The information set forth in Item 1.02 of this Current Report on Form 8-K is incorporated herein by reference.
Item 1.02 Termination of a Material Definitive Agreement.
As previously disclosed, on December 10, 2025, Enova International, Inc. (the “Company”) entered into the Agreement and Plan of Merger, as amended on December 18, 2025 (as amended, the “Merger Agreement”), by and between the Company and Grasshopper Bancorp, Inc. (“Grasshopper”), a Delaware corporation and the parent holding company of Grasshopper Bank N.A. (“Grasshopper Bank”), a national bank and wholly-owned subsidiary of Grasshopper, pursuant to which, and subject to the terms and conditions therein, (i) Grasshopper was to merge with and into the Company (the “Merger”), and (ii) immediately following the Merger, an interim national bank and wholly-owned subsidiary of the Company was to merge with and into Grasshopper Bank.
On October 16, 2026, the Company and Grasshopper entered into the Mutual Termination Agreement and Release (the “Termination Agreement”) pursuant to which the parties agreed to mutually terminate the Merger Agreement effective as of such date. Under the terms of the Termination Agreement, the Company made a $4,000,000 cash payment to Grasshopper. Neither party will pay any other fees or have any other liabilities to each other related to the Merger Agreement.
The foregoing summary of the Merger Agreement and the Termination Agreement is not complete and is qualified in its entirety by reference to the complete text of the Merger Agreement, which is contained in Annex A to the proxy statement/prospectus included in the Registration Statement on Form S-4 (File No. 333-292287) filed with the U.S. Securities and Exchange Commission (the “SEC”) on December 19, 2025, and amended on December 29, 2025, and the complete text of the Termination Agreement, which is attached as Exhibit 10.1 hereto and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.