Katapult Holdings, Inc.
A maker of lease-to-own payment technology, Katapult lets shoppers buy everyday goods—from furniture and appliances to tires and electronics—without a traditional credit card or loan, with merchants offering its plans at checkout. The company grew out of a Houston-area venture and took the name Katapult, a nod to launching purchases forward. Its platform powers leases across a network of retail partners, letting people pay over time and own the item at the end of the term.
Warrant expiring June 9, 2026
No funds or other consideration were used by the Reporting Person to acquire the shares of Common Stock reported herein. On August 11, the Issuer completed its previously announced merger transaction (the Merger) in accordance with the terms and conditions of the Agreement and Plan of Merger, dated by December 11, 2025, by and among the Issuer, Katapult Merger Sub 1, Inc., Katapult Merger Sub 2, LLC, CCF Holdings LLC, and Aarons Intermediate Holdco, Inc. See Item 2.01 of the Issuers current report on Form 8K filed with the Commission on August 11, 2026 for additional information regarding the completion of the Merger. In connection with the Merger, (a) 22,801,805 shares of Common Stock were issued to certain funds and accounts managed by the Reporting Person solely as non-cash merger consideration in exchange for such funds and accounts pre-merger holdings of (i) shares of common stock in Aarons Intermediate Holdco, Inc. and (ii) membership interests in CCF Holdings LLC, and (b) 612,985 shares of Common Stock were received as partial satisfaction of certain contingent payment obligations arising as a result of the Merger. The Reporting Person holds the securities of the Issuer for investment purposes and intends to review its investments on a continuing basis. Any actions the Reporting Person might undertake will be dependent upon the Reporting Persons review of numerous factors, including, but not limited to: an ongoing evaluation of the Issuers business, financial condition, operations and prospects; price levels of the Issuers securities; general market, industry and economic conditions; the relative attractiveness of alternative business and investment opportunities; and other future developments. The Reporting Person may acquire additional securities of the Issuer or retain or sell all or a portion of the securities then held, in the open market or in privately negotiated transactions. The Reporting Person may also enter into financial instruments or other agreements with institutional or other counterparties that would increase or decrease the Reporting Persons economic exposure with respect to their investment in the Issuer, which instruments or agreements may or may not affect the Reporting Persons beneficial ownership in securities of the Issuer. Except as set forth above, the Reporting Persons have no present plans or intentions which would result in or relate to any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.
The information set forth in Items 3 and 6 is incorporated by reference in its entirety into this Item 4. On December 11, 2025, the Issuer entered into the Merger Agreement with Merger Sub 1, Merger Sub 2, CCFI, and Aaron's. Pursuant to the Merger Agreement, on August 11, 2026, (i) Merger Sub 1 merged with and into Aaron's, with Aaron's surviving as a wholly owned subsidiary of the Issuer (the "Aaron's Merger"), and (ii) Merger Sub 2 merged with and into CCFI, with CCFI surviving as a wholly owned subsidiary of the Issuer (the "CCFI Merger" and, together with the Aaron's Merger, the "Mergers"). The Mergers were effected as all-stock transactions. No cash consideration was paid. Pursuant to the Merger Agreement, each outstanding equity interest in CCFI (other than certain excluded interests) was converted into the right to receive shares of Common Stock of the Issuer based on the applicable exchange ratios set forth in the Merger Agreement. Similarly, each share of Aaron's common stock outstanding immediately prior to the effective time was converted into shares of Common Stock of the Issuer based on the applicable exchange ratio. Mr. Jones serves as Observer to the Board of Directors. William Jones III, the son of W. Allan Jones, serves as a member of the Board of Directors of the Issuer, having been designated as a Class C director pursuant to the Stockholders Agreement described in Item 6. As a result, the Reporting Persons may have influence over the corporate activities of the Issuer, including activities that may relate to items described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. The Reporting Persons may, from time to time and subject to the Lock-Up Agreements described in Item 6, acquire additional securities of the Issuer either in the open market or in privately negotiated transactions, or dispose of all or a portion of their holdings, depending upon the Reporting Persons' evaluation of the Issuer's business, prospects and financial condition, the market for the Common Stock, other opportunities available to the Reporting Persons, general economic conditions, stock market conditions and other factors. Except as described in this Schedule 13D, the Reporting Persons do not have any present plans or proposals as of the date hereof that relate to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.
