ORIO / Orion Digital Corp. - SEC 보고서, 연례 보고, 기업 사업 설명서

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US ˙ NasdaqCM ˙ GB00B6YTLS95

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CIK 1602842
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Orion Digital Corp.
SEC Filings (Chronological Order)
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June 2, 2026 EX-99.3

ORION DIGITAL CORP. (the “Company”) CERTIFICATE OF OFFICER

EXHIBIT 99.3 ORION DIGITAL CORP. (the “Company”) CERTIFICATE OF OFFICER TO: THE CANADIAN SECURITIES REGULATORY AUTHORITIES RE: ABRIDGEMENT OF TIME PURSUANT TO NATIONAL INSTRUMENT 54-101 – COMMUNICATION WITH BENEFICIAL OWNERS OF SECURITIES OF A REPORTING ISSUER (“NI 54-101”) Date: JUNE 1, 2026 The undersigned, David Feller, Chief Executive Officer of the Company, hereby certifies for and on behalf

June 2, 2026 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2026 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2026 Commission File Number: 001-38409 Orion Digital Corp. (formerly known as Mogo Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal executive o

June 2, 2026 EX-99.1

NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS OF ORION DIGITAL CORP. TO BE HELD JUNE 23, 2026 MANAGEMENT INFORMATION CIRCULAR THE BOARD OF DIRECTORS RECOMMENDS THAT SHAREHOLDERS VOTE FOR ALL MEETING RESOLUTIONS.

EXHIBIT 99.1 NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS OF ORION DIGITAL CORP. TO BE HELD JUNE 23, 2026 AND MANAGEMENT INFORMATION CIRCULAR THE BOARD OF DIRECTORS RECOMMENDS THAT SHAREHOLDERS VOTE FOR ALL MEETING RESOLUTIONS. QUESTIONS OR REQUESTS FOR VOTING ASSISTANCE MAY BE DIRECTED TO THE PROXY SOLICITATION AGENT LAUREL HILL ADVISORY GROUP North American (Toll-Free): 1-877-452-7184 Calls

June 2, 2026 EX-99.2

FORM OF PROXY FOR THE ANNUAL GENERAL MEETING

EXHIBIT 99.2 1 2

May 7, 2026 EX-99.3

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.3 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, David Feller, Chief Executive Officer of Orion Digital Corp., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Orion Digital Corp. (the "issuer") for the interim period ended March 31, 2026. 2. No misrepresentations: Based on my knowled

May 7, 2026 EX-99.1

Three months ended

Exhibit 99.1 Page Interim Condensed Consolidated Statements of Financial Position as at March 31, 2026 and December 31, 2025 F-2 Interim Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the three months ended March 31, 2026 and 2025 F-3 Interim Condensed Consolidated Statements of Changes in Equity (Deficit) for the three months ended March 31, 2026 and 2025 F-4

May 7, 2026 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2026 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2026 Commission File Number: 001-38409 Orion Digital Corp. (formerly known as Mogo Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal executive of

May 7, 2026 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2026 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2026 Commission File Number: 001-38409 Orion Digital Corp. (formerly known as Mogo Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal executive of

May 7, 2026 EX-99.2

EX-99.2

Management’s Discussion and Analysis Exhibit 99.2 ORION DIGITAL CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE QUARTER ENDED MARCH 31, 2026 DATED: MAY 7, 2026 1 | Page Management’s Discussion and Analysis Table of Contents Caution Regarding Forward-looking Statements 4 Company Overview 5 Business Developments 5 Financial Highlights 7 Financial Outlook 10 Financial Performance Review 11 Results

May 7, 2026 EX-99.1

Date: May 6, 2026

EXHIBIT 99.1 Date: May 6, 2026 To: All Canadian Securities Regulatory Authorities Subject: ORION DIGITAL CORP. Dear Sir/Madam: We advise of the following with respect to the upcoming Meeting of Security Holders for the subject Issuer: Meeting Type : Annual General Meeting Record Date for Notice of Meeting : May 11, 2026 Record Date for Voting (if applicable) : May 11, 2026 Beneficial Ownership Det

May 7, 2026 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2026 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2026 Commission File Number: 001-38409 Orion Digital Corp. (formerly Mogo Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal executive offices) In

May 7, 2026 EX-99.4

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.4 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, Gregory Feller, Chief Financial Officer of Orion Digital Corp., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Orion Digital Corp. (the "issuer") for the interim period ended March 31, 2026. 2. No misrepresentations: Based on my knowl

May 7, 2026 EX-99.1

Orion Digital Reports Q1 2026: Adjusted EBITDA +46% Year-over-Year, Cash +97% Year-over-Year; New Intelligent Investing App Released Wealth AUM of $495.6M, +14% Year-over-Year Wealth Revenue of $3.9M, +12% Year-over-Year EU Payments Volume of $2.7B,

EXHIBIT 99.1 Orion Digital Reports Q1 2026: Adjusted EBITDA +46% Year-over-Year, Cash +97% Year-over-Year; New Intelligent Investing App Released Wealth AUM of $495.6M, +14% Year-over-Year Wealth Revenue of $3.9M, +12% Year-over-Year EU Payments Volume of $2.7B, +12% Year-over-Year Total Cash, Marketable Securities and Investments of $35.4M Orion Digital reports in Canadian dollars and in accordan

April 30, 2026 EX-4.2

‑ 1 ‑

Exhibit 4.2 ‑ 1 ‑ amended and restaTed SUBORDINATION AGREEMENT THIS AMENDED AND RESTATED SUBORDINATION AGREEMENT is made as of the 30th day of September, 2020 between DB FSLF 50 LLC, as agent for and on behalf of itself and each of the other Lenders (as hereafter defined) (the “Agent”), DALE MATHESON CARR-HILTON LABONTE LLP, as trustee for and on behalf of the Holders (as hereafter defined) (the “

April 30, 2026 EX-96.1

EX-96.1

MailingAddress: POBox9431StnProvGovt VictoriaBCV8W9V3 www.corporateonline.gov.bc.ca Location: 2ndFloor-940BlanshardStreet VictoriaBC 1877526-1526 NoticeofArticles BUSINESS CORPORATIONS ACT CERTIFIEDCOPY OfaDocumentfiledwiththeProvinceof BritishColumbiaRegistrarofCompanies KERRYTAYLOR This Notice of Articles was issued by the Registrar on: March 21, 2026 12:01 AM Pacific Time Incorporation Number:

April 30, 2026 EX-4.1

‑ 1 ‑

Exhibit 4.1 ‑ 1 ‑ AMENDED AND RESTATED SUBORDINATION AGREEMENT (Thurlow Guarantee) THIS AMENDED AND RESTATED SUBORDINATION AGREEMENT is made as of the 30th day of September, 2020 between DB FSLF 50 LLC, as agent for and on behalf of itself and each of the other Lenders (as defined below) (the “Agent”), DALE MATHESON CARR-HILTON LABONTE LLP, as trustee for and on behalf of the Holders (as hereafter

April 30, 2026 EX-15.1

Consent of Independent Registered Public Accounting Firm

Exhibit 15.1 Consent of Independent Registered Public Accounting Firm The Board of Directors Orion Digital Corp. (previously Mogo Inc.) We consent to the use of our report dated March 20, 2024, with respect to the consolidated financial statements of Orion Digital Corp. (previously Mogo Inc.) (the “Entity”), which comprise, before the effects of the adjustments to retrospectively change the disagg

April 30, 2026 EX-96.4

EX-96.4

DUPLICATE Number: C1213467 CERTIFICATE OF CONTINUATION BUSINESS CORPORATIONS ACT I Hereby Certify that Difference Capital Financial Inc.

April 30, 2026 EX-12.1

CERTIFICATION

Exhibit 12.1 CERTIFICATION I, David Feller, Chief Executive Officer of Orion Digital Corp., certify that: 1. I have reviewed this annual report on Form 20-F of Orion Digital Corp. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statem

April 30, 2026 EX-11.1

Insider Trading Policy

Insider Trading Policy TSX: ORIO NASDAQ: ORIO Who is this for? This Policy applies to all employees, contractors, and consultants, herein referred to as employees as well as members of the Board of Directors (“directors”).

April 30, 2026 EX-16.1

April 30, 2026

April 30, 2026 Securities and Exchange Commission Washington, D.C. 20549 Ladies and Gentlemen: We were previously principal accountants for Orion Digital Corp. (previously Mogo Inc.) (“the Company”) and, under the date of March 20, 2024, we reported on the consolidated financial statements of the Company as of December 31, 2023 and 2022 and for each of the years in the three-year period ended Dece

April 30, 2026 EX-13.1

CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 13.1 CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 The undersigned, as the Chief Executive Officer of Orion Digital Corp. certifies that, to the best of his knowledge and belief, the annual report on Form 20-F for the fiscal year ended December 31, 2025, which accompanies this certification: (a) fully complies with the requirements of Section 13(a) or 15(d), as ap

April 30, 2026 EX-13.2

CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 13.2 CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 The undersigned, as the Chief Financial Officer of Orion Digital Corp. certifies that, to the best of his knowledge and belief, the annual report on Form 20-F for the fiscal year ended December 31, 2025, which accompanies this certification, (a) fully complies with the requirements of Section 13(a) or 15(d), as ap

April 30, 2026 EX-20.1

Year ended

Exhibit 20.1 Page Report of Independent Registered Public Accounting Firm F-2 Consolidated Statements of Financial Position as at December 31, 2025 and December 31, 2024 F-7 Consolidated Statements of Operations and Comprehensive Income (Loss) for the years ended December 31, 2025, December 31, 2024 and December 31, 2023 F-8 Consolidated Statements of Changes in Equity (Deficit) for the years ende

April 30, 2026 EX-97

‑ 1 ‑

Exhibit 97 ‑ 1 ‑ MOGO INC. POLICY FOR RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION Mogo Inc. (the “Company”) has adopted this Policy for Recovery of Erroneously Awarded Compensation (the “Policy”), effective as of October 2, 2023 (the “Effective Date”). Capitalized terms used in this Policy but not otherwise defined in the text of this policy are defined in Section 11. 1. Persons Subject to Policy

April 30, 2026 EX-4.5

STOCK OPTION PLAN ORION DIGITAL CORP.

STOCK OPTION PLAN ORION DIGITAL CORP. 1. Purpose The purpose of the stock option plan (the “Plan”) is to advance the interests of Orion Digital Corp. (the “Corporation”) and its shareholders by providing to the directors, officers, employees and consultants of the Corporation and its affiliates a performance incentive for continued and improved services with the Corporation and its affiliates. The

April 30, 2026 EX-15.2

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the use of our auditor’s report dated March 12, 2026, with respect to the consolidated financial statements of Orion Digital Corp.

