SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Founders Fund V Management, LLC (Last) (First) (Middle) ONE LETTERMAN DRIVE, BUILDING D 5TH FLOOR (Street) SAN FRANCISCO CA 94129 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 01/13/2021	3. Issuer Name and Ticker or Trading Symbol Affirm Holdings, Inc. [ AFRM ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	3,994,807	I	By Fund(1)
Class A Common Stock	1,074,604	I	By Fund(2)
Class A Common Stock	56,539	I	By Fund(3)
Class A Common Stock	2,205,293	I	By Fund(4)
Class A Common Stock	545,294	I	By Fund(5)
Class A Common Stock	27,418	I	By Fund(6)
Class A Common Stock	936,909	I	By Fund(7)
Class A Common Stock	60,429	I	By Fund(8)
Class A Common Stock	142,857	I	By LLC(9)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Common Stock	(10)	(10)	Class A Common Stock	3,994,807	(10)	I	By Fund(1)
Class B Common Stock	(10)	(10)	Class A Common Stock	1,074,604	(10)	I	By Fund(2)
Class B Common Stock	(10)	(10)	Class A Common Stock	56,539	(10)	I	By Fund(3)
Class B Common Stock	(10)	(10)	Class A Common Stock	2,205,293	(10)	I	By Fund(4)
Class B Common Stock	(10)	(10)	Class A Common Stock	545,294	(10)	I	By Fund(5)
Class B Common Stock	(10)	(10)	Class A Common Stock	27,418	(10)	I	By Fund(6)
Class B Common Stock	(10)	(10)	Class A Common Stock	936,909	(10)	I	By Fund(7)
Class B Common Stock	(10)	(10)	Class A Common Stock	60,429	(10)	I	By Fund(8)
Class B Common Stock	(10)	(10)	Class A Common Stock	142,857	(10)	I	By LLC(9)

1. Name and Address of Reporting Person* Founders Fund V Management, LLC (Last) (First) (Middle) ONE LETTERMAN DRIVE, BUILDING D 5TH FLOOR (Street) SAN FRANCISCO CA 94129 (City) (State) (Zip)

1. Name and Address of Reporting Person* Founders Fund V Entrepreneurs Fund, LP (Last) (First) (Middle) ONE LETTERMAN DRIVE, BUILDING D 5TH FLOOR (Street) SAN FRANCISCO CA 94129 (City) (State) (Zip)

1. Name and Address of Reporting Person* Founders Fund V Principals Fund, LP (Last) (First) (Middle) ONE LETTERMAN DRIVE, BUILDING D 5TH FLOOR (Street) SAN FRANCISCO CA 94129 (City) (State) (Zip)

1. Name and Address of Reporting Person* Founders Fund V, LP (Last) (First) (Middle) ONE LETTERMAN DRIVE, BUILDING D 5TH FLOOR (Street) SAN FRANCISCO CA 94129 (City) (State) (Zip)

1. Name and Address of Reporting Person* THIEL PETER (Last) (First) (Middle) C/O THE FOUNDERS FUND ONE LETTERMAN DRIVE, BUILDING D, 5TH FLO (Street) SAN FRANCISCO CA 94129 (City) (State) (Zip)

1. Name and Address of Reporting Person* Singerman Brian Aaron (Last) (First) (Middle) C/O THE FOUNDERS FUND ONE LETTERMAN DRIVE, BUILDING D, 5TH FLO (Street) SAN FRANCISCO CA 94129 (City) (State) (Zip)

Explanation of Responses:

1. Shares held by The Founders Fund V, LP ("FF-V"). The Founders Fund V Management, LLC ("FF-VM") is the general partner of FF-V and may be deemed to beneficially own the shares held by FF-V. Peter Thiel and Brian Singerman have shared voting and investment power over the shares held by FF-V and, accordingly, may be deemed to beneficially own the shares held by FF-V. Each of FF-VM, Mr. Thiel and Mr. Singerman disclaims beneficial ownership in these shares except to the extent of his or its respective pecuniary interest therein.

2. Shares held by The Founders Fund V Principals Fund, LP ("FF-VP"). FF-VM is the general partner of FF-VP and may be deemed to beneficially own the shares held by FF-VP. Peter Thiel and Brian Singerman have shared voting and investment power over the shares held by FF-VP and, accordingly, may be deemed to beneficially own the shares held by FF-VP. Each of FF-VM, Mr. Thiel and Mr. Singerman disclaims beneficial ownership in these shares except to the extent of his or its respective pecuniary interest therein.

