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 offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or

Form 40-F.

	Form 20-F	☒Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): 

Form 6-K Exhibit Index

Exhibit<br><br>Number		Document Description
99.1		Unaudited interim condensed consolidated financial statements for the three months ended March 31, 2025
99.2		Management’s discussion and analysis for the three months ended March 31, 2025
99.3		Form 52-109F2 - Certificate of Interim Filings (CEO)
99.4		Form 52-109F2 - Certificate of Interim Filings (CFO)

SIGNATURES

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

	Mogo Inc.
Date: May 8, 2025	By:	/s/ Gregory Feller
		Name: Gregory Feller
		Title: President & Chief Financial Officer

EX-99.1

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 thethree months ended March 31, 2025 and 2024		F-4
Interim Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2025 and 2024		F-5
Notes to the Interim Condensed Consolidated Financial Statements		F-6

Mogo Inc.

Interim Condensed Consolidated Statements of Financial Position

(Unaudited)

(Expressed in thousands of Canadian Dollars)

		Note		March 31, <br>2025				December 31, <br>2024
Assets
Cash and cash equivalent					9,820				8,530
Restricted cash					3,217				2,508
Marketable securities		5			16,322				26,085
Loans receivable, net		4			56,996				58,620
Prepaid expenses and other receivables					5,146				11,042
Investment portfolio		14c			9,473				11,991
Property and equipment					315				364
Investment in sublease, net and right-of-use assets					958				1,073
Intangible assets		6			29,639				31,080
Goodwill					38,355				38,355
Total assets					170,241				189,648
Liabilities
Accounts payable, accruals and other					17,482				22,181
Lease liabilities					1,382				1,541
Credit facility		7			48,241				48,792
Debentures		8			33,546				35,287
Deferred tax liability					531				630
Total liabilities					101,182				108,431
Equity
Share capital		16a			389,717				389,717
Contributed surplus					37,899				37,424
Foreign currency translation reserve					(1,178	)			(416	)
Deficit					(357,379	)			(345,508	)
Total equity					69,059				81,217
Total equity and liabilities					170,241				189,648

Approved on Behalf of the Board

Signed by “Greg Feller” , Director

Signed by “Christopher Payne” , Director

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

F-2

Mogo Inc.

Interim Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)

(Unaudited)

(Expressed in thousands of Canadian Dollars, except per share amounts)

				Three months ended
		Note		March 31, <br>2025				March 31, <br>2024
Revenue
Subscription and services					10,731				10,691
Interest revenue					6,599				7,234
		9,10a			17,330				17,925
Cost of revenue
Provision for loan losses, net of recoveries		4			4,814				4,705
Transaction costs					904				1,665
					5,718				6,370
Gross profit					11,612				11,555
Operating expenses
Technology and development					2,782				2,617
Marketing					1,147				1,222
Customer service and operations					2,603				2,818
General and administration					4,030				3,850
Stock-based compensation		16c			475				561
Depreciation and amortization		6			1,954				2,376
Total operating expenses		11			12,991				13,444
Loss from operations					(1,379	)			(1,889	)
Other expenses (income)
Credit facility interest expense		7			1,446				1,656
Debenture and other financing expense		8,17			913				806
Accretion related to debentures		8			154				178
Revaluation (gain) loss		12			7,662				(1,088	)
Other non-operating expense					416				254
					10,591				1,806
Net loss before tax					(11,970	)			(3,695	)
Income tax recovery					(99	)			(85	)
Net loss					(11,871	)			(3,610	)
Other comprehensive (loss) income:
Items that are or may be reclassified subsequently to profit or loss:
Foreign currency translation reserve (loss) gain					(762	)			31
Other comprehensive (loss) income					(762	)			31
Total comprehensive loss					(12,633	)			(3,579	)
Net loss per share
Basic and diluted loss per share					(0.49	)			(0.15	)
Weighted average number of basic and fully diluted common shares (in 000s)					24,383				24,426

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

F-3

Mogo Inc.

Interim Condensed Consolidated Statements of Changes in Equity (Deficit)

(Unaudited)

(Expressed in thousands of Canadian Dollars, except share amounts)

		Number of<br>shares, net of treasury shares (000s)			Share<br>capital		Contributed<br>surplus		Foreign currency translation reserve		Deficit		Total
Balance, December 31, 2024		24,281			389,717		37,424		(416)		(345,508)		81,217
Net loss		—			—		—		—		(11,871)		(11,871)
Foreign currency translation reserve		—			—		—		(762)		—		(762)
Stock-based compensation (Note 16c)		—			—		475		—		—		475
Balance, March 31, 2025		24,281			389,717		37,899		(1,178)		(357,379)		69,059
		Number of<br>shares, net of treasury shares (000s)			Share<br>capital		Contributed<br>surplus		Foreign currency translation reserve		Deficit		Total
---	---	---	---	---	---	---	---	---	---	---	---	---	---
Balance, December 31, 2023		24,325			389,806		35,503		243		(331,828)		93,724
Net loss		—			—		—		—		(3,610)		(3,610)
Purchase of common shares for cancellation		(17)			(47)		—		—		—		(47)
Cancellation of replacement awards		(1)			—		—		—		—		—
Foreign currency translation reserve		—			—		—		31		—		31
Stock-based compensation (Note 16c)		—			—		561		—		—		561
Options exercised or converted		2			15		(17)		—		—		(2)
Balance, March 31, 2024		24,309			389,774		36,047		274		(335,438)		90,657

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

F-4

Mogo Inc.

Interim Condensed Consolidated Statements of Cash Flows

(Unaudited)

(Expressed in thousands of Canadian Dollars)

				Three months ended
Cash provided by (used in) the following activities:		Note		March 31, <br>2025				March 31, <br>2024
Operating activities
Net loss					(11,871	)			(3,610	)
Items not affecting cash and other items:
Depreciation and amortization		6			1,954				2,376
Provision for loan losses		4			4,833				4,707
Credit facility interest expense		8			1,446				1,656
Debenture and other financing expense		8,17			913				806
Accretion related to debentures		11			154				178
Stock-based compensation expense		16c			475				561
Revaluation (gain) loss		12			7,662				(1,088	)
Other non-operating expense		13			37				149
Income tax recovery					(99	)			(85	)
					5,504				5,650
Changes in:
Net issuance of loans receivable					(3,210	)			(5,681	)
Prepaid expenses, and other receivables and assets					5,896				(1,795	)
Accounts payable, accruals and other					(4,813	)			640
Restricted cash					(709	)			(215	)
Net investment in sub-lease					112				44
					2,780				(1,357	)
Interest paid					(2,220	)			(2,494	)
Income taxes paid					—				(15	)
Net cash provided by (used in) operating activities					560				(3,866	)
Investing activities
Investment in intangible assets		6			(454	)			(704	)
Purchase of marketable securities		5			—				(816	)
Proceeds from sale of investment portfolio					715				—
Proceeds from sale of marketable securities					1,732				—
Purchases of property and equipment					(4	)			—
Net cash provided by (used in) investing activities					1,989				(1,520	)
Financing activities
Lease liabilities – principal payments					(159	)			(133	)
Repayments on debentures		8			(536	)			(699	)
Advances on credit facility		7			1,920				1,904
Repayments on credit facility		7			(2,471	)			—
Net cash (used in) provided by financing activities					(1,246	)			1,072
Effect of exchange rate fluctuations on cash and cash equivalents					(13	)			(19	)
Net increase (decrease) in cash and cash equivalent					1,290				(4,333	)
Cash and cash equivalent, beginning of period					8,530				16,133
Cash and cash equivalent, end of period					9,820				11,800

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

F-5

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

• Nature of operations

Mogo Inc. (“Mogo” or the "Company") was continued under the Business Corporations Act (British Columbia) on June 21, 2019 following the combination with Mogo Finance Technology Inc. The address of the Company's registered office is Suite 1700, Park Place, 666 Burrard Street, Vancouver, British Columbia, Canada, V6C 2X8. The Company’s common shares (the “Common Shares”) are listed on the Toronto Stock Exchange (“TSX”) and the Nasdaq Capital Market under the symbol “MOGO”.

Mogo offers simple digital solutions to help its members improve their path to wealth creation and financial freedom. Mogo offers commission-free stock trading that helps users thoughtfully invest based on a Warren Buffett approach to long-term investing while also making a positive impact with every investment. Moka offers Canadians a real alternative to mutual funds and wealth managers that overcharge and underperform with a fully managed investing solution based on the proven outperformance of an S&P 500 strategy, and at a fraction of the cost. Mogo also offers digital loans and mortgages. Through Carta Worldwide, Mogo also offers a low-cost payments platform that powers next-generation card programs for companies across Europe and Canada.

• Basis of presentation

Statement of compliance

These interim condensed consolidated financial statements have been prepared in accordance with International Accounting Standard 34 Interim Financial Reporting as issued by the International Accounting Standards Board® and should be read in conjunction with the Company's last annual consolidated financial statements as at and for the year ended December 31, 2024. They do not include all of the information required for a complete set of financial statements prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board®. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Company's financial position and performance since the last annual financial statements.

The Company presents its interim condensed consolidated statements of financial position on a non-classified basis in order of liquidity.

These interim condensed consolidated financial statements were authorized by the Board of Directors (the “Board”) to be issued on May 8, 2025.

These interim condensed financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the payment of liabilities in the ordinary course of business. Should the Company be unable to continue as a going concern, it may be unable to realize the carrying value of its assets and to meet its liabilities as they become due in the normal course.

Management routinely plans future activities which includes forecasting future cash flows. Management has reviewed their plan and has collectively formed a judgment that the Company has adequate resources to continue as a going concern for the foreseeable future, which management has defined as being at least 12 months from the date of approval of these interim condensed consolidated financial statements.

In arriving at this judgment, management has considered the following: (i) cash flow projections of the Company, which incorporates a rolling forecast and detailed cash flow modeling through the next 12 months from the date of approval of these interim condensed consolidated financial statements, and (ii) the base of investors and debt lenders historically available to the Company. The expected cash flows have been modeled based on anticipated revenue and profit streams with debt programmed into the model. Refer to Notes 7, 8, and 15 for details on amounts that may come due in the next 12 months.

F-6

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

• Basis of presentation (Continued from previous page)

For these reasons, the Company continues to adopt a going concern basis in preparing the interim condensed consolidated financial statements.

Functional and presentation currency

These interim condensed consolidated financial statements are presented in Canadian dollars. The functional currency of each subsidiary is determined based on the currency of the primary economic environment in which that subsidiary operates. The functional currency of each subsidiary that is not in Canadian dollars is as follows: Carta Financial Services Ltd. (GBP), Carta Solutions Processing Services Cyprus Ltd. (EUR), Carta Solutions Processing Services Corp. (MAD), Carta Solutions Singapore PTE. Ltd. (SGD), Moka Financial Technologies Europe (EUR).

• Material accounting policies

The accounting policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with those followed in the preparation of the Company’s annual consolidated financial statements for the year ended December 31, 2024.

Significant accounting judgements, estimates and assumptions

The preparation of the interim condensed consolidated financial statements requires management to make

estimates, assumptions and judgments that affect the reported amount of assets and liabilities, the disclosure of

contingent assets and liabilities and the reported amount of revenues and expenses during the period. The critical accounting estimates and judgments have been set out in the notes to the Company’s consolidated financial statements for the year ended December 31, 2024.

During the year, the United States government announced tariffs on imported goods. The uncertainty regarding the impact of these tariffs on the economies increases the uncertainty of estimates used in financial reporting. We have assessed the impact on the following areas:

Provision for loan losses

Forward-looking macroeconomic assumptions were updated in line with current forecasts, including potential impacts from tariffs. These changes did not have a material impact on the expected credit loss provisions.

Investment portfolio

Management considered market volatility, including trade uncertainties, in its valuation of private investments. Our valuation models have been updated to reflect these fluctuations.

New and amended standards and interpretations

Certain new or amended standards and interpretations became effective on January 1, 2025, but do not have an impact on the interim condensed consolidated financial statements of the Company.

Standards issued but not yet effective

In April 2024, the IASB issued IFRS 18 Presentation and Disclosure in Financial Statements. IFRS 18 replaces IAS 1 Presentation of Financial Statements and sets out requirements for the presentation and disclosure of information in general purpose financial statements. The standard applies to annual reporting periods beginning on or after January 1, 2027 and is to be applied retrospectively, with early adoption permitted. The Company has not adopted any standards or interpretations that have been issued but are not yet effective and is currently assessing the impact on the interim financial statements.

F-7

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

• Loans receivable

Loans receivable represent lines of credit advanced to customers in the normal course of business. The following table provides a breakdown of gross loans receivable and allowance for loan losses by aging bucket, which represents the Company's assessment of credit risk exposure and by their IFRS 9 – Financial Instruments expected credit loss measurement stage. The entire loan balance of a customer is aged in the same category as its oldest individual past due payment, to align with the stage groupings used in calculating the allowance for loan losses under IFRS 9. Stage 3 gross loans receivable include net balances outstanding and still anticipated to be collected for loans previously charged off (March 31, 2025 - $3,394, December 31, 2024 - $3,472). These are carried in gross receivables at the net expected collectable amount with no associated allowance.

				As at March 31, 2025
Risk Category		Days past due		Stage 1				Stage 2				Stage 3				Total
Strong		Not past due			57,833				—				—				57,833
Lower risk		1-30 days past due			2,583				—				—				2,583
Medium risk		31-60 days past due			—				1,117				—				1,117
Higher risk		61-90 days past due			—				927				—				927
Non-performing		91+ days past due or bankrupt			—				—				9,515				9,515
		Gross loans receivable			60,416				2,044				9,515				71,975
		Allowance for loan losses			(7,764	)			(1,491	)			(5,724	)			(14,979	)
		Loans receivable, net			52,652				553				3,791				56,996
				As at December 31, 2024
---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---
Risk Category		Days past due		Stage 1				Stage 2				Stage 3				Total
Strong		Not past due			58,171				—				—				58,171
Lower risk		1-30 days past due			2,924				—				—				2,924
Medium risk		31-60 days past due			—				1,024				—				1,024
Higher risk		61-90 days past due			—				863				—				863
Non-performing		91+ days past due or bankrupt			—				—				9,714				9,714
		Gross loans receivable			61,095				1,887				9,714				72,696
		Allowance for loan losses			(7,088	)			(1,336	)			(5,652	)			(14,076	)
		Loans receivable, net			54,007				551				4,062				58,620

F-8

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

• Loans receivable (Continued from previous page)

In determination of the Company’s allowance for loan losses, internally developed models are used to factor in credit risk related metrics, including the probability of defaults, the loss given default and other relevant risk factors. Management also considered the impact of key macroeconomic factors and determined that historic loan losses are mostly correlated with unemployment rate, inflation rate, bank prime rate and GDP growth rate. These macroeconomic factors were used to generate various forward-looking scenarios used in the calculation of allowance for loan losses. If management were to assign 100% probability to a pessimistic scenario forecast, the allowance for credit losses would have been $1,431 higher than the reported allowance for credit losses as at March 31, 2025 (December 31, 2024 – $1,404 higher).

Overall changes in the allowance for loan losses are summarized below:

		Three months ended
		March 31, <br>2025				March 31, <br>2024
Balance, beginning of the period			14,076				12,555
Provision for loan losses
Originations			670				687
Repayments			(350	)			(198	)
Re-measurement			4,513				4,218
Charge offs			(3,930	)			(3,770	)
Balance, end of the period			14,979				13,492

The provision for loan losses in the interim condensed consolidated statements of operations and comprehensive income (loss) is recorded net of recoveries. Recoveries for the three months ended March 31, 2025 were nil (March 31, 2024 – $2).

F-9

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

5. Marketable securities

		As at
		March 31, <br>2025		December 31, <br>2024
WonderFi Technologies Inc.		15,983		25,654
Others		339		431
Total		16,322		26,085

6. Intangible assets

		Internally<br>generated technology– <br>completed		Internally<br>generated technology–<br>in progress		Software<br>licenses		Acquired technology assets		Customer relationships		Brand		Regulatory licenses		Total
Cost
Balance, December 31, 2023		24,746		1,543		487		21,000		8,900		1,000		6,800		64,476
Additions		—		3,175		—		—		—		—		—		3,175
Impairment		—		(597)		—		—		—		—		—		(597)
Disposals		—		—		—		—		—		—		—		—
Transfers		2,034		(2,034)		—		—		—		—		—		—
Effects of movement in exchange rate		—		—		11		—		—		—		—		11
Balance, December 31, 2024		26,780		2,087		498		21,000		8,900		1,000		6,800		67,065
Additions		—		453		—		—		—		—		—		453
Impairment		—		(34)		—		—		—		—		—		(34)
Transfers		287		(287)		—		—		—		—		—		—
Effects of movement in exchange rate		—		3		18		—		—		—		—		21
Balance, March 31, 2025		27,067		2,222		516		21,000		8,900		1,000		6,800		67,505
Accumulated amortization
Balance, December 31, 2023		14,526		—		301		5,922		3,558		—		3,607		27,914
Amortization		3,440		—		100		2,100		1,064		—		1,360		8,064
Disposals		—		—		—		—		—		—		—		—
Effects of movement in exchange rate		—		—		7		—		—		—		—		7
Balance, December 31, 2024		17,966		—		408		8,022		4,622		—		4,967		35,985
Amortization		711		—		25		525		266		—		340		1,867
Effects of movement in exchange rate		—		—		14		—		—		—		—		14
Balance, March 31, 2025		18,677		—		447		8,547		4,888		—		5,307		37,866
Net book value
Balance, December 31, 2024		8,814		2,087		90		12,978		4,278		1,000		1,833		31,080
Balance, March 31, 2025		8,390		2,222		69		12,453		4,012		1,000		1,493		29,639

Amortization of intangible assets of $1,867 for the three months ended March 31, 2025 (March 31, 2024 – $2,296) is included in depreciation and amortization in the interim condensed consolidated statements of operations and comprehensive income (loss).

F-10

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

7. Credit facility

The credit facility consists of a $60,000 senior secured credit facility. On May 9, 2024, the maturity date of the facility was extended from July 2, 2025 to January 2, 2026. On February 26, 2025, the Company amended its credit facility to extend the maturity date by three years, until January 2, 2029. Additionally, the interest rate was reduced by 100 basis points to 7% plus the greater of i) 2% and ii) the Secured Overnight Financing Rate (“SOFR”). There is a 0.33% fee on the available but undrawn portion of the $60,000 facility. The principal and interest balance outstanding for the credit facility as at March 31, 2025 was $48,241 (December 31, 2024 – $48,792).

The credit facility is subject to certain covenants and events of default. As at March 31, 2025 and December 31, 2024, the Company was in compliance with these covenants. Interest expense on the credit facility for the three months ended March 31, 2025 of $1,446 (March 31, 2024 – $1,656) is included in credit facility interest expense in the interim condensed consolidated statements of operations and comprehensive income (loss).

The Company has provided its senior lenders with a general security interest in all present and after acquired personal property of the Company, including certain pledged financial instruments, cash and cash equivalents.

		As at
		March 31, <br>2025		December 31, 2024
Balance, beginning of the period		48,792		49,405
Advances from credit facility		1,920		1,904
Payments on credit facility		(2,471)		(2,517)
Balance, end of the period		48,241		48,792

F-11

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

8. Debentures

The Company's debentures pay interest at a coupon rate between 8 - 10% per annum. Payments of interest and principal are made to debenture holders on a quarterly basis on the first business day following the end of a calendar quarter, at the Company's option either in cash or Common Shares.

The Company’s debentures balance includes the following:

		As at
		March 31, <br>2025		December 31, 2024
Principal balance		34,714		35,257
Discount		(1,914)		(701)
		32,800		34,556
Interest payable		746		731
		33,546		35,287
		As at
---	---	---	---	---
		March 31, <br>2025		December 31, 2024
Balance, beginning of the period		35,287		36,783
Principal repayments		(536)		(2,192)
Discount accretion		154		687
Revaluation		(1,367)		(364)
Other		8		373
Balance, end of the period		33,546		35,287

The debentures are secured by the assets of the Company, governed by the terms of a trust deed and, among other things, are subject to a subordination agreement to the credit facility which effectively extends the individual maturity dates of the debentures to January 2, 2029 being the maturity date of the credit facility.

As at March 1, 2025, the Company adjusted the amortised cost of the debentures to give effect to the amended maturity date of the Company's senior secured credit facility from January 2, 2026 to January 2, 2029. The Company determined this constituted a non-substantial modification of the existing debentures and the amortised cost of the debentures was recalculated by discounting the revised estimated future cash flows at the existing effective interest rate. The impact of the modification was recorded in the revaluation gain (loss) line in the interim condensed consolidated statements of operations and comprehensive income (loss).

F-12

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

The outstanding debenture principal repayment dates, after giving effect to the subordination agreement referenced above, are as follows:

		Principal component of quarterly payment		Principal due on maturity		Total
2025		1,589		—		1,589
2026		2,268		—		2,268
2027		2,454		—		2,454
2028		2,657		—		2,657
2029		668		25,078		25,746
		9,636		25,078		34,714

The debenture repayments are payable in either cash or Common Shares, at Mogo’s option. The number of Common Shares required to settle the repayments is variable based on the Company's share price at the repayment date.

9. Revenue

The following table is a provides a breakdown of the Company’s total revenues:

		Three months ended
		March 31, <br>2025		March 31, <br>2024
Interest revenue		6,599		7,234
Wealth revenue		3,481		2,472
Payments revenue		2,555		1,909
Other subscription related revenue		4,695		6,310
Total revenue		17,330		17,925

10. Geographic information

• Revenue

Revenue presented below has been based on the geographic location of customers.

		Three months ended
		March 31, <br>2025		March 31, <br>2024
Canada		15,022		16,221
Europe		2,308		1,704
Total		17,330		17,925

F-13

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

10. Geographic information (Continued from previous page)

• Non-current assets

Non-current assets presented below has been based on geographic location of the assets. Intangible assets are allocated based on the location of their legal registration.

		As at
		March 31, <br>2025		December 31, 2024
Canada		69,049		70,623
Europe		203		233
Other		15		16
Total		69,267		70,872

11. Expense by nature and function

The following table summarizes the Company’s operating expenses by nature:

	Three months ended
	March 31, <br>2025		March 31, <br>2024
Personnel expense	5,886		5,102
Depreciation and amortization	1,954		2,376
Hosting and software licenses	1,297		1,411
Marketing	1,110		1,183
Professional services	681		878
Stock-based compensation	475		561
Insurance and licenses	375		449
Credit verification costs	190		329
Premises	201		168
Others	822		987
Total	12,991		13,444

The following table summarizes the Company’s operating expenses by function including stock-based compensation and depreciation and amortization from the interim condensed consolidated statements of operations and comprehensive income (loss):

		Three months ended
		March 31, <br>2025				March 31, <br>2024
Technology and development			4,134				3,844
Marketing			1,162				1,237
Customer service and operations			2,706				2,974
General and administration			4,989				5,389
Total			12,991				13,444

F-14

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

12. Revaluation loss (gain)

		Three months ended
		March 31, <br>2025		March 31, <br>2024
Change in fair value due to revaluation of derivative financial liabilities		—		(17)
Realized gain on investment portfolio and marketable securities		(257)		—
Unrealized (gain) loss on investment portfolio and marketable securities		10,090		(919)
Gain on modification of debentures		(1,367)		(84)
Realized foreign exchange loss		14		23
Unrealized foreign exchange gain		(818)		(91)
Total		7,662		(1,088)

13. Other non-operating expense

		Three months ended
		March 31, <br>2025		March 31, <br>2024
Restructuring charges		—		14
Acquisition costs and other		416		240
Total		416		254

F-15

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

14. Fair value of financial instruments

The fair value of a financial instrument is the price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants which takes place in the principal (or most advantageous) market at the measurement date. The fair value of a liability reflects its non-performing risk. Assets and liabilities recorded at fair value in the interim condensed consolidated statements of financial position are measured and classified in a hierarchy consisting of three levels for disclosure purposes. The three levels are based on the priority of the inputs to the respective valuation technique. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). An asset or liability's classification within the fair value hierarchy is based on the lowest level of significant input to its valuation. The input levels are defined as follows:

• Level 1: Unadjusted quoted prices in an active market for identical assets and liabilities.
• Level 2: Quoted prices in markets that are not active or inputs that are derived from quoted prices of similar (but not identical) assets or liabilities in active markets.
• Level 3: Unobservable inputs that are supported by little or no market activity and are significant to the estimated fair value of the assets or liabilities.

(a) Valuation process

The Company maximizes the use of quoted prices from active markets, when available. A market is regarded as active if transactions take place with sufficient frequency and volume to provide pricing information on an ongoing basis. Where independent quoted market prices are not available, the Company uses quoted market prices for similar instruments, other third-party evidence or valuation techniques.

The fair value of financial instruments determined using valuation techniques include the use of recent arm’s length transactions and discounted cash flow analysis for investments in unquoted securities, discounted cash flow analysis for derivatives, third-party pricing models or other valuation techniques commonly used by market participants and utilize independent observable market inputs to the maximum extent possible.

The use of valuation techniques to determine the fair value of a financial instrument requires management to make assumptions such as the amount and timing of future cash flows and discount rates and incorporate the Company’s estimate of assumptions that a market participant would make when valuing the instruments.

F-16

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

14. Fair value of financial instruments (Continued from previous page)

(b) Accounting classifications and fair values

The following table shows the carrying amount and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. During the three months ended March 31, 2025, there have not been any transfers between fair value hierarchy levels.

				Carrying amount																Fair value
As at March 31, 2025		Note		FVTPL				Financial asset at<br>amortized cost				Other financial<br>liabilities				Total				Level 1				Level 2				Level 3				Total
Financial assets measured at fair value
Marketable securities		5			16,322				—				—				16,322				16,322				—				—				16,322
Investment portfolio					9,473				—				—				9,473				—				—				9,473				9,473
					25,795				—				—				25,795
Financial assets not measured at fair value
Cash and cash equivalent					—				9,820				—				9,820				9,820				—				—				9,820
Restricted cash					—				3,217				—				3,217				3,217				—				—				3,217
Loans receivable		4			—				71,975				—				71,975				—								71,975				71,975
Other receivables					—				3,905				—				3,905				—				—				3,905				3,905
					—				88,917				—				88,917
Financial liabilities not measured at fair value
Accounts payable, accruals and other					—				—				17,261				17,261				—				—				17,261				17,261
Credit facility		7			—				—				48,241				48,241				—				48,241				—				48,241
Debentures		8			—				—				33,546				33,546				—				—				37,986				37,986
					—				—				99,048				99,048

F-17

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

14. Fair value of financial instruments (Continued from previous page)

(b) Accounting classifications and fair values (Continued from previous page)

				Carrying amount																Fair value
As at December 31, 2024		Note		FVTPL				Financial asset at amortized cost				Other financial liabilities				Total				Level 1				Level 2				Level 3				Total
Financial assets measured at fair value
Marketable securities		5			26,085				—				—				26,085				26,085				—				—				26,085
Investment portfolio					11,991				—				—				11,991				—				—				11,991				11,991
					38,076				—				—				38,076
Financial assets not measured at fair value
Cash and cash equivalent					—				8,530				—				8,530				8,530				—				—				8,530
Restricted cash					—				2,508				—				2,508				2,508				—				—				2,508
Loans receivable		4			—				72,696				—				72,696				—				—				72,696				72,696
Other receivables					—				9,491				—				9,491				—				—				9,491				9,491
					—				93,225				—				93,225
Financial liabilities not measured at fair value
Accounts payable, accruals and other					—				—				22,096				22,096				—				—				22,096				22,096
Credit facility		7			—				—				48,792				48,792				—				48,792				—				48,792
Debentures		8			—				—				35,287				35,287				—				—				33,911				33,911
					—				—				106,175				106,175

F-18

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

14. Fair value of financial instruments (Continued from previous page)

(c) Measurement of fair values:

(i) Valuation techniques and significant unobservable inputs

The following tables show the valuation techniques used in measuring Level 3 fair values for financial instruments in the interim condensed consolidated statements of financial position, as well as the significant unobservable inputs used.

Type	Valuation technique	Significant unobservable inputs	Inter-relationship between significant unobservable inputs and fair value
Investment portfolio: Equities Unlisted	• Price of recent investments in the investee company<br><br><br><br>• Implied multiples from recent transactions of the underlying investee companies<br><br><br><br>• Offers received by investee companies<br><br><br><br>• Revenue multiples derived from comparable public companies and transactions<br><br><br><br>• Option pricing model	• Third-party transactions<br><br><br><br>• Revenue multiples (1.65-2.4, 2024: 0.6-3.0)<br><br><br><br>• Balance sheets and last twelve-month revenues for certain of the investee companies<br><br><br><br>• Equity volatility (50-110%, 2024: 50-130%)<br><br><br><br>• Time to exit events<br><br><br><br>• Discount for lack of marketability (0-20%, 2024: 0-20%)	• Increases in revenue multiples increases fair value<br><br><br><br>• Increases in equity volatility can increase or decrease fair value depending on class of shares held in the investee company<br><br><br><br>• Increases in estimated time to exit event can increase or decrease fair value depending on class of shares held in the investee company
Partnership interest and others	• Adjusted net book value	• Net asset value per unit<br><br><br><br>• Change in market pricing of comparable companies of the underlying investments made by the partnership	• Increases in net asset value per unit or change in market pricing of comparable companies of the underlying investment made by the partnership can increase fair value
Loans receivable non-current	• Discounted cash flows: Considering expected prepayments and using management’s best estimate of average market interest rates with similar remaining terms.	• Expected timing and amount of cash flows<br><br><br><br>• Discount rate	• Changes to the expected amount and timing of cash flow changes fair value<br><br><br><br>• Increases to the discount rate can decrease fair value

F-19

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

14. Fair value of financial instruments (Continued from previous page)

(c) Measurement of fair values (Continued from previous page):

(i) Valuation techniques and significant unobservable inputs (Continued from previous page)

The following table presents the changes in fair value measurements of the Company’s investment portfolio recognized at fair value at March 31, 2025 and December 31, 2024 and classified as Level 3:

		As at
		March 31, <br>2025				December 31, 2024
Balance, beginning of the period			11,991				11,436
Disposal			(715	)			(200	)
Unrealized exchange gain			—				662
Realized loss on investment portfolio			—				(120	)
Unrealized (loss) gain on investment portfolio			(1,803	)			213
Balance, end of the period			9,473				11,991

The fair value of the Company's current loans receivable, other receivables, and accounts payable, accruals and other approximates its carrying values due to the short-term nature of these instruments. The fair value of the Company's credit facility approximates its carrying amount due to its variable interest rate, which approximates a market interest rate. The fair value of the Company's debentures was determined based on a discounted cash flow analysis using observable market interest rates for instruments with similar terms.

(ii) Sensitivity analysis

For the fair value of equity securities, reasonably possible changes at the reporting date to one of the significant unobservable inputs, holding other inputs constant, would have the following effects.

				Profit or loss
				Increase				Decrease
Investment portfolio:
March 31, 2025		Adjusted market multiple (5% movement)			474				(474	)
December 31, 2024		Adjusted market multiple (5% movement)			600				(600	)

F-20

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

15. Nature and extent of risk arising from financial instruments

Risk management policy

In the normal course of business, the Company is exposed to financial risk that arises from a number of sources. Management’s involvement in operations helps identify risks and variations from expectations. As a part of the overall operation of the Company, Management takes steps to avoid undue concentrations of risk. The Company manages these risks as follows:

Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counter‑party to a financial instrument fails to meet its contractual obligations and arises primarily from the Company’s loans receivable. The maximum amount of credit risk exposure is limited to accounts receivable, brokerage firm receivables and the gross carrying amount of the loans receivable disclosed in these interim condensed consolidated financial statements.

The Company acts as a lender of unsecured consumer loans and lines of credit and has little concentration of credit risk with any particular individual, company or other entity, relating to these services. However, the credit risk relates to the possibility of default of payment on the Company’s loans receivable. The Company performs on‑going credit evaluations, monitors aging of the loan portfolio, monitors payment history of individual loans, and maintains an allowance for loan loss to mitigate this risk.

The credit risk decisions on the Company’s loans receivable are made in accordance with the Company’s credit policies and lending practices, which are overseen by the Company’s senior management. Credit quality of the customer is assessed based on a credit rating scorecard and individual credit limits are defined in accordance with this assessment. The consumer loans receivable is unsecured. The Company develops underwriting models based on the historical performance of groups of customer loans which guide its lending decisions. To the extent that such historical data used to develop its underwriting models is not representative or predictive of current loan book performance, the Company could suffer increased loan losses.

The Company cannot guarantee that delinquency and loss levels will correspond with the historical levels experienced and there is a risk that delinquency and loss rates could increase significantly.

Interest rate risk

Changes in market interest rates may have an effect on the cash flows associated with some financial assets and liabilities, known as cash flow risk, and on the fair value of other financial assets or liabilities, known as price risk. The Company is exposed to interest rate risk primarily relating to its credit facility that bear interest at 7% plus SOFR with a 2% SOFR floor. As at March 31, 2025, SOFR is 4.32% (December 31, 2024 – 4.49%). The debentures have fixed rates of interest and are not subject to variability in cash flows due to interest rate risk.

F-21

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

15. Nature and extent of risk arising from financial instruments (Continued from previous page)

Liquidity risk

The Company’s accounts payable and accruals are substantially due within 12 months. The maturity schedule of the Company’s credit facility and debentures are described below. Management’s intention is to continue to refinance any outstanding amounts owing under the credit facility and debentures, in each case as they become due and payable. The debentures are subordinated to the credit facility which has the effect of extending the maturity date of the debentures to the later of contractual maturity or the maturity date of credit facility. See Note 7 and 8 for further details.

		2025		2026		2027		2028		2029		Thereafter
Commitments - operational
Lease payments		1,012		1,009		588		—		—		—
Accounts payable		4,515		—		—		—		—		—
Accruals and other		17,435		—		—		—		—		—
Other purchase obligations		476		584		642		221		—		—
Interest – Credit facility (Note 7)		4,153		5,537		5,537		5,537		5,537		—
Interest – Debentures (Note 8)(1)		1,613		2,624		2,433		2,225		522		—
		29,204		9,754		9,200		7,983		6,059		—
Commitments – principal repayments
Credit facility (Note 7)		—		—		—		—		48,241		—
Debentures (Note 8) (1)		1,589		2,268		2,454		2,657		25,746		—
		1,589		2,268		2,454		2,657		73,987		—
Total contractual obligations		30,793		12,022		11,654		10,640		80,046		—

(1)The debenture repayments are payable in either cash or Common Shares at Mogo’s option. The number of Common Shares required to settle the repayments is variable based on the Company's share price at the repayment date.

F-22

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

16. Equity

• Share capital

The Company’s authorized share capital is comprised of an unlimited number of Common Shares with no par value and an unlimited number of preferred shares issuable in one or more series. The Board is authorized to determine the rights and privileges and number of shares of each series of preferred shares.

As at March 31, 2025, there were 24,472,377 (December 31, 2024 – 24,472,377) Common Shares and no preferred shares issued and outstanding.

• Treasury share reserve

The treasury share reserve comprises the cost of the shares held by the Company. As at March 31, 2025, the Company held 190,706 Common Shares in reserve (December 31, 2024 – 190,706).

• Options

The Company has a stock option plan (the “Plan”) that provides for the granting of options to directors, officers, employees and consultants. The exercise price of an option is set at the time that such option is granted under the Plan. The maximum number of Common Shares reserved for issuance under the Plan is the greater of i) 15% of the number of Common Shares issued and outstanding, and ii) 1,266,667.

Each option entitles the holder to receive one Common Share upon exercise. No amounts are paid or payable by the recipient on receipt of the option. The options carry neither right to dividends nor voting rights. Options may be exercised at any time from the date of vesting to the date of expiry. Options issued under the Plan have a maximum contractual term of eight years and options issued under the Prior Plan have a maximum contractual term of ten years.

F-23

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

16. Equity (Continued from previous page)

• Options (Continued from previous page)

A summary of the status of the stock options and changes in the period is as follows:

		Options outstanding (000s)		Weighted average grant date fair value	Weighted average exercise price	Options exercisable (000s)		Weighted average exercise price $
Balance, December 31, 2023		3,498		—	5.56	1,499		8.18
Options issued		270		1.67	2.15	—		—
Exercised		(2)		8.83	2.12	—		—
Forfeited		(1,006)		8.26	7.05	—		—
Balance, December 31, 2024		2,760		—	2.69	1,543		3.06
Options issued		20		1.40	1.29	—		—
Forfeited		(4)		3.61	1.91	—		—
Balance, March 31, 2025		2,776		—	2.71	1,709		3.03

All values are in US Dollars.

The above noted options have expiry dates ranging from May 2025 to March 2033.

With the exception of performance-based stock options, the fair value of each option granted was estimated using the Black-Scholes option pricing model with the following assumptions:

		Three months ended
		March 31, <br>2025		March 31, <br>2024
Risk-free interest rate		2.76		3.51%
Expected life		5 years		5 years
Expected volatility in market price of shares		88%		91%
Expected dividend yield		0%		0%
Expected forfeiture rate		0% - 15%		0% - 15%

These options generally vest monthly over a four-year period after an initial one-year cliff.

Volatility of the above options is based on the Company's market share price over the last 5 years.

Total stock-based compensation costs related to options for the three months ended March 31, 2025 was $475 (March 31, 2024 – $561).

F-24

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

16. Equity (Continued from previous page)

(d) Warrants

		Warrants outstanding (000s)		Weighted average exercise price	Warrants exercisable (000s)		Weighted average exercise price $
Balance, December 31, 2023		358		20.53	280		25.46
Warrants issued		500		2.15	—		—
Warrants exercised		—		—	—		—
Warrants expired		(89)		51.15	(89)		6.09
Balance, December 31, 2024		769		5.02	402		25.46
Warrants issued		—		—	—		—
Warrants exercised		—		—	—		—
Warrants expired		—		—	—		—
Balance, March 31, 2025		769		5.02	580		5.93

All values are in US Dollars.

The 768,630 warrants outstanding noted above have expiry dates ranging from June 2025 to August 2027 and do not include the stock warrants accounted for as a derivative financial liability.

The derivative financial liabilities are comprised of 1,018,519 USD stock warrants with an expiry date of June 2025 and a weighted average exercise price of $17.88. The stock warrants are classified as a liability under IFRS by the sole virtue of their exercise price being denominated in USD. As such, the warrants are subject to revaluation under the Black Scholes model at each reporting date, with gains and losses recognized to the interim condensed consolidated statements of operations and comprehensive income (loss). The balance for the current period is $nil (December 2024 - $nil).

F-25

Mogo Inc.

Notes to the Interim Condensed Consolidated Financial Statements

(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

For the three months ended March 31, 2025 and 2024

17. Related party transactions

Related party transactions during the three months ended March 31, 2025 include transactions with debenture holders that incur interest. The related party debentures balance as at March 31, 2025, totaled $133 (December 31, 2024 – $136). The debentures bear annual coupon interest of 8.0% (December 31, 2024 – 8.0%) with interest expense for the three months ended March 31, 2025, totaling $3 (March 31, 2024 – $6). The related parties involved in such transactions include shareholders, officers, directors, and management, close members of their families, or entities which are directly or indirectly controlled by close members of their families. The debentures are ongoing contractual obligations that are used to fund our corporate and operational activities.

F-26

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 Measures			12
Results of Operations		16
Liquidity and Capital Resources			26
Risk Management			29
Critical Accounting Estimates			29
Changes in Accounting Policies			30
Controls and Procedures			30

2 | Page

		Management’s Discussion and Analysis

MANAGEMENT’S DISCUSSION AND ANALYSIS

This Management’s Discussion and Analysis (“MD&A”) is current as of May 8, 2025, and presents an analysis of the financial condition of Mogo Inc. and its subsidiaries (collectively referred to as “Mogo” or the “Company”) as at and for the three months ended March 31, 2025 compared with the corresponding periods in the prior year. This MD&A should be read in conjunction with the Company’s interim condensed consolidated financial statements and the related notes thereto for the three months ended March 31, 2025. The financial information presented in this MD&A is derived from our interim condensed consolidated financial statements prepared in accordance with International Accounting Standard 34 Interim Financial Reporting as issued by the International Accounting Standards Board. The Company was continued under the Business Corporations Act (British Columbia) on June 21, 2019, in connection with the business combination with Mogo Finance Technology Inc. (“Mogo Finance”). The transaction was accounted for as a business combination, with Mogo Finance as the accounting acquirer. Accordingly, the consolidated financial statements and this MD&A reflect the continuing financial statements of Mogo Finance.

This MD&A is the responsibility of management. The board of directors of Mogo (the “Board”) has approved this MD&A after receiving the recommendation of the Company’s Audit Committee, which is comprised exclusively of independent directors, and the Company’s Disclosure Committee.

Unless otherwise noted or the context indicates otherwise “we”, “us”, “our”, the “Company” or “Mogo” refer to Mogo Inc. and its direct and indirect subsidiaries. The Company presents its consolidated financial statements in Canadian dollars. Amounts in this MD&A are stated in Canadian dollars unless otherwise indicated.

This MD&A may refer to trademarks, trade names and material which are subject to copyright, which are protected under applicable intellectual property laws and are the property of Mogo. Solely for convenience, our trademarks, trade names and copyrighted material referred to in this MD&A may appear without the ® or © symbol, but such references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights to these trademarks, trade names and copyrights. All other trade‑marks used in this MD&A are the property of their respective owners.

The Company’s continuous disclosure materials, including interim filings, audited annual consolidated financial statements, annual information form and annual report on Form 20-F can be found on SEDAR+ at www.sedarplus.com, with the Company’s filings with the United States Securities and Exchange Commission at www.sec.gov, and on the Company’s website at www.mogo.ca.

This MD&A makes reference to certain non‑IFRS financial measures. These measures are not recognized measures under IFRS, do not have a standardized meaning prescribed by IFRS and are therefore unlikely to be comparable to similar measures presented by other companies. These measures are provided as additional information to complement the IFRS financial measures contained herein by providing further metrics to understand the Company’s results of operations from management’s perspective. Accordingly, they should not be considered in isolation nor as a substitute for analysis of our financial information reported under IFRS. We use non‑IFRS financial measures, including adjusted revenue, adjusted EBITDA, adjusted net loss and cash provided by (used in) operating activities before investment in gross loans receivable, to provide investors with supplemental measures of our operating performance and thus highlight trends in our core business that may not otherwise be apparent when relying solely on IFRS financial measures. We also use non‑IFRS financial measures in order to facilitate operating performance comparisons from period to period, prepare annual operating budgets and assess our ability to meet our capital expenditure and working capital requirements. See “Key Performance Indicators” and “Non‑IFRS Financial Measures”.

3 | Page

		Management’s Discussion and Analysis

Caution Regarding Forward-Looking Statements

This MD&A contains forward‑looking statements that relate to the Company’s current expectations and views of future events. In some cases, these forward‑looking statements can be identified by words or phrases such as “outlook”, “may”, “might”, “will”, “expect”, “anticipate”, “estimate”, “intend”, “plan”, “indicate”, “seek”, “believe”, “predict” or “likely”, or the negative of these terms, or other similar expressions intended to identify forward‑looking statements. The Company has based these forward‑looking statements on its current expectations and projections about future events and financial trends that it believes might affect its financial condition, results of operations, business strategy and financial needs. These forward‑looking statements include, among other things, statements relating to the Company’s expectations (including our financial outlook) regarding its revenue, expenses and operations, key performance indicators, provision for loan losses (net of recoveries), anticipated cash needs and its need for additional financing, completion of announced transactions, funding costs, ability to extend or refinance any outstanding amounts under the Company’s credit facility, ability to protect, maintain and enforce its intellectual property, plans for and timing of expansion of its product and services, future growth plans, ability to attract new members and develop and maintain existing customers, ability to attract and retain personnel, expectations with respect to advancement of its product offering, competitive position and the regulatory environment in which the Company operates, anticipated trends and challenges in the Company’s business and the markets in which it operates, third‑party claims of infringement or violation of, or other conflicts with, intellectual property rights, the resolution of any legal matters, and the acceptance by the Company’s consumers and the marketplace of new technologies and solutions.

Forward-looking statements, including our financial outlook, are based on certain assumptions and analyses made by the Company in light of the experience and perception of historical trends, current conditions and expected future developments and other factors it believes are appropriate and are subject to risks and uncertainties. Although we believe that the assumptions underlying these statements are reasonable, they may prove to be incorrect, and we cannot assure that actual results will be consistent with these forward-looking statements. Our financial outlook is intended to provide further insight into our expectations for results in 2025 and may not be appropriate for other purposes. This outlook involves numerous assumptions, particularly around member growth and take up of products and services, and we believe it is prepared on a reasonable basis reflecting management’s best estimates and judgements. However, given the inherent risks, uncertainties and assumptions, any investors or other users of this document should not place undue reliance on these forward-looking statements.

Whether actual results, performance or achievements will conform to the Company’s expectations and predictions is subject to a number of known and unknown risks, uncertainties, assumptions and other factors that are discussed in greater detail in the “Risk Factors” section of the Company’s current annual information form available at www.sedarplus.com and at www.sec.gov, which risk factors are incorporated herein by reference.

The forward-looking statements made in this MD&A relate only to events or information as of the date of this MD&A and are expressly qualified in their entirety by this cautionary statement. Except as required by law, we do not assume any obligation to update or revise any of these forward-looking statements to reflect events or circumstances after the date of this MD&A, including the occurrence of unanticipated events. An investor should read this MD&A with the understanding that our actual future results may be materially different from what we expect.

[The rest of this page left intentionally blank]

4 | Page

		Management’s Discussion and Analysis

Company Overview

Mogo Inc. is a financial technology company with three distinct business lines: wealth, lending, and payments. Our mission is to provide consumers with innovative financial solutions that drive long-term financial health and success. We operate with a differentiated approach in each business, leveraging technology, behavioral science, and financial tools to create unique value propositions in our respective markets. Our wealth and lending businesses are focused on the Canadian market, where we are the only subprime consumer lender that also offers a holistic wealth and investing solution. This unique integration is designed to help consumers transition from borrowing and debt to long-term wealth building. Separately, our payments business is operated through Carta Worldwide ("Carta"), a wholly owned subsidiary, that provides modern card issuing and processing solutions, primarily in Europe.

Mission

Mogo’s mission is to make it simple and engaging for Canadians to achieve financial freedom while also making the world a better place.

The following key corporate changes, transactions and material contracts are referred to, and assist in understanding this MD&A:

Business Developments

• In February 2025, Mogo amended its senior secured credit facility with funds managed by affiliates of Fortress Investment Group LLC. The amended facility extends the maturity date by three years, until January 2, 2029, and reduces the interest rate by 100 basis points from 8% plus SOFR, to 7% plus SOFR.
• In Q1 2025, Mogo exited its legacy institutional brokerage business, as part of management’s strategic focus on eliminating sub-scale revenue streams and prioritizing higher margin offerings including its retail wealth business. The legacy institutional brokerage business contributed $5.3 million of revenue for the year ended December 31, 2024, with a negligible operating margin. These revenues are reported within other subscription and services revenue.
• Beginning with fiscal 2024, Mogo has introduced additional disclosure to break down its subscription and services revenue into three components:
• Wealth revenue
• Payments revenue
• Other subscription and services revenue.

Wealth revenue includes Mogo’s Intelligent Investing suite of products, including Moka and the Mogo trading app, while Payments revenue consists of the transactional processing revenue of Carta Worldwide. The introduction of this additional disclosure reflects the increasing scale of Mogo’s wealth and payments businesses, and management’s expectation that they will be key drivers of future revenue growth.

• In Q1 2025, Carta completed its transition to Oracle Cloud Infrastructure (“OCI”), better positioning the business to scale and achieve its vision to become one of the leading low-cost payments platforms in Europe.

• Effective January 1, 2025, Mogo is subject to new legislation in Canada that reduces the maximum allowable interest rate to 35% APR, as previously communicated. Additionally, in Q1 2025, the U.S. government announced new tariffs on imported goods, and various governments, including Canada, announced counter tariffs in response, which could have a negative impact on the Canadian economy and increase macroeconomic uncertainty. As a result of these factors, Mogo anticipates taking a more cautious approach to loan originations and expects a decrease in overall interest revenue in 2025. Refer to our financial outlook for more information.

• In Q1 2025, Mogo monetized $1.7 million of marketable securities and $0.7 million of its investment portfolio.

  5 | Page

		Management’s Discussion and Analysis

• During the quarter, Mogo continued its strong product improvement to its wealth offerings, including:

• Continued to scale our AI-native customer support capabilities, resulting in an approximate 100% increase in customer inquiries resolved autonomously through email and chat

• Expanded our AI-powered investing mastery feature, launching interactive quizzes and original content to help members deepen their understanding of intelligent investing strategies.

• In July 2024, Mogo announced an exclusive partnership with Thomas Lee and FS Insight LLC ("FSI"), a market-leading, independent research firm within Fundstrat Global Advisors, to provide members of the Company’s digital wealth platform, Mogo and Moka, with exclusive access to research and related products and services produced by FSI. Mogo and Moka users will have access to exclusive interviews and webinars produced by FSI as well as a broad array of subscription-based research.

• In June 2024, Mogo announced a new strategic partnership with Postmedia Network Inc. ("Postmedia"), Canada’s largest news media company, to create a go-to educational wealth content channel for Canadians. This new partnership will leverage Postmedia's reach of approximately 17.8 million Canadians each month. As part of this partnership Mogo issued 500,000 warrants to Postmedia.

• In March 2024, the Company announced the launch of Moka.ai, the next generation of its wealth-building app with significant updates and enhancements designed to help the next generation of Canadians get on a real path to becoming millionaires and achieving financial freedom.

• In February 2024, Mogo completed a strategic agreement to transition to Snowflake as the sole data warehouse for its wealth and lending platforms. This aligns with Mogo’s objective to deploy new Artificial Intelligence (AI) applications in wealth.

• On July 10, 2023, Mogo announced the closing of the previously announced business combination (the "WonderFi Transaction") between Coinsquare Ltd. (“Coinsquare”), CoinSmart Financial Inc., and WonderFi Technologies Inc. (TSX: WNDR) (“WonderFi”). Before the execution of the transaction, Mogo received 1.4 million shares of FRNT Financial Inc. and 0.1 million shares of Mogo from Coinsquare. Pursuant to the WonderFi Transaction, Mogo exchanged its 12.5 million shares in Coinsquare for 87.0 million shares of WonderFi. As at December 31, 2024, Mogo was the largest shareholder of WonderFi, the only fully regulated crypto exchange in Canada, with a 13% ownership interest.

• As of December 31, 2024, the Company has repurchased 1,119,094 common shares since June 2022, representing 4.6% of the Company’s current outstanding common shares under its share buyback program on NASDAQ and its normal course issuer bid on the Toronto Stock Exchange. The Company currently has 24.5 million common shares issued and outstanding.

• Mogo's digital payment solutions business, Carta Worldwide ("Carta"), processed $3.2 billion of payments volume in Q1 2025 which was up 26% compared to Q1 2024.

• In Q1 2025, the Company’s assets under management were $436 million, an 8% increase year-over-year.

  6 | Page

		Management’s Discussion and Analysis

Financial Highlights

• Q1 2025 revenue of $17.3 million, a decrease of 3% compared to the prior year, reflecting the Company's exit of the legacy institutional brokerage business.

• Normalized for our exit from the legacy institutional brokerage business, adjusted revenue(1) was $16.7 million in Q1 2025, a 2% increase from $16.4 million in Q1 2024.

• Subscription and services revenue remained consistent at $10.7 million compared to the same period last year. Wealth revenue increased to $3.5 million, representing a 41% or $1.0 million increase from $2.5 million in the same period last year. Additionally, the Company's payments revenue increased to $2.6 million representing a 34% or $0.7 million increase from $1.9 million in the same period last year. These increases were offset by a decrease in other subscription related revenue primarily as a result of the Company exiting its legacy institutional brokerage business in the quarter.

• Net loss was $11.9 million in Q1 2025 compared with a net loss of $3.6 million in Q1 2024 primarily driven by an $8.3 million non-operating revaluation loss on marketable securities in the quarter.

• Q1 2025 gross profit of $11.6 million (67.0% margin), consistent with $11.6 million (64.5% margin) in Q1 2024.

• Total operating expenses for Q1 2025 were $13.0 million, a decrease of $0.4 million compared to $13.4 million Q1 2024.

• Adjusted EBITDA(1) was $1.1 million in Q1 2025, an increase of $0.1 million compared with an adjusted EBITDA of $1.0 million in Q1 2024.

• Adjusted net loss(1) was $1.5 million in Q1 2025 compared to $1.6 million in Q1 2024.

• Cash flow from operating activities before investment in gross loans receivable(1) was $3.8 million in Q1 2025, a 108% increase over $1.8 million in Q1 2024. Cash flow from operating activities was $0.6 million in Q1 2025, compared to cash used in operating activities of ($3.9) million in Q1 2024. Ending cash increased by $1.3 million from $8.5 million in Q4 2024 to $9.8 million in Q1 2025, marking the first quarterly increase in cash position since Q4 2021.

• Ended Q1 2025 with cash, marketable securities and investment portfolio of $38.8 million. This included combined cash and restricted cash of $13.0 million, marketable securities of $16.3 million and investment portfolio of $9.5 million.

• For more information regarding our use of these non-IFRS measures and, where applicable, a reconciliation to the most comparable IFRS measure, see “Non-IFRS Financial Measures”.

  7 | Page

		Management’s Discussion and Analysis

Financial Outlook

The outlook that follows made by Mogo, constitutes forward-looking information within the meaning of applicable securities laws, and is based on a number of assumptions and subject to a number of risks. Actual results could vary materially as a result of numerous factors, including certain risk factors, many of which are beyond Mogo’s control. Please refer to page 4 for more information on forward-looking statements.

Mogo reiterated its financial guidance for fiscal 2025 as outlined with its year-end financial results. Key elements of this include the following:

• When adjusting for the previously disclosed exit of the brokerage business, the Company expects subscription & services revenue to grow at a mid-to-high single-digit rate.

• The Company expects revenue from wealth to increase by 20-25% in 2025, and its payments business is projected to grow in the mid- to-high teens percentages.

• Interest revenue from the Company’s lending business is expected to decrease by approximately 8-10% in 2025, driven by a more cautious approach to lending due to economic uncertainty.

• Adjusted EBITDA(1) is expected to be in the range of $5 to $6 million.

• Adjusted EBITDA is a non-IFRS measures. Management has not reconciled these forward-looking non-IFRS measure to their most directly comparable IFRS measure, net loss before tax. This is because the Company cannot predict with reasonable certainty and without unreasonable efforts the ultimate outcome of certain IFRS components of such reconciliations due to market-related assumptions that are not within our control as well as certain legal or advisory costs, tax costs or other costs that may arise. For these reasons, management is unable to assess the probable significance of the unavailable information, which could materially impact the amount of the future directly comparable IFRS measures.

  8 | Page

		Management’s Discussion and Analysis

Financial Performance Review

The following provides insight on the Company’s financial performance by illustrating and providing commentary on its key performance indicators and operating results.

Key Performance Indicators

The key performance indicators that we use to manage our business and evaluate our financial results and operating performance consist of: Mogo members, revenue, subscription and services revenue, net (loss) income, net cash used in operating activities, adjusted revenue(1),adjusted EBITDA(1), adjusted net loss(1) and cash provided by (used in) operating activities before investment in gross loans receivable(1). We evaluate our performance by comparing our actual results to prior period results.

The tables below provide the summary of key performance indicators for the applicable reported periods:

		As at
		March 31, <br>2025		March 31, <br>2024		Change %
Key Business Metrics
Mogo Members (000s)		2,221		2,123		5%
(000s, except percentages)
---	---	---	---	---	---
		Three months ended
		March 31, 2025	March 31, 2024	Change %
IFRS Measures
Revenue	17,330	17,925	(3)%
Subscription and services revenue	10,731	10,691	0%
Wealth revenue	3,481	2,472	41%
Payments revenue	2,555	1,909	34%
Net (loss) income	(11,871)	(3,610)	229%
Net cash provided by (used in) operating activities	560	(3,866)	n/a
Other Key Performance Indicators(1)
Adjusted revenue	16,739	16,443	2%
Adjusted EBITDA	1,050	1,048	0%
Adjusted net loss	(1,463)	(1,592)	(8)%
Cash provided by operations before investment in gross loans receivable	3,770	1,815	108%

All values are in US Dollars.

• For more information regarding our use of these non-IFRS measures and, where applicable, a reconciliation to the most comparable IFRS measure, see “Non-IFRS Financial Measures”.

  9 | Page

		Management’s Discussion and Analysis

Mogo members(1)

Our total member base grew to 2,221,000 members as at March 31, 2025, from 2,123,000 members as at March 31, 2024, representing an increase of approximately 5% or 98,000 net members. From Q4 2024, net members increased by 27,000 in Q1 2025. The growth in our member base reflects the continued adoption of our products by new members.

Revenue

Three months ended Q1 2025 vs Q1 2024

Total revenue decreased to $17.3 million for the three months ended March 31, 2025 compared to $17.9 million in the same period last year reflecting the Company's exit of the legacy institutional brokerage business as previously announced.

Subscription and services revenue

Three months ended Q1 2025 vs Q1 2024

Subscription and services revenue remained consistent at $10.7 million for the three months ended March 31, 2025 compared to the same period last year. Wealth revenue increased to $3.5 million, representing a 41% or $1.0 million increase from $2.5 million in the same period last year. Additionally, the Company's payments revenue increased to $2.6 million representing a 34% or $0.7 million increase from $1.9 million in the same period last year. These increases were offset by a decrease in other subscription related revenue primarily as a result of the Company existing the legacy institutional brokerage business in the quarter.

Net income (loss)

Three months ended Q1 2025 vs Q1 2024

Net loss was $11.9 million for the three months ended March 31, 2025, which is an increase in net loss of $8.3 million compared to net loss of $3.6 million in the same period last year. The increase in net loss is primarily due to the $8.3 million non-operating revaluation loss on marketable securities in the quarter.

Net cash provided by (used in) operating activities

Three months ended Q1 2025 vs Q1 2024

Net cash provided by operating activities was $0.6 million for the three months ended March 31, 2025, which is an improvement of $4.5 million compared to net cash used in operating activities $3.9 million in the same period last year. The change was primarily due to dumore efficient working capital management in the current period and a reduction in the net issuance of loans receivable.

Adjusted revenue(1)

Three months ended Q1 2025 vs Q1 2024

Adjusted revenue was $16.7 million for the three months ended March 31, 2025, an increase of $0.3 million compared to $16.4 million in the same period last year. This increase was primarily due to increases in the Company's wealth and payments revenue as noted above in subscription and services revenue.

• For more information regarding our use of these non-IFRS measures and, where applicable, a reconciliation to the most comparable IFRS measure, see “Non-IFRS Financial Measures”.

  10 | Page

		Management’s Discussion and Analysis

Adjusted EBITDA(1)

Three months ended Q1 2025 vs Q1 2024

Adjusted EBITDA(1) was $1.1 million for the three months ended March 31, 2025, an increase of 0.1 million compared with an adjusted EBITDA of $1.0 million in the same period last year. Adjusted EBITDA in the current period was impacted by a decrease in revenue due to the exit of the legacy institutional brokerage business, offset by a corresponding decrease in related cost of revenue.

Adjusted net loss(1)

Three months ended Q1 2025 vs Q1 2024

Adjusted net loss was $1.5 million for the three months ended March 31, 2025, which is relatively consistent compared with an adjusted net loss of $1.6 million in the same period last year. This increase is due primarily to the factors noted above in adjusted EBITDA.

Cash provided by (used in) operating activities before investment in gross loans receivable(1)

Three months ended Q1 2025 vs Q1 2024

Cash provided by operating activities before investment in gross loans receivable was $3.8 million for the three months ended March 31, 2025, which is a $2.0 million improvement compared to $1.8 million in the same period last year. This change was primarily due to a lower net issuance of loans receivable and more efficient working capital management in the current period.

• For more information regarding our use of these non-IFRS measures and, where applicable, a reconciliation to the most comparable IFRS measure, see “Non-IFRS Financial Measures”.

  11 | Page

		Management’s Discussion and Analysis

Non-IFRS Financial Measures

This MD&A makes reference to certain non-IFRS financial measures. Adjusted revenue, adjusted EBITDA, adjusted net loss and cash provided by (used in) operating activities before investment in gross loans receivable are non-IFRS financial measures. These measures are not recognized measures under IFRS, do not have a standardized meaning prescribed by IFRS and are therefore unlikely to be comparable to similar measures presented by other companies. Rather, these measures are provided as additional information to complement those IFRS measures by providing further understanding of the Company’s results of operations from management’s perspective. Accordingly, they should not be considered in isolation nor as a substitute for analysis of our financial information reported under IFRS.

We use non‑IFRS financial measures to provide investors with supplemental measures of our operating performance and thus highlight trends in our core business that may not otherwise be apparent when relying solely on IFRS financial measures. We believe that securities analysts, investors and other interested parties frequently use non‑IFRS financial measures in the evaluation of issuers.

Our management also uses non‑IFRS financial measures in order to facilitate operating performance comparisons from period to period, prepare annual operating budgets and assess our ability to meet our capital expenditure and working capital requirements. These non-IFRS financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for an analysis of our results under IFRS. There are a number of limitations related to the use of non‑IFRS financial measures versus their nearest IFRS equivalents. Investors are encouraged to review our financial statements and disclosures in their entirety and are cautioned not to put undue reliance on any non‑IFRS financial measure and view it in conjunction with the most comparable IFRS financial measures. In evaluating these non‑IFRS financial measures, readers should be aware that in the future we will continue to incur expenses similar to those adjusted in these non-IFRS financial measures.

Adjusted revenue

Adjusted revenue is a non-IFRS financial measure that we calculate as total revenue less revenue from the legacy institutional brokerage business which we exited in Q1 2025. Adjusted revenue is a measure used by management and the Board to understand and evaluate trends within our core continuing lines of business. The following table presents a reconciliation of adjusted revenue to total revenue, the most comparable IFRS financial measure, for each of the periods indicated:

(000s)
		Three months ended
		March 31, 2025	March 31, <br>2024
Total revenue	17,330	$17,925
Less: legacy institutional brokerage business revenue	(591)	(1,482)
Adjusted revenue	16,739	16,443

All values are in US Dollars.

12 | Page

		Management’s Discussion and Analysis

Adjusted EBITDA

Adjusted EBITDA is a non-IFRS financial measure that we calculate as net (loss) income before tax excluding depreciation and amortization, stock-based compensation, credit facility interest expense, debenture and other financing expense, accretion related to debentures, share of (gain) loss in investment accounted for using the equity method, revaluation (gain) loss, impairment of investment accounted for using the equity method, impairment of goodwill, and other non-operating expense. Adjusted EBITDA is a measure used by management and the Board to understand and evaluate our core operating performance and trends.

The following table presents a reconciliation of adjusted EBITDA to net (loss) income before tax, the most comparable IFRS financial measure, for each of the periods indicated:

(000s)
		Three months ended
		March 31, 2025	March 31, <br>2024
Net loss before tax	(11,970)	$(3,695)
Credit facility interest expense	1,446	1,656
Debenture and other financing expense	913	806
Accretion related to debentures	154	178
Stock-based compensation	475	561
Depreciation and amortization	1,954	2,376
Revaluation loss (gain)	7,662	(1,088)
Other non-operating expense	416	254
Adjusted EBITDA	1,050	1,048

All values are in US Dollars.

13 | Page

		Management’s Discussion and Analysis

Adjusted net loss

Adjusted net loss is a non-IFRS financial measure that we calculate as net loss before tax excluding stock-based compensation, depreciation and amortization, share of (gain) loss in investment accounted for using equity method, revaluation loss, impairment of goodwill, and other non-operating expense. This measure differs from adjusted EBITDA in that adjusted net loss includes credit facility interest expense, and debenture and other financing expense, and thus comprises more elements of the Company’s overall net profit or loss. Adjusted net loss is a measure used by management and the Board to evaluate the Company’s core financial performance.

The following table presents a reconciliation of adjusted net loss to net (loss) income before tax, the most comparable IFRS financial measure, for each of the periods indicated:

(000s)
		Three months ended
		March 31, 2025	March 31, <br>2024
Net loss before tax	(11,970)	$(3,695)
Stock-based compensation	475	561
Depreciation and amortization	1,954	2,376
Revaluation loss (gain)	7,662	(1,088)
Other non-operating expense	416	254
Adjusted net loss	(1,463)	(1,592)

All values are in US Dollars.

14 | Page

		Management’s Discussion and Analysis

Cash provided by operating activities before investment in gross loans receivable

Cash provided by (used in) operating activities before investment in gross loans receivable is a non-IFRS financial measure that we calculate as cash used in operating activities, less net issuance of loans receivables. The Company requires net cash outflows in order to grow its gross loans receivable, which in turn generates future growth in interest revenue. These net cash outflows are presented within the operating activities section of the consolidated statement of cash flows, whereas the economic benefits are realized over the longer term. Consequently, we consider cash provided by operating activities before investment in gross loans receivable to be a useful measure in understanding the cash flow trends inherent to our existing scale of operations, by separating out the portion of cash flows related to investment in portfolio growth.

The following table presents a reconciliation of cash provided by operating activities before investment in gross loans receivable, the most comparable IFRS financial measure, for each of the periods indicated:

(000s)
		Three months ended
		March 31, 2025	March 31, <br>2024
Net cash provided by (used in) operating activities	560	$(3,866)
Net issuance of loans receivable	(3,210)	(5,681)
Cash provided by operations before investment in gross loans receivable	3,770	1,815

All values are in US Dollars.

Mogo members

Mogo members is not a financial measure. Mogo members refers to the number of individuals who have signed up for one or more of our products and services including: MogoMoney, MogoTrade, Moka services, our premium account subscription offerings, unique content, or events. People cease to be Mogo members if they do not use any of our products or services for 12 months and have a deactivated account. Reported Mogo members may overstate the number of unique individuals who actively use our products and services within a 12-month period, as one individual may register for multiple accounts whether inadvertently or in a fraudulent attempt. Customers are Mogo members who have accessed one of our revenue generating products, including MogoMoney, MogoTrade, Moka services and our premium account subscription offerings. Management believes that the size of our Mogo member base is one of the key drivers of the Company’s future performance. Our goal is to continue to grow and monetize our member base as we build our digital financial platform, launch new products and strive to build the largest digital financial brand in Canada.

15 | Page

		Management’s Discussion and Analysis

Results of Operations

The following table sets forth a summary of our results of operations for the three months ended March 31, 2025:

(000s, except per share amounts)
		Three months ended
		March 31, 2025	March 31, <br>2024
Total revenue	17,330	$17,925
Cost of revenue	5,718	6,370
Gross profit	11,612	11,555
Technology and development	2,782	2,617
Marketing	1,147	1,222
Customer service and operations	2,603	2,818
General and administration	4,030	3,850
Stock-based compensation	475	561
Depreciation and amortization	1,954	2,376
Total operating expenses	12,991	13,444
Loss from operations	(1,379)	(1,889)
Credit facility interest expense	1,446	1,656
Debenture and other financing expense	913	806
Accretion related to debentures	154	178
Revaluation loss (gain)	7,662	(1,088)
Other non-operating expense	416	254
		10,591	1,806
Net loss before tax	(11,970)	(3,695)
Income tax recovery	(99)	(85)
Net loss	(11,871)	(3,610)
Other comprehensive (loss) income:
Foreign currency translation reserve (loss) gain	(762)	31
Other comprehensive (loss) income	(762)	31
Total comprehensive loss	(12,633)	(3,579)
Adjusted EBITDA(1)	1,050	1,048
Adjusted net loss(1)	(1,463)	(1,592)
Basic income (loss) per share	(0.49)	(0.15)
Diluted income (loss) per share	(0.49)	(0.15)

All values are in US Dollars.

• For more information regarding our use of these non-IFRS measures and, where applicable, a reconciliation to the most comparable IFRS measure, see “Non-IFRS Financial Measures”.

  16 | Page

		Management’s Discussion and Analysis

Key Income Statement Components

Total revenue

The following table summarizes total revenue for the three months ended March 31, 2025:

(000s, except percentages)
		Three months ended
		March 31, 2025	March 31, 2024	Change %
Subscription and services revenue	10,731	10,691	0%
Interest revenue	6,599	7,234	(9)%
Total revenue	17,330	17,925	(3)%

All values are in US Dollars.

(000s, except percentages)
		Three months ended
		March 31, 2025	March 31, 2024	Change %
Subscription and services revenue
Wealth revenue	3,481	2,472	41%
Payments revenue	2,555	1,909	34%
Other subscription related revenue	4,695	6,310	(26)%
Total subscription and services revenue	10,731	10,691	0%
Interest revenue	6,599	7,234	(9)%
Total revenue	17,330	17,925	(3)%

All values are in US Dollars.

Subscription and services revenue – represents wealth, payments and other subscription related revenue. Wealth revenue includes fees related to Mogo's Intelligent Investing platform, including Moka and the Mogo trading app. Wealth also includes portfolio management fees from our asset management business. Payments revenue consists of the transaction processing fees and other charges related to Carta. Other subscription related revenue includes premium account fees, loan insurance revenue, referral fee revenue, partner lending fees, legacy institutional brokerage revenue and other fees and charges.

Interest revenue – represents interest on our line of credit loan products.

Wealth revenue was $3.5 million for the three months ended March 31, 2025, which is a $1.0 million increase compared to $2.5 million in the same period last year. These increases are driven by continuous enhancements to the new Intelligent Investing value proposition in the year and the resulting adjustments to our pricing model to reflect this.

Payments revenue was $2.6 million for the three months ended March 31, 2025, which is a $0.7 million increase from $1.9 million in the same period last year. These increases are primarily due to growth in transaction volume and changes in pricing. Carta exited its Canadian payments business in Q1 2025 to focus entirely on its growth internationally. This has some impact to payments revenue and transaction volume but does not result in any change to our Financial Outlook on page 8.

Other subscription related revenue was $4.7 million for the three months ended March 31, 2025, which is a $1.6 million decrease compared to $6.3 million in the same period last year. The decrease is primarily as a result of the Company exiting the low margin legacy institutional brokerage business in the quarter.

Please refer to the “Key Performance Indicators” section for additional commentary on total revenue and subscription and services revenue.

17 | Page

		Management’s Discussion and Analysis

Cost of revenue

The following table summarizes the cost of revenue for the three months ended March 31, 2025:

(000s, except percentages)
		Three months ended
		March 31, 2025	March 31, 2024	Change %
Provision for loan losses, net of recoveries	4,814	4,705	2%
Transaction costs	904	1,665	(46)%
Cost of revenue	5,718	6,370	(10)%
As a percentage of total revenue	33%	36%

All values are in US Dollars.

Cost of revenue consists of provision for loan losses, net of recoveries, and transaction costs. Provision for loan losses, net of recoveries, represents the amounts charged against income during the period to maintain an adequate allowance for loan losses. Our allowance for loan losses represents our estimate of the expected credit losses (“ECL”) inherent in our portfolio and is based on various factors including the composition of the portfolio, delinquency levels, historical and current loan performance, expectations of future performance, and general economic conditions.

Transaction costs are expenses that relate directly to the onboarding and processing of new customers (excluding marketing), including expenses such as loan system transaction fees, transaction processing costs related to the Carta business and other transaction costs related to Moka and MogoTrade.

Cost of revenue was $5.7 million for the three months ended March 31, 2025, a decrease of $0.7 million compared to the same period in the prior year.

Provision for loan losses, net of recoveries, has increased for the three months ended March 31, 2025 compared to the same periods in the prior year. This is largely due to an increase in the Company’s provisioning for macroeconomic factors in the current period, to account for increased uncertainty created by the U.S. tariffs and various counter tariffs. This was slightly offset by stronger underlying credit performance relative to the same period last year.

Transaction costs have decreased for the three months ended March 31, 2025 compared to the same period in the prior year, primarily due to the increase in revenue in the current period. The decrease is primarily as a result of the Company exiting the low margin legacy institutional brokerage business in the quarter.

We believe we are adequately provisioned to absorb reasonably possible future material shocks to the loan book as a result of macroeconomic factors such as inflation and the interest rate environment. Please note that IFRS 9 requires the use of forward-looking indicators when measuring ECL, which can result in upfront recognition of expenses prior to any actual occurrence of a default event. We have applied a probability weighted approach in applying these forward-looking indicators to measure incremental ECL. This approach involved multiple stress scenarios and a range of potential outcomes. Factors considered in determining the range of ECL outcomes include varying degrees of possible length and severity of a recession, the effectiveness of collection strategies implemented to assist customers experiencing financial difficulty, and the level of loan protection insurance held by customers within our portfolio. We will continue to revisit assumptions under this methodology in upcoming quarters as economic conditions evolve.

18 | Page

		Management’s Discussion and Analysis

Technology and development expenses

The following table provides the technology and development expenses for the three months ended March 31, 2025:

(000s, except percentages)
		Three months ended
		March 31, 2025	March 31, 2024	Change %
Technology and development	2,782	2,617	6%
As a percentage of total revenue	16%	15%

All values are in US Dollars.

Technology and development expenses consist primarily of personnel and related costs of our product development, business intelligence, and information technology infrastructure employees. Associated expenses include hosting costs and software licenses, professional services, expenses related to the development of new products and technologies and maintenance of existing technology assets.

Technology and development expenses were $2.8 million for the three months ended March 31, 2025, which is a 0.2 million increase compared to $2.6 million in the same period last year. This is due to a slight increase in personnel expenses.

We believe our investments into the development of our digital wealth platform will strengthen Mogo’s product service offerings and drive long-term member and revenue growth.

19 | Page

		Management’s Discussion and Analysis

Marketing expenses

The following table provides the marketing expenses for the three months ended March 31, 2025:

(000s, except percentages)
		Three months ended
		March 31, 2025	March 31, 2024	Change %
Marketing	1,147	1,222	(6)%
As a percentage of total revenue	7%	7%

All values are in US Dollars.

Marketing expenses consist of salaries and personnel‑related costs, direct marketing and advertising costs related to online and offline customer acquisition (paid search advertising, search engine optimization costs, and direct mail), public relations, promotional event programs and corporate communications.

Marketing expenses were $1.1 million for the three months ended March 31, 2025, which is relatively consistent with the same period last year. The slight decrease is a result of more targeted marketing spend in the current period.

Customer service and operations expenses

The following table provides the customer service and operations (“CS&O”) expenses for the three months ended March 31, 2025:

(000s, except percentages)
		Three months ended
		March 31, 2025	March 31, 2024	Change %
Customer service and operations	2,603	2,818	(8)%
As a percentage of total revenue	15%	16%

All values are in US Dollars.

CS&O expenses consist primarily of salaries and personnel‑related costs for customer support, payment processing and collections employees. Associated expenses include third-party expenses related to credit data sources and collections.

CS&O expenses decreased for the three months ended March 31, 2025. The decrease is primarily due to increased operating efficiencies in the period.

20 | Page

		Management’s Discussion and Analysis

General and administration expenses

The following table provides the general and administration (“G&A”) expenses for the three months ended March 31, 2025:

(000s, except percentages)
		Three months ended
		March 31, 2025	March 31, 2024	Change %
General and administration	4,030	3,850	5%
As a percentage of total revenue	23%	21%

All values are in US Dollars.

G&A expenses consist primarily of salary and personnel related costs for our corporate, finance and accounting, credit analysis, underwriting, legal and compliance, fraud detection and human resources employees. Additional expenses include consulting and professional fees, insurance, legal fees, occupancy costs, travel and other corporate expenses.

G&A expenses were $4.0 million for the three months ended March 31, 2025 which is a $0.1 million increase compared to $3.9 million in the same period last year. This increase was due to higher personnel expenses, offset by decreases in operational costs from streamlined vendor management.

Stock-based compensation and depreciation and amortization

The following table summarizes the stock-based compensation and depreciation and amortization. Expenses for the three months ended March 31, 2025 were as follows:

(000s, except percentages)
		Three months ended
		March 31, 2025	March 31, 2024	Change %
Stock-based compensation	475	561	(15)%
Depreciation and amortization	1,954	2,376	(18)%
		2,429	2,937	(17)%
As a percentage of total revenue	14%	16%

All values are in US Dollars.

Stock-based compensation represents the fair value of stock options granted to employees and directors measured using the Black-Scholes valuation model and amortized over the vesting period of the options. Depreciation and amortization is principally related to the amortization of intangible assets relating to internally capitalized development costs related to our technology platform, and technology, licenses and customer relationships acquired in the acquisitions of Carta, Moka and Fortification in 2021. Stock-based compensation and depreciation and amortization are all non-cash expenses.

Stock-based compensation decreased to $0.5 million in the three months ended March 31, 2025 compared to $0.6 million in the same period last year. The decrease in stock-based compensation is driven by the granting of fewer options in the current year.

Depreciation and amortization decreased to $2.0 million in the three months ended March 31, 2025 compared to $2.4 million in the same period last year. There was a decrease in additions to intangibles compared to the same period in the prior year resulting in a reduction in depreciation and amortization expense.

21 | Page

		Management’s Discussion and Analysis

Credit facility interest expense

The following table provides a breakdown of credit facility interest expense for the three months ended March 31, 2025:

(000s, except percentages)
		Three months ended
		March 31, 2025	March 31, 2024	Change %
Credit facility interest expense	1,446	1,656	(13)%
As a percentage of total revenue	8%	9%

All values are in US Dollars.

Credit facility interest expense relates to the costs incurred in connection with our credit facility. It includes interest expense and the amortization of deferred financing costs.

Credit facility interest expense decreased for the three months ended March 31, 2025 compared to the same period last year. The decrease is due to net repayments on the credit facility and a lower interest rate.

Other expenses (income)

The following table provides a breakdown of other expenses (income), excluding credit facility interest expense, by type for the three months ended March 31, 2025:

(000s, except percentages)
		Three months ended
		March 31, 2025	March 31, 2024	Change %
Debenture and other financing expense	913	806	13%
Accretion related to debentures	154	178	(13)%
Revaluation loss (gain)	7,662	(1,088)	(804)%
Other non-operating expense	416	254	64%
Total other (income) expenses	9,145	150	5997%
As a percentage of total revenue	53%	1%

All values are in US Dollars.

Total other expenses were $9.1 million for the three months ended March 31, 2025, which is an increase of $8.9 million compared to an expense of $0.2 million for the same period last year. The increase was primarily driven by an increase in revaluation losses in the current period.

Revaluation loss was $7.7 million for the three months ended March 31, 2025 compared to a $1.1 million gain in the same period last year. The variance is primarily attributable to a loss in investment portfolio and marketable securities of $10.0 million in the current year, compared to $0.9 million gain in the same period last year. This was offset by a $1.4 million gain on modification of debentures in the current period.

Other non-operating expenses remained relatively consistent at $0.4 million for the three months ended March 31, 2025 compared to $0.3 million in the same period last year.

Debenture and other financing expense primarily consists of interest expense related to our debentures and interest expense related to our lease liabilities resulting from the adoption of IFRS 16. Debenture and other financing expense increased for the three months ended March 31, 2025 primarily due to increased financing expenses.

22 | Page

		Management’s Discussion and Analysis

Selected Quarterly Information

(000s, except per share amounts)
	2025	2024							2023
	FourthQuarter	FourthQuarter	ThirdQuarter	SecondQuarter	FirstQuarter	FourthQuarter	ThirdQuarter	Second<br>Quarter
Income Statement Highlights
Total revenue	17,330	18,042	17,685	17,553	17,925	17,157	16,180	$16,008
Loss from operations	(1,379)	(124)	(398)	(1,296)	(1,889)	(222)	(843)	(1,161)
Other (expenses) income, including taxes	(10,492)	10,519	(7,714)	(11,055)	(1,721)	8,733	(8,661)	(8,847)
Net (loss) income	(11,871)	10,395	(8,112)	(12,351)	(3,610)	8,511	(9,504)	(10,008)
Net (loss) income per common share (basic)	(0.49)	0.43	(0.33)	(0.51)	(0.15)	0.34	(0.38)	(0.39)
Net (loss) income per common share (fully diluted)	(0.49)	0.43	(0.33)	(0.51)	(0.15)	0.34	(0.38)	(0.39)
Non-IFRS Financial Measures(1)
Adjusted revenue	16,739	16,447	16,690	16,315	16,443	15,666	15,409	15,336
Adjusted EBITDA	1,050	2,083	2,147	1,372	1,048	2,743	2,066	1,844
Adjusted net loss	(1,463)	(449)	(540)	(1,483)	(1,592)	(215)	(1,592)	(714)
Cash provided by (used in) operations before investment in gross loans receivable	3,770	4,120	4,830	3,777	1,815	4,676	2,619	2,129

All values are in US Dollars.

• For more information regarding our use of these non-IFRS measures and, where applicable, a reconciliation to the most comparable IFRS measure, see “Non-IFRS Financial Measures”.

Key Quarterly Trends

Beginning in Q2 2023, revenues have generally trended upwards, representing a return to growth in the Company’s primary revenue streams of wealth, payments, and lending. There was a decline between Q4 2024 and Q1 2025 as we exited the low margin legacy institutional brokerage business

Loss from operations decreased quarter over quarter from Q2 2023 to Q4 2023, with significant decreases in operating expenses while managing impacts on revenue. Loss from operations increased in the first half of 2024 due to higher growth investment in our wealth and payments business segments. The Company also experiences seasonally higher expenses in Q1 compared to Q4 contributing to the increase in net loss. Loss from operations decreased further in Q3 and Q4 2024 as a result of increased revenues and efficiency improvements in the second half of 2024. Loss from operations increased in Q1 2025 due to an increase in operating expenses.

In 2023, changes in other expenses primarily related to losses on investments and restructuring charges. In Q4 2023, there was a significant increase in other income primarily due to a revaluation gain on our investment in WonderFi. In 2024, and Q1 2025 fluctuations in the revaluation of WonderFi contributed significantly to movements in other income (expenses).

Adjusted EBITDA improved steadily over 2023, as we placed a significant emphasis on operating efficiency and margin improvement. Adjusted EBITDA was lower in Q1 and Q2 2024, as we shifted our balance back towards driving revenue growth while maintaining positive Adjusted EBITDA. Adjusted EBITDA increased in the second half of 2024, primarily driven by higher revenues in each of our core business segments of wealth, payments, and lending, and better operating efficiencies resulting in lower operating expenses. Adjusted EBITDA decreased in Q1 2025, consistent with the increase in loss from operations noted above.

23 | Page

		Management’s Discussion and Analysis

Key Balance Sheet Components

The following table provides a summary of the key balance sheet components as at March 31, 2025 and December 31, 2024:

(000s)	As at
		March 31, 2025	December 31, <br>2024
Cash and cash equivalent	9,820	$8,530
Total assets	170,241	189,648
Total liabilities	101,182	108,431

All values are in US Dollars.

Total assets decreased by $19.4 million during the three months ended March 31, 2025. The decrease is primarily attributable to non-cash losses including $8.9 million of non-cash losses related to our marketable securities and investments. The additional decrease is due to a decrease in prepaid expenses, and other receivables and assets as a result of exiting the legacy institutional brokerage business.

Total liabilities decreased by $7.2 million during the three months ended March 31, 2025. The decrease is primarily due to a decrease in accounts payable, accruals and other as a result of exiting the legacy institutional brokerage business as well as a decrease in debentures.

Loans receivable

The following table provides a breakdown of loans receivable as at March 31, 2025 and December 31, 2024:

(000s)	As at
		March 31, 2025	December 31, <br>2024
Gross loans receivable	71,975	$72,696
Allowance for loan losses	(14,979)	(14,076)
Net loans receivable	56,996	58,620

All values are in US Dollars.

The gross loans receivable portfolio was $72.0 million as at March 31, 2025, which is a decrease of $0.7 million compared to the balance as at December 31, 2024.

The following table provides a reconciliation of changes in our loan loss allowance for the year ended March 31, 2025 and the year ended December 31, 2024:

(000s)	As at
		March 31, 2025	December 31, <br>2024
Allowance for loan losses, beginning of period	14,076	$12,555
Provision for loan losses	4,833	18,414
Loans charged-off	(3,930)	(16,893)
Allowance for loan losses, end of period	14,979	14,076

All values are in US Dollars.

The allowance for loan losses is reported on the Company’s balance sheet and is netted against gross loans receivable to arrive at the net loans receivable. The allowance for loan losses represents our estimate of the ECL inherent in our loan portfolio. Refer to Note 4 of the interim condensed consolidated financial statements for a breakdown of gross loans receivable and allowance for loan losses by aging category based on their IFRS 9 ECL measurement stage. The Company assesses its allowance for loan losses at each reporting date. Changes in the provision for loan losses, net of recoveries, are recorded as a cost of revenue in the interim condensed consolidated statements of operations and comprehensive income (loss).

The allowance for loan losses as a percentage of gross loans receivable increased to 20.8% as at March 31, 2025 from 19.4% as at December 31, 2024. This is largely due to an increase in the Company’s provisioning for macroeconomic factors in the current period, to account for increased uncertainty created by the U.S. tariffs and various counter tariffs.

24 | Page

		Management’s Discussion and Analysis

The allowance methodology includes a factor in respect of potential future losses arising from macroeconomic indicators, which is a requirement under IFRS 9 to consider forward-looking indicators in determining the allowance. We believe that the related allowance is adequate to absorb reasonably possible changes to economic conditions that impact the loan book. It should be noted that this allowance has already been reflected in our provision for loan losses in the interim condensed consolidated statements of operations and comprehensive income (loss). Refer to the “Cost of revenue” section above for further discussion on the provision for loan losses.

The Company reserves and charges off consumer loan amounts to the extent that there is no reasonable expectation of recovery once the loan or a portion of the loan has been classified as past due for more than 180 consecutive days. Recoveries on loan amounts previously charged off are credited against loans receivable and provision for loan losses when collected.

In the opinion of management, the Company has provided adequate allowances to absorb expected credit losses inherent in its loan portfolio based on available and relevant information affecting the loan portfolio at each balance sheet date. The Company cannot guarantee that delinquency and loss levels will correspond with the historical levels experienced and there is a risk that delinquency and loss rates could change significantly.

Transactions with Related Parties

Related party transactions during the three months ended March 31, 2025 include transactions with debenture holders that incur interest. The related party debentures balance as at March 31, 2025 totaled $0.1 million (March 31, 2024 – $0.3 million). The debentures bear annual coupon interest of 8.0% ( March 31, 2024 – 8.0%) with interest expense for the three months ended March 31, 2025 totaling $3,000 (March 31, 2024 – $6,000). The related parties involved in such transactions include shareholders, officers, directors, and management, close members of their families, or entities which are directly or indirectly controlled by close members of their families. The debentures are ongoing contractual obligations that are used to fund our corporate and operational activities.

25 | Page

		Management’s Discussion and Analysis

Off‑Balance Sheet Arrangements

The Company has no off‑balance sheet arrangements that have, or are likely to have, a current or future material effect on our consolidated financial position, financial performance, liquidity, capital expenditures or capital resources.

Liquidity and Capital Resources

The Company’s objectives when managing capital are to maintain financial flexibility in order to preserve its ability to meet financial obligations and continue as a going concern, and to deploy capital to provide future investment return to its shareholders. A detailed description of the Company’s approach to capital management and risk management policy for managing liquidity risk is outlined in Note 24 in the Company’s annual consolidated financial statements for the year ended December 31, 2024. The Company has assessed that it has adequate resources to continue as a going concern for the foreseeable future, which management has defined as being at least the next 12 months. The Company monitors its cash position and cash flow on a regular basis, and may monetize certain marketable securities and investments in the next 12 months to reinforce its cash position, should management consider it necessary.

To date the Company has funded its lending and investing activities, expenses and losses primarily through the proceeds of its initial public offering which raised $50 million in 2015, subsequent issuances of common shares of the Company, convertible debentures, warrants, prior private placements of preferred shares, placements of debentures, credit facilities, and cash from operating activities. The business combination between the Company and Mogo Finance in the second quarter of 2019 also added to the Company’s capital resources and strengthened its financial position with an investment portfolio and marketable securities which the Company is actively seeking to monetize. Following investments made after the business combination, the value of Mogo’s investments and marketable securities, including our investment in WonderFi, was $25.8 million as at March 31, 2025.

We manage our liquidity by continuously monitoring revenues, expenses and cash flow compared to budget. Our principal cash requirements are for working capital, loan capital and investing activities. Our future financing requirements will depend on many factors including our growth rate, product development investments, increase in marketing activities, investment levels in our gross loans receivables, the macroeconomic conditions and their impact on loan performance, and potential mergers, strategic investments and acquisitions activity. Management expects that they will be able to refinance any outstanding amounts owing under the credit facility or our long-term debentures and may at times consider the issuance of shares in satisfaction of amounts owing under debentures, in each case as they become due and payable. The debentures are subordinated to the credit facility.

On November 6, 2023, due to the expiry of our previous short-form base shelf prospectus, we filed a new short-form base shelf prospectus with the securities commissions in each of the provinces and territories of Canada, except Quebec. This shelf prospectus allows Mogo to offer common shares, preferred shares, debt securities, and warrants to purchase common shares, preferred shares or debt securities up to an aggregate offering price of USD $250,000,000 for the 25-month period after filing.

In order to support its growth strategy, the Company gives consideration to additional financing options including accessing the capital markets for additional equity or debt, monetization of our investment portfolio and marketable securities, increasing the amount of long-term debt outstanding or increasing availability under existing or new credit facilities.

Although we are not currently party to any material undisclosed agreement and do not have any understanding with any third parties with respect to potential material investments in, or material acquisitions of, businesses or technologies, we may enter into these types of arrangements in the future, which could also require us to seek additional equity or debt financing. Additional funds may not be available on terms favourable to us or at all.

In February 2025, we amended our credit facility. The amendment changed the effective interest rate from 8% plus SOFR, to 7% plus SOFR, and extends the maturity date from January 2026 to January 2029.

26 | Page

		Management’s Discussion and Analysis

Cash Flow Summary

The following table provides a summary of cash inflows and outflows by activity for the three months ended March 31, 2025 and 2024:

(000s)
		Three months ended
		March 31, 2025	March 31, <br>2024
Cash provided by operating activities before changes in working capital (1)	3,284	$3,141
Other changes in working capital (1)	486	(1,326)
Cash provided by operating activities before changes in loans receivable	3,770	1,815
Cash invested in loans receivable	(3,210)	(5,681)
Cash provided by (used in) operating activities	560	(3,866)
Cash provided by (used in) investing activities	1,989	(1,520)
Cash (used in) provided by financing activities	(1,246)	1,072
Effect of exchange rate fluctuations	(13)	(19)
Net increase (decrease) in cash for the period	1,290	(4,333)

All values are in US Dollars.

• This is a non-IFRS measure. The above table includes a reconciliation to cash (used in) generated from operating activities which is the most comparable IFRS measure.

The increase in cash for three months ended March 31, 2025 compared to the same period last year, was driven by an improvement in working capital usage, lower investment in loans receivable, and an increase in cash from investing activities.

Cash provided by (used in) operating activities

Our operating activities consist of our subscription and services revenue inflows, our cash operating and interest expense outflows, as well as the funding and servicing of our loan products, including the receipt of principal and interest payments from our loan customers, and payment of associated direct costs and receipt of associated fees.

Cash provided by operating activities before investment in gross loans receivables was $3.8 million for the three months ended March 31, 2025, which is a $2.0 million improvement compared to $1.8 million in the same period last year. The change was primarily due to improvement in working capital management.

Cash invested in loans receivable was a $3.2 million outflow in the three months ended March 31, 2024 compared to a $5.7 million outflow in the same period last year. Management maintains complete discretion over the ability to manage this as either a usage of cash or an inflow of cash from period to period.

Cash provided by operating activities was $0.6 million for the three months ended March 31, 2025, which is an improvement of $4.5 million compared to net cash used in operating activities of $3.9 million in the same period last year. The change was due to the reasons noted above.

Cash used in investing activities

Our investing activities consist primarily of capitalization of software development costs, purchases of property, equipment and software, investment and sale of our digital assets, monetization of our investment portfolio and marketable securities. The cash flow may vary from period to period due to the timing of the expansion of our operations, changes in employee headcount and the development cycles of our internal‑use technology.

Cash provided by investing activities in the three months ended March 31, 2025 was $2.0 million compared to cash provided used in investing activities $1.5 million in the same period last year. The increase in cash provided by investing activities is primarily due to inflows from the sale of marketable securities.

27 | Page

		Management’s Discussion and Analysis

Cash provided by (used in) financing activities

Historically, our financing activities have consisted primarily of the issuance of our common shares, debentures, convertible debentures, and borrowings and repayments on our credit facilities.

Cash used in financing activities in the three months ended March 31, 2025 was $1.2 million compared to cash provided by financing activities of $1.1 million for the same period last year. The decrease is due to $1.9 million of draws on the Company's credit facility in prior period compared to $0.5 million of net repayments in the current period.

Contractual Obligations

The following table shows contractual obligations as at March 31, 2025. Management will continue to refinance any outstanding amounts owing under the credit facility or our long-term debentures as they become due and payable.

(000s)	2025		2026		2027		2028		2029		Thereafter
Commitments - operational
Lease payments	1,012		1,009		588		—		—		—
Trade payables	4,515		—		—		—		—		—
Accrued wages and other expenses	17,435		—		—		—		—		—
Other purchase obligations	476		584		642		221		—		—
Interest – credit facility	4,153		5,537		5,537		5,537		5,537		—
Interest – Debentures(1)	1,613		2,624		2,433		2,225		522		—
		29,204		9,754		9,200		7,983		6,059		—
Commitments – principal repayments
Credit facility	—		—		—		—		48,241		—
Debentures (1)	1,589		2,268		2,454		2,657		25,746		—
		1,589		2,268		2,454		2,657		73,987		—
Total contractual obligations	30,793		12,022		11,654		10,640		80,046		—

All values are in US Dollars.

Disclosure of Outstanding Shares

The authorized capital of Mogo consists of an unlimited number of common shares without par value and an unlimited number of preferred shares, issuable in one or more series. As of May 8, 2025, no preferred shares have been issued and the following common shares, and rights to acquire common shares were outstanding:

Class of Security		Number outstanding (in 000s) as at May 8, 2025
Common shares		24,472
Stock options		2,762
Restricted share units		-
Common share purchase warrants (2)		1,788

• The debenture repayments are payable in either cash or common shares of Mogo at Mogo’s option. The number of common shares required to settle the repayments are variable based on the Company's share price at the repayment date. The debentures are subordinated to the credit facility which has the effect of extending the maturity date of the debentures to the later of contractual maturity or the maturity date of the credit facility.

• Common share purchase warrants include the 1,018,519 warrants accounted for as a derivative financial liability. These warrants expire in June 2025. Refer to Note 16 of the interim condensed consolidated financial statements for the three months ended March 31, 2025.

  28 | Page

		Management’s Discussion and Analysis

Risk Management

In the normal course of business, the Company is exposed to financial risk that arises from a number of sources. Management’s involvement in operations helps identify risks and variations from expectations. As a part of the overall operation of the Company, management takes steps to avoid undue concentrations of risk. The Company’s significant risk and related policies are described further in the notes to the Company’s annual consolidated financial statements for the year ended December 31, 2024 and interim condensed consolidated financial statements for the three months ended March 31, 2025.

Other risks

As part of the Federal Budget released in March 2023, the Government of Canada announced its intention to amend section 347 of the Criminal Code and reduce the maximum allowable interest rate from 60% to 35% annual percentage rate ("APR"). On May 31, 2024, the governor general in counsel announced that the amendments to section 347 of the Criminal Code reducing the maximum criminal interest rate to 35 percent APR would be effective January 1, 2025. Agreements entered into before the coming into force date of January 1, 2025 are not impacted. The new reduced rate is only applicable to agreements entered into as of January 1, 2025. The Company has made the necessary adjustments to product offerings to comply with the new rate requirements.

As changes in our business environment or investment strategy occur, we may adjust our strategies to meet these changes, which may include restructuring a particular business or asset or refocusing on different sectors of our investment portfolio and marketable securities. In addition, external events, including changing technology, changing consumer patterns, changing market sentiment, and changes in macroeconomic condition, including the volatility and uncertainty in financial markets (including cryptocurrency markets), may impair the value of some or all of our assets or require us to take a charge against such assets, including our investment in WonderFi. When these changes or events occur, we may need to write down the value of certain assets or the overall value of our investment portfolio and marketable securities. We may also make investments in existing or new businesses in order to build on or diversify our investment portfolio and marketable securities. Some of these investments may have short-term returns that are negative or low and the ultimate prospects of those investments in our portfolio may be uncertain, volatile or may not develop at a rate that supports our level of investment. In any of these events, we may have significant charges associated with the write-down of assets or certain asset classes such as cryptocurrency or technology company investments.

Other risks facing our business, and that could cause actual results to differ materially from current expectations may include, but are not limited to, risks and uncertainties that are discussed in greater detail in the "Risk Factors" section of our current annual information form for the year ended December 31, 2024 and elsewhere in this MD&A.

Capital management

Our objective in managing our capital is financial stability and sufficient liquidity to increase shareholder value through organic growth and investment in technology, marketing and product development. Our senior management team is responsible for managing the capital through regular review of financial information to ensure sufficient resources are available to meet operating requirements and investments to support our growth strategy. The Board is responsible for overseeing this process. In order to maintain or adjust our capital structure, we may issue new shares, repurchase shares, approve special dividends, or issue debt.

Critical Accounting Estimates

The preparation of the consolidated financial statements requires management to make estimates, assumptions and judgments that affect the reported amount of assets and liabilities, and the reported amount of revenues and expenses during the period. Actual results may differ from these estimates. Estimates, assumptions, and judgments are reviewed on an ongoing basis. Revisions to accounting estimates are recognized on a prospective basis beginning from the period in which they are revised.

Significant estimates and judgments include the determination of allowance for loan losses, fair value of privately held investments, valuation of goodwill acquired in business combinations, and impairment testing of intangible assets and goodwill which are described further in the notes to the Company’s consolidated financial statements for the year ended December 31, 2024 and interim condensed consolidated financial statements for the three months ended March 31, 2025.

29 | Page

		Management’s Discussion and Analysis

Changes in Accounting Policies including Initial Adoption

Material accounting policies

The accounting policies are described in the Company's annual consolidated financial statements for the year ended December 31, 2024.

New and amended standards and interpretations

Certain new or amended standards and interpretations became effective on January 1, 2025, but do not have an impact on the interim condensed consolidated financial statements of the Company.

Standards issued but not yet effective

In April 2024, the IASB issued IFRS 18 Presentation and Disclosure in Financial Statements. IFRS 18 replaces IAS 1 Presentation of Financial Statements and sets out requirements for the presentation and disclosure of information in general purpose financial statements. The standard applies to annual reporting periods beginning on or after January 1, 2027 and is to be applied retrospectively, with early adoption permitted. The Company has not adopted any standards or interpretations that have been issued but are not yet effective and is currently assessing the impact on the interim financial statements.

Controls and Procedures

The Company’s Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO") are responsible for establishing and maintaining disclosure controls and procedures for the Company. The Company maintains a set of disclosure controls and procedures designed to provide reasonable assurance that information required to be publicly disclosed is recorded, processed, summarized and reported on a timely basis. The CEO and CFO have evaluated the design of the Company’s disclosure controls and procedures at the end of the quarter and based on the evaluation, the CEO and CFO have concluded that the disclosure controls and procedures are effectively designed.

Internal Controls over Financial Reporting

The Company’s internal controls over financial reporting (“ICFR”) are designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS. The Company’s management is responsible for establishing and maintaining adequate ICFR for the Company. Management, including the CEO and CFO, does not expect that the Company’s ICFR will prevent or detect all errors and all fraud or will be effective under all future conditions. A control system is subject to inherent limitations and even those systems determined to be effective can provide only reasonable, but not absolute, assurance that the control objectives will be met with respect to financial statement preparation and presentation. The Company’s management under the supervision of the CEO and CFO has evaluated the design of the Company’s ICFR based on the Internal Control – Integrated Framework issued in 2013 by the Committee of Sponsoring Organizations of the Treadway Commission. During the three months ended March 31, 2025, there were no changes in internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

30 | Page

EX-99.3

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 reasonable diligence, the Interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

3. Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

4. Responsibility: The issuer's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers' Annual and Interim Filings, for the issuer.

5. Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer's other certifying officer and I have, as at the end of the period covered by the interim filings

(a) designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

(i) material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared: and

(ii) information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

(b) designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer's GAAP.

5.1 Control framework: The control framework the issuer's other certifying officer and I used to design the issuer's ICFR is the Internal Control – Integrated Framework (COSO Framework 2013) published by The Committee of Sponsoring Organizations of the Treadway Commission (COSO).

5.2 ICFR - material weakness relating to design: N/A

5.3 Limitation on scope of design: N/A

6. Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer's ICFR that occurred during the period beginning on January 1, 2025 and ended on March 31, 2025 that has materially affected, or is reasonably likely to materially affect, the issuer's ICFR.

Date: May 8, 2025

“David Feller”

______________________

David Feller

Chief Executive Officer

EX-99.4

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 exercised reasonable diligence, the Interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

3. Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

4. Responsibility: The issuer's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers' Annual and Interim Filings, for the issuer.

5. Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer's other certifying officer and I have, as at the end of the period covered by the interim filings

(a) designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

(i) material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared: and

(ii) information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

(b) designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer's GAAP.

5.1 Control framework: The control framework the issuer's other certifying officer and I used to design the issuer's ICFR is the Internal Control – Integrated Framework (COSO Framework 2013) published by The Committee of Sponsoring Organizations of the Treadway Commission (COSO).

5.2 ICFR - material weakness relating to design: N/A

5.3 Limitation on scope of design: N/A

6. Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer's ICFR that occurred during the period beginning on January 1, 2025 and ended on March 31, 2025 that has materially affected, or is reasonably likely to materially affect, the issuer's ICFR.

Date: May 8, 2025

“Gregory Feller”

_______________________

Gregory Feller

Chief Financial Officer