April 30, 2026 EX-2.1

DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934

Exhibit 2.1 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2025, Orion Digital Corp. (“Orion,” the “Company,” “we,” “us” and “our”) had the following series of securities registered pursuant to Section 12(b) of the Securtities and Exchange Act of 1934. Title of each class Trading Symbol(s) Name of each exchange

April 30, 2026 20-F

Compensation of Executive Officers

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (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, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURIT

April 30, 2026 EX-12.2

CERTIFICATION

Exhibit 12.2 CERTIFICATION I, Gregory Feller, Chief Financial Officer of Orion Digital Corp., certify that: 1. I have reviewed this annual report on Form 20-F of Orion Digital Corp. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such stat

April 30, 2026 EX-4.3

SEVENTH AMENDMENT AGREEMENT AND WAIVER dated as of January 10, 2022 MOGO FINANCE TECHNOLOGY INC. as Borrower Mogo Financial Inc., Mogo Financial (B.C.) Inc., Mogo Financial (Alberta) Inc. and Mogo Financial (Ontario) Inc. as Originating Subsidiaries

Exhibit 4.3 SEVENTH AMENDMENT AGREEMENT AND WAIVER dated as of January 10, 2022 among MOGO FINANCE TECHNOLOGY INC. as Borrower Mogo Financial Inc., Mogo Financial (B.C.) Inc., Mogo Financial (Alberta) Inc. and Mogo Financial (Ontario) Inc. as Originating Subsidiaries Carta Solutions Holdings Corporation, as a Guarantor Mogo Inc. as Parent DB FSLF 50 LLC as Administrative Agent, Collateral Agent an

April 2, 2026 EX-99.1

TABLE OF CONTENTS

EXHIBIT 99.1 2025 Annual Information Form ORION DIGITAL CORP. 2025 ANNUAL INFORMATION FORM DATED: March 31, 2026 1 | Page 2025 Annual Information Form TABLE OF CONTENTS CERTAIN INTERPRETATION MATTERS 4 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 4 CORPORATE STRUCTURE 8 NAME, ADDRESS, AND INCORPORATION 8 INTERCORPORATE RELATIONSHIPS 9 BUSINESS DESCRIPTION 10 GENERAL 10 PRODUCTS AND SERVICE

April 2, 2026 EX-99.3

Form 52-109F1 Certification of Annual Filings Full Certificate

EXHIBIT 99.3 Form 52-109F1 Certification of Annual Filings Full Certificate I, Gregory Feller, Chief Financial Officer of Orion Digital Corp., certify the following: 1. Review: I have reviewed the AIF, annual financial statements and annual MD&A, including, for greater certainty, all documents and information that are incorporated by reference in the AIF (together, the “annual filings”) of Orion D

April 2, 2026 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2026 Commission File Number: 001-3840

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2026 Commission File Number: 001-38409 Orion Digital Corp. (formerly known as Mogo Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal executive

April 2, 2026 EX-99.2

Form 52-109F1 Certification of Annual Filings Full Certificate

EXHIBIT 99.2 Form 52-109F1 Certification of Annual Filings Full Certificate I, David Feller, Chief Executive Officer of Orion Digital Corp., certify the following: 1. Review: I have reviewed the AIF, annual financial statements and annual MD&A, including, for greater certainty, all documents and information that are incorporated by reference in the AIF (together, the “annual filings”) of Orion Dig

March 12, 2026 EX-99.1

Orion Digital Reports Q4 and Full-Year 2025 Results; Wealth Revenue Grows 36% as Subscription & Services Reach 62% of Revenue Wealth AUM of $498M, up 17% Year-over-year European Payments Volume of $11.1B, up 14% Year-over-year FY 2025 Adjusted EBITDA

EXHIBIT 99.1 Orion Digital Reports Q4 and Full-Year 2025 Results; Wealth Revenue Grows 36% as Subscription & Services Reach 62% of Revenue Wealth AUM of $498M, up 17% Year-over-year European Payments Volume of $11.1B, up 14% Year-over-year FY 2025 Adjusted EBITDA1 of $7.1M Strong Balance Sheet with $41.3M Cash, Marketable Securities & Investments Orion Digital reports in Canadian dollars and in ac

March 12, 2026 EX-99.1

Year ended

Exhibit 99.1 Page Report of Independent Registered Public Accounting Firm F-2 Consolidated Statements of Financial Position as at December 31, 2025 and December 31, 2024 F-7 Consolidated Statements of Operations and Comprehensive Income (Loss) for the years ended December 31, 2025, December 31, 2024 and December 31, 2023 F-8 Consolidated Statements of Changes in Equity (Deficit) for the years ende

March 12, 2026 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2026 Commission File Number: 001-3840

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2026 Commission File Number: 001-38409 Orion Digital Corp. (formerly known as Mogo Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal executive

March 12, 2026 EX-99.2

EX-99.2

Management’s Discussion and Analysis Exhibit 99.2 ORION DIGITAL CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED DECEMBER 31, 2025 DATED: MARCH 12, 2026 1 | Page Management’s Discussion and Analysis Table of Contents Caution Regarding Forward-looking Statements 4 Company Overview 5 Business Developments 5 Financial Highlights 7 Financial Outlook 8 Financial Performance Review 9 Result

March 12, 2026 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2026 Commission File Number: 001-3840

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2026 Commission File Number: 001-38409 Orion Digital Corp. (formerly Mogo Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal executive offices)

January 13, 2026 EX-99.2

CERTIFICATE CHANGE OF NAME BUSINESS CORPORATIONS ACT

EXHIBIT 99.2 Number: C1213467 CERTIFICATE OF CHANGE OF NAME BUSINESS CORPORATIONS ACT I Hereby Certify that MOGO INC. changed its name to ORION DIGITAL CORP. on December 29, 2025 at 01:00 PM Pacific Time. Issued under my hand at Victoria, British Columbia On December 29, 2025 KERRY TAYLOR Registrar of Companies Province of British Columbia Canada ELECTRONIC CERTIFICATE

January 13, 2026 EX-99.1

FORM 51-102F3 MATERIAL CHANGE REPORT

EXHIBIT 99.1 FORM 51-102F3 MATERIAL CHANGE REPORT Item 1 Name and Address of Company Orion Digital Corp. (the "Company" or “Orion Digital”) 516-409 Granville St. Vancouver, British Columbia, V6C 1T2 Item 2 Date of Material Change December 29, 2025 Item 3 News Release A press release was issued on December 30, 2025, and subsequently filed under the Company's profile on SEDAR+ at www.sedarplus.ca. I

January 13, 2026 EX-99.3

Notice of Articles BUSINESS CORPORATIONS ACT

EXHIBIT 99.3 Mailing Address: PO Box 9431 Stn Prov Govt Victoria BC V8W 9V3 www.corporateonline.gov.bc.ca Location: 2nd Floor - 940 Blanshard Street Victoria BC 1 877 526-1526 Notice of Articles BUSINESS CORPORATIONS ACT CERTIFIED COPY Of a Document filed with the Province of British Columbia Registrar of Companies KERRY TAYLOR NOTICE OF ARTICLES Name of Company: ORION DIGITAL CORP. REGISTERED OFF

January 13, 2026 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2026 Commission File Number: 001-38

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2026 Commission File Number: 001-38409 Orion Digital Corp. (formerly known as Mogo Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal executiv

December 30, 2025 EX-99.1

Mogo Inc. Announces Name Change to Orion Digital Corp. Rebrand reflects company’s evolution into a founder-led, multi-engine platform focused on long-term compounding

Exhibit 99.1 Mogo Inc. Announces Name Change to Orion Digital Corp. Rebrand reflects company’s evolution into a founder-led, multi-engine platform focused on long-term compounding Vancouver, BC – December 30, 2025 — Mogo Inc. (NASDAQ: MOGO; TSX: MOGO) today announced its corporate name change to Orion Digital Corp. (“Orion Digital”), marking the company’s evolution into a founder-led, disciplined,

December 30, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2025 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2025 Commission File Number: 001-38409 Orion Digital Corp. (formerly known as Mogo Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal executi

November 7, 2025 EX-99.1

Mogo Reports Continued Platform Growth and Record Assets Under Management in Q3 2025 Assets Under Management Reach Record $498 Million; Bitcoin Holdings Increase Over 300% Quarter-over-Quarter Wealth Revenue Up 27% Year-over-Year; Payments Revenue1 U

EXHIBIT 99.1 Mogo Reports Continued Platform Growth and Record Assets Under Management in Q3 2025 Assets Under Management Reach Record $498 Million; Bitcoin Holdings Increase Over 300% Quarter-over-Quarter Wealth Revenue Up 27% Year-over-Year; Payments Revenue1 Up 11% Year-over-Year Adjusted EBITDA Margin2 of 11.6% Mogo Raises 2025 EBITDA Guidance on Strong Platform Performance Mogo reports in Can

November 7, 2025 EX-99.2

EX-99.2

Management’s Discussion and Analysis Exhibit 99.2 MOGO INC. MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE QUARTER ENDED SEPTEMBER 30, 2025 DATED: November 7, 2025 1 | Page Management’s Discussion and Analysis Table of Contents Caution Regarding Forward-looking Statements 4 Company Overview 5 Business Developments 5 Financial Highlights 7 Financial Outlook 8 Financial Performance Review 9 Non-IFRS F

November 7, 2025 EX-99.3

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.3 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, David Feller, Chief Executive Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Mogo Inc. (the "issuer") for the interim period ended September 30, 2025. 2. No misrepresentations: Based on my knowledge, having exerc

November 7, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2025 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2025 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principa

November 7, 2025 EX-99.4

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.4 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, Gregory Feller, Chief Financial Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Mogo Inc. (the "issuer") for the interim period ended September 30, 2025. 2. No misrepresentations: Based on my knowledge, having exe

November 7, 2025 EX-99.1

Three months ended

Exhibit 99.1 Page Interim Condensed Consolidated Statements of Financial Position as at September 30, 2025 and December 31, 2024 F-2 Interim Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and nine months ended September 30, 2025 and 2024 F-3 Interim Condensed Consolidated Statements of Changes in Equity (Deficit) for the nine months ended September 30

November 7, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2025 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2025 Commission File Number: 001-38409 Mogo Inc. (formerly Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal executi

August 7, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 Commission File Number: 001-384

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 Commission File Number: 001-38409 Mogo Inc. (formerly Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal executive

August 7, 2025 EX-99.2

EX-99.2

Management’s Discussion and Analysis Exhibit 99.2 MOGO INC. MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE QUARTER ENDED JUNE 30, 2025 DATED: August 7, 2025 1 | Page Management’s Discussion and Analysis Table of Contents Caution Regarding Forward-looking Statements 4 Company Overview 5 Business Developments 5 Financial Highlights 7 Financial Outlook 8 Financial Performance Review 9 Non-IFRS Financia

August 7, 2025 EX-99.4

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.4 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, Gregory Feller, Chief Financial Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Mogo Inc. (the "issuer") for the interim period ended June 30, 2025. 2. No misrepresentations: Based on my knowledge, having exercise

August 7, 2025 EX-99.1

Three months ended

Exhibit 99.1 Page Interim Condensed Consolidated Statements of Financial Position as at June 30, 2025 and December 31, 2024 F-2 Interim Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and six months ended June 30, 2025 and 2024 F-3 Interim Condensed Consolidated Statements of Changes in Equity (Deficit) for the six months ended June 30, 2025 and 2024 F

August 7, 2025 EX-99.1

Mogo Reports Positive Net Income and Strong Growth in Wealth and Payments in Q2 2025 Net Income of $13.5 Million Wealth and Payments Revenues Up 48% and 23% Year over Year, Respectively Adjusted EBITDA Margin3 of 11.4%; Operating Cash Flow positive T

EXHIBIT 99.1 Mogo Reports Positive Net Income and Strong Growth in Wealth and Payments in Q2 2025 Net Income of $13.5 Million Wealth and Payments Revenues Up 48% and 23% Year over Year, Respectively Adjusted EBITDA Margin3 of 11.4%; Operating Cash Flow positive Total Cash2, Marketable Securities & Investments of $50.8 Million Book Value of $81.6 Million ($3.41 per Share) as of Q2 2025 Mogo reports

August 7, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 Commission File Number: 001-384

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal

August 7, 2025 EX-99.3

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.3 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, David Feller, Chief Executive Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Mogo Inc. (the "issuer") for the interim period ended June 30, 2025. 2. No misrepresentations: Based on my knowledge, having exercised

