---
schema_version: "secwatch.filing_event.v1"
accession: "0001628280-23-034811"
form_type: "8-K"
ticker: "AFRM"
cik: "0001820953"
company_name: "Affirm Holdings, Inc."
filed_at: "2023-10-20T23:59:59+00:00"
generated_at: "2026-06-09T18:50:46.906446+00:00"
event_type: "leadership"
sentiment: "neutral"
materiality_score: 0.4
calibrated_materiality_score: 0.4
confidence: "high"
source: SEC EDGAR
---

# Director resignation, appointment of Manolo Sanchez, and bylaw amendment on majority voting

## Summary
- Director Jenny Ming resigned effective Oct 31, 2023; no disagreement with company operations, policies or practices.
- Manolo Sánchez appointed Class II director eff. Nov 1, 2023; named to Audit and Nominating & Governance committees.
- Sánchez receives $500K RSU (3-yr vest), $200K annual RSU, and $45K annual cash retainer, prorated.
- Bylaw amendment: majority vote standard in uncontested director elections; resignation policy for failed votes.
- Sánchez was president/CEO of Compass Bank (BBVA US) 2008-2017; brings banking and risk management expertise.

## SEC filing metadata
- accession: 0001628280-23-034811
- form_type: 8-K
- ticker: AFRM
- cik: 0001820953
- company_name: Affirm Holdings, Inc.
- filed_at: 2023-10-20T23:59:59+00:00
- event_type: leadership
- sentiment: neutral
- materiality_score: 0.4
- calibrated_materiality_score: 0.4
- confidence: high
- sec_items: 5.02, 5.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1820953/000162828023034811/0001628280-23-034811-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1820953/000162828023034811/afrm-20231017.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001628280-23-034811
- JSON: https://secwatch.observer/filing/0001628280-23-034811.json
- Plain text: https://secwatch.observer/filing/0001628280-23-034811.txt

## Key facts
- Executive change
  Jenny J. Ming resigned as Director at Affirm Holdings, Inc..
  - Action: resigned
  - Role: Director
  source text: On October 17, 2023, Jenny J. Ming, a member of the Board of Directors (the “Board”) of Affirm Holdings, Inc. (the “Company”), resigned as a member of the Board, effective October 31, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1820953/000162828023034811/0001628280-23-034811-index.htm
- Executive change
  Manolo Sánchez was appointed as Director at Affirm Holdings, Inc..
  - Action: appointed
  - Role: Director
  source text: On October 18, 2023, the Board appointed Manolo Sánchez to the Board as a Class II director, effective November 1, 2023, with a term expiring at the Company’s 2025 annual meeting of stockholders.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1820953/000162828023034811/0001628280-23-034811-index.htm
- Governance Changes
  Affirm Holdings, Inc.: Amended bylaws to implement majority vote standard in uncontested director elections and adopt resignation policy for directors failing to receive sufficient votes under that standard (effective 2023-10-18).
  - Change: bylaw amendment
  - Effective: 2023-10-18
  source text: On October 18, 2023, the Board approved amendments to the Company’s Amended and Restated Bylaws (the “Amended Bylaws”). The Amended Bylaws implement a majority vote standard in uncontested director elections. At the same time, the Board adopted a resignation policy for incumbent directors who fail to receive sufficient votes under the majority vote standard.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1820953/000162828023034811/0001628280-23-034811-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.