X0306 4 2017-02-17 0 0001464343 Atlanticus Holdings Corp ATLC 0001106486 HANNA DAVID G C/O ATLANTICUS HOLDINGS CORPORATION FIVE CONCOURSE PARKWAY, SUITE 300 ATLANTA GA 30328 1 1 1 0 CEO & Chairman of the Board Common Stock 4098072 I By LLC Employee Stock Option (right to buy) 2.78 2017-02-17 4 A 0 1000000 0.00 A 2022-02-17 Common Stock 1000000 1000000 D The reporting person disclaims beneficial ownership of these securities except to the extent of the reporting person's pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or any other purpose. The option becomes exercisable, if at all, on February 17, 2020 for (i) 250,000 shares of common stock if the compound annual growth rate in Atlanticus' common stock price for the three year period beginning on the date of grant is equal to or greater than 7% but less than 12%, (ii) 500,000 shares of common stock if the compound annual growth rate in Atlanticus' common stock price for the three year period beginning on the date of grant is equal to or greater than 12% but less than 20%, or (iii) 1,000,000 shares of common stock if the compound annual growth rate in Atlanticus' common stock price for the three year period beginning on the date of grant is equal to or greater than 20%. /s/ David G. Hanna 2017-02-22