-1.52-0.350.182.790.360.451.16
Operating cash flow545,000-573,388,000-639,741,000-270,644,000418,031,000239,869,000375,568,000-1,136,600,000-2,634,174,000-2,726,940,000
Capital expenditures51,842,00044,615,00052,976,00050,668,00031,147,00034,413,00069,481,00059,509,00054,302,000140,341,000
Assets5,562,631,0004,640,831,0003,819,527,0002,982,341,0001,863,293,0004,900,319,0007,979,747,0008,827,463,00010,630,509,00011,567,816,000
Liabilities4,586,861,0003,713,074,0002,948,546,0002,082,154,0001,139,122,0004,050,077,0006,815,453,0007,575,641,0009,288,778,00010,067,388,000
Stockholders' equity1,041,860,000975,770,000922,495,000869,201,000900,187,000850,242,0001,164,294,0001,251,822,0001,341,731,0001,500,428,000
Free cash flow-51,297,000-618,003,000-692,717,000-321,312,000386,884,000205,456,000306,087,000-1,196,109,000-2,688,476,000-2,867,281,000

Ratios

ROE and ROA use period-end equity/assets. Liabilities / equity uses total liabilities divided by stockholders' equity. Current ratio uses current assets divided by current liabilities when both are reported.

Metric20152016201720182019202020212022202320242025
Net margin-4.05%-58.96%2.27%24.40%4.50%6.52%13.58%
Return on equity-14.96%-16.68%-14.76%-3.42%2.19%24.88%3.11%3.83%9.04%
Return on assets-2.62%-3.31%-3.36%-1.03%-10.06%0.38%3.63%0.44%0.48%1.17%
Liabilities / equity4.704.033.392.314.765.856.056.926.71

Financial Charts

Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-04-30. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001409970.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

QuarterEnd DateRevenueNet IncomeDiluted EPSMethod
2019-Q22019-06-30-0.12reported discrete quarter
2019-Q32019-09-300.00reported discrete quarter
2020-Q22020-06-30-78,471,000reported discrete quarter
2020-Q32020-09-30-34,325,000reported discrete quarter
2020-Q42020-12-31-26,655,000derived Q4 = FY annual - nine-month YTD
2023-Q12023-03-310.13reported discrete quarter
2023-Q22023-06-30232,470,0000.09reported discrete quarter
2023-Q32023-09-30200,849,0000.05reported discrete quarter
2023-Q42023-12-31185,606,000derived Q4 = FY annual - nine-month YTD
2024-Q12024-03-31180,688,00012,250,0000.11reported discrete quarter
2024-Q22024-06-30187,241,00014,903,0000.13reported discrete quarter
2024-Q32024-09-30201,881,00014,457,0000.13reported discrete quarter
2024-Q42024-12-31217,201,0009,720,000derived Q4 = FY annual - nine-month YTD
2025-Q12025-03-31217,711,00011,671,0000.10reported discrete quarter
2025-Q22025-06-30248,435,00038,178,0000.33reported discrete quarter
2025-Q32025-09-30266,231,00044,274,0000.37reported discrete quarter
2025-Q42025-12-31266,471,00041,554,000derived Q4 = FY annual - nine-month YTD
2026-Q12026-03-31252,251,00051,603,0000.44reported discrete quarter

Quarterly Charts

Macro Cross-References

Latest quarter (10-Q)

Latest 10-Q source: 0001409970-26-000062.

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary. Confidence: high. Filing date: 2026-04-30. Report date: 2026-03-31.

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

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the condensed consolidated financial statements and related notes that appear in this Quarterly Report on Form 10-Q (Report). In addition to historical condensed consolidated financial information, the following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to these differences include those discussed below and elsewhere in this Report, and in “Part I – Item 1A. Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 (Annual Report) and, if applicable, as modified by “Part II – Item 1A. Risk Factors” in this Report. The forward-looking statements included in this Report are made only as of the date hereof and we do not assume any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Overview

56

Results of Operations

59

Net Interest Income

60

Non-Interest Income

63

Provision for Credit Losses

66

Non-Interest Expense

70

Income Taxes

72

Segment Information

72

Non-GAAP Financial Measures

73

Supervision and Regulatory Environment

75

Capital Management

76

Liquidity

77

Market Risk

79

Contingencies

80

Critical Accounting Estimates

80

55

LENDINGCLUB CORPORATION

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

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

Overview

LendingClub operates a leading, nationally chartered, digital marketplace bank that leverages data and technology to increase access to credit, reduce borrowing costs, and improve returns on savings for our members.

Election of Fair Value Option

Effective January 1, 2026, we elected the fair value option to account for held for investment (HFI) loans that were originated on or after that date (fair value option election). Prior to this election, loans that were originated as HFI were, and will continue to be, accounted for at amortized cost, which required the initial recognition of a CECL allowance for lifetime expected credit losses. We believe that applying the fair value option, rather than amortized cost accounting with the CECL methodology, to HFI loans more accurately reflects the in-period economic performance of the loans by better aligning the value of the loan to its then fair value. Under the fair value option, origination fee revenue and marketing costs are recognized in earnings at the time of loan origination, rather than being deferred. Fair value adjustments on loans are recognized in current period earnings within “Net fair value adjustments” and include the impact of credit losses that previously would have been recorded as a provision expense under CECL. Further, by applying the fair value option to HFI loans, we are applying the same accounting methodology to all loans we originate on or after January 1, 2026, as both HFI and held for sale (HFS) loans are now measured at fair value.

Financial Highlights

We delivered several financial achievements in the first quarter of 2026, including total net revenue of $252.3 million, an increase of 16% compared to the same period in the prior year. This growth was primarily driven by an increase in loan origination volume along with higher loan sales, improved loan sale pricing, and a higher net interest margin. Net income grew to $51.6 million, with diluted EPS of $0.44, compared to $11.7 million, with diluted EPS of $0.10, in the prior year.

The following tables summarize our selected financial data:

As of and for the three months ended

March 31,

2026

December 31,

2025

March 31,

2025

Net interest income

$

176,234 

$

163,027 

$

149,957 

Non-interest income

76,017 

103,444 

67,754 

Total net revenue

252,251 

266,471 

217,711 

Provision for credit losses

390 

47,158 

58,149 

Non-interest expense

184,533 

169,284 

143,867 

Income before income tax expense

67,328 

50,029 

15,695 

Income tax expense

(15,725)

(8,475)

(4,024)

Net income

$

51,603 

$

41,554 

$

11,671 

Diluted EPS

$

0.44 

$

0.35 

$

0.10 

Total loan originations (in millions) (1)

$

2,669 

$

2,637 

$

2,032 

Current period originations sold or held for sale

$

1,717 

$

2,090 

$

1,314 

Current period originations held for investment

$

952 

$

547 

$

717 

Total servicing portfolio (in millions) (2)

$

13,854 

$

13,423 

$

12,241 

Loans serviced for others

$

7,750 

$

7,601 

$

7,130 

56

LENDINGCLUB CORPORATION

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

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

As of and for the three months ended

March 31,

2026

December 31,

2025

March 31,

2025

Performance Metrics:

Net interest margin

6.28 

%

5.98 

%

5.97 

%

Profit margin (3)

26.7 

%

18.8 

%

7.2 

%

Return on average equity (ROE) (4)

13.7 

%

11.3 

%

3.5 

%

Return on tangible common equity (ROTCE) (5)(6)

14.5 

%

11.9 

%

3.7 

%

Return on average total assets (ROA) (7)

1.8 

%

1.5 

%

0.4 

%

Marketing expense as a % of loan originations(1)

2.08 

%

1.73 

%

1.44 

%

Average balance - total loans and leases held for investment

$

4,797,639 

$

4,767,573 

$

5,030,204 

Net charge-offs - total loans and leases held for investment

$

42,493 

$

47,852 

$

76,128 

Net charge-off ratio - total loans and leases held for investment (8)

3.5 

%

4.0 

%

6.1 

%

Capital Metrics:

Common equity tier 1 capital ratio

17.0 

%

17.4 

%

17.8 

%

Tier 1 leverage ratio

11.9 

%

12.0 

%

11.7 

%

Book value per common share

$

13.19 

$

13.01 

$

11.95 

Tangible book value per common share (6)

$

12.49 

$

12.30 

$

11.22 

(1)    Beginning in the first quarter of 2026, includes all loans originated during the respective periods (unsecured consumer loans, auto loans and small business loans). Previously this included unsecured consumer loans and auto loans only. In the first quarter of 2026, this update included $15 million of small business loan originations. Prior periods have been reclassified to conform to the current period presentation.