The information set forth in Items 3 and 6 is incorporated by reference in its entirety into this Item 4. On December 11, 2025, the Issuer entered into the Merger Agreement with Merger Sub 1, Merger Sub 2, CCFI, and Aaron's. Pursuant to the Merger Agreement, on August 11, 2026, (i) Merger Sub 1 merged with and into Aaron's, with Aaron's surviving as a wholly owned subsidiary of the Issuer (the "Aaron's Merger"), and (ii) Merger Sub 2 merged with and into CCFI, with CCFI surviving as a wholly owned subsidiary of the Issuer (the "CCFI Merger" and, together with the Aaron's Merger, the "Mergers"). The Mergers were effected as all-stock transactions. No cash consideration was paid. Pursuant to the Merger Agreement, each outstanding equity interest in CCFI (other than certain excluded interests) was converted into the right to receive shares of Common Stock of the Issuer based on the applicable exchange ratios set forth in the Merger Agreement. Similarly, each share of Aaron's common stock outstanding immediately prior to the effective time was converted into shares of Common Stock of the Issuer based on the applicable exchange ratio. Mr. Jones serves as Observer to the Board of Directors. William Jones III, the son of W. Allan Jones, serves as a member of the Board of Directors of the Issuer, having been designated as a Class C director pursuant to the Stockholders Agreement described in Item 6. As a result, the Reporting Persons may have influence over the corporate activities of the Issuer, including activities that may relate to items described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. The Reporting Persons may, from time to time and subject to the Lock-Up Agreements described in Item 6, acquire additional securities of the Issuer either in the open market or in privately negotiated transactions, or dispose of all or a portion of their holdings, depending upon the Reporting Persons' evaluation of the Issuer's business, prospects and financial condition, the market for the Common Stock, other opportunities available to the Reporting Persons, general economic conditions, stock market conditions and other factors. Except as described in this Schedule 13D, the Reporting Persons do not have any present plans or proposals as of the date hereof that relate to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.
The information set forth in Items 3 and 6 is incorporated by reference in its entirety into this Item 4. On December 11, 2025, the Issuer entered into the Merger Agreement with Merger Sub 1, Merger Sub 2, CCFI, and Aaron's. Pursuant to the Merger Agreement, on August 11, 2026, (i) Merger Sub 1 merged with and into Aaron's, with Aaron's surviving as a wholly owned subsidiary of the Issuer (the "Aaron's Merger"), and (ii) Merger Sub 2 merged with and into CCFI, with CCFI surviving as a wholly owned subsidiary of the Issuer (the "CCFI Merger" and, together with the Aaron's Merger, the "Mergers"). The Mergers were effected as all-stock transactions. No cash consideration was paid. Pursuant to the Merger Agreement, each outstanding equity interest in CCFI (other than certain excluded interests) was converted into the right to receive shares of Common Stock of the Issuer based on the applicable exchange ratios set forth in the Merger Agreement. Similarly, each share of Aaron's common stock outstanding immediately prior to the effective time was converted into shares of Common Stock of the Issuer based on the applicable exchange ratio. Mr. Jones serves as Observer to the Board of Directors. William Jones III, the son of W. Allan Jones, serves as a member of the Board of Directors of the Issuer, having been designated as a Class C director pursuant to the Stockholders Agreement described in Item 6. As a result, the Reporting Persons may have influence over the corporate activities of the Issuer, including activities that may relate to items described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. The Reporting Persons may, from time to time and subject to the Lock-Up Agreements described in Item 6, acquire additional securities of the Issuer either in the open market or in privately negotiated transactions, or dispose of all or a portion of their holdings, depending upon the Reporting Persons' evaluation of the Issuer's business, prospects and financial condition, the market for the Common Stock, other opportunities available to the Reporting Persons, general economic conditions, stock market conditions and other factors. Except as described in this Schedule 13D, the Reporting Persons do not have any present plans or proposals as of the date hereof that relate to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.
The information set forth in Items 3 and 6 is incorporated by reference in its entirety into this Item 4. On December 11, 2025, the Issuer entered into the Merger Agreement with Merger Sub 1, Merger Sub 2, CCFI, and Aaron's. Pursuant to the Merger Agreement, on August 11, 2026, (i) Merger Sub 1 merged with and into Aaron's, with Aaron's surviving as a wholly owned subsidiary of the Issuer (the "Aaron's Merger"), and (ii) Merger Sub 2 merged with and into CCFI, with CCFI surviving as a wholly owned subsidiary of the Issuer (the "CCFI Merger" and, together with the Aaron's Merger, the "Mergers"). The Mergers were effected as all-stock transactions. No cash consideration was paid. Pursuant to the Merger Agreement, each outstanding equity interest in CCFI (other than certain excluded interests) was converted into the right to receive shares of Common Stock of the Issuer based on the applicable exchange ratios set forth in the Merger Agreement. Similarly, each share of Aaron's common stock outstanding immediately prior to the effective time was converted into shares of Common Stock of the Issuer based on the applicable exchange ratio. Mr. Jones serves as Observer to the Board of Directors. William Jones III, the son of W. Allan Jones, serves as a member of the Board of Directors of the Issuer, having been designated as a Class C director pursuant to the Stockholders Agreement described in Item 6. As a result, the Reporting Persons may have influence over the corporate activities of the Issuer, including activities that may relate to items described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. The Reporting Persons may, from time to time and subject to the Lock-Up Agreements described in Item 6, acquire additional securities of the Issuer either in the open market or in privately negotiated transactions, or dispose of all or a portion of their holdings, depending upon the Reporting Persons' evaluation of the Issuer's business, prospects and financial condition, the market for the Common Stock, other opportunities available to the Reporting Persons, general economic conditions, stock market conditions and other factors. Except as described in this Schedule 13D, the Reporting Persons do not have any present plans or proposals as of the date hereof that relate to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.