August 5, 2025 EX-99.2

Form 62-103F1 REQUIRED DISCLOSURE UNDER THE EARLY WARNING REQUIREMENTS

EXHIBIT 99.2 Form 62-103F1 REQUIRED DISCLOSURE UNDER THE EARLY WARNING REQUIREMENTS Item 1 – Security and Reporting Issuer 1.1 State the designation of securities to which this report relates and the name and address of the head office of the issuer of the securities. This report relates to the common shares ("WonderFi Shares") of WonderFi Technologies Inc. ("WonderFi"). WonderFi's head office is

August 5, 2025 EX-99.1

Mogo Files Early Warning Report Following Partial Disposition of Shares of WonderFi Technologies

EXHIBIT 99.1 Mogo Files Early Warning Report Following Partial Disposition of Shares of WonderFi Technologies Vancouver, British Columbia, August 1, 2025 – This news release is issued by Mogo Inc. (NASDAQ:MOGO; TSX:MOGO) (“Mogo” or the “Company”) pursuant to the early warning requirements of Canada’s National Instrument 62-104 and National Instrument 62-103 with respect to common shares (“WonderFi

August 5, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 Commission File Number: 001-384

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville Street Vancouver, British Columbia V6C 1T2, Canada (Address of princip

July 1, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville Street Vancouver, British Columbia V6C 1T2, Canada (Address of principal

July 1, 2025 EX-99.1

Mogo Announces Results of its Annual General Meeting of Shareholders

EXHIBIT 99.1 Mogo Announces Results of its Annual General Meeting of Shareholders Vancouver, British Columbia, June 30, 2025 – The annual general meeting of shareholders (the "Meeting") of Mogo Inc. (NASDAQ: MOGO) (TSX: MOGO;) ("Mogo" or the "Company"), a digital wealth and payments business, was held today via live audiocast online and the Company is pleased to announce that all resolutions put f

July 1, 2025 EX-99.2

ANNUAL MEETING OF SHAREHOLDERS OF MOGO INC. REPORT OF VOTING RESULTS

EXHIBIT 99.2 ANNUAL MEETING OF SHAREHOLDERS OF MOGO INC. REPORT OF VOTING RESULTS VIA SEDAR June 30, 2025 All Provinces and Territories of Canada The Toronto Stock Exchange Re: Mogo Inc. (the "Company") Report of Voting Results Pursuant to Section 11.3 of National Instrument 51-102 – Continuous Disclosure Obligations, the matters voted upon and the outcome of the votes at the Company's Annual Gene

June 23, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal ex

June 23, 2025 EX-99.1

MOGO INC. (the “Company”) CERTIFICATE OF OFFICER

EXHIBIT 99.1 MOGO INC. (the “Company”) CERTIFICATE OF OFFICER TO: THE CANADIAN SECURITIES REGULATORY AUTHORITIES RE: ABRIDGEMENT OF TIME PURSUANT TO NATIONAL INSTRUMENT 54-101 – COMMUNICATION WITH BENEFICIAL OWNERS OF SECURITIES OF A REPORTING ISSUER (“NI 54-101”) Date: JUNE 4, 2025 The undersigned, David Feller, Chief Executive Officer of the Company, hereby certifies for and on behalf of the Com

June 17, 2025 EX-99.1

Mogo Applies to Extend the Expiry Dates of Certain Warrants

EXHIBIT 99.1 Mogo Applies to Extend the Expiry Dates of Certain Warrants Vancouver, British Columbia, June 13, 2025 – Mogo Inc. (NASDAQ:MOGO) (TSX:MOGO) (“Mogo” or the “Company”), a digital wealth and payments business, today announced that it has applied to the Toronto Stock Exchange (the “TSX”) to extend the expiry date of 1,120,371 common share purchase warrants (the “Warrants”). The Warrants w

June 17, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal ex

June 10, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal ex

June 10, 2025 EX-99.1

NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS OF MOGO INC. TO BE HELD JUNE 30, 2025 MANAGEMENT INFORMATION CIRCULAR THE BOARD OF DIRECTORS RECOMMENDS THAT SHAREHOLDERS VOTE FOR ALL MEETING

EXHIBIT 99.1 NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS OF MOGO INC. TO BE HELD JUNE 30, 2025 AND MANAGEMENT INFORMATION CIRCULAR THE BOARD OF DIRECTORS RECOMMENDS THAT SHAREHOLDERS VOTE FOR ALL MEETING RESOLUTIONS. IN THE EVENT OF A LABOUR STRIKE BY CANADA POST, TRADITIONAL MAIL SERVICES MAY BE DISRUPTED. QUESTIONS OR REQUESTS FOR VOTING ASSISTANCE MAY BE DIRECTED TO THE PROXY SOLICITATION

June 10, 2025 EX-99.2

FORM OF PROXY

EXHIBIT 99.2

May 29, 2025 EX-99.1

Date: May 28, 2025

EXHIBIT 99.1 (Amended) Date: May 28, 2025 To: All Canadian Securities Regulatory Authorities Subject: MOGO INC. Dear Sir/Madam: We advise of the following with respect to the upcoming Meeting of Security Holders for the subject Issuer: Meeting Type : Annual General Meeting Record Date for Notice of Meeting : May 23, 2025 Record Date for Voting (if applicable) : May 23, 2025 Beneficial Ownership De

May 29, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal exe

May 19, 2025 EX-99.1

Date: May 16, 2025

EXHIBIT 99.1 Date: May 16, 2025 To: All Canadian Securities Regulatory Authorities Subject: MOGO INC. Dear Sir/Madam: We advise of the following with respect to the upcoming Meeting of Security Holders for the subject Issuer: Meeting Type : Annual General Meeting Record Date for Notice of Meeting : May 23, 2025 Record Date for Voting (if applicable) : May 23, 2025 Beneficial Ownership Determinatio

May 19, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal exe

May 8, 2025 EX-99.2

EX-99.2

Management’s Discussion and Analysis Exhibit 99.2 MOGO INC. MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE QUARTER ENDED MARCH 31, 2025 DATED: MAY 8, 2025 1 | Page Management’s Discussion and Analysis Table of Contents Caution Regarding Forward-looking Statements 4 Company Overview 5 Business Developments 5 Financial Highlights 7 Financial Outlook 8 Financial Performance Review 9 Non-IFRS Financial

May 8, 2025 EX-99.4

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.4 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, Gregory Feller, Chief Financial Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Mogo Inc. (the "issuer") for the interim period ended March 31, 2025. 2. No misrepresentations: Based on my knowledge, having exercis

May 8, 2025 EX-99.1

Mogo Reports Results for Q1 2025 Total Revenue of $17.3 million Wealth Revenue growth of 41% over prior year Payments Revenue growth of 34% over prior year Solid Balance Sheet with Cash1, Marketable Securities & Investments of $38.8 million

EXHIBIT 99.1 Mogo Reports Results for Q1 2025 Total Revenue of $17.3 million Wealth Revenue growth of 41% over prior year Payments Revenue growth of 34% over prior year Solid Balance Sheet with Cash1, Marketable Securities & Investments of $38.8 million Mogo reports in Canadian dollars and in accordance with IFRS Vancouver, British Columbia, May 8, 2025 – Mogo Inc. (NASDAQ:MOGO) (TSX:MOGO) (“Mogo”

May 8, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal exe

May 8, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025 Commission File Number: 001-38409 Mogo Inc. (formerly Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal executive of

May 8, 2025 EX-99.1

Three months ended

Exhibit 99.1 Page Interim Condensed Consolidated Statements of Financial Position as at March 31, 2025 and December 31, 2024 F-2 Interim Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the three ended March 31, 2025 and 2024 F-3 Interim Condensed Consolidated Statements of Changes in Equity (Deficit) for the three months ended March 31, 2025 and 2024 F-4 Interim

May 8, 2025 EX-99.3

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.3 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, David Feller, Chief Executive Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Mogo Inc. (the "issuer") for the interim period ended March 31, 2025. 2. No misrepresentations: Based on my knowledge, having exercised

April 29, 2025 EX-11.1

Insider Trading Policy

Exhibit 11.1 Insider Trading Policy Who is this for? This Policy applies to all employees, contractors, and consultants, herein referred to as employees as well as members of the Board of Directors (“directors”). The Policy also applies to persons or companies who acquire information from a source known by them to be in a special relationship (as defined within this Policy) with Mogo (including sp

April 29, 2025 EX-20.1

Report of Independent Registered Public Accounting Firm

Exhibit 20.1 Page Report of Independent Registered Public Accounting Firm F-2 Consolidated Statements of Financial Position as at December 31, 2024 and December 31, 2023 F-7 Consolidated Statements of Operations and Comprehensive Income (Loss) for the years ended December 31, 2024, December 31, 2023 and December 31, 2022 F-8 Consolidated Statements of Changes in Equity (Deficit) for the years ende

April 29, 2025 EX-4.2

‑ 1 ‑

Exhibit 4.2 ‑ 1 ‑ amended and restaTed SUBORDINATION AGREEMENT THIS AMENDED AND RESTATED SUBORDINATION AGREEMENT is made as of the 30th day of September, 2020 between DB FSLF 50 LLC, as agent for and on behalf of itself and each of the other Lenders (as hereafter defined) (the “Agent”), DALE MATHESON CARR-HILTON LABONTE LLP, as trustee for and on behalf of the Holders (as hereafter defined) (the “

April 29, 2025 EX-15.1

Consent of Independent Registered Public Accounting Firm

Exhibit 15.1 KPMG LLP PO Box 10426 777 Dunsmuir Street Vancouver BC V7Y 1K3 Canada Telephone (604) 691-3000 Fax (604) 691-3031 Consent of Independent Registered Public Accounting Firm The Board of Directors Mogo Inc. We consent to the use of our report dated March 20, 2024, with respect to the consolidated financial statements of Mogo Inc. (the “Entity”), which comprise, before the effects of the

April 29, 2025 20-F

Compensation of Executive Officers

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (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, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURIT

April 29, 2025 EX-13.1

CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 13.1 CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 The undersigned, as the Chief Executive Officer of Mogo Inc. certifies that, to the best of his knowledge and belief, the annual report on Form 20-F for the fiscal year ended December 31, 2024, which accompanies this certification: (a) fully complies with the requirements of Section 13(a) or 15(d), as applicable,

April 29, 2025 EX-2.1

DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934

Exhibit 2.1 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2024, Mogo, Inc. (“Mogo,” the “Company,” “we,” “us” and “our”) had the following series of securities registered pursuant to Section 12(b) of the Securtities and Exchange Act of 1934. Title of each class Trading Symbol(s) Name of each exchange on which r

April 29, 2025 EX-15.2

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent the use of our auditor’s report dated March 20, 2025, with respect to the consolidated financial statements of Mogo Inc.