(2)    Reflects loans serviced on our platform, which includes outstanding balances of unsecured consumer loans and auto loans serviced for others for which servicing rights are retained by the Company.

(3)    Calculated as the ratio of income before income tax expense to total net revenue.

(4)    Calculated as annualized net income divided by average equity for the period presented.

(5)    Calculated as annualized net income divided by average tangible common equity for the period presented.

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

(7)    Calculated as annualized net income divided by average total assets for the period presented.

(8)    Beginning in the first quarter of 2026, the net charge-off ratio is calculated as annualized net charge-offs for total loans and leases held for investment (at amortized cost and fair value) divided by average total outstanding loans and leases held for investment during the period. Prior to the first quarter of 2026, this was calculated based on loans and leases held for investment at amortized cost only. Prior period amounts have been reclassified to conform to the current period presentation.

As of the period ended

March 31,

2026

December 31,

2025

March 31,

2025

Balance Sheet Data:

Securities available for sale

$

3,867,576 

$

3,706,709 

$

3,426,571 

Loans held for sale

$

1,836,121 

$

1,762,396 

$

703,378 

Loans and leases held for investment

$

4,700,990 

$

4,470,383 

$

4,790,138 

Total loans and leases

$

6,537,111 

$

6,232,779 

$

5,493,516 

Total assets

$

11,939,839 

$

11,567,816 

$

10,483,096 

Total deposits (1)

$

10,189,511 

$

9,833,870 

$

8,905,902 

Total liabilities

$

10,416,311 

$

10,067,388 

$

9,118,579 

Total equity

$

1,523,528 

$

1,500,428 

$

1,364,517 

(1)    As of March 31, 2026, Federal Deposit Insurance Corporation (FDIC)-insured deposits represent approximately 88% of total deposits.

57

LENDINGCLUB CORPORATION

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

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

Credit Quality Indicators

We evaluate the credit quality of our loan and leases held for investment based on delinquency status and payment activity. The following tables present loans and leases held for investment (at amortized cost and fair value) by delinquency status:

March 31, 2026

Current

30-59

Days

60-89

Days

90 or More

Days

Total

Guaranteed Amount (1)

Unsecured consumer (2)

$

3,703,293 

$

22,006 

$

18,305 

$

16,826 

$

3,760,430 

$

— 

Residential mortgages

147,730 

1,719 

— 

25 

149,474 

— 

Secured consumer

341,829 

3,012 

545 

237 

345,623 

— 

Total consumer loans held for investment

4,192,852 

26,737 

18,850 

17,088 

4,255,527 

— 

Equipment finance (3)

32,824 

— 

— 

3,623 

36,447 

— 

Commercial real estate (4)

480,877 

— 

399 

10,295 

491,571 

38,372 

Commercial and industrial

129,103 

3,662 

1,417 

20,122 

154,304 

107,816 

Total commercial loans and leases held for investment

642,804 

$

3,662 

$

1,816 

$

34,040 

$

682,322 

$

146,188 

Total loans and leases held for investment

$

4,835,656 

$

30,399 

$

20,666 

$

51,128 

$

4,937,849 

$

146,188 

December 31, 2025

Current

30-59

Days

60-89

Days

90 or More

Days

Total

Guaranteed Amount (1)

Unsecured consumer (2)

$

3,600,434 

$

24,075 

$

19,685 

$

18,929 

$

3,663,123 

$

— 

Residential mortgages

150,099 

— 

888 

86 

151,073 

— 

Secured consumer

257,063 

3,015 

596 

395 

261,069 

— 

Total consumer loans held for investment

4,007,596 

27,090 

21,169 

19,410 

4,075,265 

— 

Equipment finance (3)

35,973 

696 

— 

3,088 

39,757 

— 

Commercial real estate (4)

461,307 

— 

— 

11,182 

472,489 

39,507 

Commercial and industrial

133,526 

1,540 

1,878 

20,074 

157,018 

108,826 

Total commercial loans and leases held for investment

630,806 

2,236 

1,878 

34,344 

669,264 

148,333 

Total loans and leases held for investment

$

4,638,402 

$

29,326 

$

23,047 

$

53,754 

$

4,744,529 

$

148,333 

(1)    Represents loan balances guaranteed by the Small Business Administration (SBA).

(2)    Excludes basis adjustment for loans previously designated in fair value hedges under the portfolio layer method of $0.8 million and $1.6 million as of March 31, 2026 and December 31, 2025, respectively.

(3)    Comprised of sales-type leases for equipment.

(4)    Includes $307.0 million and $286.8 million in loans originated through the SBA as of March 31, 2026 and December 31, 2025, respectively.

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

58

LENDINGCLUB CORPORATION

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

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

Results of Operations

The following table sets forth the Income Statement data for each of the periods presented:

Three Months Ended

Change (%)

March 31,

2026

December 31,

2025

March 31,

2025

Q1 2026

vs

Q4 2025

[Excerpt truncated for page length; source filing is linked above.]

Latest 10-K MD&A

Extracted from Item 7 to the first post-MD&A boundary after HTML sanitization. Confidence: high. Filing date: 2026-02-12. Report date: 2025-12-31.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the consolidated financial statements and related notes that appear in this Annual Report. In addition to historical consolidated financial information, the following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to these differences include those discussed below and in this Annual Report, particularly in “Part I – Item 1A. Risk Factors.” The forward-looking statements included in this Report are made only as of the date hereof and we do not assume any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Overview

LendingClub operates a leading, nationally chartered, digital marketplace bank that leverages data and technology to increase access to credit, reduce borrowing costs, and improve returns on savings for our members.

Election of Fair Value Option

Effective January 1, 2026, we elected the fair value option to account for held for investment (HFI) loans that were originated on or after that date. Prior to this election, loans that were originated as HFI were, and we expect will continue to be, accounted for at amortized cost, which required the initial recognition of an allowance for lifetime expected credit losses under the CECL methodology, recognized within “Provision for credit losses” on the Income Statement. We believe that applying the fair value option, rather than the CECL methodology, to HFI loans more accurately reflects the in-period economic performance of the loans by better aligning the value of the loan to its then fair value. Under the fair value option, origination fee revenue and marketing costs are recognized in earnings at the time of loan origination, rather than being deferred, and changes in fair value of loans are recognized in current period earnings within “Net fair value adjustments” on the Income Statement. Further, by applying the fair value option to HFI loans, we are applying the same accounting methodology to all loans we originate after January 1, 2026, as both HFI and held for sale (HFS) loans will be measured at fair value.

Executive Summary

The following is a summary of our results for the year ended December 31, 2025 compared to the same period in 2024, reflecting growth in loan originations, total net revenue and net income.

•Loan originations: Loan originations increased $2.4 billion, or 33%, for the year ended December 31, 2025 compared to the same period in 2024. The increase was driven by an increase in unsecured personal loan origination volume.

◦Marketplace loan originations increased $1.7 billion, or 30%, for the year ended December 31, 2025 compared to the same period in 2024, driven by a higher retention of HFS loans and an increase in marketplace investor demand. Loan originations HFS as a percentage of loan originations was 74% and 76% for the years ended December 31, 2025 and 2024, respectively.

◦Loan originations HFI at amortized cost increased $719.3 million, or 41%, for the year ended December 31, 2025 compared to the same period in 2024. Loan originations HFI at amortized cost as a percentage of loan originations was 26% and 24% for the years ended December 31, 2025 and 2024, respectively.

•Total net revenue: Total net revenue increased $211.8 million, or 27%, for the year ended December 31, 2025 compared to the same period in 2024.