The information set forth in Item 3 hereof is hereby incorporated by reference. Lock-Up Agreements In connection and concurrently with the execution and delivery of the Merger Agreement, IQV Holdco and certain other CCF and Aaron's securityholders entered into a lock-up agreement (the "Lock-Up Agreement") with the Issuer, Aaron's and CCFI. The Lock-Up Agreement provides that, among other things, IQV Holdco may not sell, transfer, pledge or dispose of ("Transfer") any Common Stock for six months following the consummation of the Mergers (the "Closing") without the prior written consent from the Issuer, subject to customary exceptions. At six months following the Closing, IQV Holdco (and any permitted distributee pursuant to the Lock-Up Agreement) may Transfer up to 50% of their shares of Common Stock. At nine months following the Closing, IQV Holdco (and any permitted distributee pursuant to the Lock-Up Agreement) may Transfer up to 75% of their shares of Common Stock. Upon the first anniversary of the Closing, the restrictions on Transfers contained in the Lock-Up Agreement will expire. The foregoing description of the Lock-Up Agreement does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the full text of the form of Lock-Up Agreement, which is incorporated herein by reference and included as an exhibit hereto. Registration Rights Agreement In connection and concurrently with the execution and delivery of the Merger Agreement, IQV Holdco entered into a registration rights agreement (the "Registration Rights Agreement") effective as of the Closing with the Issuer and the other equityholders named therein. The Registration Rights Agreement provides that, among other things, the Issuer must facilitate the registration of registrable securities for resale under the Securities Act of 1933, as amended (the "Securities Act"), including filing a registration statement within forty-five days after the Closing and maintaining its effectiveness until such time as the registered securities cease to be registrable securities in accordance with the agreement (including when they are sold or otherwise become freely tradable under Rule 144 without restriction). The Registration Rights Agreement also provides specified demand rights to certain "Primary Holders" (subject to customary conditions, including a minimum offering size and underwriter cutbacks) and piggyback registration rights for all holders of registrable securities. The Issuer has also agreed to, among other things, indemnify the holders of registrable securities, their permitted assignees, and their respective officers, directors, agents, brokers, underwriters, investment advisors, employees and each person who controls any such holder of registrable securities or permitted assignee (and the officers, directors, agents and employees of any such controlling person), and their respective successors, assigns, estates and personal representatives, from certain liabilities (including under the Securities Act and the Securities Exchange Act of 1934, as amended (the "Exchange Act")) and related costs and expenses (including reasonable attorneys' fees) arising out of or relating to the registration, subject to customary exceptions. The foregoing description of the Registration Rights Agreement does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the full text of the form of Registration Rights Agreement, which is incorporated herein by reference and included as an exhibit hereto. Stockholders Agreement In connection and concurrently with the execution and delivery of the Merger Agreement, IQV Holdco entered into a stockholders agreement, as amended by the First Amendment to Stockholders Agreement, dated June 17, 2026 and as it may be further amended, restated, supplemented or otherwise modified from time to time (the "Stockholders Agreement") with the Issuer. The Stockholders Agreement provides that, among other things, effective as of the Closing (or with respect to the filling of any vacancy, immediately following the effectiveness of the resignations contemplated in Section 2.1(a) of the Stockholders Agreement) (a) the size of the board of the Issuer (the "Board") was increased to ten directors, (b) all of the members of the Board as of the Closing resigned from the Board, (c) Jennifer Baldock, Michael Heller and Cory Miller were appointed to the Board and placed in the Class of the Board whose term ends at the first annual meeting following the Closing (the "Class A Directors"), (d) Philip Bartow III, Lynn DeVault, Eugene Schutt and Orlando Zayas were appointed to the Board and placed in the Class of the Board whose term ends at the second annual meeting following the Closing (the "Class B Directors"), (e) Will Jones, Kyle Hanson and Gregory L. Zink were appointed to the Board and placed in the Class of the Board whose term ends at the third annual meeting following the Closing (the "Class C Directors") and (f) Kyle Hanson was appointed to serve as the Executive Chairman of the Board. Pursuant to the Stockholders Agreement, the Board will nominate and recommend for election the Class A Directors at the Issuer's first annual meeting following the Closing, the Class B Directors at the Issuer's second annual meeting following the Closing and Will Jones (subject to certain beneficial ownership conditions) and the other Class C Directors at the Issuer's third annual meeting following the Closing. Additionally, pursuant to the Stockholders Agreement, for three years following the Closing, any increase in the size of the Board above ten directors shall require approval of eighty percent of the members of the then current Board; provided, that such affirmative vote includes at least one Jones Designee (as defined in the Stockholders Agreement). The foregoing description of the Stockholders Agreement does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the full text of the form of Stockholders Agreement and the First Amendment to Stockholders Agreement, which are incorporated herein by reference and included as exhibits hereto.