April 29, 2025 EX-12.2

CERTIFICATION

Exhibit 12.2 CERTIFICATION I, Gregory Feller, Chief Financial Officer of Mogo Inc., certify that: 1. I have reviewed this annual report on Form 20-F of Mogo Inc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, no

April 29, 2025 EX-12.1

CERTIFICATION

Exhibit 12.1 CERTIFICATION I, David Feller, Chief Executive Officer of Mogo Inc., certify that: 1. I have reviewed this annual report on Form 20-F of Mogo Inc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not

April 29, 2025 EX-97

‑ 1 ‑

Exhibit 97 ‑ 1 ‑ MOGO INC. POLICY FOR RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION Mogo Inc. (the “Company”) has adopted this Policy for Recovery of Erroneously Awarded Compensation (the “Policy”), effective as of October 2, 2023 (the “Effective Date”). Capitalized terms used in this Policy but not otherwise defined in the text of this policy are defined in Section 11. 1. Persons Subject to Policy

April 29, 2025 EX-4.1

‑ 1 ‑

Exhibit 4.1 ‑ 1 ‑ AMENDED AND RESTATED SUBORDINATION AGREEMENT (Thurlow Guarantee) THIS AMENDED AND RESTATED SUBORDINATION AGREEMENT is made as of the 30th day of September, 2020 between DB FSLF 50 LLC, as agent for and on behalf of itself and each of the other Lenders (as defined below) (the “Agent”), DALE MATHESON CARR-HILTON LABONTE LLP, as trustee for and on behalf of the Holders (as hereafter

April 29, 2025 EX-13.2

CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 13.2 CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 The undersigned, as the Chief Financial Officer of Mogo Inc. certifies that, to the best of his knowledge and belief, the annual report on Form 20-F for the fiscal year ended December 31, 2024, which accompanies this certification, (a) fully complies with the requirements of Section 13(a) or 15(d), as applicable,

April 29, 2025 EX-4.3

SEVENTH AMENDMENT AGREEMENT AND WAIVER dated as of January 10, 2022 MOGO FINANCE TECHNOLOGY INC. as Borrower Mogo Financial Inc., Mogo Financial (B.C.) Inc., Mogo Financial (Alberta) Inc. and Mogo Financial (Ontario) Inc. as Originating Subsidiaries

Exhibit 4.3 SEVENTH AMENDMENT AGREEMENT AND WAIVER dated as of January 10, 2022 among MOGO FINANCE TECHNOLOGY INC. as Borrower Mogo Financial Inc., Mogo Financial (B.C.) Inc., Mogo Financial (Alberta) Inc. and Mogo Financial (Ontario) Inc. as Originating Subsidiaries Carta Solutions Holdings Corporation, as a Guarantor Mogo Inc. as Parent DB FSLF 50 LLC as Administrative Agent, Collateral Agent an

April 1, 2025 EX-99.1

TABLE OF CONTENTS

EXHIBIT 99.1 2024 Annual Information Form MOGO INC. 2024 ANNUAL INFORMATION FORM DATED: March 31, 2025 1 | Page TABLE OF CONTENTS CERTAIN INTERPRETATION MATTERS 4 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 4 CORPORATE STRUCTURE 8 NAME, ADDRESS, AND INCORPORATION 8 INTERCORPORATE RELATIONSHIPS 9 BUSINESS DESCRIPTION 9 GENERAL 9 PRODUCTS AND SERVICES 10 PRODUCT DEVELOPMENT 11 OUR PLATFORMS

April 1, 2025 EX-99.2

Form 52-109F1 Certification of Annual Filings Full Certificate

EXHIBIT 99.2 Form 52-109F1 Certification of Annual Filings Full Certificate I, David Feller, Chief Executive Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the AIF, annual financial statements and annual MD&A, including, for greater certainty, all documents and information that are incorporated by reference in the AIF (together, the “annual filings”) of Mogo Inc. (the “iss

April 1, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number: 001-3840

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville Street Vancouver, British Columbia V6C 1T2, Canada (Address of principa

April 1, 2025 EX-99.3

Form 52-109F1 Certification of Annual Filings Full Certificate

EXHIBIT 99.3 Form 52-109F1 Certification of Annual Filings Full Certificate I, Gregory Feller, Chief Financial Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the AIF, annual financial statements and annual MD&A, including, for greater certainty, all documents and information that are incorporated by reference in the AIF (together, the “annual filings”) of Mogo Inc. (the “i

March 20, 2025 EX-99.1

Mogo Reports Results for Q4 & FY 2024 Company reports Net Income of $10.4 million for Q4 2024 Total Revenue Increases 5% in Q4 and totaled $71.2 million for FY 2024 Wealth Revenue Increases 19% in Q4 and totaled $10.7 million for FY 2024 Payments Rev

EXHIBIT 99.1 Mogo Reports Results for Q4 & FY 2024 Company reports Net Income of $10.4 million for Q4 2024 Total Revenue Increases 5% in Q4 and totaled $71.2 million for FY 2024 Wealth Revenue Increases 19% in Q4 and totaled $10.7 million for FY 2024 Payments Revenue Increases 27% in Q4 and totaled $8.6 million for FY 2024 Ended Year with Cash1, Marketable Securities & Investments totaling $49.1 m

March 20, 2025 EX-99.1

Report of Independent Registered Public Accounting Firm

Exhibit 99.1 Page Report of Independent Registered Public Accounting Firm F-2 Consolidated Statements of Financial Position as at December 31, 2024 and December 31, 2023 F-7 Consolidated Statements of Operations and Comprehensive Income (Loss) for the years ended December 31, 2024, December 31, 2023 and December 31, 2022 F-8 Consolidated Statements of Changes in Equity (Deficit) for the years ende

March 20, 2025 EX-99.2

MANAGEMENT’S DISCUSSION AND ANALYSIS

Management’s Discussion and Analysis Exhibit 99.2 MOGO INC. MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED DECEMBER 31, 2024 DATED: MARCH 20, 2025 1 | Page Management’s Discussion and Analysis Table of Contents Caution Regarding Forward-looking Statements 4 Company Overview 5 Business Developments 5 Financial Highlights 7 Financial Outlook 9 Financial Performance Review 10 Non-IFRS Financ

March 20, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number: 001-3840

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number: 001-38409 Mogo Inc. (formerly Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal executive

March 20, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number: 001-3840

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal e

March 10, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number: 001-3840

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville Street Vancouver, British Columbia V6C 1T2, Canada (Address of principa

March 10, 2025 EX-99.2

Form 51-102F3 Material Change Report

EXHIBIT 99.2 Form 51-102F3 Material Change Report Item 1. Name and Address of Company Mogo Inc. (the “Company” or “Mogo”) 516-409 Granville St Vancouver, BC V6C 1T2 Item 2. Date of Material Change February 26, 2025. Item 3. News Release A news release was disseminated on February 28, 2025 via BusinessWire and was filed on SEDAR+ under the Company’s profile on SEDAR+ at www.sedarplus.ca. Item 4. Su

March 10, 2025 EX-99.1

SECOND AMENDED AND RESTATED REVOLVING CREDIT AND GUARANTEE AGREEMENT dated as of February 26, 2025 MOGO FINANCE TECHNOLOGY INC. as Borrower MOGO FINANCIAL INC., MOGO FINANCIAL (B.C.) INC., MOGO FINANCIAL (ALBERTA) INC. AND MOGO FINANCIAL (ONTARIO) IN

EXHIBIT 99.1 SECOND AMENDED AND RESTATED REVOLVING CREDIT AND GUARANTEE AGREEMENT dated as of February 26, 2025 among MOGO FINANCE TECHNOLOGY INC. as Borrower MOGO FINANCIAL INC., MOGO FINANCIAL (B.C.) INC., MOGO FINANCIAL (ALBERTA) INC. AND MOGO FINANCIAL (ONTARIO) INC. as Originating Subsidiaries CARTA SOLUTIONS HOLDING CORPORATION as a Guarantor MOGO INC. as Parent DB FSLF 50 LLC as Administrat

February 28, 2025 EX-99.1

Mogo Announces Three-Year Extension to Credit Facility with Fortress Investment Group Amendment Includes Lower Interest Rate Facility Expandable up to $100M

EXHIBIT 99.1 Mogo Announces Three-Year Extension to Credit Facility with Fortress Investment Group Amendment Includes Lower Interest Rate Facility Expandable up to $100M Vancouver, British Columbia, February 28, 2025 – Mogo Inc. (NASDAQ:MOGO) (TSX:MOGO) (“Mogo” or the “Company”), a digital wealth and payments business, today announced an amendment to its existing senior credit facility (“Credit Fa

February 28, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2025 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2025 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principa

November 6, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2024 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2024 Commission File Number: 001-38409 Mogo Inc. (formerly Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal executi

November 6, 2024 EX-99.4

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.4 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, Gregory Feller, Chief Financial Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Mogo Inc. (the "issuer") for the interim period ended September 30, 2024. 2. No misrepresentations: Based on my knowledge, having exe

November 6, 2024 EX-99.2

MANAGEMENT’S DISCUSSION AND ANALYSIS

Management’s Discussion and Analysis Exhibit 99.2 MOGO INC. MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE QUARTER ENDED SEPTEMBER 30, 2024 DATED: NOVEMBER 6, 2024 1 | Page Management’s Discussion and Analysis Table of Contents Caution Regarding Forward-looking Statements 4 Company Overview 5 Business Developments 5 Financial Highlights 6 Financial Outlook 7 Financial Performance Review 8 Non-IFRS F

November 6, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2024 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2024 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principa

November 6, 2024 EX-99.1

Mogo Reports Results for Q3 2024 and Expects Positive Adjusted Net Income for 2025 Raises 2024 Adjusted EBITDA1,2 guidance & introduces 2025 Adjusted EBITDA guidance of $10 to $12 million Quarterly payments volume increased 23% year-over-year to a re

EXHIBIT 99.1 Mogo Reports Results for Q3 2024 and Expects Positive Adjusted Net Income for 2025 Raises 2024 Adjusted EBITDA1,2 guidance & introduces 2025 Adjusted EBITDA guidance of $10 to $12 million Quarterly payments volume increased 23% year-over-year to a record $3.0 billion AUM Increased 22% year-over-year to $409 million Adjusted EBITDA increased sequentially to $2.1 million in Q3 2024 Mogo

November 6, 2024 EX-99.3

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.3 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, David Feller, Chief Executive Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Mogo Inc. (the "issuer") for the interim period ended September 30, 2024. 2. No misrepresentations: Based on my knowledge, having exerc

November 6, 2024 EX-99.1

Three months ended

Exhibit 99.1 Page Interim Condensed Consolidated Statements of Financial Position as at September 30, 2024 and December 31, 2023 F-2 Interim Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and nine months ended September 30, 2024 and 2023 F-3 Interim Condensed Consolidated Statements of Changes in Equity (Deficit) for the nine months ended September 30

October 11, 2024 EX-99.3

October 1, 2024

EXHIBIT 99.3 October 1, 2024 TO: British Columbia Securities Commission Alberta Securities Commission Financial and Consumer Affairs Authority of Saskatchewan The Manitoba Securities Commission Ontario Securities Commission Autorité des marchés financiers Nova Scotia Securities Commission Financial and Consumer Services Commission (New Brunswick) Office of the Superintendent of Securities (Prince

October 11, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission File Number: 001-38

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal

October 11, 2024 EX-99.1

NOTICE OF CHANGE OF AUDITOR

EX-99.1 2 mogoex991.htm NOTICE EXHIBIT 99.1 NOTICE OF CHANGE OF AUDITOR TO: MNP LLP, Chartered Professional Accountants, Vancouver, British Columbia, Canada ("MNP") AND TO: KPMG LLP, Chartered Professional Accountants, Vancouver, British Columbia, Canada ("KPMG") AND TO: British Columbia Securities Commission Alberta Securities Commission Financial and Consumer Affairs Authority of Saskatchewan Th

October 11, 2024 EX-99.2

KPMG LLP

EXHIBIT 99.2 KPMG LLP PO Box 10426 777 Dunsmuir Street Vancouver BC V7Y 1K3 Canada Telephone (604) 691-3000 Fax (604) 691-3031 To British Columbia Securities Commission Alberta Securities Commission Autorité des marchés financiers Financial and Consumer Affairs Authority of Saskatchewan Financial and Consumer Services Commission, New Brunswick Nova Scotia Securities Commission Financial and Consum