56

LENDINGCLUB CORPORATION

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

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

◦Marketplace revenue: Marketplace revenue increased $113.2 million, or 47%, for the year ended December 31, 2025 compared to the same period in 2024. The increase was primarily due to higher origination volume of marketplace loans and improved loan sales prices.

◦Net interest income: Net interest income increased $91.6 million, or 17%, for the year ended December 31, 2025 compared to the same period in 2024. The increase was primarily due to an increase in total interest-earning assets and lower deposit funding costs.

◦Net interest margin: Net interest margin for the year ended December 31, 2025 was 6.07%, increasing from 5.62% in the prior year.

•Provision for credit losses: Provision for credit losses increased $13.1 million, or 7%, for the year ended December 31, 2025 compared to the same period in 2024. The increase was primarily driven by a higher volume of originated loans retained as HFI at amortized cost, partially offset by a shift in the mix of loans toward types with lower expected credit losses and the impact of an $8.0 million provision recognized in 2024 related to one legacy office loan within our commercial real estate (CRE) portfolio.

•Total non-interest expense: Total non-interest expense increased $86.9 million, or 16%, for the year ended December 31, 2025 compared to the same period in 2024. The increase was primarily due to an increase in marketing expense based on higher origination volume and the resumption of certain marketing initiatives, as well as increases in professional services expense and compensation and benefit expense.

•Net income: Net income increased $84.3 million, or 164%, for the year ended December 31, 2025 compared to the same period in 2024.

•Diluted earnings per share (EPS): Diluted EPS increased to $1.16 for the year ended December 31, 2025, compared to $0.45 for the prior year.

•Pre-provision net revenue (PPNR): PPNR for the year ended December 31, 2025 increased $124.9 million, or 51%, compared to the same period in 2024, driven by an increase in total net revenue, partially offset by an increase in non-interest expense.

•Total assets: Total assets were $11.6 billion as of December 31, 2025 compared to $10.6 billion in the prior year. Total assets increased year-over-year primarily driven by an increase in loans on our balance sheet.

•Deposits: Total deposits were $9.8 billion as of December 31, 2025 compared to $9.1 billion in the prior year. The increase was primarily due to growth in our high-yield savings deposits.

◦Federal Deposit Insurance Corporation (FDIC)-insured deposits represent approximately 88% of total deposits as of December 31, 2025.

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

57

LENDINGCLUB CORPORATION

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

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

Financial Highlights

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

As of and for the year ended December 31,

2025

2024

2023

Non-interest income

$

373,176 

$

252,970 

$

302,781 

Net interest income

625,672 

534,041 

561,838 

Total net revenue

998,848 

787,011 

864,619 

Non-interest expense

630,582 

543,678 

566,437 

Pre-provision net revenue (1)

368,266 

243,333 

298,182 

Provision for credit losses

191,320 

178,267 

243,565 

Income before income tax expense

176,946 

65,066 

54,617 

Income tax expense

(41,269)

(13,736)

(15,678)

Net income

$

135,677 

$

51,330 

$

38,939 

Basic EPS

$

1.18 

$

0.46 

$

0.36 

Diluted EPS

$

1.16 

$

0.45 

$

0.36 

LendingClub Corporation Performance Metrics:

Net interest margin

6.07 

%

5.62 

%

6.97 

%

Efficiency ratio (2)

63.1 

%

69.1 

%

65.5 

%

Return on average equity (ROE)

9.6 

%

4.0 

%

3.2 

%

Return on tangible common equity (ROTCE) (1)

10.2 

%

4.3 

%

3.5 

%

Return on average total assets (ROA)

1.3 

%

0.5 

%

0.5 

%

Marketing as a % of loan originations

1.56 

%

1.39 

%

1.26 

%

LendingClub Corporation Capital Metrics:

Common equity tier 1 capital ratio

17.4 

%

17.3 

%

17.9 

%

Tier 1 leverage ratio

12.0 

%

11.0 

%

12.9 

%

Book value per common share

$

13.01 

$

11.83 

$

11.34 

Tangible book value per common share (1)

$

12.30 

$

11.09 

$

10.54 

Loan Originations (in millions) (3):

Marketplace loans

$

7,134 

$

5,482 

$

5,253 

Loan originations held for investment

2,455 

1,735 

2,184 

Total loan originations

$

9,589 

$

7,218 

$

7,437 

Loan originations held for investment as a % of total loan originations

26 

%

24 

%

29 

%

Servicing Portfolio AUM (in millions) (4):

Total servicing portfolio

$

13,423 

$

12,371 

$

14,122 

Loans serviced for others

$

7,601 

$

7,207 

$

9,336 

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

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

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

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

58

LENDINGCLUB CORPORATION

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

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

As of December 31,

2025

2024

Balance Sheet Data:

Securities available for sale

$

3,706,709 

$

3,452,648 

Loans held for sale at fair value

$

1,762,396 

$

636,352 

Loans and leases held for investment at amortized cost

$

4,272,812 

$

4,125,818 

Gross allowance for loan and lease losses (1)

$

(312,667)

$

(285,686)

Recovery asset value (2)

$

36,924 

$

48,952 

Allowance for loan and lease losses

$

(275,743)

$

(236,734)

Loans and leases held for investment at amortized cost, net

$

3,997,069 

$

3,889,084 

Loans held for investment at fair value

$

473,314 

$

1,027,798 

Total loans and leases held for investment

$

4,470,383 

$

4,916,882 

Total assets

$

11,567,816 

$

10,630,509 

Total deposits

$

9,833,870 

$

9,068,237 

Total liabilities

$

10,067,388 

$

9,288,778 

Total equity

$

1,500,428 

$

1,341,731 

Allowance Ratios (3):

ALLL to total loans and leases held for investment at amortized cost

6.5 

%

5.7 

%

ALLL to commercial loans and leases held for investment at amortized cost

2.5 

%

3.9 

%

ALLL to consumer loans and leases held for investment at amortized cost

7.2 

%

6.1 

%

Gross ALLL to consumer loans and leases held for investment at amortized cost

8.2 

%

7.5 

%

Net charge-offs

$

151,919 

$

249,083 

Net charge-off ratio (4)

3.6 

%

5.8 

%

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

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

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

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

Results of Operations

This section of this Form 10-K generally discusses 2025 and 2024 items and year-over-year comparisons between 2025 and 2024. For discussion related to 2023 items and year-over-year comparisons between 2024 and 2023, see “Part II – Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Annual Report on Form 10-K for the year ended December 31, 2024.

59

LENDINGCLUB CORPORATION

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

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

The following table sets forth the Income Statement data for each of the periods presented:

Year Ended December 31,

2025

2024

2023

2025 vs. 2024

Change (%)

2024 vs. 2023

Change (%)

Non-interest income:

Marketplace revenue

$

355,944 

$

242,791 

$

291,484 

47 

%

(17)

%

Other non-interest income

17,232 

10,179 

11,297 

69 

%

(10)

%

Total non-interest income

373,176 

252,970 

302,781 

48 

%

(16)

%

Interest income:

Interest on loans held for sale

142,937 

92,442 

35,655 

55 

%

159 

%

Interest and fees on loans and leases held for investment

490,071 

494,214 

616,735 

(1)

%

(20)

%

Interest on loans held for investment at fair value

72,782 

77,034 

74,088 

(6)

%

4 

%

Interest on securities available for sale

223,820 

187,961 

40,235 

19 

%

367 

%

Other interest income

31,933 

56,307 

65,917 

(43)

%

(15)

%

Total interest income

961,543 

907,958 

832,630 

6 

%

9 

%

Interest expense:

Interest on deposits

335,724 

369,219 

265,556 

(9)

%

39 

%

Other interest expense

147 

4,698 

5,236 

(97)

%

(10)

%

Total interest expense

335,871 

373,917 

270,792 

(10)

%

38 

%

Net interest income

625,672 

534,041 

561,838 

17 

%

(5)

%

Total net revenue

998,848 

787,011 

864,619 

27 

%

(9)

%

Provision for credit losses

191,320 

178,267 

243,565 

7 

%

(27)

%

Non-interest expense:

