Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

On August 4, 2022, Expensify, Inc. ("Expensify" or the "Company") filed a Certificate of Retirement with the Secretary of State of the State of Delaware to retire 1,769 shares of LT10 common stock, par value $0.0001 per share, of the Company (the "LT10 Common Stock"). All 1,769 shares of the LT10 Common Stock were converted into shares of Class A common stock, par value $0.0001 per share, of the Company (the "Class A Common Stock"), in connection with the forfeiture to the Company of unvested LT10 Common Stock. The Company's Amended and Restated Certificate of Incorporation requires that any shares of LT10 Common Stock that are converted into shares of Class A Common Stock be retired and may not be reissued.

Effective upon filing, the Certificate of Retirement amended the Amended and Restated Certificate of Incorporation of the Company to reduce the total authorized number of shares of capital stock of the Company by 1,769 shares. The total number of authorized shares of the Company is now 1,059,996,731, such shares consisting of 1,000,000,000 shares designated Class A Common Stock, 24,997,561 shares designated LT10 Common Stock, 24,999,170 shares designated LT50 common stock, par value $0.0001 per share, of the Company, and 10,000,000 shares designated preferred stock, each par value $0.0001 per share, of the Company. A copy of the Certificate of Retirement is attached as Exhibit 3.1 hereto.

Item 9.01 Financial Statements and Exhibits.



(d) Exhibits.

  Exhibit No.         Description

      3.1               Certificate of Retirement of     1    ,769     Shares of Class LT    10
                        Common Stock.

      104             Cover Page Interactive Data File (embedded within the Inline XBRL document).


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