UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41430 Pagaya Technologies Ltd. (Exact name of Registrant as specified in its charter) Israel 87-3083236 (State or other jurisdiction ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to OR ☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECU ...

Pagaya Technologies Ltd. (NASDAQ:PGY) Q4 2023 Results Conference Call February 21, 2024 8:30 AM ET Company Participants Jency John - Head of IR Gal Krubiner - Chief Executive Officer Sanjiv Das - President Evangelos Perros - Chief Financial Officer Conference Call Participants Joseph Vafi - Canaccord Genuity Michael Legg - The Benchmark Company David Scharf - Citizens JMP Securities John Hecht - Jefferies Hal Goetsch - B. Riley Securities Operator Greetings, and welcome to Pagaya Q4 2023 Earnings Call. At t ...

Financial Performance - Record network volume of $2.4 billion, grew by 33% year-over-year, driven by new partnerships in auto and real estate verticals[6] - Record total revenue and other income of $218 million, grew by 13% year-over-year, with 18% growth in revenue from fees[7] - Record revenue from fees less production costs (FRLPC) of $76 million, increased 42% year-over-year, with FRLPC margin expanding to 3.2%[8] - Record Adjusted EBITDA of $34 million, exceeding outlook, with an annualized run-rate of over $135 million based on Q4 results[9] - Adjusted net income of $12 million, improved by $16 million year-over-year, marking the third consecutive quarter of positive adjusted net income[10] - The company achieved record network volume of $8.3 billion in 2023, with total revenue of $812 million and Adjusted EBITDA of $82 million[56] - In Q4 2023, network volume grew 33% year-over-year to $2.4 billion, with total revenue increasing 13% to $218 million and FRLPC growing 42% to $76 million[61][66][68] - The company delivered record adjusted EBITDA of $34 million in Q4 2023, with an adjusted EBITDA margin of 16%, marking the second consecutive quarter of positive GAAP operating income[76][77] - Revenue from fees increased to $772.8 million in 2023, up 12.7% from $685.4 million in 2022[103] - Net loss attributable to Pagaya Technologies Ltd. improved to $128.4 million in 2023, compared to $302.3 million in 2022[103] - Non-GAAP adjusted net income was $16.6 million in 2023, a significant improvement from a loss of $32.7 million in 2022[103] - Net Loss Attributable to Pagaya Technologies Ltd. for Q4 2023 was $(14.4 million), compared to $(34.0 million) in Q4 2022, showing a significant improvement[110] - Adjusted Net Income for Q4 2023 was $12.4 million, a substantial improvement from $(3.7 million) in Q4 2022[110] - Adjusted EBITDA for Q4 2023 was $34.2 million, compared to $(9.0 million) in Q4 2022, indicating strong operational performance[110] - Fee Revenue Less Production Costs (FRLPC) for Q4 2023 was $75.9 million, up from $53.5 million in Q4 2022, reflecting higher efficiency[110] - Fee Revenue Less Production Costs Margin (FRLPC Margin) for Q4 2023 was 3.2%, consistent with the previous year[110] - Network Volume for Q4 2023 was 2.38 billion, an increase from 1.79 billion in Q4 2022, showing growth in transaction volume[110] - Revenue from fees for Q4 2023 was $210.4 million, up from $178.2 million in Q4 2022, indicating revenue growth[110] - Production costs for Q4 2023 were $134.5 million, compared to $124.7 million in Q4 2022, reflecting increased operational scale[110] Partnerships and Integration - U.S. Bank integration progressing, with thousands of clients approved for personal loans using Pagaya's technology, achieving double the average activation rate[11] - Westlake integration completed Phase 1, expanding to ~4,000 dealerships, with full go-live expected by early 2025[14] - The company expects to add 2-4 large enterprise-level lending partners in 2024, with approximately 15 late-stage opportunities currently in the pipeline[45][46] - Approximately 40% of lending partnerships generate FRLPC from both lending and investor products, while 60% generate FRLPC only from the investor product, indicating significant future margin improvement potential[48] Capital