Compensation and benefits

241,846 

232,158 

261,948 

4 

%

(11)

%

Marketing

149,211 

100,402 

93,840 

49 

%

7 

%

Equipment and software

57,014 

51,194 

53,485 

11 

%

(4)

%

Depreciation and amortization

62,889 

58,834 

47,195 

7 

%

25 

%

Professional services

42,339 

32,045 

35,173 

32 

%

(9)

%

Occupancy

19,834 

15,798 

17,532 

26 

%

(10)

%

Other non-interest expense

57,449 

53,247 

57,264 

8 

%

(7)

%

Total non-interest expense

630,582 

543,678 

566,437 

16 

%

(4)

%

Income before income tax expense

176,946 

65,066 

54,617 

172 

%

19 

%

Income tax expense

(41,269)

(13,736)

(15,678)

200 

%

(12)

%

Net income

$

135,677 

$

51,330 

$

38,939 

164 

%

32 

%

60

LENDINGCLUB CORPORATION

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

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

Marketplace Revenue

Marketplace revenue consists of the following:

Year Ended December 31,

2025

2024

Change ($)

Change (%)

Origination fees

$

372,815 

$

283,420 

$

89,395 

32 

%

Servicing fees

58,988 

64,933 

(5,945)

(9)

%

Gain on sales of loans

59,087 

49,097 

9,990 

20 

%

Net fair value adjustments

(134,946)

(154,659)

19,713 

13 

%

Total marketplace revenue

$

355,944 

$

242,791 

$

113,153 

47 

%

Year Ended December 31,

2024

2023

Change ($)

Change (%)

Origination fees

$

283,420 

$

279,146 

$

4,274 

2 

%

Servicing fees

64,933 

98,613 

(33,680)

(34)

%

Gain on sales of loans

49,097 

47,839 

1,258 

3 

%

Net fair value adjustments

(154,659)

(134,114)

(20,545)

15 

%

Total marketplace revenue

$

242,791 

$

291,484 

$

(48,693)

(17)

%

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

Origination Fees

Origination fees recorded as a component of marketplace revenue are fees charged to borrowers in connection with the origination of loans that are HFS.

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

Year Ended December 31,

2025

2024

2023

2025 vs. 2024

Change (%)

2024 vs. 2023

Change (%)

Marketplace loans

$

7,134,117 

$

5,482,339 

$

5,252,668 

30 

%

4 

%

Loan originations held for investment

2,454,743 

1,735,409 

2,184,095 

41 

%

(21)

%

Total loan originations (1)

$

9,588,860 

$

7,217,748 

$

7,436,763 

33 

%

(3)

%

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

Origination fees were $372.8 million and $283.4 million for the years ended December 31, 2025 and 2024, respectively, an increase of 32%. The increase was primarily due to higher origination volumes of marketplace loans.

Servicing Fees

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

61

LENDINGCLUB CORPORATION

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

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

The table below illustrates the average balance of loans sold and subsequently serviced on behalf of the investor on our marketplace platform (in millions):

Year Ended December 31,

2025

2024

2023

2025 vs. 2024

Change (%)

2024 vs. 2023

Change (%)

Average AUM – Loans sold

$

7,347 

$

8,116 

$

10,093 

(9)

%

(20)

%

In addition to the loans serviced on our marketplace platform, we serviced $42.7 million, $102.0 million and $133.2 million in outstanding principal balance of commercial loans sold as of December 31, 2025, 2024 and 2023, respectively.

Servicing fees were $59.0 million and $64.9 million for the years ended December 31, 2025 and 2024, respectively, a decrease of 9%. The decrease was primarily due to a lower average principal balance of loans serviced and reduction in servicing fees on delinquent loan collections. This was partially offset by a decrease in fair value amortization on the servicing asset, which included a $7.7 million servicing asset write-off in the third quarter of 2024 related to a loan portfolio purchase.

Gain on Sales of Loans

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

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

Year Ended December 31,

2025

2024

2023

2025 vs. 2024

Change (%)

2024 vs. 2023

Change (%)

Marketplace loans sold (1)

$

5,377,856 

$

4,716,173 

$

4,749,411 

14 

%

(1)

%

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

Gain on sales of loans was $59.1 million and $49.1 million for the years ended December 31, 2025 and 2024, respectively, an increase of 20%. The increase was primarily driven by the increase in the volume of marketplace loans sold as well as higher Structured Program transaction expenses in 2024.

Net Fair Value Adjustments

We record adjustments to the carrying value of loans, for which we have elected to account for under the fair value option, to reflect their fair value. These adjustments include gains or losses from sale prices in excess of or less than the loan principal amount sold and realized net charge-offs. In addition, as loans are held on the Balance Sheet, incremental fair value adjustments on the loans are recorded in “Net fair value adjustments” within “Marketplace revenue,” whereas the associated interest income is recorded within “Net interest income.”

Net fair value adjustments were $(134.9) million and $(154.7) million for the years ended December 31, 2025 and 2024, respectively, a decreased loss of $19.7 million. The reduction was primarily due to higher loan sale prices as well as a fair value benefit recognized in the second quarter of 2025 based on improved credit performance, partially offset by an increase in the origination volume of marketplace loans.

Net fair value adjustments primarily consist of fair value adjustments on our HFS loan portfolio. See “Item 8. Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 7. Fair Value

62

LENDINGCLUB CORPORATION

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

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

Measurements” for additional information related to the significant unobservable inputs used in the fair value measurement of HFS loans and activity within the HFS loan portfolio.

Other Non-interest Income

Other non-interest income primarily consists of (i) rental income earned from third-party tenants under operating lease agreements and (ii) referral revenue that relates to fees earned from third-party companies when customers referred by us consider or purchase products or services from such third-party companies. The tables below illustrate the composition of other non-interest income for each period presented:

Year Ended December 31,

2025

2024

Change ($)

Change (%)

Rental income

$

7,459 

$

— 

$

7,459 

N/M

Referral revenue

3,647 

3,174 

473 

15 

%

Realized gains on sales of securities available for sale and other investments

— 

95 

(95)

N/M

Other

6,126 

6,910 

(784)

(11)

%

Other non-interest income

$

17,232 

$

10,179 

$

7,053 

69 

%

Year Ended December 31,

2024

2023

Change ($)

Change (%)

Referral revenue

$

3,174 

$

4,574 

$

(1,400)

(31)

%

Realized gains on sales of securities available for sale and other investments

95 

— 

95 

N/M

Other

6,910 

6,723 

187 

3 

%

Other non-interest income

$

10,179 

$

11,297 

$

(1,118)

(10)

%

Other non-interest income increased $7.1 million, or 69%, for the year ended December 31, 2025 compared to the same period in 2024. The increase was primarily due to rental income earned from third-party tenants under operating lease agreements associated with the building purchased in the second quarter of 2025.

63

LENDINGCLUB CORPORATION

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

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

Net Interest Income

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

Year Ended December 31,

2025

2024

2023

Average

Balance

Interest Income/

Expense

Average Yield/

Rate

Average

Balance

Interest Income/

Expense

Average Yield/

Rate

Average

Balance

Interest Income/

Expense

Average Yield/

Rate

Interest-earning assets (1)

Cash, cash equivalents, restricted cash and other

$

770,044 

$

31,933 

4.15 

%

$

1,081,644 

$

56,307 

5.21 

%

$

1,293,047 

$

65,917 

5.10 

%

Securities available for sale at fair value

3,518,310 

223,820 

6.36 

%

2,707,049 

187,961 

6.94 

%

652,047 

40,235 

6.17 

%

Loans held for sale at fair value

1,131,157 

142,937 

12.64 

%

719,898 

92,442 

12.84 

%

252,519 

35,655 

14.12 

%

Loans and leases held for investment at amortized cost:

