Sec Form 4 Filing - Breslow Noah @ On Deck Capital, Inc. - 2020-10-13

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Breslow Noah 2. Issuer Name and Ticker or Trading Symbol On Deck Capital, Inc. [ ONDK] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) CEO & Chairman (Last) (First) (Middle) C/O ON DECK CAPITAL, INC., 1400 BROADWAY, 25TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 10/13/2020 (Street) NEW YORK, NY10018 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 10/13/2020 A 106,898 ( 1 ) A $ 0 1,391,813 D Common Stock 10/13/2020 F 23,135 ( 2 ) D $ 1.83 1,368,678 D Common Stock 10/13/2020 A 16,933 ( 3 ) A $ 0 1,385,611 D Common Stock 10/13/2020 A 47,245 ( 4 ) A $ 0 1,432,856 D Common Stock 10/13/2020 F 52,348 ( 5 ) D $ 1.83 1,380,508 D Common Stock 10/13/2020 D 1,380,508 D 0 D Common Stock 32,000 I See footnote ( 8 ) Commo n Stock 32,000 I See footnote ( 9 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option (right to buy) $ 5.19 10/13/2020 D 181,348 ( 10 ) 03/17/2028 Common Stock 181,348 $ 0 0 D Stock Option (right to buy) $ 5.95 10/13/2020 D 363,637 ( 10 ) 09/18/2026 Common Stock 363,637 $ 0 0 D Stock Option (right to buy) $ 12.67 10/13/2020 D 343,812 ( 10 ) 07/29/2025 Common Stock 343,812 $ 0 0 D Stock Option (right to buy) $ 10.66 10/13/2020 D 500,000 ( 10 ) 08/13/2024 Common Stock 500,000 $ 0 0 D Stock Option (right to buy) $ 0.68 10/13/2020 D 950,000 ( 11 ) 07/31/2023 Common Stock 950,000 $ 0 0 D Stock Option (right to buy) $ 0.425 10/13/2020 D 934,304 ( 12 ) 06/25/2022 Common Stock 934,304 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Breslow Noah C/O ON DECK CAPITAL, INC. 1400 BROADWAY, 25TH FLOOR NEW YORK, NY10018 X CEO & Chairman Signatures /s/ Cory Kampfer, by power of attorney 10/15/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On October 13, 2020, Enova International, Inc. ("Enova") completed its acquisition (the "Merger") of On Deck Capital, Inc. ("On Deck"). The shares acquired were performance share units ("PSUs") granted in 2020 ("2020 PSUs") that vested upon completion of the Merger. ( 2 )The reported shares were withheld to satisfy the Reporting Person's tax liability in connection with the vesting of the 2020 PSUs. No shares were sold. ( 3 )The shares acquired were PSUs granted in 2019 ("2019 PSUs") that vested upon completion of the Merger. ( 4 )The shares acquired were PSUs granted in 2018 ("2018 PSUs") that vested upon completion of the Merger. ( < /a>5 )The reported shares were withheld to satisfy the Reporting Person's tax liability in connection with the vesting of the 2018 PSUs. No shares were sold. ( 6 )On October 13, 2020, Enova International, Inc. ("Enova") completed its acquisition (the "Merger") of On Deck Capital, Inc. ("On Deck"). The reported shares of common stock include (i) 390,915 restricted stock units and 16,932 2019 PSUs, which, upon completion of the Merger, were assumed by Enova and converted automatically into a time-vesting restricted stock unit award that, ( 7 )(Continued From Footnote 6) subject to vesting, will be settled for a number of shares of Enova common stock calculated in accordance with the Merger agreement, (ii) 106,898 2020 PSUs and 47,245 2018 PSUs which, upon completion of the Merger, vested and were settled for a number of shares of Enova common stock calculated in accordance with the Merger agreement, and (iii) 894,000 shares of common stock which were disposed of in the Merger in exchange for per share consideration of $0.12 in cash and 0.092 share of Enova common stock. ( 8 )The reported shares are held directly in a trust for the Reporting Person's minor son for which the Reporting Person's spouse serves as trustee. ( 9 )The reported shares are held directly in a trust for the Reporting Person's minor daughter for which the Reporting Person's spouse serves as trustee. ( 10 )These out-of-the-money options, which vested prior to the consummation of the Merger, were forfeited and cancelled automatically without any consideration. ( 11 )These in-the-money options were cancelled and converted into the right to receive a cash payment of $1.07 per share, representing the difference between the exercise price of the option and the merger consideration cash value ($1.75 per share). ( 12 )These in-the-money options were cancelled and converted into the right to receive a cash payment of $1.325 per share, representing the difference between the exercise price of the option and the merger consideration cash value ($1.75 per share).

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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