Rob O'Hare
Chief Financial Officer at AFRM
Executive
About Rob O’Hare
Rob O’Hare (age 44) is Chief Financial Officer of Affirm Holdings, Inc. He became CFO in November 2024 after serving as SVP, Finance since August 2020; prior roles include CFO at Tile (Feb–Aug 2020) and CFO at Spark Networks (Mar 2015–Feb 2020), with earlier finance roles at Square, Pandora, Spitfire Capital, Spectrum Equity Investors, and Thomas Weisel Partners . During his tenure as CFO, Affirm delivered FY2025 revenue of $3.224B (+39% YoY), revenue less transaction costs of $1.482B (+49% YoY), adjusted operating income of $778.1M (vs. $380.9M), and turned GAAP net income positive at $52.2M (vs. a $517.8M loss in FY2024) .
Past Roles
| Organization | Role | Years | Strategic Impact (as disclosed) |
|---|---|---|---|
| Affirm Holdings, Inc. | Chief Financial Officer | Nov 2024–present | Company reported strong FY2025 revenue growth and positive net income . |
| Affirm Holdings, Inc. | SVP, Finance | Aug 2020–Nov 2024 | Senior finance leadership prior to CFO appointment . |
| Tile | Chief Financial Officer | Feb–Aug 2020 | Finance leadership at consumer hardware/location-tech company . |
| Spark Networks | Chief Financial Officer | Mar 2015–Feb 2020 | Public-company CFO experience in consumer internet . |
| Square; Pandora; Spitfire Capital; Spectrum Equity Investors; Thomas Weisel Partners | Various finance/investment roles | Not disclosed | Broad finance, operating and investment experience across tech and financial firms . |
External Roles
- No public-company board or committee roles for Rob O’Hare are disclosed in Affirm’s filings .
Fixed Compensation
| Component (FY2025 unless noted) | Value |
|---|---|
| Base salary | $475,000 |
| Target annual cash incentive (% of salary) | 75% (increased from 60% upon CFO promotion in Nov 2024) |
| Target annual cash incentive ($) | $320,188 |
| Actual annual cash incentive payout (% of target) | 140.7% |
| Actual annual cash incentive payout ($) | $450,553 |
| Total reported compensation (FY2025) | $6,415,357 (includes equity grant-date fair value and other items) |
Performance Compensation
- Annual cash incentive plan metrics and payout (FY2025):
| Metric | Weight | Target | Actual | % Achievement vs Target | Metric Multiplier |
|---|---|---|---|---|---|
| Network size (blended of active consumers, GMV, RLTC) | 50% | 100% | 106.7% | 106.7% | 133.7% |
| Total revenue | 25% | $3.0B | $3.2B | 127.2% | 145.4% |
| Adjusted operating income | 25% | $506.5M | $778.1M | 153.6% | 150.0% |
| Gate | N/A | GAAP operating income gate at ≥$0 in 4Q FY2025 | Met | N/A | N/A |
| Total weighted payout | 100% | — | — | 123.6% | 140.7% |
- Equity program design:
- FY2025 NEO equity mix: 50% stock options, 50% RSUs; options and RSUs generally vest 1/4 after 1 year, remainder monthly (options) or quarterly (RSUs) over 3 years; CFO promotion grants in Nov 2024 vest monthly (options and RSUs) .
- FY2026 change: Introduction of performance stock units (PSUs) replacing options (50% PSUs, 50% time-vesting RSUs) with a 3-year performance period; PSU metrics: growth in revenue less transaction costs (50%) and adjusted operating income (50%), payout 50–200% of target based on average performance over FY2026–FY2028 .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership (as of Sep 30, 2025) | 18,201 Class A shares beneficially owned via options expected to vest within 60 days; <1% of class . |
| Notable FY2025 equity activity | Options exercised: 235,984 shares; value realized $6,610,288. RSUs vested: 86,973 shares; value realized $4,607,009 . |
| FY2025 equity grants (total) | Options: 78,015 shares; RSUs: 55,749 shares . |
| Stock ownership guidelines | Executives: 3× base salary; 5-year compliance window; RSUs count toward guidelines . |
| Hedging/short sales | Prohibited under Insider Trading Policy . |
| Pledging | No specific pledging policy disclosure identified in the proxy; only hedging/short sales prohibition disclosed . |
- Selected outstanding awards and vesting terms (as of FY2025 year-end):
- 9/16/2024 option grant: 47,953 options @ $44.06; vests 1/4 at 1-year then monthly; expires 9/16/2034 .
- 9/16/2024 RSU grant: 34,044 RSUs; vests 1/4 at 1-year then quarterly .
- 11/12/2024 CFO promotion option grant: 30,062 options @ $57.59; vests monthly; expires 11/12/2034 .
- 11/12/2024 CFO promotion RSU grant: 21,705 RSUs; vests monthly .