Unsecured personal loans

3,199,345 

429,419 

13.42 

%

3,220,969 

431,782 

13.41 

%

4,143,482 

549,256 

13.26 

%

Commercial and other consumer loans

1,035,486 

60,652 

5.86 

%

1,073,445 

62,432 

5.82 

%

1,151,201 

67,479 

5.86 

%

Loans and leases held for investment at amortized cost

4,234,831 

490,071 

11.57 

%

4,294,414 

494,214 

11.51 

%

5,294,683 

616,735 

11.65 

%

Loans held for investment at fair value

661,349 

72,782 

11.01 

%

693,557 

77,034 

11.11 

%

567,504 

74,088 

13.06 

%

Total loans and leases held for investment

4,896,180 

562,853 

11.50 

%

4,987,971 

571,248 

11.45 

%

5,862,187 

690,823 

11.78 

%

Total interest-earning assets

10,315,691 

961,543 

9.32 

%

9,496,562 

907,958 

9.56 

%

8,059,800 

832,630 

10.33 

%

Cash and due from banks and restricted cash

32,696 

51,732 

70,653 

Allowance for loan and lease losses

(255,779)

(247,458)

(345,434)

Other non-interest earning assets

627,791 

621,324 

676,335 

Total assets

$

10,720,399 

$

9,922,160 

$

8,461,354 

Interest-bearing liabilities

Interest-bearing deposits:

Savings and money market accounts (2)

$

6,250,152 

$

237,557 

3.80 

%

$

5,022,106 

$

234,046 

4.66 

%

$

4,438,916 

$

186,305 

4.20 

%

Certificates of deposit (2)

2,105,408 

92,701 

4.40 

%

2,044,776 

104,850 

5.13 

%

1,051,378 

48,988 

4.66 

%

Checking accounts (2)

414,754 

5,466 

1.32 

%

868,503 

30,323 

3.49 

%

1,199,871 

30,263 

2.52 

%

Interest-bearing deposits

8,770,314 

335,724 

3.83 

%

7,935,385 

369,219 

4.65 

%

6,690,165 

265,556 

3.97 

%

Other interest-bearing liabilities

3,205 

147 

4.57 

%

143,189 

4,698 

3.28 

%

69,120 

5,236 

7.58 

%

Total interest-bearing liabilities

8,773,519 

335,871 

3.83 

%

8,078,574 

373,917 

4.63 

%

6,759,285 

270,792 

4.01 

%

Noninterest-bearing deposits

301,510 

323,378 

236,618 

Other liabilities

237,842 

228,270 

261,401 

Total liabilities

$

9,312,871 

$

8,630,222 

$

7,257,304 

Total equity

$

1,407,528 

$

1,291,938 

$

1,204,050 

64

LENDINGCLUB CORPORATION

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

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

Year Ended December 31,

2025

2024

2023

Average

Balance

Interest Income/

Expense

Average Yield/

Rate

Average

Balance

Interest Income/

Expense

Average Yield/

Rate

Average

Balance

Interest Income/

Expense

Average Yield/

Rate

Total liabilities and equity

$

10,720,399 

$

9,922,160 

$

8,461,354 

Interest rate spread

5.49 

%

4.93 

%

6.32 

%

Net interest income and net interest margin

$

625,672 

6.07 

%

$

534,041 

5.62 

%

$

561,838 

6.97 

%

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

(2)    Prior period amounts have been reclassified to conform to the current period presentation.

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

2025 Compared to 2024

2024 Compared to 2023

Increase (Decrease)

Due to Change in:

Increase (Decrease)

Due to Change in:

Average Volume (1)

Average Yield/Rate(1)

Total

Average Volume (1)

Average Yield/Rate(1)

Total

Interest-earning assets

Cash, cash equivalents, restricted cash and other

$

(14,287)

$

(10,087)

$

(24,374)

$

(10,980)

$

1,370 

$

(9,610)

Securities available for sale at fair value

52,640 

(16,781)

35,859 

142,079 

5,647 

147,726 

Loans held for sale at fair value

51,991 

(1,496)

50,495 

60,295 

(3,508)

56,787 

Loans and leases held for investment at amortized cost

(6,884)

2,741 

(4,143)

(115,197)

(7,324)

(122,521)

Loans held for investment at fair value

(3,550)

(702)

(4,252)

14,988 

(12,042)

2,946 

Total increase (decrease) in interest income on interest-earning assets

$

79,910 

$

(26,325)

$

53,585 

$

91,185 

$

(15,857)

$

75,328 

Interest-bearing liabilities

Savings and money market accounts (2)

$

51,214 

$

(47,703)

$

3,511 

$

25,945 

$

21,796 

$

47,741 

Certificates of deposit (2)

3,033 

(15,182)

(12,149)

50,491 

5,371 

55,862 

Checking accounts (2)

(11,342)

(13,515)

(24,857)

(9,701)

9,761 

60 

Interest-bearing deposits (2)

42,905 

(76,400)

(33,495)

66,735 

36,928 

103,663 

Other interest-bearing liabilities

(5,879)

1,328 

(4,551)

3,532 

(4,070)

(538)

Total increase (decrease) in interest expense on interest-bearing liabilities (2)

$

37,026 

$

(75,072)

$

(38,046)

$

70,267 

$

32,858 

$

103,125 

Increase (decrease) in net interest income (2)

$

42,884 

$

48,747 

$

91,631 

$

20,918 

$

(48,715)

$

(27,797)

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

(2)     Prior period amounts have been reclassified to conform to the current period presentation.

65

LENDINGCLUB CORPORATION

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

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

Provision for Credit Losses

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

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

Year Ended December 31,

2025

2024

2023

Credit loss expense for loans and leases held for investment

$

190,928 

$

175,430 

$

243,570 

Credit loss expense for securities available for sale

566 

3,527 

— 

Credit loss benefit for unfunded lending commitments

(174)

(690)

(5)

Total provision for credit losses

$

191,320 

$

178,267 

$243,565

Loan originations held for investment

$

2,454,743 

$

1,735,409 

$2,184,095

The provision for credit losses was $191.3 million and $178.3 million for the years ended December 31, 2025 and 2024, respectively, an increase of 7%. The increase was primarily driven by a higher volume of originated loans retained as HFI at amortized cost, partially offset by a shift in the mix of loans toward types with lower expected losses and the impact of an $8.0 million provision recognized in 2024 related to one legacy office loan within our CRE portfolio.

66

LENDINGCLUB CORPORATION

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

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

Allowance for Credit Losses

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

Year Ended December 31,

2025

2024

2023

Allowance for loan and lease losses:

Beginning of period

$

236,734 

$

310,387 

$

327,852 

Credit loss expense for loans and leases held for investment

190,928 

175,430 

243,570 

Charge-offs (1)

(218,874)

(303,593)

(281,107)

Recoveries

66,955 

54,510 

20,072 

End of period

$

275,743 

$

236,734 

$

310,387 

Allowance for securities available for sale:

Beginning of period

$

3,527 

$

— 

$

— 

Credit loss expense for securities available for sale

566 

3,527 

— 

End of period

$

4,093 

$

3,527 

$

— 

Reserve for unfunded lending commitments:

Beginning of period

$

1,183 

$

1,873 

$

1,878 

Credit loss benefit for unfunded lending commitments

(174)

(690)

(5)

End of period (2)

$

1,009 

$

1,183 

$

1,873 

(1)    The first quarter of 2025 included an $8.0 million charge-off related to one office loan within our CRE portfolio, which was fully reserved for in prior periods. The CRE office loan portfolio balance was under $35 million as of December 31, 2025.

(2)    Relates to $52.0 million, $105.0 million and $78.1 million of unfunded commitments as of December 31, 2025, 2024 and 2023, respectively.