The information set forth in Item 3 hereof is hereby incorporated by reference. Lock-Up Agreements In connection and concurrently with the execution and delivery of the Merger Agreement, IQV Holdco and certain other CCF and Aaron's securityholders entered into a lock-up agreement (the "Lock-Up Agreement") with the Issuer, Aaron's and CCFI. The Lock-Up Agreement provides that, among other things, IQV Holdco may not sell, transfer, pledge or dispose of ("Transfer") any Common Stock for six months following the consummation of the Mergers (the "Closing") without the prior written consent from the Issuer, subject to customary exceptions. At six months following the Closing, IQV Holdco (and any permitted distributee pursuant to the Lock-Up Agreement) may Transfer up to 50% of their shares of Common Stock. At nine months following the Closing, IQV Holdco (and any permitted distributee pursuant to the Lock-Up Agreement) may Transfer up to 75% of their shares of Common Stock. Upon the first anniversary of the Closing, the restrictions on Transfers contained in the Lock-Up Agreement will expire. The foregoing description of the Lock-Up Agreement does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the full text of the form of Lock-Up Agreement, which is incorporated herein by reference and included as an exhibit hereto. Registration Rights Agreement In connection and concurrently with the execution and delivery of the Merger Agreement, IQV Holdco entered into a registration rights agreement (the "Registration Rights Agreement") effective as of the Closing with the Issuer and the other equityholders named therein. The Registration Rights Agreement provides that, among other things, the Issuer must facilitate the registration of registrable securities for resale under the Securities Act of 1933, as amended (the "Securities Act"), including filing a registration statement within forty-five days after the Closing and maintaining its effectiveness until such time as the registered securities cease to be registrable securities in accordance with the agreement (including when they are sold or otherwise become freely tradable under Rule 144 without restriction). The Registration Rights Agreement also provides specified demand rights to certain "Primary Holders" (subject to customary conditions, including a minimum offering size and underwriter cutbacks) and piggyback registration rights for all holders of registrable securities. The Issuer has also agreed to, among other things, indemnify the holders of registrable securities, their permitted assignees, and their respective officers, directors, agents, brokers, underwriters, investment advisors, employees and each person who controls any such holder of registrable securities or permitted assignee (and the officers, directors, agents and employees of any such controlling person), and their respective successors, assigns, estates and personal representatives, from certain liabilities (including under the Securities Act and the Securities Exchange Act of 1934, as amended (the "Exchange Act")) and related costs and expenses (including reasonable attorneys' fees) arising out of or relating to the registration, subject to customary exceptions. The foregoing description of the Registration Rights Agreement does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the full text of the form of Registration Rights Agreement, which is incorporated herein by reference and included as an exhibit hereto. Stockholders Agreement In connection and concurrently with the execution and delivery of the Merger Agreement, IQV Holdco entered into a stockholders agreement, as amended by the First Amendment to Stockholders Agreement, dated June 17, 2026 and as it may be further amended, restated, supplemented or otherwise modified from time to time (the "Stockholders Agreement") with the Issuer. The Stockholders Agreement provides that, among other things, effective as of the Closing (or with respect to the filling of any vacancy, immediately following the effectiveness of the resignations contemplated in Section 2.1(a) of the Stockholders Agreement) (a) the size of the board of the Issuer (the "Board") was increased to ten directors, (b) all of the members of the Board as of the Closing resigned from the Board, (c) Jennifer Baldock, Michael Heller and Cory Miller were appointed to the Board and placed in the Class of the Board whose term ends at the first annual meeting following the Closing (the "Class A Directors"), (d) Philip Bartow III, Lynn DeVault, Eugene Schutt and Orlando Zayas were appointed to the Board and placed in the Class of the Board whose term ends at the second annual meeting following the Closing (the "Class B Directors"), (e) Will Jones, Kyle Hanson and Gregory L. Zink were appointed to the Board and placed in the Class of the Board whose term ends at the third annual meeting following the Closing (the "Class C Directors") and (f) Kyle Hanson was appointed to serve as the Executive Chairman of the Board. Pursuant to the Stockholders Agreement, the Board will nominate and recommend for election the Class A Directors at the Issuer's first annual meeting following the Closing, the Class B Directors at the Issuer's second annual meeting following the Closing and Will Jones (subject to certain beneficial ownership conditions) and the other Class C Directors at the Issuer's third annual meeting following the Closing. Additionally, pursuant to the Stockholders Agreement, for three years following the Closing, any increase in the size of the Board above ten directors shall require approval of eighty percent of the members of the then current Board; provided, that such affirmative vote includes at least one Jones Designee (as defined in the Stockholders Agreement). The foregoing description of the Stockholders Agreement does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the full text of the form of Stockholders Agreement and the First Amendment to Stockholders Agreement, which are incorporated herein by reference and included as exhibits hereto.
Item 4 of the Schedule 13D is hereby amended and supplemented as follows: On August 11, 2026, HHCF transferred 612,985 shares of the Issuer's Common Stock in a private transaction.
Item 4 of the Schedule 13D is hereby amended and supplemented as follows: On August 11, 2026, HHCF transferred 612,985 shares of the Issuer's Common Stock in a private transaction.