August 8, 2024 EX-99.3

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.3 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, David Feller, Chief Executive Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Mogo Inc. (the "issuer") for the interim period ended June 30, 2024. 2. No misrepresentations: Based on my knowledge, having exercised

August 8, 2024 EX-99.4

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.4 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, Gregory Feller, Chief Financial Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Mogo Inc. (the "issuer") for the interim period ended June 30, 2024. 2. No misrepresentations: Based on my knowledge, having exercise

August 8, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission File Number: 001-384

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal

August 8, 2024 EX-99.1

Three months ended

Exhibit 99.1 Page Interim Condensed Consolidated Statements of Financial Position as at June 30, 2024 and December 31, 2023 F-2 Interim Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and six months ended June 30, 2024 and 2023 F-3 Interim Condensed Consolidated Statements of Changes in Equity (Deficit) for the three and six months ended June 30, 2024

August 8, 2024 EX-99.1

Mogo Reports Results for Q2 2024 Quarterly revenue of $17.6 million, up 10% year-over-year Adjusted EBITDA1 increased sequentially to $1.4 million in Q2 2024 Quarterly payments volume increased 12% year-over-year to $2.8 billion Ended Q2 with $41.5 m

EXHIBIT 99.1 Mogo Reports Results for Q2 2024 Quarterly revenue of $17.6 million, up 10% year-over-year Adjusted EBITDA1 increased sequentially to $1.4 million in Q2 2024 Quarterly payments volume increased 12% year-over-year to $2.8 billion Ended Q2 with $41.5 million of cash, marketable securities & investments2 Mogo reports in Canadian dollars and in accordance with IFRS Vancouver, British Colu

August 8, 2024 EX-99.2

MANAGEMENT’S DISCUSSION AND ANALYSIS

Management’s Discussion and Analysis Exhibit 99.2 MOGO INC. MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE QUARTER ENDED JUNE 30, 2024 DATED: AUGUST 8, 2024 1 | Page Management’s Discussion and Analysis Table of Contents Caution Regarding Forward-looking Statements 4 Company Overview 5 Business Developments 5 Financial Highlights 6 Financial Outlook 7 Financial Performance Review 8 Non-IFRS Financia

August 8, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission File Number: 001-384

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission File Number: 001-38409 Mogo Inc. (formerly Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal executive

June 28, 2024 EX-99.1

MOGO ANNOUNCES RESULTS OF ITS ANNUAL GENERAL MEETING OF SHAREHOLDERS

EXHIBIT 99.1 MOGO ANNOUNCES RESULTS OF ITS ANNUAL GENERAL MEETING OF SHAREHOLDERS June 27, 2024, Vancouver – The annual general meeting of shareholders (the "Meeting") of Mogo Inc. (NASDAQ: MOGO) (TSX: MOGO;) ("Mogo" or the "Company"), a digital wealth and payments business, was held today via live audiocast online and the Company is pleased to announce that all resolutions put forward, being the

June 28, 2024 EX-99.2

ANNUAL MEETING OF SHAREHOLDERS OF MOGO INC. REPORT OF VOTING RESULTS

EXHIBIT 99.2 ANNUAL MEETING OF SHAREHOLDERS OF MOGO INC. REPORT OF VOTING RESULTS VIA SEDAR June 27, 2024 All Provinces and Territories of Canada The Toronto Stock Exchange Re: Mogo Inc. (the "Company") Report of Voting Results Pursuant to Section 11.3 of National Instrument 51-102 – Continuous Disclosure Obligations, the matters voted upon and the outcome of the votes at the Company's Annual Gene

June 28, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville Street Vancouver, British Columbia V6C 1T2, Canada (Address of principal

June 7, 2024 EX-99.2

EX-99.2

EXHIBIT 99.2

June 7, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville Street Vancouver, British Columbia V6C 1T2, Canada (Address of principal

June 7, 2024 EX-99.1

NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS OF MOGO INC. TO BE HELD JUNE 27, 2024 MANAGEMENT INFORMATION CIRCULAR THE BOARD OF DIRECTORS RECOMMENDS THAT SHAREHOLDERS VOTE FOR ALL MEETING RESOLUTIONS. May 29, 2024 NOTICE of annual meeting of shar

EXHIBIT 99.1 NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS OF MOGO INC. TO BE HELD JUNE 27, 2024 AND MANAGEMENT INFORMATION CIRCULAR THE BOARD OF DIRECTORS RECOMMENDS THAT SHAREHOLDERS VOTE FOR ALL MEETING RESOLUTIONS. May 29, 2024 NOTICE of annual meeting of shareholders NOTICE IS HEREBY GIVEN that an annual meeting (the “Meeting”) of the shareholders of Mogo Inc. (the “Company”) will be held

May 20, 2024 EX-99.3

Form 51-102F3 Material Change Report

EXHIBIT 99.3 Form 51-102F3 Material Change Report Item 1. Name and Address of Company Mogo Inc. (the “Company” or “Mogo”) 516-409 Granville St Vancouver, BC V6C 1T2 Item 2. Date of Material Change May 9, 2024. Item 3. News Release A news release was disseminated on May 10, 2024 via BusinessWire and was filed on SEDAR+ under the Company’s profile on SEDAR+ at www.sedarplus.ca. Item 4. Summary of Ma

May 20, 2024 EX-99.1

Date: May 17, 2024

EXHIBIT 99.1 Date: May 17, 2024 510 Burrard St, 3rd Floor Vancouver BC, V6C 3B9 www.computershare.com To: All Canadian Securities Regulatory Authorities Subject: MOGO INC. Dear Sir/Madam: We advise of the following with respect to the upcoming Meeting of Security Holders for the subject Issuer: Meeting Type : Annual General Meeting Record Date for Notice of Meeting : May 24, 2024 Record Date for V

May 20, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville Street Vancouver, British Columbia V6C 1T2, Canada (Address of principal

May 20, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville Street Vancouver, British Columbia V6C 1T2, Canada (Address of principal

May 20, 2024 EX-99.2

EIGHTH AMENDMENT AGREEMENT dated as of May 9, 2024 among MOGO FINANCE TECHNOLOGY INC. as Borrower Mogo Financial Inc., Mogo Financial (B.C.) Inc., Mogo Financial (Alberta) Inc. and Mogo Financial (Ontario) Inc. as Originating Subsidiaries Carta Solut

EXHIBIT 99.2 EIGHTH AMENDMENT AGREEMENT dated as of May 9, 2024 among MOGO FINANCE TECHNOLOGY INC. as Borrower Mogo Financial Inc., Mogo Financial (B.C.) Inc., Mogo Financial (Alberta) Inc. and Mogo Financial (Ontario) Inc. as Originating Subsidiaries Carta Solutions Holding Corporation, as a Guarantor Mogo Inc. as Parent DB FSLF 50 LLC as Administrative Agent, Collateral Agent and Sole Lead Arran

May 20, 2024 EX-99.1

Mogo Extends Maturity of $60 Million Credit Facility to 2026

EXHIBIT 99.1 Mogo Extends Maturity of $60 Million Credit Facility to 2026 Vancouver, British Columbia, May 10, 2024 – Mogo Inc. (NASDAQ:MOGO) (TSX:MOGO) (“Mogo” or the “Company”), a digital wealth and payments business, today announced an amendment to its existing senior credit facility (“Credit Facility”) with funds managed by affiliates of Fortress Investment Group LLC (“Fortress”). The amendmen

May 9, 2024 EX-99.4

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.4 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, Gregory Feller, Chief Financial Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Mogo Inc. (the "issuer") for the interim period ended March 31, 2024. 2. No misrepresentations: Based on my knowledge, having exercis

May 9, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal exe

May 9, 2024 EX-99.3

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.3 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, David Feller, Chief Executive Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Mogo Inc. (the "issuer") for the interim period ended March 31, 2024. 2. No misrepresentations: Based on my knowledge, having exercised

May 9, 2024 EX-99.1

Mogo Reports Results for Q1 2024 Record quarterly revenue of $17.9 million, up 13% year-over-year, accelerating for second consecutive quarter Total AUM increased 22% year-over-year to over $400 million (MogoTrade Assets up 150% year-over-year) Quart

EXHIBIT 99.1 Mogo Reports Results for Q1 2024 Record quarterly revenue of $17.9 million, up 13% year-over-year, accelerating for second consecutive quarter Total AUM increased 22% year-over-year to over $400 million (MogoTrade Assets up 150% year-over-year) Quarterly payments volume increased 18% year-over-year to $2.6 billion Ended Q1 with $53.4 million of cash, marketable securities & investment

May 9, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number: 001-38409 Mogo Inc. (formerly Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal executive of

May 9, 2024 EX-99.2

MANAGEMENT’S DISCUSSION AND ANALYSIS

Management’s Discussion and Analysis MOGO INC. MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE QUARTER ENDED MARCH 31, 2024 DATED: MAY 9, 2024 1 | Page Management’s Discussion and Analysis Table of Contents Caution Regarding Forward-looking Statements 4 Company Overview 5 Business Developments 5 Financial Highlights 6 Financial Outlook 6 Financial Performance Review 7 Non-IFRS Financial Measures 10 R

May 9, 2024 EX-99.1

Three months ended

Exhibit 99.1 Page Interim Condensed Consolidated Statements of Financial Position as at March 31, 2024 and December 31, 2023 F-2 Interim Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the three months ended March 31, 2024 and 2023 F-3 Interim Condensed Consolidated Statements of Changes in Equity (Deficit) for the three months ended March 31, 2024 and 2023 F-4

May 2, 2024 EX-99.1

Mogo Congratulates WonderFi and KAOS Capital on Cooperation Agreement and Expresses Support for Shareholder-Friendly Decision to Nominate Three New Directors

EXHIBIT 99.1 Mogo Congratulates WonderFi and KAOS Capital on Cooperation Agreement and Expresses Support for Shareholder-Friendly Decision to Nominate Three New Directors Vancouver, British Columbia, May 1, 2024 – Mogo Inc. (NASDAQ:MOGO) (TSX:MOGO) (“Mogo” or the “Company”), today expressed its support for the full slate of nine directors to stand for election at the 2024 annual meeting of WonderF

May 2, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville Street Vancouver, British Columbia V6C 1T2, Canada (Address of principal

May 2, 2024 EX-99.2

Form 62-103F1 REQUIRED DISCLOSURE UNDER THE EARLY WARNING REQUIREMENTS

EXHIBIT 99.2 Form 62-103F1 REQUIRED DISCLOSURE UNDER THE EARLY WARNING REQUIREMENTS Item 1 – Security and Reporting Issuer 1.1 State the designation of securities to which this report relates and the name and address of the head office of the issuer of the securities. This report relates to the common shares ("WonderFi Shares") of WonderFi Technologies Inc. ("WonderFi"). WonderFi's head office is

April 30, 2024 EX-13.1

CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 13.1 CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 The undersigned, as the Chief Executive Officer of Mogo Inc. certifies that, to the best of his knowledge and belief, the annual report on Form 20-F for the fiscal year ended December 31, 2023, which accompanies this certification: (a) fully complies with the requirements of Section 13(a) or 15(d), as applicable,

April 30, 2024 EX-20.1

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 20.1 Page Report of Independent Registered Public Accounting Firm F-2 Consolidated Statements of Financial Position as at December 31, 2023 and December 31, 2022 F-6 Consolidated Statements of Operations and Comprehensive Income (Loss) for the years ended December 31, 2023, December 31, 2022 and December 31, 2021 F-7 Consolidated Statements of Changes in Equity (Deficit) for the years ende

April 30, 2024 EX-12.2

CERTIFICATION

Exhibit 12.2 CERTIFICATION I, Gregory Feller, Chief Financial Officer of Mogo Inc., certify that: 1. I have reviewed this annual report on Form 20-F of Mogo Inc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, no