The following table presents the components of the ALLL:

Year Ended December 31,

2025

2024

2023

Gross allowance for loan and lease losses (1)

$

312,667 

$

285,686 

$

355,773 

Recovery asset value (2)

(36,924)

(48,952)

(45,386)

Allowance for loan and lease losses

$

275,743 

$

236,734 

$

310,387 

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

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

Year Ended December 31,

2025

2024

2023

Total loans and leases held for investment

$

4,272,812 

$

4,125,818 

$

4,850,302 

Allowance for loan and lease losses

$

275,743 

$

236,734 

$

310,387 

Allowance ratio (1)

6.5 

%

5.7 

%

6.4 

%

Gross allowance for loan and lease losses

$

312,667 

$

285,686 

$

355,773 

Gross allowance ratio (1)

7.3 

%

6.9 

%

7.3 

%

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

67

LENDINGCLUB CORPORATION

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

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

Net Charge-Offs

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

Year Ended December 31,

2025

2024

2023

Average loans and leases held for investment at amortized cost

$

4,234,831 

$

4,294,414 

$

5,294,683 

Net charge-offs

151,919 

249,083 

261,035 

Net charge-off ratio

3.6 

%

5.8 

%

4.9 

%

Nonaccrual

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

The following table presents nonaccrual loans and leases:

As of December 31,

2025

2024

Nonaccrual loans and leases held for investment at amortized cost

$

60,432 

$

72,304 

% of total loans and leases held for investment

1.4 

%

1.8 

%

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

68

LENDINGCLUB CORPORATION

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

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

Non-Interest Expense

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

Year Ended December 31,

2025

2024

Change ($)

Change (%)

Non-interest expense:

Compensation and benefits

$

241,846 

$

232,158 

$

9,688 

4 

%

Marketing

149,211 

100,402 

48,809 

49 

%

Equipment and software

57,014 

51,194 

5,820 

11 

%

Depreciation and amortization

62,889 

58,834 

4,055 

7 

%

Professional services

42,339 

32,045 

10,294 

32 

%

Occupancy

19,834 

15,798 

4,036 

26 

%

Other non-interest expense

57,449 

53,247 

4,202 

8 

%

Total non-interest expense

$

630,582 

$

543,678 

$

86,904 

16 

%

Year Ended December 31,

2024

2023

Change ($)

Change (%)

Non-interest expense:

Compensation and benefits

$

232,158 

$

261,948 

$

(29,790)

(11)

%

Marketing

100,402 

93,840 

6,562 

7 

%

Equipment and software

51,194 

53,485 

(2,291)

(4)

%

Depreciation and amortization

58,834 

47,195 

11,639 

25 

%

Professional services

32,045 

35,173 

(3,128)

(9)

%

Occupancy

15,798 

17,532 

(1,734)

(10)

%

Other non-interest expense

53,247 

57,264 

(4,017)

(7)

%

Total non-interest expense

$

543,678 

$

566,437 

$

(22,759)

(4)

%

Compensation and benefits expense increased $9.7 million, or 4%, for the year ended December 31, 2025 compared to the same period in 2024. The increase was primarily due to an increase in headcount.

Marketing expense increased $48.8 million, or 49%, for the year ended December 31, 2025 compared to the same period in 2024. The increase was primarily due to an increase in variable marketing expenses based on higher origination volume as well as the resumption of certain marketing initiatives.

Equipment and software expense increased $5.8 million, or 11%, for the year ended December 31, 2025 compared to the same period in 2024. The increase was primarily due to an increase in software license expense and cloud services.

Depreciation and amortization expense increased $4.1 million, or 7%, for the year ended December 31, 2025 compared to the same period in 2024. The increase was primarily due to an increase in the amortization of internally-developed software placed into service in 2025, partially offset by a decrease in impairment expense for internally-developed software compared to the prior year.

Professional services expense increased $10.3 million, or 32%, for the year ended December 31, 2025 compared to the same period in 2024. The increase was primarily due to an increase in business consulting services.

69

LENDINGCLUB CORPORATION

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

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

Occupancy expense increased $4.0 million, or 26%, for the year ended December 31, 2025 compared to the same period in 2024. The increase was primarily related to operating expenses associated with the office building purchased during the second quarter of 2025.

Other non-interest expense increased $4.2 million, or 8%, for the year ended December 31, 2025 compared to the same period in 2024. The increase was primarily due to an increase in miscellaneous operating expenses.

Income Taxes

For the years ended December 31, 2025 and 2024, we recorded an income tax expense of $41.3 million and $13.7 million, representing an effective tax rate of 23.3% and 21.1%, respectively. The effective tax rate for the year ended December 31, 2025 differs from the statutory rate due to state taxes, the favorable impact of recurring tax credits, changes in unrecognized tax benefits related to prior year tax credits, equity-based compensation, and the unfavorable impact of the non-deductible portions of executive compensation. The increase in effective tax rate for the year ended December 31, 2025 compared to the same period in 2024 was primarily due to the remeasurement of deferred tax assets because of the decrease in combined state tax rate. On June 27, 2025, California Senate Bill 132 was signed into law, requiring that banks and financial companies transition from an equally weighted three-factor apportionment formula to a single-sales-factor apportionment formula, effective for tax years beginning in 2025. Other year-over-year changes in rate reconciliation items largely offset each other.

For the year ending December 31, 2023, we recorded a tax expense of $15.7 million representing an effective tax rate of 28.7%. The decrease in effective tax rate for the year ended December 31, 2024 compared to the same period in 2023 was primarily due to favorable changes related to windfalls and shortfalls related to equity compensation.

As of December 31, 2025, we maintained a valuation allowance of $48.0 million related to certain state net operating loss carryforwards (NOLs) and state tax credit carryforwards. The realization and timing of any remaining state NOLs and state tax credit carryforwards is uncertain and may expire before being utilized, based primarily on the allocation of taxable income constraints to the Parent and not related to the earnings of the Company. Changes to deferred tax asset valuation allowances and liabilities related to uncertain tax positions are recorded as current period income tax expense or benefit.

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

On July 4, 2025, the One Big Beautiful Bill Act (OBBBA) was enacted. For the year ended December 31, 2025, OBBBA did not impact our effective tax rate; however, certain OBBBA provisions, including enhanced expensing, reduced current taxes payable. OBBBA has multiple effective dates, and we will continue to monitor developments and evaluate potential impacts on future periods.

70

LENDINGCLUB CORPORATION

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

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

Segment Information

Reportable Segments

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

LendingClub Bank

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

LendingClub Corporation (Parent Only)

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

71

LENDINGCLUB CORPORATION

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

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

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

LendingClub

Bank

LendingClub

Corporation (Parent only)

Total Reportable Segments

Year ended

2025

2024

2023

2025

2024

2023

2025

2024

2023

Non-interest income:

Marketplace revenue

$

303,930 

$

176,921 

$

206,381 

$

29,613 

$

36,595 

$

41,817 

$

333,543 

$

213,516 

$

248,198 

Other non-interest income

52,050 

53,643 

74,684 

7,472 

9,038 

9,503 

59,522 

62,681 

84,187 

Total non-interest income

355,980 

230,564 

281,065 

37,085 

45,633 

51,320 

393,065 

276,197 

332,385 

Interest income:

Interest income

960,714 

902,741 

818,206 

829 

5,217 

14,424 

961,543 

907,958 

832,630 

Interest expense

(335,871)

(373,219)

(266,218)

— 

(698)

(4,574)

(335,871)

(373,917)

(270,792)

Net interest income

624,843 

529,522 

551,988 

829 

4,519 

9,850 

625,672 

534,041 

561,838 

Total net revenue

980,823 

760,086 

833,053 

37,914 

50,152 

61,170 

1,018,737 

810,238 

894,223 

Provision for credit losses

(191,320)

(178,267)

(243,565)

— 

— 

— 

(191,320)

(178,267)

(243,565)

Non-interest expense:

Compensation and benefits

(235,289)

(225,620)

(255,428)

(6,557)

(6,538)

(6,520)

(241,846)

(232,158)

(261,948)

Marketing

(149,211)

(100,400)

(93,840)

— 

(2)

— 

(149,211)

(100,402)

(93,840)

Equipment and software

(56,963)

(51,068)

(53,239)

(51)

(126)

(246)

(57,014)

(51,194)

(53,485)

Depreciation and amortization

(58,277)

(50,309)

(30,216)

(4,612)

(8,525)

(16,979)

(62,889)

(58,834)

(47,195)

Professional services

(41,689)

(31,376)

(33,963)

(650)

(669)

(1,210)

(42,339)

(32,045)

(35,173)

Occupancy

(12,068)

(7,582)

(7,980)

(7,766)

(8,216)

(9,552)