Item 4 of the Schedule 13D is hereby amended and supplemented as follows: On August 11, 2026, HHCF transferred 612,985 shares of the Issuer's Common Stock in a private transaction.
| Holder | Schedule | % of class | Shares | Filed |
|---|---|---|---|---|
| BasePoint Group Inc. | 13DActivist | 26.8% | 23.41M | Aug 18, 2026 |
No funds or other consideration were used by the Reporting Person to acquire the shares of Common Stock reported herein. On August 11, the Issuer completed its previously announced merger transaction (the Merger) in accordance with the terms and conditions of the Agreement and Plan of Merger, dated by December 11, 2025, by and among the Issuer, Katapult Merger Sub 1, Inc., Katapult Merger Sub 2, LLC, CCF Holdings LLC, and Aarons Intermediate Holdco, Inc. See Item 2.01 of the Issuers current report on Form 8K filed with the Commission on August 11, 2026 for additional information regarding the completion of the Merger. In connection with the Merger, (a) 22,801,805 shares of Common Stock were issued to certain funds and accounts managed by the Reporting Person solely as non-cash merger consideration in exchange for such funds and accounts pre-merger holdings of (i) shares of common stock in Aarons Intermediate Holdco, Inc. and (ii) membership interests in CCF Holdings LLC, and (b) 612,985 shares of Common Stock were received as partial satisfaction of certain contingent payment obligations arising as a result of the Merger. The Reporting Person holds the securities of the Issuer for investment purposes and intends to review its investments on a continuing basis. Any actions the Reporting Person might undertake will be dependent upon the Reporting Persons review of numerous factors, including, but not limited to: an ongoing evaluation of the Issuers business, financial condition, operations and prospects; price levels of the Issuers securities; general market, industry and economic conditions; the relative attractiveness of alternative business and investment opportunities; and other future developments. The Reporting Person may acquire additional securities of the Issuer or retain or sell all or a portion of the securities then held, in the open market or in privately negotiated transactions. The Reporting Person may also enter into financial instruments or other agreements with institutional or other counterparties that would increase or decrease the Reporting Persons economic exposure with respect to their investment in the Issuer, which instruments or agreements may or may not affect the Reporting Persons beneficial ownership in securities of the Issuer. Except as set forth above, the Reporting Persons have no present plans or intentions which would result in or relate to any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. | ||||
| William Allan Jones | 13DActivist | 21.8% | 18.50M | Aug 18, 2026 |
The information set forth in Items 3 and 6 is incorporated by reference in its entirety into this Item 4. On December 11, 2025, the Issuer entered into the Merger Agreement with Merger Sub 1, Merger Sub 2, CCFI, and Aaron's. Pursuant to the Merger Agreement, on August 11, 2026, (i) Merger Sub 1 merged with and into Aaron's, with Aaron's surviving as a wholly owned subsidiary of the Issuer (the "Aaron's Merger"), and (ii) Merger Sub 2 merged with and into CCFI, with CCFI surviving as a wholly owned subsidiary of the Issuer (the "CCFI Merger" and, together with the Aaron's Merger, the "Mergers"). The Mergers were effected as all-stock transactions. No cash consideration was paid. Pursuant to the Merger Agreement, each outstanding equity interest in CCFI (other than certain excluded interests) was converted into the right to receive shares of Common Stock of the Issuer based on the applicable exchange ratios set forth in the Merger Agreement. Similarly, each share of Aaron's common stock outstanding immediately prior to the effective time was converted into shares of Common Stock of the Issuer based on the applicable exchange ratio. Mr. Jones serves as Observer to the Board of Directors. William Jones III, the son of W. Allan Jones, serves as a member of the Board of Directors of the Issuer, having been designated as a Class C director pursuant to the Stockholders Agreement described in Item 6. As a result, the Reporting Persons may have influence over the corporate activities of the Issuer, including activities that may relate to items described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. The Reporting Persons may, from time to time and subject to the Lock-Up Agreements described in Item 6, acquire additional securities of the Issuer either in the open market or in privately negotiated transactions, or dispose of all or a portion of their holdings, depending upon the Reporting Persons' evaluation of the Issuer's business, prospects and financial condition, the market for the Common Stock, other opportunities available to the Reporting Persons, general economic conditions, stock market conditions and other factors. Except as described in this Schedule 13D, the Reporting Persons do not have any present plans or proposals as of the date hereof that relate to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. | ||||
| Jones CapitalCorp, LLC | 13DActivist | 21.1% | 17.86M | Aug 18, 2026 |
The information set forth in Items 3 and 6 is incorporated by reference in its entirety into this Item 4. On December 11, 2025, the Issuer entered into the Merger Agreement with Merger Sub 1, Merger Sub 2, CCFI, and Aaron's. Pursuant to the Merger Agreement, on August 11, 2026, (i) Merger Sub 1 merged with and into Aaron's, with Aaron's surviving as a wholly owned subsidiary of the Issuer (the "Aaron's Merger"), and (ii) Merger Sub 2 merged with and into CCFI, with CCFI surviving as a wholly owned subsidiary of the Issuer (the "CCFI Merger" and, together with the Aaron's Merger, the "Mergers"). The Mergers were effected as all-stock transactions. No cash consideration was paid. Pursuant to the Merger Agreement, each outstanding equity interest in CCFI (other than certain excluded interests) was converted into the right to receive shares of Common Stock of the Issuer based on the applicable exchange ratios set forth in the Merger Agreement. Similarly, each share of Aaron's common stock outstanding immediately prior to the effective time was converted into shares of Common Stock of the Issuer