April 30, 2024 EX-2.1

DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934

Exhibit 2.1 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2023, Mogo, Inc. (“Mogo,” the “Company,” “we,” “us” and “our”) had the following series of securities registered pursuant to Section 12(b) of the Securtities and Exchange Act of 1934. Title of each class Trading Symbol(s) Name of each exchange on which r

April 30, 2024 EX-97

‑ 1 ‑

Exhibit 97 ‑ 1 ‑ MOGO INC. POLICY FOR RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION Mogo Inc. (the “Company”) has adopted this Policy for Recovery of Erroneously Awarded Compensation (the “Policy”), effective as of October 2, 2023 (the “Effective Date”). Capitalized terms used in this Policy but not otherwise defined in the text of this policy are defined in Section 11. 1. Persons Subject to Policy

April 30, 2024 EX-12.1

CERTIFICATION

Exhibit 12.1 CERTIFICATION I, David Feller, Chief Executive Officer of Mogo Inc., certify that: 1. I have reviewed this annual report on Form 20-F of Mogo Inc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not

April 30, 2024 EX-13.2

CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 13.2 CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 The undersigned, as the Chief Financial Officer of Mogo Inc. certifies that, to the best of his knowledge and belief, the annual report on Form 20-F for the fiscal year ended December 31, 2023, which accompanies this certification, (a) fully complies with the requirements of Section 13(a) or 15(d), as applicable,

April 30, 2024 EX-4.1

‑ 1 ‑

Exhibit 4.1 ‑ 1 ‑ AMENDED AND RESTATED SUBORDINATION AGREEMENT (Thurlow Guarantee) THIS AMENDED AND RESTATED SUBORDINATION AGREEMENT is made as of the 30th day of September, 2020 between DB FSLF 50 LLC, as agent for and on behalf of itself and each of the other Lenders (as defined below) (the “Agent”), DALE MATHESON CARR-HILTON LABONTE LLP, as trustee for and on behalf of the Holders (as hereafter

April 30, 2024 EX-4.2

‑ 1 ‑

Exhibit 4.2 ‑ 1 ‑ amended and restaTed SUBORDINATION AGREEMENT THIS AMENDED AND RESTATED SUBORDINATION AGREEMENT is made as of the 30th day of September, 2020 between DB FSLF 50 LLC, as agent for and on behalf of itself and each of the other Lenders (as hereafter defined) (the “Agent”), DALE MATHESON CARR-HILTON LABONTE LLP, as trustee for and on behalf of the Holders (as hereafter defined) (the “

April 30, 2024 EX-15.1

Consent of Independent Registered Public Accounting Firm

Exhibit 15.1 Consent of Independent Registered Public Accounting Firm The Board of Directors Mogo Inc. We consent to the use of our report dated March 20, 2024, with respect to the consolidated financial statements of Mogo Inc. (the “Entity”), which comprise the consolidated statements of financial position as of December 31, 2023 and December 31, 2022, the related consolidated statements of opera

April 30, 2024 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (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 SECURIT

April 30, 2024 EX-4.3

SEVENTH AMENDMENT AGREEMENT AND WAIVER dated as of January 10, 2022 MOGO FINANCE TECHNOLOGY INC. as Borrower Mogo Financial Inc., Mogo Financial (B.C.) Inc., Mogo Financial (Alberta) Inc. and Mogo Financial (Ontario) Inc. as Originating Subsidiaries

Exhibit 4.3 SEVENTH AMENDMENT AGREEMENT AND WAIVER dated as of January 10, 2022 among MOGO FINANCE TECHNOLOGY INC. as Borrower Mogo Financial Inc., Mogo Financial (B.C.) Inc., Mogo Financial (Alberta) Inc. and Mogo Financial (Ontario) Inc. as Originating Subsidiaries Carta Solutions Holdings Corporation, as a Guarantor Mogo Inc. as Parent DB FSLF 50 LLC as Administrative Agent, Collateral Agent an

April 4, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2024 Commission File Number: 001-3840

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2024 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville Street Vancouver, British Columbia V6C 1T2, Canada (Address of principa

April 4, 2024 EX-99.1

TABLE OF CONTENTS

EXHIBIT 99.1 2023 Annual Information Form MOGO INC. 2023 ANNUAL INFORMATION FORM DATED: APRIL 2, 2024 1 | Page 2023 Annual Information Form TABLE OF CONTENTS CERTAIN INTERPRETATION MATTERS 3 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 3 CORPORATE STRUCTURE 7 Name, Address, and Incorporation 7 Intercorporate Relationships 8 BUSINESS DESCRIPTION 8 General 8 Products and Services 8 Product D

April 4, 2024 EX-99.3

Form 52-109F1 Certification of Annual Filings Full Certificate

EXHIBIT 99.3 Form 52-109F1 Certification of Annual Filings Full Certificate I, Gregory Feller, Chief Financial Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the AIF, annual financial statements and annual MD&A, including, for greater certainty, all documents and information that are incorporated by reference in the AIF (together, the “annual filings”) of Mogo Inc. (the “i

April 4, 2024 EX-99.2

Form 52-109F1 Certification of Annual Filings Full Certificate

EXHIBIT 99.2 Form 52-109F1 Certification of Annual Filings Full Certificate I, David Feller, Chief Executive Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the AIF, annual financial statements and annual MD&A, including, for greater certainty, all documents and information that are incorporated by reference in the AIF (together, the “annual filings”) of Mogo Inc. (the “iss

March 27, 2024 EX-99.1

Mogo Nominates Independent Candidate for Election to WonderFi’s Board of Directors – Supports KAOS Capital’s Call for a Fundamental Transformation of Board

EXHIBIT 99.1 Mogo Nominates Independent Candidate for Election to WonderFi’s Board of Directors – Supports KAOS Capital’s Call for a Fundamental Transformation of Board Vancouver, British Columbia, March 27, 2024 – Mogo Inc. (NASDAQ:MOGO) (TSX:MOGO) (“Mogo” or the “Company”), today announced that, pursuant to its investor rights agreement (“IRA”) with WonderFi Technologies Inc. (“WonderFi”) and th

March 27, 2024 EX-99.2

Form 62-103F1 REQUIRED DISCLOSURE UNDER THE EARLY WARNING REQUIREMENTS

EXHIBIT 99.2 Form 62-103F1 REQUIRED DISCLOSURE UNDER THE EARLY WARNING REQUIREMENTS Item 1 – Security and Reporting Issuer 1.1 State the designation of securities to which this report relates and the name and address of the head office of the issuer of the securities. This report relates to the common shares (“WonderFi Shares”) of WonderFi Technologies Inc. (“WonderFi”). WonderFi’s head office is

March 27, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission File Number: 001-3840

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville Street Vancouver, British Columbia V6C 1T2, Canada (Address of principa

March 21, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission File Number: 001-3840

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 516-409 Granville St. Vancouver, British Columbia V6C 1T2, Canada (Address of principal e

March 21, 2024 EX-99.1

Mogo Reports Results for Q4 & FY 2023 Payments volume increased 36% year-over-year to $9.9 billion Q4 Revenue of $17.2 million, up 6% sequentially Q4 Adjusted EBITDA1 of $2.7 million (16% margin), up 1006% from the prior year; FY 2023 Adjusted EBITDA

EXHIBIT 99.1 Mogo Reports Results for Q4 & FY 2023 Payments volume increased 36% year-over-year to $9.9 billion Q4 Revenue of $17.2 million, up 6% sequentially Q4 Adjusted EBITDA1 of $2.7 million (16% margin), up 1006% from the prior year; FY 2023 Adjusted EBITDA reaches $7.7 million Ended year with $55.6 million of cash and total investments2, including $27.7 million crypto-related investments Mo

March 20, 2024 EX-99.2

MANAGEMENT’S DISCUSSION AND ANALYSIS

Management’s Discussion and Analysis MOGO INC. MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED DECEMBER 31, 2023 DATED: MARCH 20, 2024 1 | Page Management’s Discussion and Analysis Table of Contents Caution Regarding Forward-looking Statements 4 Company Overview 5 Business Developments 5 Financial Highlights 7 Financial Outlook 8 Financial Performance Review 9 Non-IFRS Financial Measures 1

March 20, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission File Number: 001-3840

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission File Number: 001-38409 Mogo Inc. (formerly Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of principal execut

March 20, 2024 EX-99.1

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 99.1 Page Report of Independent Registered Public Accounting Firm F-2 Consolidated Statements of Financial Position as at December 31, 2023 and December 31, 2022 F-6 Consolidated Statements of Operations and Comprehensive Income (Loss) for the years ended December 31, 2023, December 31, 2022 and December 31, 2021 F-7 Consolidated Statements of Changes in Equity (Deficit) for the years ende

November 9, 2023 EX-99.3

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.3 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, David Feller, Chief Executive Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Mogo Inc. (the "issuer") for the interim period ended September 30, 2023. 2. No misrepresentations: Based on my knowledge, having exerc

November 9, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of prin

November 9, 2023 EX-99.1

Mogo Reports Results for Q3 2023 Payment volume up 30% year-over-year to $2.4 billion Revenue of $16.2 million, up sequentially as top-line growth resumes Adjusted EBITDA1 of $2.1 million, a $4.9 million increase from Q3 2022; 6th quarter in a row of

EXHIBIT 99.1 Mogo Reports Results for Q3 2023 Payment volume up 30% year-over-year to $2.4 billion Revenue of $16.2 million, up sequentially as top-line growth resumes Adjusted EBITDA1 of $2.1 million, a $4.9 million increase from Q3 2022; 6th quarter in a row of increasing Adjusted EBITDA Cash and total investments of $43.7 million at quarter end2 Mogo reports in Canadian dollars and in accordanc

November 9, 2023 EX-99.1

Three months ended

Exhibit 99.1 Page Interim Condensed Consolidated Statements of Financial Position as at September 30, 2023 and December 31, 2022 F-2 Interim Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and nine months ended September 30, 2023 and 2022 F-3 Interim Condensed Consolidated Statements of Changes in Equity (Deficit) for the three and nine months ended Se

November 9, 2023 EX-99.4

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.4 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, Gregory Feller, Chief Financial Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Mogo Inc. (the "issuer") for the interim period ended September 30, 2023. 2. No misrepresentations: Based on my knowledge, having exe

November 9, 2023 EX-99.2

MANAGEMENT’S DISCUSSION AND ANALYSIS

Management’s Discussion and Analysis MOGO INC. MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE QUARTER ENDED SEPTEMBER 30, 2023 DATED: NOVEMBER 9, 2023 1 | Page Management’s Discussion and Analysis Table of Contents Caution Regarding Forward-looking Statements 4 Company Overview 5 Business Developments 5 Financial Highlights 6 Financial Outlook 7 Financial Performance Review 8 Non-IFRS Financial Meas

November 9, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission File Number: 001-38409 Mogo Inc. (formerly Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of principal exe

August 30, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-384

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of princi

August 30, 2023 EX-99.2

Form 62-103F1 REQUIRED DISCLOSURE UNDER THE EARLY WARNING REQUIREMENTS

EXHIBIT 99.2 Form 62-103F1 REQUIRED DISCLOSURE UNDER THE EARLY WARNING REQUIREMENTS Item 1 – Security and Reporting Issuer 1.1 State the designation of securities to which this report relates and the name and address of the head office of the issuer of the securities. This report relates to common shares (“WonderFi Shares”) of WonderFi Technologies Inc. (“WonderFi”). WonderFi’s head office is loca

August 30, 2023 EX-99.1

Mogo Files Early Warning Report

EXHIBIT 99.1 Mogo Files Early Warning Report Vancouver, British Columbia, August 25, 2023 – This news release is issued by Mogo Inc. (NASDAQ:MOGO) (TSX:MOGO) (“Mogo” or the “Company”) pursuant to the early warning requirements of Canada’s National Instrument 62-104 and National Instrument 62-103 with respect to common shares (“WonderFi Shares”) of WonderFi Technologies Inc. (“WonderFi”), a reporti

August 22, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-384

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of princi

August 22, 2023 EX-99.1

Mogo Launches Normal Course Issuer Bid on TSX

EXHIBIT 99.1 Mogo Launches Normal Course Issuer Bid on TSX Vancouver, British Columbia, August 21, 2023 – Mogo Inc. (NASDAQ:MOGO) (TSX:MOGO) (“Mogo” or the “Company”) today announced that, in addition to the Company’s existing common share buyback program launched on the NASDAQ in March 2022 (the “NASDAQ Bid”), the Company has received approval from the Toronto Stock Exchange (the “TSX”) to commen

August 11, 2023 EX-99.1

Mogo Reports Results for Q2 2023 and Share Consolidation Gross Profit of $11.9 million, up 4.9% yr/yr Adjusted EBITDA of $1.8 million in the quarter, up from ($4.1) million in Q2 2022 Company increases full-year Adjusted EBITDA guidance to $7.0 milli

EXHIBIT 99.1 Mogo Reports Results for Q2 2023 and Share Consolidation Gross Profit of $11.9 million, up 4.9% yr/yr Adjusted EBITDA of $1.8 million in the quarter, up from ($4.1) million in Q2 2022 Company increases full-year Adjusted EBITDA guidance to $7.0 million to $9.0 million Subsequent to quarter end received ~87 million shares in WonderFi Technologies Inc. (TSX: WNDR) Company announces 3:1

August 11, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-384

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of princi

August 10, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-384

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-38409 Mogo Inc. (formerly Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of principal execu

August 10, 2023 EX-99.4

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.4 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, Gregory Feller, Chief Financial Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Mogo Inc. (the "issuer") for the interim period ended June 30, 2023. 2. No misrepresentations: Based on my knowledge, having exercise

August 10, 2023 EX-99.2

MANAGEMENT’S DISCUSSION AND ANALYSIS

Management’s Discussion and Analysis MOGO INC. MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE QUARTER ENDED JUNE 30, 2023 DATED: AUGUST 10, 2023 1 | Page Management’s Discussion and Analysis Table of Contents Caution Regarding Forward-looking Statements 4 Company Overview 5 Business Developments 5 Financial Highlights 6 Financial Outlook 7 Financial Performance Review 8 Non-IFRS Financial Measures 1

August 10, 2023 EX-99.3

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.3 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, David Feller, Chief Executive Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Mogo Inc. (the "issuer") for the interim period ended June 30, 2023. 2. No misrepresentations: Based on my knowledge, having exercised

August 10, 2023 EX-99.1

Three months ended

Exhibit 99.1 Page Interim Condensed Consolidated Statements of Financial Position as at June 30, 2023 and December 31, 2022 F-2 Interim Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and six months ended June 30, 2023 and 2022 F-3 Interim Condensed Consolidated Statements of Changes in Equity (Deficit) for the three and six months ended June 30, 2023

August 7, 2023 EX-99.2

PRELIMINARY SHORT FORM BASE SHELF PROSPECTUS

EXHIBIT 99.2 A copy of this preliminary short form base shelf prospectus has been filed with the securities regulatory authorities in each of the provinces and territories of Canada, except Québec, but has not yet become final for the purpose of the sale of securities. Information contained in this preliminary short form base shelf prospectus may not be complete and may have to be amended. The sec

August 7, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-384

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of princi

August 7, 2023 EX-99.1

Mogo Announces Filing of Preliminary Base Shelf Prospectus to Replace Recently Expired Base Shelf Prospectus

EXHIBIT 99.1 Mogo Announces Filing of Preliminary Base Shelf Prospectus to Replace Recently Expired Base Shelf Prospectus Vancouver, British Columbia, August 4, 2023 – Mogo Inc. (NASDAQ:MOGO) (TSX:MOGO) (“Mogo” or the “Company”), one of Canada’s leading financial technology companies, today announced that it has filed a preliminary short form base shelf prospectus (the “Shelf Prospectus”) with the

June 28, 2023 EX-99.2

ANNUAL MEETING OF SHAREHOLDERS OF MOGO INC. REPORT OF VOTING RESULTS

EXHIBIT 99.2 ANNUAL MEETING OF SHAREHOLDERS OF MOGO INC. REPORT OF VOTING RESULTS VIA SEDAR June 27, 2023 All Provinces and Territories of Canada The Toronto Stock Exchange Re: Mogo Inc. (the "Company") Report of Voting Results Pursuant to Section 11.3 of National Instrument 51-102 – Continuous Disclosure Obligations, the matters voted upon and the outcome of the votes at the Company's Annual Gene

June 28, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of principa

June 28, 2023 EX-99.1

MOGO ANNOUNCES RESULTS OF ITS ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS

EXHIBIT 99.1 MOGO ANNOUNCES RESULTS OF ITS ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS June 27, 2023, Vancouver – The annual general and special meeting of shareholders (the "Meeting") of Mogo Inc. (NASDAQ: MOGO) (TSX: MOGO;) ("Mogo" or the "Company"), one of Canada’s leading financial technology companies, was held today via live audiocast online and the Company is pleased to announce that

June 7, 2023 EX-99.1

NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS OF MOGO INC. TO BE HELD JUNE 27, 2023 MANAGEMENT INFORMATION CIRCULAR MAY 29, 2023 NOTICE of annual and special meeting of shareholders

EXHIBIT 99.1 NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS OF MOGO INC. TO BE HELD JUNE 27, 2023 AND MANAGEMENT INFORMATION CIRCULAR MAY 29, 2023 NOTICE of annual and special meeting of shareholders NOTICE IS HEREBY GIVEN that an annual and special meeting (the “Meeting”) of the shareholders of Mogo Inc. (the “Company”) will be held virtually via audiocast on June 27, 2023 at 1:00 pm (Pacif

June 7, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of principa

June 7, 2023 EX-99.2

EX-99.2

EXHIBIT 99.2

June 2, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of principa

June 2, 2023 EX-99.1

EX-99.1

EXHIBIT 99.1

May 11, 2023 EX-99.1

Mogo Reports Results for Q1 2023 Q1 2023 Revenue of $15.9 million and Gross Profit of $11.9 million Q1 2023 operating expenses down 45% year over year, driving positive Adjusted EBITDA of $1.0 million in the quarter Ended quarter with $60.4 million o

EXHIBIT 99.1 Mogo Reports Results for Q1 2023 Q1 2023 Revenue of $15.9 million and Gross Profit of $11.9 million Q1 2023 operating expenses down 45% year over year, driving positive Adjusted EBITDA of $1.0 million in the quarter Ended quarter with $60.4 million of cash and total investments1 Mogo reports in Canadian dollars and in accordance with IFRS Vancouver, British Columbia, May 11, 2023 – Mo

May 11, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2023 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2023 Commission File Number: 001-38409 Mogo Inc. (formerly Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of principal executiv

May 11, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2023 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2023 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of principal

May 11, 2023 EX-99.4

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.4 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, Gregory Feller, Chief Financial Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Mogo Inc. (the "issuer") for the interim period ended March 31, 2023. 2. No misrepresentations: Based on my knowledge, having exercis

May 11, 2023 EX-99.2

MANAGEMENT’S DISCUSSION AND ANALYSIS

Management’s Discussion and Analysis Exhibit 99.2 MOGO INC. MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE QUARTER ENDED MARCH 31, 2023 DATED: MAY 11, 2023 1 | Page Management’s Discussion and Analysis Table of Contents Caution Regarding Forward-looking Statements 4 Company Overview 5 Business Developments 5 Financial Highlights 6 Financial Outlook 6 Financial Performance Review 7 Non-IFRS Financial

May 11, 2023 EX-99.1

Three months ended

Exhibit 99.1 Page Interim Condensed Consolidated Statements of Financial Position as at March 31, 2023 and December 31, 2022 F-2 Interim Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the three months ended March 31, 2023 and 2022 F-3 Interim Condensed Consolidated Statements of Changes in Equity (Deficit) for the three months ended March 31, 2023 and 2022 F-4

May 11, 2023 EX-99.3

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.3 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, David Feller, Chief Executive Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Mogo Inc. (the "issuer") for the interim period ended March 31, 2023. 2. No misrepresentations: Based on my knowledge, having exercised

May 5, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2023 Commission File Number: 001-38409

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2023 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of principal

May 5, 2023 EX-99.1

Mogo Granted Extension to Meet Nasdaq Minimum Bid Price Deficiency

EXHIBIT 99.1 Mogo Granted Extension to Meet Nasdaq Minimum Bid Price Deficiency Vancouver, British Columbia, May 4, 2023 – Mogo Inc. (NASDAQ:MOGO) (TSX:MOGO) (“Mogo” or the “Company”), one of Canada’s leading financial technology companies, today announced that it received a notice (the “Extension Notice”) from the Nasdaq Stock Market LLC (“Nasdaq”) granting the Company’s request for a 180-day ext

April 26, 2023 EX-99.1

April 24, 2023

EXHIBIT 99.1 April 24, 2023 510 Burrard St, 3rd Floor Vancouver BC, V6C 3B9 www.computershare.com To: All Canadian Securities Regulatory Authorities Subject: MOGO INC. Dear Sir/Madam: We advise of the following with respect to the upcoming Meeting of Security Holders for the subject Issuer: Meeting Type: Annual General and Special Meeting Record Date for Notice of Meeting: May 19, 2023 Record Date

April 26, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number: 001-3840

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number: 001-38409 Mogo Inc. (formerly known as Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of princip

April 4, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number: 001-3840

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number: 001-38409 Mogo Inc. (formerly Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of principal execut

April 4, 2023 EX-99.1

Mogo Announces that Coinsquare has entered into a Business Combination Agreement involving Coinsquare, WonderFi and Coinsmart, creating Canada’s leading public and only fully regulated crypto asset trading platform Mogo is Coinsquare’s largest shareh

EX-99.1 2 mogoex991.htm PRESS RELEASE EXHIBIT 99.1 Mogo Announces that Coinsquare has entered into a Business Combination Agreement involving Coinsquare, WonderFi and Coinsmart, creating Canada’s leading public and only fully regulated crypto asset trading platform Mogo is Coinsquare’s largest shareholder and is expected to be the largest shareholder of the Combined Company on closing. The Combine

March 27, 2023 EX-99.3

Form 52-109F1 CFO certification of annual filings

EXHIBIT 99.3

March 27, 2023 EX-99.2

Form 52-109F1 CEO certification of annual filings

EXHIBIT 99.2

March 27, 2023 EX-99.1

TABLE OF CONTENTS

EXHIBIT 99.1 2022 Annual Information Form MOGO INC. 2022 ANNUAL INFORMATION FORM DATED: MARCH 23, 2023 1 | Page 2022 Annual Information Form TABLE OF CONTENTS CERTAIN INTERPRETATION MATTERS 4 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 4 CORPORATE STRUCTURE 8 NAME, ADDRESS, AND INCORPORATION 8 INTERCORPORATE RELATIONSHIPS 9 BUSINESS DESCRIPTION 9 GENERAL 9 PRODUCT DEVELOPMENT 12 OUR PLATF

March 27, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission File Number: 001-3840

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission File Number: 001-38409 Mogo Inc. (formerly Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of principal execut

March 24, 2023 EX-99.1

Mogo Reports Results for Q4 & FY 2022 FY 2022 Revenue up 20% year over year to $68.9 million Q4 Adjusted EBITDA of $0.2 million, reaching positive Adjusted EBITDA one year ahead of previous guidance Targeting FY 2023 Adjusted EBITDA of $6 to $8 milli

EX-99.1 2 mogoex991.htm PRESS RELEASE EXHIBIT 99.1 Mogo Reports Results for Q4 & FY 2022 FY 2022 Revenue up 20% year over year to $68.9 million Q4 Adjusted EBITDA of $0.2 million, reaching positive Adjusted EBITDA one year ahead of previous guidance Targeting FY 2023 Adjusted EBITDA of $6 to $8 million Ended year with $30.8 million of cash and $37.5 million in total investments1 Mogo reports in Ca

March 24, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission File Number: 001-3840

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission File Number: 001-38409 Mogo Inc. (formerly Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of principal execut

March 23, 2023 EX-13.1

Certification of the Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

EX-13.1 Exhibit 13.1 CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 The undersigned, as the Chief Executive Officer of Mogo Inc. certifies that, to the best of his knowledge and belief, the annual report on Form 20-F for the fiscal year ended December 31, 2022, which accompanies this certification: (a) fully complies with the requirements of Section 13(a) or 15(d), as appl

March 23, 2023 EX-4.1

Amended and Restated Subordination Agreement (Thurlow Guarantee) dated September 30, 2020 among DB FSLF 50 LLC, Dale Matheson Carr-Hilton LaBonte LLP and Mogo Finance Technology Inc.

EX-4.1 ‑ 1 ‑ AMENDED AND RESTATED SUBORDINATION AGREEMENT (Thurlow Guarantee) THIS AMENDED AND RESTATED SUBORDINATION AGREEMENT is made as of the 30th day of September, 2020 between DB FSLF 50 LLC, as agent for and on behalf of itself and each of the other Lenders (as defined below) (the “Agent”), DALE MATHESON CARR-HILTON LABONTE LLP, as trustee for and on behalf of the Holders (as hereafter defi

March 23, 2023 EX-12.1

Certification of the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

EX-12.1 Exhibit 12.1 CERTIFICATION I, David Feller, Chief Executive Officer of Mogo Inc., certify that: 1. I have reviewed this annual report on Form 20-F of Mogo Inc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were ma

March 23, 2023 EX-13.2

Certification of the Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

EX-13.2 Exhibit 13.2 CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 The undersigned, as the Chief Financial Officer of Mogo Inc. certifies that, to the best of his knowledge and belief, the annual report on Form 20-F for the fiscal year ended December 31, 2022, which accompanies this certification, (a) fully complies with the requirements of Section 13(a) or 15(d), as appl

March 23, 2023 EX-4.4

Amended and Restated Revolving Credit and Guarantee Agreement dated between Mogo, Mogo Finance, Mogo Financial Inc., Mogo Financial (B.C.) Inc., Mogo Financial (Alberta) Inc., Mogo Financial (Ontario) Inc. and DB FSLF 50 LLC as of July 16, 2019, and as further amended by that First Amendment Agreement dated as of December 31, 2019, the Second Amendment Agreement dated March 30, 2020 and the Third Amendment Agreement dated April 15, 2020, the Fourth Amendment Agreement dated June 29, 2020, the Fifth Amendment Agreement dated January 25, 2021, the Sixth Amendment Agreement dated December 16, 2021 and the Seventh Amendment Agreement dated January 10, 2022

EX-4.4 SEVENTH AMENDMENT AGREEMENT AND WAIVER dated as of January 10, 2022 among MOGO FINANCE TECHNOLOGY INC. as Borrower Mogo Financial Inc., Mogo Financial (B.C.) Inc., Mogo Financial (Alberta) Inc. and Mogo Financial (Ontario) Inc. as Originating Subsidiaries Carta Solutions Holdings Corporation, as a Guarantor Mogo Inc. as Parent DB FSLF 50 LLC as Administrative Agent, Collateral Agent and Sol

March 23, 2023 EX-20.1

Annual consolidated financial statements for the years ended December 31, 2022, 2021 and 2020

Exhibit 20.1 Page Report of Independent Registered Public Accounting Firm F-2 Consolidated Statements of Financial Position as at December 31, 2022 and December 31, 2021 F-3 Consolidated Statements of Operations and Comprehensive Income (Loss) for the years ended December 31, 2022, December 31, 2021 and December 31, 2020 F-4 Consolidated Statements of Changes in Equity (Deficit) for the years ende

March 23, 2023 EX-4.2

Amended and Restated Subordination Agreement dated September 30, 2020 among DB FSLF 50 LLC, Dale Matheson Carr-Hilton LaBonte LLP, Mogo Finance, Mogo Mortgage Technology Inc., Mogo Financial Inc., Mogo Financial (B.C.) Inc., Mogo Financial (Alberta) Inc., Mogo Financial (Ontario) Inc., Hornby Loan Brokers (Ottawa) Inc., Horny Leasing Inc., Thurlow Management Inc., Thurlow Capital (BC) Inc., Thurlow Capital (Alberta) Inc., Thurlow Capital (Ontario) Inc., Thurlow Capital (Manitoba) Inc., Thurlow Capital (Ottawa) Inc. and Mogo Technology Inc.

EX-4.2 ‑ 1 ‑ amended and restaTed SUBORDINATION AGREEMENT THIS AMENDED AND RESTATED SUBORDINATION AGREEMENT is made as of the 30th day of September, 2020 between DB FSLF 50 LLC, as agent for and on behalf of itself and each of the other Lenders (as hereafter defined) (the “Agent”), DALE MATHESON CARR-HILTON LABONTE LLP, as trustee for and on behalf of the Holders (as hereafter defined) (the “Trust

March 23, 2023 EX-2.1

Description of Registered Securities

EX-2.1 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2022, Mogo, Inc. (“Mogo,” the “Company,” “we,” “us” and “our”) had the following series of securities registered pursuant to Section 12(b) of the Securtities and Exchange Act of 1934. Title of each class Trading Symbol(s) Name of each exchange on which regist

March 23, 2023 EX-12.2

Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

EX-12.2 Exhibit 12.2 CERTIFICATION I, Gregory Feller, Chief Financial Officer of Mogo Inc., certify that: 1. I have reviewed this annual report on Form 20-F of Mogo Inc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were

March 23, 2023 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (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, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O

March 23, 2023 EX-15.1

Consent of Independent Auditor – KPMG LLP

EX-15.1 Exhibit 15.1 KPMG LLP Chartered Professional Accountants PO Box 10426 777 Dunsmuir Street Vancouver BC V7Y 1K3 Telephone (604) 691-3000 Fax (604) 691-3031 www.kpmg.ca Consent of Independent Registered Public Accounting Firm The Board of Directors Mogo Inc. We consent to the incorporation by reference in the registration statement (No. 333225733) on Form S-8 and registration statement (No.

November 10, 2022 EX-99.3

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.3 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, David Feller, Chief Executive Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Mogo Inc. (the "issuer") for the interim period ended September 30, 2022. 2. No misrepresentations: Based on my knowledge, having exerc

November 10, 2022 EX-99.2

MANAGEMENT’S DISCUSSION AND ANALYSIS

Management?s Discussion and Analysis Exhibit 99.2 MOGO INC. MANAGEMENT?S DISCUSSION AND ANALYSIS FOR THE QUARTER ENDED SEPTEMBER 30, 2022 DATED: NOVEMBER 10, 2022 1 | Page Management?s Discussion and Analysis Table of Contents Caution Regarding Forward-looking Statements 4 Company Overview 5 Business Developments 5 Financial Highlights 7 Financial Outlook 7 Financial Performance Review 8 Non-IFRS

November 10, 2022 EX-99.4

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

Exhibit 99.4 FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, Gregory Feller, Chief Financial Officer of Mogo Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the "Interim filings") of Mogo Inc. (the "issuer") for the interim period ended September 30, 2022. 2. No misrepresentations: Based on my knowledge, having exe

November 10, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number: 001-38409 Mogo Inc. (formerly Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of principal exe

November 10, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number: 001-3

6-K 1 mogo6k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number: 001-38409 Mogo Inc. (formerly Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada

November 10, 2022 EX-99.1

Mogo Reports Third Quarter 2022 Financial Results Q3 revenue of $17.3 million, up 12% year over year Ended quarter with cash, digital assets & investments of $106.0 million1 Company announces comprehensive restructuring plan to accelerate path to pro

EXHIBIT 99.1 Mogo Reports Third Quarter 2022 Financial Results Q3 revenue of $17.3 million, up 12% year over year Ended quarter with cash, digital assets & investments of $106.0 million1 Company announces comprehensive restructuring plan to accelerate path to profitability Mogo reports in Canadian dollars and in accordance with IFRS Vancouver, British Columbia, November 10, 2022 – Mogo Inc. (NASDA

November 10, 2022 EX-99.1

Three months ended

Exhibit 99.1 Page Interim Condensed Consolidated Statements of Financial Position as at September 30, 2022 and December 31, 2021 F-2 Interim Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and nine months ended September 30, 2022 and 2021 F-3 Interim Condensed Consolidated Statements of Changes in Equity (Deficit) for the three and nine months ended Se

August 11, 2022 EX-99.3

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, David Feller, Chief Executive Officer of Mogo Inc.

August 11, 2022 EX-99.1

Three months ended

Exhibit 99.1 Page Interim Condensed Consolidated Statement of Financial Position as at June 30, 2022 and December 31, 2021 F-2 Interim Condensed Consolidated Statement of Operations and Comprehensive Income (Loss) for the three and six months ended June 30, 2022 and 2021 F-3 Interim Condensed Consolidated Statement of Changes in Equity (Deficit) for the three and six months ended June 30, 2022 and

August 11, 2022 EX-99.4

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE

FORM 52-109F2 CERTIFICATION OF INTERIM FILINGS FULL CERTIFICATE I, Gregory Feller, Chief Financial Officer of Mogo Inc.

August 11, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number: 001-384

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number: 001-38409 Mogo Inc. (formerly Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of principal execu

August 11, 2022 EX-99.1

Mogo Reports Second Quarter 2022 Financial Results Q2 revenue of $17.3 million, up 27% year over year Member base increases 18% year over year to 2.0 million During the quarter, Mogo implemented cost saving initiatives to accelerate path to profitabi

EXHIBIT 99.1 Mogo Reports Second Quarter 2022 Financial Results Q2 revenue of $17.3 million, up 27% year over year Member base increases 18% year over year to 2.0 million During the quarter, Mogo implemented cost saving initiatives to accelerate path to profitability Ended quarter with cash, digital assets & investments of $122 million2 Company announces removal of waitlist for MogoTrade Mogo repo

August 11, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number: 001-384

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number: 001-38409 Mogo Inc. (formerly Mogo Finance Technology Inc.) 2100-401 West Georgia St. Vancouver, British Columbia V6B 5A1, Canada (Address of principal execu

August 11, 2022 EX-99.2

MANAGEMENT’S DISCUSSION AND ANALYSIS

Management?s Discussion and Analysis Exhibit 99.2 MOGO INC. MANAGEMENT?S DISCUSSION AND ANALYSIS FOR THE QUARTER ENDED JUNE 30, 2022 DATED: AUGUST 11, 2022 1 | Page Management?s Discussion and Analysis Table of Contents Caution Regarding Forward-looking Statements 4 Company Overview 5 Business Developments 5 Financial Highlights 7 Financial Outlook 7 Financial Performance Review 8 Non-IFRS Financi

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