Item 1.01. Entry into a Material Definitive Agreement.

On June 15, 2020, CF Finance Acquisition Corp. (the "Company") issued a promissory note (the "Note") in the principal amount of $2,489,824.17 to CF Finance Holdings LLC (the "Sponsor"), pursuant to which the Sponsor loaned the Company the necessary funds to deposit in the Company's trust account for each share of the Company's Class A common stock ("Public Share") that was not redeemed in connection with the extension of the Company's termination date from June 17, 2020 until September 17, 2020.

The Company will deposit the funds into the Company's trust account and such amount will be distributed either to: (i) all of the holders of Public Shares upon the Company's liquidation or (ii) holders of Public Shares who elect to have their shares redeemed in connection with the consummation of the Company's initial business combination.

The Note bears no interest and is repayable in full upon consummation of the Company's initial business combination. Up to $750,000 of the Note may also be converted into warrants at a price of $1.00 per warrant at the option of the Sponsor upon the consummation of the Company's initial business combination. Such warrants would be identical to the private placement warrants issued to the Sponsor at the Company's initial public offering.

The issuance of the Note was made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended.

The foregoing description is qualified in its entirety by reference to the Note, a copy of which is attached as Exhibit 10.1 hereto and is incorporated herein by reference.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an Off-balance Sheet Arrangement of a Registrant.

The disclosure contained in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 2.03.

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On June 15, 2020, the Company filed an amendment to the Company's Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware (the "Charter Amendment"). The Charter Amendment extends the date by which the Company must consummate its initial business combination from June 17, 2020 to September 17, 2020.

The foregoing description is qualified in its entirety by reference to the Charter Amendment, a copy of which is attached as Exhibit 3.1 hereto and is incorporated by reference herein.

Item 5.07. Submission of Matters to a Vote of Security Holders.

On June 15, 2020, the Company held a special meeting of stockholders (the "Meeting"). At the Meeting, the Company's stockholders approved the Charter Amendment extending the date by which the Company must consummate its initial business combination from June 17, 2020 to September 17, 2020 (the "Extension Amendment Proposal").

The final voting results for the Extension Amendment Proposal were as follows:





                     For       Against   Abstain   Broker Non-Votes
                  30,906,825   82,683     2,000           0

Stockholders holding 593,700 shares of the Company's Class A common stock exercised their right to redeem such shares for a pro rata portion of the funds in the Company's trust account. As a result, approximately $6.1 million (approximately $10.27 per share) will be removed from the Company's trust account to pay such holders.


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Item 9.01 Financial Statements and Exhibits





  Exhibit
  Number    Description

  3.1         Amendment to Amended and Restated Certificate of Incorporation.

  10.1        Promissory Note, dated June 15, 2020.

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