based on the applicable exchange ratio. Mr. Jones serves as Observer to the Board of Directors. William Jones III, the son of W. Allan Jones, serves as a member of the Board of Directors of the Issuer, having been designated as a Class C director pursuant to the Stockholders Agreement described in Item 6. As a result, the Reporting Persons may have influence over the corporate activities of the Issuer, including activities that may relate to items described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. The Reporting Persons may, from time to time and subject to the Lock-Up Agreements described in Item 6, acquire additional securities of the Issuer either in the open market or in privately negotiated transactions, or dispose of all or a portion of their holdings, depending upon the Reporting Persons' evaluation of the Issuer's business, prospects and financial condition, the market for the Common Stock, other opportunities available to the Reporting Persons, general economic conditions, stock market conditions and other factors. Except as described in this Schedule 13D, the Reporting Persons do not have any present plans or proposals as of the date hereof that relate to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. | ||||
| Janie P. Jones | 13DActivist | 21.1% | 17.86M | Aug 18, 2026 |
The information set forth in Items 3 and 6 is incorporated by reference in its entirety into this Item 4. On December 11, 2025, the Issuer entered into the Merger Agreement with Merger Sub 1, Merger Sub 2, CCFI, and Aaron's. Pursuant to the Merger Agreement, on August 11, 2026, (i) Merger Sub 1 merged with and into Aaron's, with Aaron's surviving as a wholly owned subsidiary of the Issuer (the "Aaron's Merger"), and (ii) Merger Sub 2 merged with and into CCFI, with CCFI surviving as a wholly owned subsidiary of the Issuer (the "CCFI Merger" and, together with the Aaron's Merger, the "Mergers"). The Mergers were effected as all-stock transactions. No cash consideration was paid. Pursuant to the Merger Agreement, each outstanding equity interest in CCFI (other than certain excluded interests) was converted into the right to receive shares of Common Stock of the Issuer based on the applicable exchange ratios set forth in the Merger Agreement. Similarly, each share of Aaron's common stock outstanding immediately prior to the effective time was converted into shares of Common Stock of the Issuer based on the applicable exchange ratio. Mr. Jones serves as Observer to the Board of Directors. William Jones III, the son of W. Allan Jones, serves as a member of the Board of Directors of the Issuer, having been designated as a Class C director pursuant to the Stockholders Agreement described in Item 6. As a result, the Reporting Persons may have influence over the corporate activities of the Issuer, including activities that may relate to items described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. The Reporting Persons may, from time to time and subject to the Lock-Up Agreements described in Item 6, acquire additional securities of the Issuer either in the open market or in privately negotiated transactions, or dispose of all or a portion of their holdings, depending upon the Reporting Persons' evaluation of the Issuer's business, prospects and financial condition, the market for the Common Stock, other opportunities available to the Reporting Persons, general economic conditions, stock market conditions and other factors. Except as described in this Schedule 13D, the Reporting Persons do not have any present plans or proposals as of the date hereof that relate to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. | ||||
| The 1999 Janie P. Jones Family Trust | 13DActivist | 0.8% | 641.7K | Aug 18, 2026 |
The information set forth in Items 3 and 6 is incorporated by reference in its entirety into this Item 4. On December 11, 2025, the Issuer entered into the Merger Agreement with Merger Sub 1, Merger Sub 2, CCFI, and Aaron's. Pursuant to the Merger Agreement, on August 11, 2026, (i) Merger Sub 1 merged with and into Aaron's, with Aaron's surviving as a wholly owned subsidiary of the Issuer (the "Aaron's Merger"), and (ii) Merger Sub 2 merged with and into CCFI, with CCFI surviving as a wholly owned subsidiary of the Issuer (the "CCFI Merger" and, together with the Aaron's Merger, the "Mergers"). The Mergers were effected as all-stock transactions. No cash consideration was paid. Pursuant to the Merger Agreement, each outstanding equity interest in CCFI (other than certain excluded interests) was converted into the right to receive shares of Common Stock of the Issuer based on the applicable exchange ratios set forth in the Merger Agreement. Similarly, each share of Aaron's common stock outstanding immediately prior to the effective time was converted into shares of Common Stock of the Issuer based on the applicable exchange ratio. Mr. Jones serves as Observer to the Board of Directors. William Jones III, the son of W. Allan Jones, serves as a member of the Board of Directors of the Issuer, having been designated as a Class C director pursuant to the Stockholders Agreement described in Item 6. As a result, the Reporting Persons may have influence over the corporate activities of the Issuer, including activities that may relate to items described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. The Reporting Persons may, from time to time and subject to the Lock-Up Agreements described in Item 6, acquire additional securities of the Issuer either in the open market or in privately negotiated transactions, or dispose of all or a portion of their holdings, depending upon the Reporting Persons' evaluation of the Issuer's business, prospects and financial condition, the market for the Common Stock, other opportunities available to the Reporting Persons, general economic conditions, stock market conditions and other factors. Except as described in this Schedule 13D, the Reporting Persons do not have any present plans or proposals as of the date hereof that relate to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. | ||||
| IQV Holdco, LLC | 13DActivist | 0.1% | 47.2K | Aug 18, 2026 |