3. Shares held by The Founders Fund V Entrepreneurs Fund, LP ("FF-VE"). FF-VM is the general partner of FF-VE and may be deemed to beneficially own the shares held by FF-VE. Peter Thiel and Brian Singerman have shared voting and investment power over the shares held by FF-VE and, accordingly, may be deemed to beneficially own the shares held by FF-VE. Each of FF-VM, Mr. Thiel and Mr. Singerman disclaims beneficial ownership in these shares except to the extent of his or its respective pecuniary interest therein.

4. Shares held by The Founders Fund VI, LP ("FF-VI"). Peter Thiel, Brian Singerman and Keith Rabois have shared voting and investment power over the shares held by FF-VI and, accordingly, may be deemed to beneficially own the shares held by FF-VI. Each of Mr. Thiel and Mr. Singerman disclaims beneficial ownership in these shares except to the extent of his respective pecuniary interest therein. Mr. Rabois is a director of the Issuer and files separate Section 16 reports.

5. Shares held by The Founders Fund VI Principals Fund, LP ("FF-VIP"). Peter Thiel, Brian Singerman and Keith Rabois have shared voting and investment power over the shares held by FF-VIP and, accordingly, may be deemed to beneficially own the shares held by FF-VIP. Each of Mr. Thiel and Mr. Singerman disclaims beneficial ownership in these shares except to the extent of his respective pecuniary interest therein. Mr. Rabois is a director of the Issuer and files separate Section 16 reports.

6. Shares held by The Founders Fund VI Entrepreneurs Fund, LP ("FF-VIE"). Peter Thiel, Brian Singerman and Keith Rabois have shared voting and investment power over the shares held by FF-VIE and, accordingly, may be deemed to beneficially own the shares held by FF-VIE. Each of Mr. Thiel and Mr. Singerman disclaims beneficial ownership in these shares except to the extent of his respective pecuniary interest therein. Mr. Rabois is a director of the Issuer and files separate Section 16 reports.

7. Shares held by The Founders Fund Growth, LP ("FF-G"). Peter Thiel, Brian Singerman and Keith Rabois have shared voting and investment power over the shares held by FF-G and, accordingly, may be deemed to beneficially own the shares held by FF-G. Each of Mr. Thiel and Mr. Singerman disclaims beneficial ownership in these shares except to the extent of his respective pecuniary interest therein. Mr. Rabois is a director of the Issuer and files separate Section 16 reports.

8. Shares held by The Founders Fund Growth Principals Fund, LP ("FF-GP"). Peter Thiel, Brian Singerman and Keith Rabois have shared voting and investment power over the shares held by FF-GP and, accordingly, may be deemed to beneficially own the shares held by FF-GP. Each of Mr. Thiel and Mr. Singerman disclaims beneficial ownership in these shares except to the extent of his respective pecuniary interest therein. Mr. Rabois is a director of the Issuer and files separate Section 16 reports.

9. Shares held by Rivendell Investments 3 LLC. Peter Thiel is the beneficial owner of Rivendell Investments 3 LLC and has sole voting and investment power over the shares held by Rivendell Investments 3 LLC.

10. Each share of the Issuer's Class B common stock, par value $0.00001 per share ("Class B Common Stock"), is convertible at any time into one share of the Issuer's Class A common stock, par value $0.00001 per share ("Class A Common Stock"). The Class B Common Stock has no expiration date.

Remarks:

The Reporting Persons disclaim group status and neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that they have formed a group.

	The Founders Fund Management V LLC, By /s/ Brian Singerman, Managing Member	01/13/2021
	The Founders Fund V Entrepreneurs Fund, LP, By The Founders Fund Management V LLC, General Partner, By /s/ Brian Singerman, Managing Member	01/13/2021
	The Founders Fund V Principals Fund, LP, By The Founders Fund Management V LLC, General Partner, By /s/ Brian Singerman, Managing Member	01/13/2021
	The Founders Fund V, LP, By The Founders Fund Management V LLC, General Partner, By /s/ Brian Singerman, Managing Member	01/13/2021
	/s/ Peter Thiel	01/13/2021
	/s/ Brian A. Singerman	01/13/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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