(19,834)

(15,798)

(17,532)

Other non-interest expense

(62,854)

(54,963)

(62,360)

(14,484)

(21,511)

(24,508)

(77,338)

(76,474)

(86,868)

Total non-interest expense

(616,351)

(521,318)

(537,026)

(34,120)

(45,587)

(59,015)

(650,471)

(566,905)

(596,041)

Income tax (expense) benefit

(41,502)

(12,824)

(17,881)

233 

(912)

2,203 

(41,269)

(13,736)

(15,678)

Net income (1)

$

131,650 

$

47,677 

$

34,581 

$

4,027 

$

3,653 

$

4,358 

$

135,677 

$

51,330 

$

38,939 

Capital expenditures

$

143,566 

$

54,302 

$

59,509 

$

— 

$

— 

$

— 

$

143,566 

$

54,302 

$

59,509 

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

Year Ended December 31,

2025

2024

2023

Total net revenue – reportable segments

$

1,018,737 

$

810,238 

$

894,223 

Intercompany eliminations

(19,889)

(23,227)

(29,604)

Total net revenue – consolidated

$

998,848 

$

787,011 

$

864,619 

An analysis of our results of operations and material drivers and trends of the financial results of the segments presented above are consistent with those provided on a consolidated basis in “Results of Operations.”

72

LENDINGCLUB CORPORATION

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

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

Non-GAAP Financial Measures

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

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

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

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

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

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

For the year ended December 31,

2025

2024

2023

GAAP Net income

$

135,677 

$

51,330 

$

38,939 

Less: Provision for credit losses

(191,320)

(178,267)

(243,565)

Less: Income tax expense

(41,269)

(13,736)

(15,678)

Pre-provision net revenue

$

368,266 

$

243,333 

$

298,182 

For the year ended December 31,

2025

2024

2023

Non-interest income

$

373,176 

$

252,970 

$

302,781 

Net interest income

625,672 

534,041 

561,838 

Total net revenue

998,848 

787,011 

864,619 

Non-interest expense

(630,582)

(543,678)

(566,437)

Pre-provision net revenue

368,266 

243,333 

298,182 

Provision for credit losses

(191,320)

(178,267)

(243,565)

Income before income tax expense

176,946 

65,066 

54,617 

Income tax expense

(41,269)

(13,736)

(15,678)

GAAP Net income

$

135,677 

$

51,330 

$

38,939 

73

LENDINGCLUB CORPORATION

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

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

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

As of December 31,

2025

2024

2023

GAAP common equity

$

1,500,428 

$

1,341,731 

$

1,251,822 

Less: Goodwill

(75,717)

(75,717)

(75,717)

Less: Customer relationship intangible assets

(5,685)

(8,586)

(12,135)

Tangible common equity

$

1,419,026 

$

1,257,428 

$

1,163,970 

Book value per common share

GAAP common equity

$

1,500,428 

$

1,341,731 

$

1,251,822 

Common shares issued and outstanding

115,368,987 

113,383,917 

110,410,602 

Book value per common share

$

13.01 

$

11.83 

$

11.34 

Tangible book value per common share

Tangible common equity

$

1,419,026 

$

1,257,428 

$

1,163,970 

Common shares issued and outstanding

115,368,987 

113,383,917 

110,410,602 

Tangible book value per common share

$

12.30 

$

11.09 

$

10.54 

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

As of and for the year ended December 31,

2025

2024

2023

Average GAAP common equity

$

1,407,528 

$

1,291,938 

$

1,204,050 

Less: Average goodwill

(75,717)

(75,717)

(75,717)

Less: Average customer relationship intangible assets

(7,099)

(10,324)

(14,198)

Average tangible common equity

$

1,324,712 

$

1,205,897 

$

1,114,135 

Return on average equity

GAAP net income

$

135,677 

$

51,330 

$

38,939 

Average GAAP common equity

1,407,528 

1,291,938 

1,204,050 

Return on average equity

9.6 

%

4.0 

%

3.2 

%

Return on tangible common equity

GAAP net income

$

135,677 

$

51,330 

$

38,939 

Average tangible common equity

1,324,712 

1,205,897 

1,114,135 

Return on tangible common equity

10.2 

%

4.3 

%

3.5 

%

74

LENDINGCLUB CORPORATION

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

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

Supervision and Regulatory Environment

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

Further, we are subject to periodic supervision, regulation, examination, enforcement and other proceedings from various other federal and state regulatory and/or law enforcement agencies. Additionally, we are subject to claims, individual and class action lawsuits, and lawsuits alleging regulatory violations. Although historically the Company has generally resolved these matters in a manner that was not materially adverse to its financial results or business operations, no assurance can be given as to the timing, outcome or consequences of any of these matters in the future.

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

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

Capital Management

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

The formation of LC Bank as a nationally chartered association and the organization of the Company as a bank holding company subjects us to various capital adequacy guidelines issued by the OCC and the FRB, including the requirement to maintain regulatory capital ratios in accordance with the Basel Committee on Banking Supervision standardized approach for U.S. banking organizations (Basel III). As a Basel III standardized approach institution, we selected the one-time election to opt-out of the requirements to include all the components of accumulated other comprehensive income included in common stockholder’s equity. The minimum capital requirements under the Basel III capital framework are: a Common Equity Tier 1 (CET1) risk-based capital ratio of 4.5%, a Tier 1 risk-based capital ratio of 6.0%, a total risk-based capital ratio of 8.0%, and a Tier 1 leverage ratio of 4.0%. Additionally, a capital conservation buffer of 2.5% must be maintained above the minimum risk-based capital requirements in order to avoid certain limitations on capital distributions, share repurchases, and certain discretionary bonus payments. In addition to these guidelines, the banking regulators may require a banking

75

LENDINGCLUB CORPORATION

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

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

organization to maintain capital at levels higher than the minimum ratios prescribed under the Basel III capital framework. See “Part I – Item 1. Business – Regulation and Supervision – Capital and Liquidity Requirements and Prompt Corrective Action” and “Item 8. Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 19. Regulatory Requirements” of this Annual Report for additional information regarding regulatory capital requirements.

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

December 31, 2025

December 31, 2024

Required Minimum (1)

Well-Capitalized Minimum

Amount

Ratio

Amount

Ratio

LendingClub Corporation:

CET1 capital (2)

$

1,342.6 

17.4 

%

$

1,188.6 

17.3 

%

7.0 

%

N/A

Tier 1 capital

$

1,342.6 

17.4 

%

$

1,188.6 

17.3 

%

8.5 

%

6.0 

%

Total capital

$

1,441.0 

18.7 

%

$

1,276.5 

18.5 

%

10.5 

%

10.0 

%

Tier 1 leverage

$

1,342.6 

12.0 

%

$

1,188.6 

11.0 

%

4.0 

%

N/A

Risk-weighted assets

$

7,696.1 

N/A

$

6,887.1 

N/A

N/A

N/A

Quarterly adjusted average assets

$

11,174.0 

N/A

$

10,814.0 

N/A

N/A

N/A

LendingClub Bank:

CET1 capital (2)

$

1,183.9 

15.5 

%

$

1,101.4 

16.1 

%

7.0 

%

6.5 

%

Tier 1 capital

$

1,183.9 

15.5 

%

$

1,101.4 

16.1 

%

8.5 

%

8.0 

%

Total capital

$

1,281.8 

16.8 

%

$

1,188.5 

17.4 

%

10.5 

%

10.0 

%

Tier 1 leverage

$

1,183.9 

10.7 

%

$

1,101.4 

10.3 

%

4.0 

%

5.0 

%

Risk-weighted assets

$

7,652.0 

N/A

$

6,823.1 

N/A

N/A

N/A

Quarterly adjusted average assets

$

11,090.4 

N/A

$

10,696.7 

N/A

N/A

N/A

N/A – Not applicable

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

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

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

Liquidity

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

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

76

LENDINGCLUB CORPORATION

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

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

LendingClub Bank Liquidity

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

December 31, 2025

December 31, 2024

Cash and cash equivalents

$

901,246 

$

932,463 

Securities available for sale (1)

$

384,846 

$

382,876 

Deposits

$

9,948,426 

$

9,116,821 

Available borrowing capacity:

FRB Discount Window (2)

$

3,294,827 

$

2,635,034 

FHLB of Des Moines (3)

679,361 

626,117 

Total available borrowing capacity

$

3,974,188 

$

3,261,151 

(1)    Excludes illiquid securities available for sale.

