Sezzle Inc. Announces Resignation of Director Karen Webster and Appointment of Bryan Hunt to Board

Key Developments:

• Director Resignation: Karen Webster has resigned from the Board of Directors of Sezzle Inc., citing “a growing difference in perspective with management around the company’s direction, key decisions, and governance.”
• Appointment of New Director: The Board has appointed Bryan Hunt as a non-employee director, effective immediately, to fill the vacancy created by Ms. Webster’s resignation.

Details of Director Resignation

Karen Webster’s resignation is a significant event, as she referenced substantive differences with management on the company’s strategic direction and governance matters. In her resignation letter, attached as Exhibit 17.1, Webster emphasized that the decision was not made lightly and was driven by these ongoing differences. She expressed pride in her contributions during her tenure and wished the company and the Board well moving forward.

Shareholders should note that a director resignation due to disagreements on company direction and governance can be a red flag, indicating potential boardroom or strategic tensions. This may raise concerns about future leadership stability, strategic consistency, or possible disagreements over value creation strategies. Such developments can be price sensitive and may impact investor confidence in the short term.

Appointment of Bryan Hunt as Director

On April 9, 2026, Sezzle’s Board appointed Bryan Hunt to serve as a non-employee director, effective immediately. Hunt’s appointment comes at a critical juncture following Ms. Webster’s departure and will last until the next Annual Meeting of Stockholders or until his successor is duly elected and qualified.

Mr. Hunt brings over 24 years of experience in financial services, securities analysis, investment banking, and corporate valuation. Notably, he spent more than two decades at Wells Fargo and its predecessors, specializing in high yield and equity research. He is highly regarded in the industry, having been recognized by Institutional Investor Magazine as the top food and beverage high yield analyst for seven consecutive years, and the top high yield analyst across all industries in 2016. Hunt holds honors and distinctions from Vanderbilt University’s Owen Graduate School of Management and the University of Alabama, and is a Chartered Financial Analyst (CFA).

His compensation will consist of an annual retainer of \$65,000 for Board service, \$7,500 for Audit and Risk Committee service, and \$3,750 for each of the Compensation Committee and Nominating and Corporate Governance Committee (prorated as appropriate). He will also receive a non-employee director grant of 935 restricted stock units, also prorated.

The company has confirmed there are no arrangements or understandings between Hunt and any other person regarding his selection as director, nor are there any transactions requiring disclosure under Item 404(a) of Regulation S-K. Sezzle will provide Hunt with standard indemnification and advancement of related expenses, subject to applicable law and the company’s agreements.

Key Considerations for Shareholders

• Potential Impact on Share Price: The resignation of a board member due to governance and strategic disagreements is a material event that could affect market sentiment and potentially impact Sezzle’s share price. Investors may interpret this as a signal of internal friction or concern over the company’s future direction.
• Governance & Board Stability: The appointment of an experienced financial analyst and industry expert like Bryan Hunt could help restore confidence in the Board’s oversight, but shareholders should closely monitor any further changes or developments in Sezzle’s leadership.
• Compensation and Governance: Details of director compensation and equity grants are in line with typical non-employee director arrangements, ensuring alignment with shareholder value creation.

Other Regulatory and Filing Notes

• The company’s common stock (par value \$0.00001 per share) trades under the symbol SEZL on the NASDAQ.
• There were no written communications, soliciting materials, or pre-commencement tender offers associated with this 8-K filing.
• Sezzle Inc. is not classified as an emerging growth company.

Conclusion

The departure of a director over strategic and governance disagreements and the immediate appointment of a new, highly credentialed director is a noteworthy development for Sezzle Inc. shareholders. Leadership stability, alignment on corporate strategy, and board governance will be key focus areas for investors going forward, and these changes may influence the company’s share price and perceived risk profile.

Disclaimer: This article is provided for informational purposes only and does not constitute investment advice. Investors should conduct their own due diligence and consult with a qualified financial advisor before making investment decisions. The author makes no representation or warranty as to the accuracy or completeness of the information contained herein.

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