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): November 10, 2021 (November 10, 2021)

OneMain Holdings, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-36129	27-3379612
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

601 N.W. Second Street,

Evansville, Indiana 47708

(Address of principal executive offices)(Zip Code)

(812) 424-8031

(Registrant’s telephone number, including area code)

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))

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

Title of each class		Trading Symbol		Name of each exchange on which registered
Common Stock, par value $0.01 per share		OMF		New York Stock Exchange

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. ☐

Item 8.01.

Other Events.

On November 10, 2021, OneMain Finance Corporation (formerly known as Springleaf Finance Corporation) (“OMFC”), a direct subsidiary of OneMain Holdings, Inc. (“OMH”), issued a notice of full redemption to redeem all $1.0 billion outstanding aggregate principal amount of its 6.125% Senior Notes due 2022 (the “Notes”) at a redemption price in cash equal to the sum of (i) 100% of the principal amount of the Notes, plus (ii) the Applicable Premium (as such term is defined in the Third Supplemental Indenture, dated as of May 15, 2017, among OMFC, OMH (formerly Springleaf Holdings, Inc.), as guarantor, and Wilmington Trust, National Association, as trustee, filed with the Securities and Exchange Commission as Exhibit 4.2 to OMH’s Current Report on Form 8-K on May 15. 2017) (if any) calculated by OMFC as of the date of redemption, plus (iii) accrued and unpaid interest to but excluding the date of redemption. The Notes will be redeemed on December 10, 2021.

Signatures

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

	ONEMAIN HOLDINGS, INC

	By:	/s/ Micah R. Conrad
	Name:	Micah R. Conrad
	Title:	Executive Vice President and Chief Financial Officer

Date: November 10, 2021

OneMain Holdings, Inc. filed SEC Form 8-K: Other Events