and Liquidity - Closed a $290 million credit facility in February 2024, led by major financial institutions, strengthening capital and liquidity position[15] - Total cash as of December 31, 2023, was $223 million, with investments in loans and securities of $717 million, reflecting gross risk ownership holdings as an ABS sponsor[84] - Net holdings after accounting for non-controlling interest of $106 million amounted to $611 million, representing a 3.3% ratio of exposure for deals completed between 2019 and 2023, totaling over $20 billion in funding raised[84] - The company closed a $290 million credit facility with BlackRock, UBS O'Connor, and JPMorgan Chase, extending corporate debt maturity from 2025 to 2029 and bolstering liquidity and balance sheet strength[85] - In 2023, the company successfully executed 15 ABS deals and added 31 new investors, leveraging its 100% pre-funded model to generate billions in network volume[83] - The company has raised funding across 49 ABS transactions since 2018, supported by leading financial institutions like JPMorgan and BlackRock[86] - Investors' risk appetites are improving in 2024, reflected in positive price and demand dynamics for recent ABS structures[83] - Proceeds from secured borrowing increased to $338.5 million in 2023, up 142.7% from $139.4 million in 2022[109] Growth and Future Outlook - Expected adjusted EBITDA for 2024 in the range of $150 million to $190 million, with positive net cash flow anticipated by early 2025[26] - The company expects to achieve positive total net cash flow by early 2025, assuming no significant changes in the macroeconomic environment[51] - The company is actively developing new products, such as pre-screen online programs and a new car loan underwriting product, expected to become accretive to growth beginning in 2025[49] - The company expects Q1 2024 network volume to range between $2.2 billion and $2.4 billion, with full-year 2024 network volume projected between $9.0 billion and $10.5 billion[88] - Q1 2024 total revenue and other income are forecasted to be between $225 million and $240 million, with full-year 2024 estimates ranging from $925 million to $1,050 million[88] - Adjusted EBITDA for Q1 2024 is expected to be between $32 million and $38 million, with full-year 2024 projections ranging from $150 million to $190 million[88] - The company aims to achieve net cash flow generation by early 2025, driven by disciplined growth, liquidity optimization, and efficient funding strategies[88] Operational Metrics - Darwin platform added ~7,600 new homes in 2023, with ~4,600 more expected in H1 2024, totaling over 13,000 homes under management[13] - The fee-generating business makes up over 95% of total revenue, with stable and predictable fee revenues expected to be the key contributor to future earnings[43] - Total assets grew to $1.21 billion in 2023, up from $1.05 billion in 2022[107] - Cash and cash equivalents decreased to $186.5 million in 2023 from $309.8 million in 2022[107] - Investments in loans and securities increased to $714.3 million in 2023, up 54.3% from $463.0 million in 2022[107] - Share-based compensation decreased to $71.1 million in 2023, down 70.6% from $241.7 million in 2022[104] - Net cash provided by operating activities was $9.6 million in 2023, compared to a net cash used of $40.0 million in 2022[109] - Total liabilities increased to $468.4 million in 2023, up 67.5% from $279.7 million in 2022[107] - Share-based compensation for Q4 2023 was $13.7 million, down from $18.7 million in Q4 2022, indicating reduced equity-based expenses[110] - Impairment loss on certain investments for Q4 2023 was $12.6 million, up from $8.8 million in Q4 2022, reflecting higher write-downs[110] Corporate Strategy - The company moved its corporate headquarters to the U.S. and will voluntarily file on U.S. domestic issuer forms starting with Q1 2024 results to enhance transparency and attract institutional investors[58] - New investment firms added in 2023 contributed to 4% of the funding raised in 2023, with the top 5 ABS investors contributing 4% of ABS funding in 2023, compared to 70% in 2022[41]