The information set forth in Item 3 hereof is hereby incorporated by reference. Lock-Up Agreements In connection and concurrently with the execution and delivery of the Merger Agreement, IQV Holdco and certain other CCF and Aaron's securityholders entered into a lock-up agreement (the "Lock-Up Agreement") with the Issuer, Aaron's and CCFI. The Lock-Up Agreement provides that, among other things, IQV Holdco may not sell, transfer, pledge or dispose of ("Transfer") any Common Stock for six months following the consummation of the Mergers (the "Closing") without the prior written consent from the Issuer, subject to customary exceptions. At six months following the Closing, IQV Holdco (and any permitted distributee pursuant to the Lock-Up Agreement) may Transfer up to 50% of their shares of Common Stock. At nine months following the Closing, IQV Holdco (and any permitted distributee pursuant to the Lock-Up Agreement) may Transfer up to 75% of their shares of Common Stock. Upon the first anniversary of the Closing, the restrictions on Transfers contained in the Lock-Up Agreement will expire. The foregoing description of the Lock-Up Agreement does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the full text of the form of Lock-Up Agreement, which is incorporated herein by reference and included as an exhibit hereto. Registration Rights Agreement In connection and concurrently with the execution and delivery of the Merger Agreement, IQV Holdco entered into a registration rights agreement (the "Registration Rights Agreement") effective as of the Closing with the Issuer and the other equityholders named therein. The Registration Rights Agreement provides that, among other things, the Issuer must facilitate the registration of registrable securities for resale under the Securities Act of 1933, as amended (the "Securities Act"), including filing a registration statement within forty-five days after the Closing and maintaining its effectiveness until such time as the registered securities cease to be registrable securities in accordance with the agreement (including when they are sold or otherwise become freely tradable under Rule 144 without restriction). The Registration Rights Agreement also provides specified demand rights to certain "Primary Holders" (subject to customary conditions, including a minimum offering size and underwriter cutbacks) and piggyback registration rights for all holders of registrable securities. The Issuer has also agreed to, among other things, indemnify the holders of registrable securities, their permitted assignees, and their respective officers, directors, agents, brokers, underwriters, investment advisors, employees and each person who controls any such holder of registrable securities or permitted assignee (and the officers, directors, agents and employees of any such controlling person), and their respective successors, assigns, estates and personal representatives, from certain liabilities (including under the Securities Act and the Securities Exchange Act of 1934, as amended (the "Exchange Act")) and related costs and expenses (including reasonable attorneys' fees) arising out of or relating to the registration, subject to customary exceptions. The foregoing description of the Registration Rights Agreement does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the full text of the form of Registration Rights Agreement, which is incorporated herein by reference and included as an exhibit hereto. Stockholders Agreement In connection and concurrently with the execution and delivery of the Merger Agreement, IQV Holdco entered into a stockholders agreement, as amended by the First Amendment to Stockholders Agreement, dated June 17, 2026 and as it may be further amended, restated, supplemented or otherwise modified from time to time (the "Stockholders Agreement") with the Issuer. The Stockholders Agreement provides that, among other things, effective as of the Closing (or with respect to the filling of any vacancy, immediately following the effectiveness of the resignations contemplated in Section 2.1(a) of the Stockholders Agreement) (a) the size of the board of the Issuer (the "Board") was increased to ten directors, (b) all of the members of the Board as of the Closing resigned from the Board, (c) Jennifer Baldock, Michael Heller and Cory Miller were appointed to the Board and placed in the Class of the Board whose term ends at the first annual meeting following the Closing (the "Class A Directors"), (d) Philip Bartow III, Lynn DeVault, Eugene Schutt and Orlando Zayas were appointed to the Board and placed in the Class of the Board whose term ends at the second annual meeting following the Closing (the "Class B Directors"), (e) Will Jones, Kyle Hanson and Gregory L. Zink were appointed to the Board and placed in the Class of the Board whose term ends at the third annual meeting following the Closing (the "Class C Directors") and (f) Kyle Hanson was appointed to serve as the Executive Chairman of the Board. Pursuant to the Stockholders Agreement, the Board will nominate and recommend for election the Class A Directors at the Issuer's first annual meeting following the Closing, the Class B Directors at the Issuer's second annual meeting following the Closing and Will Jones (subject to certain beneficial ownership conditions) and the other Class C Directors at the Issuer's third annual meeting following the Closing. Additionally, pursuant to the Stockholders Agreement, for three years following the Closing, any increase in the size of the Board above ten directors shall require approval of eighty percent of the members of the then current Board; provided, that such affirmative vote includes at least one Jones Designee (as defined in the Stockholders Agreement). The foregoing description of the Stockholders Agreement does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the full text of the form of Stockholders Agreement and the First Amendment to Stockholders Agreement, which are incorporated herein by reference and included as exhibits hereto. | ||||
| KMJ Group Holdings, LLC | 13DActivist | 0% | 0 | Aug 18, 2026 |