- Additional prior-period options/RSUs from 2022–2023 remain outstanding (see detailed Outstanding Equity Awards table for full schedule) .
Employment Terms
| Provision | Terms |
|---|---|
| Change in control (double-trigger) | If terminated without cause or resigns for good reason within 3 months before or 12 months after a CIC: 1.0× base salary + pro‑rata target bonus; up to 12 months COBRA; full acceleration of time-based equity . |
| Outside change in control | If terminated without cause (or CEO for good reason): 0.5× base salary; up to 6 months COBRA . |
| Death or disability | Pro‑rata cash incentive (greater of target or actual), 12 months COBRA, and 12 months of accelerated vesting (PSUs at target) . |
| Clawback | Compensation recovery policy effective Dec 1, 2023 for restatements, applicable to current/former executive officers . |
- Estimated payouts for Rob O’Hare (assuming triggering event on June 30, 2025):
- CIC double-trigger termination: Cash $831,250; accelerated RSUs $8,982,461; accelerated options $7,753,206; benefits $35,907; total $17,602,824 .
- Termination outside CIC: Cash $237,500; benefits $17,953; total $255,453 .
- Death/disability: Cash $501,297; accelerated RSUs $5,607,392; accelerated options $4,873,037; benefits $35,907; total $11,017,633 .
Compensation Structure Analysis
- Year-over-year mix and design trends:
- In FY2025, O’Hare’s variable pay was substantial: 75% target bonus with 140.7% payout on strong performance, and significant equity grants (50% options/50% RSUs) with multi-year vesting .
- For FY2026, shift to PSUs (replacing options) increases performance linkage to RLTC and adjusted operating income over a 3-year period (payout 50–200%), strengthening pay-for-performance alignment and reducing time-only vesting risk .
- Performance metric calibration and difficulty:
- FY2025 targets: Revenue $3.0B, Adjusted Operating Income $506.5M, and Network Size at 100%; actuals exceeded targets materially, supporting the above-target 140.7% payout .
- Investor feedback and governance:
- Say-on-Pay support of 93.9% in FY2024 indicates broad shareholder acceptance of the compensation program .
Related-Party and Risk Indicators
- Related-party transaction (board member affiliation): Lead Bank, led by director Jacqueline Reses, originated $5.4B of loans through Affirm’s platform in FY2025; Affirm paid ~$4.6M in fees and interest to Lead Bank (audited and overseen via related-party policy) .
- Section 16 reporting: The company disclosed an administrative oversight resulting in one late Form 4 filing for Mr. O’Hare (four transactions on Jan 3, 2025, filed Jan 8, 2025) .
- Hedging/short sales prohibited; no excise tax gross-ups on CIC benefits; double-trigger CIC design (shareholder-friendly) .
Compensation Peer Group (Benchmarking)
- Peer set used in FY2025 compensation decisions included: Bill.com, Block, Box, Dropbox, HubSpot, MarketAxess, MongoDB, Okta, Opendoor, Paycom, Paylocity, Shopify, SoFi, Tradeweb Markets, Twilio, Upstart, WEX, Zscaler (with New Relic removed due to lack of data post-acquisition) .
Additional FY2025 Performance Context
| Metric | FY2024 | FY2025 |
|---|---|---|
| Total revenue ($) | $2,322,999,000 | $3,224,412,000 |
| Revenue less transaction costs (Non-GAAP) ($) | $994,474,000 | $1,482,165,000 |
| Adjusted operating income (Non-GAAP) ($) | $380,864,000 | $778,083,000 |
| GAAP operating income (loss) ($) | ($615,847,000) | ($87,273,000) |
| GAAP net income (loss) ($) | ($517,757,000) | $52,186,000 |
Investment Implications
- Incentive alignment: O’Hare’s cash bonus and equity vesting are tied to scaled growth (revenue and network size) and profitability (adjusted operating income), with FY2025 payout at 140.7% reflecting overachievement; introduction of PSUs from FY2026 further hardwires pay-for-performance and multi-year value creation .
- Supply/insider pressure: FY2025 option exercises ($6.61M value) and ongoing monthly/quarterly vesting schedules indicate a steady cadence of potential liquidity events; however, hedging is prohibited and stock ownership guidelines apply (3× salary), partially mitigating misalignment risk .
- Retention and transaction dynamics: Robust CIC economics (full time-based equity acceleration and 1× salary plus pro‑rata bonus) create retention hooks but also substantial value in a change-of-control; outside CIC severance is modest (0.5× salary), maintaining performance accountability .
- Governance and disclosure: Strong Say‑on‑Pay support and standard clawback provisions are positives; an isolated late Form 4 was disclosed as administrative oversight; ongoing related‑party banking arrangement is disclosed and overseen by the Audit Committee .
Additional confirmations
- Executive status/authority: O’Hare is Affirm’s CFO and signed the June 12, 2025 Form 8‑K (appointment of Richard Galanti), evidencing his role and authority .