2. Model enhancements and data-driven improvements in conversion rate We also made critical updates to our auto underwriting technology. These updates include enriching our existing methodology with additional vehicle valuation data points, improving the predictive accuracy of asset performance over time. 3. Consistently raising capital with attractive financial products As a result of our scale, efficiency and innovative structuring, we are seeing growing investor demand. Our deals continue to be oversubsc ...

PAGAYA'S MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations together with the unaudited condensed consolidated interim financial statements as of and for the three and nine months ended September 30, 2023 and 2022 included as Exhibit 99.3 to the Report of Foreign Private Issuer on Form 6-K furnished with the Securities and Exchange Commission (the "SEC") on November 2 ...

Financial Data and Key Metrics Changes - The company expects to achieve an annualized profit of $40 million to $50 million, which is ten times higher than the previous year [2] - Total revenue grew by 8% year-over-year to $196 million, with fee revenue increasing by 14% year-over-year [40][69] - Adjusted EBITDA reached $17.5 million, more than triple the prior year period, marking the second highest EBITDA in the company's history [63] Business Line Data and Key Metrics Changes - Application flow increased by 20% sequentially over the prior quarter, leading to a record network volume of approximately $2 billion [5][39] - The conversion rate remains low, slightly below 2%, indicating potential for growth as the macro environment stabilizes [5][52] - The company raised $3.1 billion across seven different ABS deals in the first half of the year, maintaining its position as the number one personal loan ABS issuer [37] Market Data and Key Metrics Changes - The company is seeing improving trends in asset performance, with early-stage delinquencies declining in its two largest markets: personal loans and auto loans [42] - Investor sentiment appears to be improving, with consumer unsecured ABS issuances higher this quarter than the prior two sequential quarters [44] Company Strategy and Development Direction - The company aims to expand its network and enhance its value proposition to both lenders and investors, focusing on technology and data to improve access to credit [36][64] - The strategy includes maintaining a low conversion rate while managing to deliver record network volume, indicating a cautious approach in the current macro environment [52][68] - The company plans to continue investing in growth while maintaining cost discipline and driving operating leverage [48][102] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the pipeline for new partnerships, particularly with large banks, and anticipates landing another big bank partner within the next 12 months [53] - The company is raising its full-year outlook for network volume and adjusted EBITDA, reflecting strong momentum in the business [48][74] - Management remains prudent regarding the conversion rate in light of ongoing macro uncertainties, indicating a cautious but optimistic outlook [48][103] Other Important Information - The company has implemented cost-saving initiatives, achieving $50 million in annualized cost savings earlier than expected [47] - The weighted average coupon remained stable, contributing to improving returns for investors despite a low conversion rate [42] Q&A Session Summary Question: Can you discuss the strong network volume trends? - The record network volume was driven by strong demand from both sides of the network, with a 20% increase in application flow [76] Question: What is the outlook for the conversion rate? - The conversion rate is being kept low to manage investor returns, with potential for improvement as the macro environment stabilizes [52][103] Question: How is the company managing partnerships with larger banks? - The company is in discussions with many of the top 25 banks and expects to see more conversions based on past successes [53] Question: Can you elaborate on the performance of ABS funds raised? - The company upsized an ABS deal from $600 million to $800 million, indicating strong demand and capability in funding strategies [9] Question: What is the company's strategy regarding personal loans and auto loans? - The company sees personal loans as a complementary product and is focusing on subprime auto lending, which has good penetration with leading lenders [115][116]

18 | --- | --- | --- | --- | --- | |-------------------------------------------|------------------------------------|-----------|----------------------------------|-----------| | Fee revenue less production costs (FRLPC) | Three Months Ended June 30, \n2023 | \n2022 | Six Months Ended June 30, \n2023 | 2022 | | Revenue from fees | $185,685 | $163,302 | $360,939 | $321,627 | | Production costs | (120,613) | (104,980) | (245,670) | (197,260) | | Fee revenue less production costs (FRLPC) | $65,072 | $58,322 | ...

Pagaya Reports Second Quarter and First Half 2023 Results Exceeded second quarter guidance on all metrics: Raises outlook ranges for full-year 2023 Network Volume and Adjusted EBITDA New York, NY and Tel Aviv, Israel – August 10, 2023 – Pagaya Technologies Ltd. (NASDAQ: PGY) ("Pagaya", the "Company" or "we"), a global technology company delivering artificial intelligence infrastructure for the financial ecosystem, today announced financial results for the second quarter and the first half of 2023 and provid ...

PGY PGY Fintech lenders1 Fintech lenders1 0% 20% 40% 60% 80% 100% 120% 140% 1Q22 2Q22 3Q22 4Q22 1Q23 Fintech lenders Pagaya 1Q22 2Q22 3Q22 4Q22 1Q23 Fintech lenders Pagaya May 16th, 2023 Legal Disclaimer Sources: Trailing 12-month originations, TransUnion; 2021 Receivables, Nilson report; McKinsey & Co. - includes mid-ticket POS financing (~$40B), direct merchant financing (~$10B) and Pay In 4(~$20B); Nuveen Real Estate research, dated 3/9/2022 Network volume (or equivalent measure) indexed by quarter to 1Q ...