The information set forth in Item 3 hereof is hereby incorporated by reference. Lock-Up Agreements In connection and concurrently with the execution and delivery of the Merger Agreement, IQV Holdco and certain other CCF and Aaron's securityholders entered into a lock-up agreement (the "Lock-Up Agreement") with the Issuer, Aaron's and CCFI. The Lock-Up Agreement provides that, among other things, IQV Holdco may not sell, transfer, pledge or dispose of ("Transfer") any Common Stock for six months following the consummation of the Mergers (the "Closing") without the prior written consent from the Issuer, subject to customary exceptions. At six months following the Closing, IQV Holdco (and any permitted distributee pursuant to the Lock-Up Agreement) may Transfer up to 50% of their shares of Common Stock. At nine months following the Closing, IQV Holdco (and any permitted distributee pursuant to the Lock-Up Agreement) may Transfer up to 75% of their shares of Common Stock. Upon the first anniversary of the Closing, the restrictions on Transfers contained in the Lock-Up Agreement will expire. The foregoing description of the Lock-Up Agreement does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the full text of the form of Lock-Up Agreement, which is incorporated herein by reference and included as an exhibit hereto. Registration Rights Agreement In connection and concurrently with the execution and delivery of the Merger Agreement, IQV Holdco entered into a registration rights agreement (the "Registration Rights Agreement") effective as of the Closing with the Issuer and the other equityholders named therein. The Registration Rights Agreement provides that, among other things, the Issuer must facilitate the registration of registrable securities for resale under the Securities Act of 1933, as amended (the "Securities Act"), including filing a registration statement within forty-five days after the Closing and maintaining its effectiveness until such time as the registered securities cease to be registrable securities in accordance with the agreement (including when they are sold or otherwise become freely tradable under Rule 144 without restriction). The Registration Rights Agreement also provides specified demand rights to certain "Primary Holders" (subject to customary conditions, including a minimum offering size and underwriter cutbacks) and piggyback registration rights for all holders of registrable securities. The Issuer has also agreed to, among other things, indemnify the holders of registrable securities, their permitted assignees, and their respective officers, directors, agents, brokers, underwriters, investment advisors, employees and each person who controls any such holder of registrable securities or permitted assignee (and the officers, directors, agents and employees of any such controlling person), and their respective successors, assigns, estates and personal representatives, from certain liabilities (including under the Securities Act and the Securities Exchange Act of 1934, as amended (the "Exchange Act")) and related costs and expenses (including reasonable attorneys' fees) arising out of or relating to the registration, subject to customary exceptions. The foregoing description of the Registration Rights Agreement does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the full text of the form of Registration Rights Agreement, which is incorporated herein by reference and included as an exhibit hereto. Stockholders Agreement In connection and concurrently with the execution and delivery of the Merger Agreement, IQV Holdco entered into a stockholders agreement, as amended by the First Amendment to Stockholders Agreement, dated June 17, 2026 and as it may be further amended, restated, supplemented or otherwise modified from time to time (the "Stockholders Agreement") with the Issuer. The Stockholders Agreement provides that, among other things, effective as of the Closing (or with respect to the filling of any vacancy, immediately following the effectiveness of the resignations contemplated in Section 2.1(a) of the Stockholders Agreement) (a) the size of the board of the Issuer (the "Board") was increased to ten directors, (b) all of the members of the Board as of the Closing resigned from the Board, (c) Jennifer Baldock, Michael Heller and Cory Miller were appointed to the Board and placed in the Class of the Board whose term ends at the first annual meeting following the Closing (the "Class A Directors"), (d) Philip Bartow III, Lynn DeVault, Eugene Schutt and Orlando Zayas were appointed to the Board and placed in the Class of the Board whose term ends at the second annual meeting following the Closing (the "Class B Directors"), (e) Will Jones, Kyle Hanson and Gregory L. Zink were appointed to the Board and placed in the Class of the Board whose term ends at the third annual meeting following the Closing (the "Class C Directors") and (f) Kyle Hanson was appointed to serve as the Executive Chairman of the Board. Pursuant to the Stockholders Agreement, the Board will nominate and recommend for election the Class A Directors at the Issuer's first annual meeting following the Closing, the Class B Directors at the Issuer's second annual meeting following the Closing and Will Jones (subject to certain beneficial ownership conditions) and the other Class C Directors at the Issuer's third annual meeting following the Closing. Additionally, pursuant to the Stockholders Agreement, for three years following the Closing, any increase in the size of the Board above ten directors shall require approval of eighty percent of the members of the then current Board; provided, that such affirmative vote includes at least one Jones Designee (as defined in the Stockholders Agreement). The foregoing description of the Stockholders Agreement does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the full text of the form of Stockholders Agreement and the First Amendment to Stockholders Agreement, which are incorporated herein by reference and included as exhibits hereto. | ||||
| HHCF Series 21 Sub, LLC | 13D/AActivist | 0.65% | 32.3K | Aug 13, 2026 |
Item 4 of the Schedule 13D is hereby amended and supplemented as follows: On August 11, 2026, HHCF transferred 612,985 shares of the Issuer's Common Stock in a private transaction. | ||||
| HHCF Series 21 Sub Holdco, LLC | 13D/AActivist | 0.65% | 32.3K | Aug 13, 2026 |
Item 4 of the Schedule 13D is hereby amended and supplemented as follows: On August 11, 2026, HHCF transferred 612,985 shares of the Issuer's Common Stock in a private transaction. | ||||
| Hawthorn Horizon Credit Fund, LLC | 13D/AActivist | 0.65% | 32.3K | Aug 13, 2026 |
Item 4 of the Schedule 13D is hereby amended and supplemented as follows: On August 11, 2026, HHCF transferred 612,985 shares of the Issuer's Common Stock in a private transaction. | ||||