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

(3)    As of December 31, 2025, the Company had $486.2 million in loans and $375.7 million in securities pledged to the FHLB of Des Moines. As of December 31, 2024, the Company had $456.4 million in loans and $373.5 million in securities pledged to the FHLB of Des Moines.

The primary uses of LC Bank liquidity include (i) the funding/acquisition of loans and securities purchases, (ii) withdrawals, maturities and the payment of interest on deposits, (iii) compensation and benefits expense, (iv) taxes, (v) capital expenditures, including the purchase of an office building in 2025, as well as the related building improvements, and internally developed software, and (vi) costs associated with the continued development and support of our digital marketplace bank.

Deposits

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

3 months or less

$

27,444 

Over 3 months through 6 months

44,284 

Over 6 months through 12 months

42,460 

Over 12 months

2,385 

Total uninsured time deposits (1)

$

116,573 

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

Capital Expenditures

Net capital expenditures were $143.6 million, or 14% of total net revenue, and $54.3 million, or 7% of total net revenue, for the years ended December 31, 2025 and 2024, respectively. Our capital expenditures in 2025 included the $74.5 million cash acquisition of the office building and related improvements to the property. Capital expenditures in 2026 are expected to be approximately $95 million, primarily driven by costs associated with the

77

LENDINGCLUB CORPORATION

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

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

continued development and support of our digital marketplace bank, as well as additional improvements to the office building acquired in 2025.

LendingClub Holding Company Liquidity

The primary source of liquidity at the holding company is $127.1 million and $66.0 million in cash and cash equivalents as of December 31, 2025 and 2024, respectively. The increase in cash and cash equivalents was primarily driven by a $50 million cash dividend that was paid by LC Bank to the holding company during the first quarter of 2025 to return a capital contribution made by the holding company to LC Bank in the second half of 2024. Additionally, the holding company has the ability to access the capital markets through additional registrations and public equity offerings.

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

Factors Impacting Liquidity

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

We believe, based on our projections, that our cash on hand, liquid AFS securities, deposits, available borrowing capacity, and net cash flows from operating, investing and financing activities are sufficient to meet our liquidity needs for the next twelve months, as well as beyond the next twelve months. See “Item 8. Financial Statements and Supplementary Data – Consolidated Statements of Cash Flows” for additional detail regarding our cash flows.

Market Risk

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

Interest Rate Sensitivity

LendingClub Bank

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

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

78

LENDINGCLUB CORPORATION

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

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

movements in interest rates and have entered into interest rate hedging instruments, some of which qualify for hedge accounting treatment, to manage such risk. See “Item 8. Financial Statements and Supplementary Data – Note 8. Derivative Instruments and Hedging Activities” for additional information.

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

December 31, 2025

December 31, 2024

Instantaneous Change in Interest Rates:

+ 200 basis points

(7.8)

%

(7.1)

%

+ 100 basis points

(3.8)

%

(3.5)

%

- 100 basis points

3.2 

%

1.1 

%

- 200 basis points

5.9 

%

1.6 

%

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

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

Maturities

The following table presents the maturities of loans and leases HFI at amortized cost and at fair value as of December 31, 2025:

Due in

1 Year or Less

Due After

1 Year Through

5 Years

Due After

5 Years

Through

15 Years

December 31, 2025

Unsecured personal

$

198,767 

$

2,803,770 

$

662,183 

$

3,664,720 

Residential mortgages

3,123 

10,182 

137,768 

151,073 

Secured consumer

3,331 

166,910 

90,828 

261,069 

Total consumer loans held for investment

205,221 

2,980,862 

890,779 

4,076,862 

Equipment finance

6,845 

32,912 

— 

39,757 

Commercial real estate

34,716 

135,261 

302,512 

472,489 

Commercial and industrial

690 

16,303 

140,025 

157,018 

Total commercial loans and leases held for investment

42,251 

184,476 

442,537 

669,264 

Total loans and leases held for investment

$

247,472 

$

3,165,338 

$

1,333,316 

$

4,746,126 

Loans and leases due after one year at fixed interest rates

N/A

$

3,092,527 

$

855,109 

$

3,947,636 

Loans and leases due after one year at variable interest rates

N/A

$

72,811 

$

478,207 

$

551,018 

N/A – Not applicable

79

LENDINGCLUB CORPORATION

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

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

For the contractual maturities and weighted-average yields on the Company’s AFS securities portfolio, see “Item 8. Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 4. Securities Available for Sale.”

LendingClub Holding Company

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

Contingencies

For a comprehensive discussion of contingencies as of December 31, 2025, see “Item 8. Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 18. Commitments and Contingencies.”

Critical Accounting Estimates

Our significant accounting policies are described in “Item 8. Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 1. Summary of Significant Accounting Policies.” We consider certain of these policies to be critical accounting policies as they require significant management judgments, assumptions and estimates which we believe are critical in understanding and evaluating our reported financial results. These judgments, estimates and assumptions are inherently subjective and actual results may materially differ from these estimates and assumptions.

Allowance for Loan and Lease Losses

Under the CECL methodology, we reserve for expected credit losses on our loan and lease portfolio when they are initially recorded as HFI at amortized cost through the ALLL by using a DCF approach to calculate the NPV of expected cash flows. Loans accounted for under the fair value option do not have an ALLL. Changes in the credit risk profile of our loans and leases result in changes in “Provision for credit losses” on the Income Statement with a resulting change, net of charge-offs and recoveries, in the ACL balance. The majority of our ALLL relates to unsecured personal loans.

The ALLL represents our estimate of expected lifetime credit losses over the contractual life of the loan portfolio. Our determination of the ALLL is based on regular and periodic evaluation of the loan portfolio considering a number of relevant underlying factors, including key assumptions and evaluation of quantitative and qualitative information from internal and external sources. Estimates of expected future loan losses are determined by using statistical models and management’s judgment. The models are designed to forecast probability and timing of default, loss rate exposure at default, recovery expectations, and timing and amount of estimated prepayments. Our statistical models, applied at the portfolio level to pools of loans with similar risk characteristics, produce expected cash flows, which are then discounted at the effective interest rate to derive the NPV. The difference between the NPV and the amortized cost determines the ALLL. The effective interest rate is calculated based on the periodic interest income received from the loan’s contractual cash flows and the net investment in the loan, which includes deferred origination fees and marketing costs, to provide a constant rate of return over the contractual loan term. Under the DCF approach, the provision for credit losses includes credit loss expense in subsequent periods relating to the discounting effect due to the passage of time after the initial recognition of ALLL on originated loans and leases HFI at amortized cost.

80

LENDINGCLUB CORPORATION

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

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

Our qualitative allowance is primarily based on macroeconomic unemployment forecast information provided by an external third-party economist, incorporating management’s judgment, and is included in the estimation of expected future expected credit losses. In addition, the qualitative allowance includes adjustments in circumstances where the statistical model output is inconsistent with management’s expectations relating to economic conditions and expected credit losses. Management may make adjustments as the assumptions in the underlying analyses change to reflect an estimate of expected lifetime loan losses and prepayments at the reporting date, based on the best information available at that time.

Loans Held for Sale at Fair Value

Loans initially classified as HFS are reported at their fair value with our election of the fair value option and are classified as Level 3 instruments. We use a DCF approach to calculate the NPV of expected cash flows. This model uses significant unobservable inputs that inherently require judgment and reflect our best estimates of the assumptions a market participant would use to calculate fair value. Those significant unobservable inputs used in the fair value measurement of HFS loans include:

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

•Annualized net credit loss rate – The annualized rate of lifetime charge-offs, net of recoveries, expressed as a percentage of the average lifetime principal balance of loan pools with similar characteristics.

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

81

LENDINGCLUB CORPORATION