Item 8.01 Other Events. In March 2021, we entered into an agreement to acquire Golden Pacific Bancorp, Inc., a bank holding company, and its wholly-owned subsidiary, Golden Pacific Bank, National Association, a national bank ("Golden Pacific Bank") (the "Merger"), which we intend to operate as SoFi Bank, National Association ("SoFi Bank"). On January 18, 2022, we received approval from the Board of Governors of the Federal Reserve System of our application to become a bank holding company, and we received conditional approval from the U.S. Office of the Comptroller of the Currency (the "OCC") to charter an interim bank and merge it with Golden Pacific Bank. The OCC also approved our application to change the composition of Golden Pacific Bank's assets in connection with the Merger. The OCC conditional approval imposes a number of conditions, including that SoFi Bank will have initial paid-in capital of no less than $750 million and will adhere to an operating agreement. We expect the Merger to close in February 2022, subject to completion or waiver of the remaining customary closing conditions. We plan to contribute $750 million in capital to Golden Pacific Bank to pursue its national, digital business plan while maintaining its community bank business and footprint.

Cautionary Statement Forward-Looking Statements This Current Report on Form 8-K contains statements that are forward-looking and as such are not historical facts. This includes, without limitation, statements regarding the financial position, business strategy and the plans and objectives of management for our future operations; anticipated trends and prospects in the industries in which our business operates; new products, services and related strategies; our ability to close the Merger, become a bank holding company, acquire a national bank and fund Golden Pacific Bank's strategy; and the impact on our business of the regulatory environment and increased complexities with compliance that accompany regulation as a bank holding company. These statements constitute projections, forecasts and forward-looking statements, and are not guarantees of performance. Such statements can be identified by the fact that they do not relate strictly to historical or current facts. When used in this Current Report on Form 8-K, words such as "aim", "anticipate", "believe", "continue", "could", "estimate", "expect", "intend", "may", "might", "opportunity", "plan", "possible", "potential", "predict", "project", "should", "strive", "will", "would" and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements represent our current expectations regarding future events and are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those implied by the forward-looking statements, and there can be no assurance that future developments affecting us will be those that we have anticipated. Among those risks and uncertainties are our ability to close the Merger and achieve the value creation contemplated by the Merger, including our ability to enhance our existing financial products and offer more competitive rates for our members, the impact of additional regulation as a result of becoming a bank holding company, our ability to operate SoFi Bank pursuant to the operating agreement, changes in government regulations, market conditions, including market interest rates, the trading price and volatility of our common stock and risks relating to our business, including those described in periodic reports that we file from time to time with the Securities and Exchange Commission. We do not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws. As a result of a number of known and unknown risks and uncertainties, our actual results or performance may be materially different from those expressed or implied by these forward-looking statements. You should not place undue reliance on these forward-looking statements.

Item 9.01 Financial Statements and Exhibits.



(d) Exhibits
Exhibit No.            Description

  99.1                   Press release, dated     January 18    , 2022
104                    Cover Page Interactive Data File (embedded within the inline XBRL document)


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