Form 8-K

8-K — Finwise Bancorp

Accession: 0001856365-26-000028

Filed: 2026-04-08

Period: 2026-04-02

CIK: 0001856365

SIC: 6022 (STATE COMMERCIAL BANKS)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — finw-20260402.htm (Primary)

EX-99.1 (prkenttransitiontojim.htm)

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8-K

8-K (Primary)

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0001856365FALSE00018563652026-04-022026-04-02

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 2, 2026

FINWISE BANCORP

(Exact name of registrant as specified in its charter)

Utah 001-40721 83-0356689

(State or other jurisdiction of incorporation or organization) (Commission file number) (I.R.S. employer identification no.)

756 East Winchester St., Suite 100

84107

Murray, Utah

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (801) 501-7200

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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))

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. ☐

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

Title of each class Trading Symbol(s) Name of exchange on which registered

Common Stock, par value $0.001 per share FINW The NASDAQ Stock Market LLC

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b)

Departure of Chief Executive Officer

On April 6, 2026, Kent Landvatter ceased to serve as Chief Executive Officer of FinWise Bancorp (“the Company”) but will retain the role as Executive Chairman of the Company and FinWise Bank, a wholly owned subsidiary of the Company (the “Bank”). In his capacity as Executive Chairman, Mr. Landvatter will remain an employee of the Company with no change to his existing compensation arrangements.

(c)

Appointment of New Chief Executive Officer

Effective April 6, 2026, Jim Noone was appointed to the position of Chief Executive Officer of the Company. Mr. Noone will also continue to serve as President and Chief Executive Officer of the Bank.

Mr. Noone, 47, joined the Bank in February 2018 and was named Executive Vice President and Chief Credit Officer in June 2018 becoming Chief Strategy Officer in November 2022 and President of the Bank in March 2023. He was named as Chief Executive Officer of the Bank in March 2025. Mr. Noone has over 20 years of financial services experience including commercial and investment banking as well as private equity. Prior to joining the Bank, Mr. Noone served as Executive Vice President of Prudent Lenders, an SBA service provider from 2012 to 2018.Mr. Noone is not party to any related party transactions for which disclosure would be required pursuant to Item 404(a) of Regulation S-K. There are no family relationships between Mr. Noone and any director or executive officer of the Company. In connection with his appointment as Chief Executive Officer of the Company, there are no new or amended compensatory arrangements with Mr. Noone.

Item 7.01 Regulation FD Disclosure.

On April 8, 2026, the Company announced the appointment of Jim Noone to the position of Chief Executive Officer of the Company and that Kent Landvatter would cease to serve as Chief Executive Officer of the Company, but will retain the role as Executive Chairman of the Company and the Bank.

A copy of the Company’s press release announcing these changes is furnished as Exhibit 99.1 to this Form 8-K.

The information set forth under this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits

Exhibit No. Description

99.1

Press Release dated April 8, 2026

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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

DATE: April 8, 2026 FINWISE BANCORP

/s/ Robert Wahlman

Name: Robert Wahlman

Title: Chief Financial Officer and Executive Vice President

EX-99.1

Filename: prkenttransitiontojim.htm · Sequence: 2

Document

FinWise Bancorp Announces Leadership Transition Appointing Jim Noone as Chief Executive Officer of the Holding Company

MURRAY, Utah, April 8, 2026 (GLOBE NEWSWIRE) -- FinWise Bancorp (NASDAQ: FINW) (“FinWise” or the “Company”), parent company of FinWise Bank (the “Bank”), today announced the appointment of Jim Noone as Chief Executive Officer of the Company, effective April 6, 2026. Kent Landvatter, who has served as Chief Executive Officer since 2010, will retain the role of Executive Chairman of the Company and Bank.

This transition reflects the successful execution of a deliberate, multi‑year succession plan established by the Board of Directors. Mr. Noone was appointed President of FinWise Bank in 2023, to President of the Company in 2024, to Chief Executive Officer of the Bank in 2025, and now to Chief Executive Officer of the Company. He will continue as President and Chief Executive Officer of the Bank.

“Kent and Jim have worked in close partnership throughout this transition,” said Howard Reynolds, Vice Chairman and Lead Independent Director of FinWise. “Jim has consistently delivered strong operational execution and sound judgment throughout his career at FinWise. The Board has complete confidence in his leadership and ability to continue executing the Company’s strategy.”

In his new role as Executive Chairman, Mr. Landvatter will remain an employee and actively engaged in long term strategy, board governance, investor relations, and other high-level initiatives, ensuring continuity and stability.

“This transition does not represent a change in strategic direction,” Mr. Reynolds emphasized. “FinWise’s priorities, financial targets, and operating model remain unchanged.”

“I am honored to step into the role of CEO of FinWise and grateful for the trust the Board has placed in me,” said Jim Noone. “This was a thoughtfully planned transition, and I am fortunate to have worked closely with Kent for many years. We have a strong team, a clear strategy, and a disciplined operating model, and I look forward to continuing to execute our priorities while building long term value for our stakeholders.”

“Succession planning has been a long‑standing priority for the Board and for me personally, and this transition reflects the successful execution of that work,” said Kent Landvatter, Executive Chairman. “Jim has proven himself at every stage of his progression, and I have complete confidence in his leadership. As Executive Chairman, I will remain engaged in strategy and governance while enabling Jim and the executive management team to lead the Company forward.”

About FinWise

FinWise provides Banking and Payments solutions to fintech brands. Its existing Strategic Program Lending business, conducted through scalable API-driven infrastructure, powers deposit, lending and payments programs for leading fintech brands. As part of Strategic Program Lending, FinWise also provides a Credit Enhanced Balance Sheet Program, which addresses the challenges that lending and card programs face diversifying their funding sources and managing capital efficiency. In addition, FinWise manages other Lending programs such as SBA 7(a), Owner Occupied Commercial Real Estate, and Leasing, which provide flexibility for disciplined balance sheet growth. The Company is also expanding and diversifying its business model by incorporating Payments (MoneyRails™) and BIN Sponsorship offerings. Through its compliance oversight and risk management-first culture, the Company is well positioned to guide fintechs through a rigorous process to facilitate regulatory compliance.

https://www.finwise.bank/

Contacts

investors@finwisebank.com

media@finwisebank.com

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