Item 5.02. Departure of Directors or Certain Officers; Election of Directors;


           Appointment of Certain Officers; Compensatory Arrangements of Certain
           Officers.

On October 13, 2021, the Compensation Committee (the "Committee") of the Board of Directors of OneMain Holdings, Inc. (the "Company"), adopted the OneMain Holdings, Inc. Nonqualified Deferred Compensation Plan (the "Plan") which provides eligible participants with the option to defer receipt of some or all of their annual cash incentives and some of their base salaries, in each case, that is earned on or after January 1, 2022. Eligible participants include all employees with a base salary equal to or in excess of $200,000, including each of the Company's named executive officers. Participant contributions will be fully vested at all times. Employer contributions are not permitted under the Plan. Distributions of participant accounts will be made following a participant's separation of service, death, disability, unforeseeable emergency, or as of a future payment date specified by the participant.

The above summary of the Plan does not purport to be complete and is qualified in its entirety by reference to the full text of the Plan and its Adoption Agreement, copies of which are attached to this Current Report on Form 8-K as Exhibits 10.1 and 10.2, respectively, and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits



Exhibit     Exhibit Description
Number

  10.1      OneMain Holdings, Inc. Nonqualified Deferred Compensation Plan

  10.2      OneMain Holdings, Inc. Nonqualified Deferred Compensation Plan
            Adoption Agreement

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses