0002064124 2025-09-12 2025-09-12 0002064124 1 2025-09-12 2025-09-12 0002064124 2 2025-09-12 2025-09-12 0002064124 3 2025-09-12 2025-09-12 0002064124 4 2025-09-12 2025-09-12 0002064124 5 2025-09-12 2025-09-12 0002064124 6 2025-09-12 2025-09-12 0002064124 7 2025-09-12 2025-09-12 iso4217:USD pure shares S-8 S-8 EX-FILING FEES 0002064124 Figure Technology Solutions, Inc. N/A false false false false false false false S-8 Figure Technology Solutions, Inc. Equity Class A common stock, par value $0.0001 per share ("Class A common stock"), reserved for issuance upon the exercise of outstanding options granted under the Registrant's 2018 Equity Incentive Plan, as amended (the "2018 Plan") true 25575566 111033513.70 0.0001531 16999.23 Equity Class B common stock, par value $0.0001 per share ("Class B common stock"), reserved for issuance upon the exercise of outstanding options granted under the 2018 Plan true 4559904 21978737.28 0.0001531 3364.94 Equity Class A common stock reserved for issuance upon the exercise of outstanding options granted under the Registrant's 2024 Equity Incentive Plan, as amended (the "Markets Plan") true 2255407 7642983.17 0.0001531 1170.14 Equity Class B common stock reserved for issuance upon the exercise of outstanding options granted under the Registrant's 2025 Incentive Award Plan, as amended (the "2025 Plan") true 3200942 80023550.00 0.0001531 12251.61 Equity Class A common stock reserved for issuance pursuant to awards under the Registrant's 2025 Plan true 19784984 494624600.00 0.0001531 75727.03 Equity Class B common stock reserved for issuance pursuant to awards under the Registrant's 2025 Plan true 19784984 494624600.00 0.0001531 75727.03 Equity Class A common stock reserved for issuance pursuant to awards under the Registrant's Employee Stock Purchase Plan (the "ESPP") true 2133961 45346671.25 0.0001531 6942.58 1255274655.40 192182.56 0.00 192182.56 1(a) Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the "Securities Act"), this registration statement ("Registration Statement") shall also cover any additional shares of Class A common stock or Class B common stock that become issuable under the 2018 Plan, the Markets Plan, the 2025 Plan and the ESPP, by reason of any stock dividend, stock split, recapitalization, or other similar transaction effected without receipt of consideration that results in an increase to the number of outstanding shares of Class A common stock or Class B common stock, as applicable. 1(b) Represents 25,575,566 shares of Class A common stock issuable upon the exercise of options to purchase shares of Class A common stock outstanding under the 2018 Plan as of the date of this Registration Statement. (c) Any shares of Class A common stock or Class B common stock that are subject to awards under the 2018 Plan that (i) expire, lapse or are terminated, exchanged for or settled in cash, surrendered, repurchased, canceled without having been fully exercised or forfeited, in any case, in a manner that results in the Registrant acquiring shares covered by the award at a price not greater than the price (as adjusted to reflect any equity restructuring) paid by the participant for such shares or not issuing any shares covered by the award or (ii) shares delivered (either by actual delivery or attestation) to the Registrant by a participant to satisfy the applicable exercise or purchase price of an award and/or to satisfy any applicable tax withholding obligation with respect to an award (including shares retained by the Registrant from the award being exercised or purchased and/or creating the tax obligation), will be available for issuance as Class A common stock or Class B common stock, as applicable, under the 2025 Plan. (d) Estimated solely for purposes of calculating the registration fee in accordance with Rule 457(h) under the Securities Act. The proposed maximum offering price per share and the proposed maximum aggregate offering price are based upon $4.34, which is the weighted-average exercise price for Class A common stock options outstanding under the 2018 Plan as of the date of this Registration Statement. See notes 1(a) and 1(c). 2(a) Represents 4,559,904 shares of Class B common stock issuable upon the exercise of options to purchase shares of Class B common stock outstanding under the 2018 Plan as of the date of this Registration Statement. 2(b) Estimated solely for purposes of calculating the registration fee in accordance with Rule 457(h) under the Securities Act. The proposed maximum offering price per share and the proposed maximum aggregate offering price are based upon $4.82, which is the weighted-average exercise price for Class B common stock options outstanding under the 2018 Plan as of the date of this Registration Statement. See notes 1(a) and 1(c). 3(a) Represents 2,255,407 shares of Class A common stock issuable upon the exercise of options to purchase shares of Class A common stock outstanding under the Markets Plan as of the date of this Registration Statement. 3(b) Estimated solely for purposes of calculating the registration fee in accordance with Rule 457(h) under the Securities Act. The proposed maximum offering price per share and the proposed maximum aggregate offering price are based upon $3.39, which is the weighted-average exercise prices for Class A common stock options outstanding under the Markets Plan as of the date of this Registration Statement. See notes 1(a) and 1(c). 4(a) Represents 3,200,942 shares of Class B common stock issuable upon the exercise of options to purchase shares of Class B common stock outstanding under the 2025 Plan as of the date of this Registration Statement. 4(b) Estimated solely for purposes of calculating the registration fee in accordance with Rule 457(h) under the Securities Act. The proposed maximum offering price per share and the proposed maximum aggregate offering price are based upon $25.00, which is the weighted-average exercise price for Class B common stock options outstanding under the 2025 Plan as of the date of this Registration Statement. See notes 1(a) and 1(c). 5(a) Represents 19,784,984 shares of Class A common stock or Class B common stock reserved for future issuance under the 2025 Plan, which number consists of (a) 18,138,673 shares initially available for issuance under the 2025 Plan after excluding Class B common stock issuable upon the exercise of options to purchase shares of Class B common stock granted prior to the date hereof and (b) an additional 1,646,311 shares previously reserved but unissued under the 2018 Plan as of the effective date of the 2025 Plan that are now available for issuance under the 2025 Plan. The number of shares of reserved for issuance under the 2025 Plan will automatically increase on January 1st of each year, starting on January 1, 2026 and continuing annually on the anniversary thereof through (and including) January 1, 2035, equal to the lesser of (A) five percent (5%) of the aggregate number of shares of the Registrant's Class A common stock and Class B common stock outstanding on an as-converted basis on the last day of the immediately preceding fiscal year and (B) such lesser amount as determined by the Registrant's board of directors. 5(b) Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(h) under the Securities Act. The proposed maximum offering price per share and the proposed maximum aggregate offering price are based on the initial public offering price of the Class A common stock of $25.00 per share, as set forth in the Registrant's Registration Statement on Form S-1 (File No. 333-289695), as amended (the "S-1 Registration Statement"), that was declared effective on September 10, 2025. See notes 1(a), 1(b), 5(a), and 5(b). See notes 1(a) and 1(b). 7(a) Represents 2,133,961 shares of Class A common stock reserved for future issuance under the ESPP. The number of shares of reserved for issuance under the 2025 Plan will automatically increase on January 1st of each year, starting on January 1, 2026 and continuing annually on the anniversary thereof through (and including) January 1, 2035, equal to the lesser of (A) one percent (1%) of the outstanding shares of the Registrant's Class A common stock and Class B common stock outstanding on an as converted basis on the last day of the immediately preceding fiscal year and (B) such lesser amount as determined by the Registrant's board of directors. 7(b) Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(h) under the Securities Act. The proposed maximum offering price per share and the proposed maximum aggregate offering price are based on the initial public offering price of the Class A common stock of $21.25 per share, as set forth in the Registrant's S-1 Registration Statement multiplied by 85%, which reflects the discount to the purchase price applicable to purchases under the ESPP.