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FORM 8-K

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐ 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

On November 19, 2025, Gene Yoon resigned his position as a director of Open Lending Corporation (the “Company”). Mr. Yoon’s resignation is not the result of any dispute or disagreement with the Company or the Board of Directors (the “Board”) on any matter relating to the operations, policies, or practices of the Company.

Effective November 21, 2025, the Board appointed Abhijit Chaudhary to serve as a director to fill the vacancy created by the resignation of Mr. Yoon. Mr. Chaudhary’s term as a director will expire at the 2027 Annual Meeting of Stockholders. Mr. Chaudhary was also appointed to serve as a member of the Board’s Audit Committee and Nominating and Corporate Governance Committee.

Mr. Chaudhary serves as Executive Vice President, Global Debit, Prepaid & Sustainability Products of Mastercard Inc. Mr. Chaudhary previously served as Chief Product Officer of Pagaya Technologies Ltd. from October 2023 until November 2025. Prior to that, Mr. Chaudhary served as Chief Product Officer of Green Dot Corporation from January 2022 until October 2023. Mr. Chaudhary previously served in other roles at Green Dot Corporation, including EVP, Head of Direct to Consumer from January 2021 until December 2022 and General Manager, Direct to Consumer from June 2018 until December 2020. Mr. Chaudhary received a Bachelor of Science degree in Computer Engineering from University of Pune and a Master of Business Administration degree from Texas Tech University.

There are no arrangements or understandings between Mr. Chaudhary and any other person pursuant to which Mr. Chaudhary was selected as a director, and Mr. Chaudhary is not a participant in any related party transactions required to be disclosed pursuant to Item 404(a) of Regulation S-K.

The Company has entered into its standard form of director indemnification agreement with Mr. Chaudhary, the form of which is filed as Exhibit 10.11 to the Company’s Current Report on Form 8-K filed on June 16, 2020.

On November 25, 2025, the Company issued a press release in connection with the foregoing announcement. A copy of this press release is filed as Exhibit 99.1 to this report on Form 8-K.

(d)    Exhibits

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: November 25, 2025