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 CORRESP

 FinWise Bancorp
 756 East Winchester, Suite 100
 Murray, Utah 84107 VIA EDGAR
 November 25, 2025 Division of Corporation Finance
 United States Securities and Exchange Commission 100 F Street,
N.E. Washington, D.C. 20549 Attention: Ms. Madeleine
Mateo

 Re:
 FinWise Bancorp
 Acceleration Request
 Registration Statement on Form S-3
 File No.: 333-291620
 Dear Ms. Mateo: Reference is made to the Registration
Statement on Form S-3 (File No.: 333-291620), initially filed by FinWise Bancorp (the “Company”) with the United States Securities and Exchange Commission on
November 18, 2025 (the “Registration Statement”). Pursuant to Rule 461 of Regulation C of the General Rules and Regulations under the
Securities Act of 1933, as amended, the undersigned, on behalf of the Company, respectfully requests that the Registration Statement be made effective at 4:00 p.m., Eastern Time, on Monday, December 1, 2025, or as soon as practicable
thereafter. Please contact Matthew E. Sadofsky of Stradley Ronon Stevens & Young, LLP at 212-812-4133 or msadofsky@stradley.com with any questions concerning this request or if you require any additional information. Please notify Mr. Sadofsky when the Registration Statement has become
effective. Sincerely,

 FINWISE BANCORP

 /s/ Robert Wahlman

 Robert Wahlman

 Executive Vice President and Chief Financial Officer

 (Principal Financial and Accounting Officer)

 cc:
 Matthew E. Sadofsky, Stradley Ronon Stevens & Young, LLP
 Thomas L. Hanley, Stradley, Ronon Stevens & Young, LLP
 Christopher S. Connell, Stradley, Ronon, Stevens & Young LLP
 Kent Landvatter, FinWise Bancorp, Chairman and Chief Executive Officer

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    November 16, 2021

    VIA EDGAR

    United States Securities and Exchange Commission

    Division of Corporation Finance

    Mail Stop 4720

    100 F Street, N.E.

    Washington, D.C. 20549

              Attention:

              Bonnie Baynes

              Mark Brunhofer

              Sonia Bednarowski

              Justin Dobbie

            Re:

            FinWise Bancorp

            Registration Statement on Form S-1 (as amended)

            File No. 333-257929

    Ladies and Gentlemen:

    Pursuant to Rule 461 under the Securities Act of 1933, as amended, FinWise Bancorp (the “Company”) hereby requests that the effectiveness of the
      above-referenced Registration Statement be accelerated to 4:00 p.m., Eastern Time, or as soon as practicable thereafter, on Thursday, November 18, 2021. By separate letter, the underwriters of the sale of the securities being registered join in this
      request for acceleration.

    The Company hereby authorizes Terrence L. Shen of Kramer Levin Naftalis & Frankel LLP to orally modify or withdraw this request for acceleration.
      Please contact Mr. Shen at (212) 715-7819 with any questions you may have concerning this request, and please notify him when this request for acceleration has been granted.

            Very truly yours,

            FinWise Bancorp

            /s/ Kent Landvatter

            Kent Landvatter

            President and Chief Executive Officer

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      November 16, 2021

      VIA EDGAR CORRESPONDENCE

      United States Securities and Exchange Commission

      Division of Corporation Finance

      100 F Street, NE

      Washington, D.C.  20549

            Attention:

              Bonnie Baynes

                Mark Brunhofer

                Sonia Bednarowski

                Justin Dobbie

              Re:

              FinWise Bancorp

              Registration Statement on Form S-1 (as amended)

              File No. 333-257929

      Ladies and Gentlemen:

      Pursuant to the provisions of Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), we, as representatives of the several underwriters of the proposed initial public offering of the common stock of FinWise Bancorp, a Utah corporation (the “Registrant”), hereby join the Registrant in requesting the effectiveness of the Registrant’s above-referenced Registration Statement on Form S-1, as amended, be accelerated so
        that it will become effective on Thursday, November 18, 2021, at 4:00 P.M., Eastern Time, or as soon thereafter as practicable or at such later time as the Registrant or its counsel may orally request via telephone call to the staff of the U.S.
        Securities and Exchange Commission (the “SEC”).

      Additionally, pursuant to Rule 460 promulgated by the SEC under the Securities Act, and in connection with the foregoing, we hereby
        advise you that the underwriters have distributed 1,038 copies of the Preliminary Prospectus dated November 16, 2021, through the date hereof, to prospective underwriters, institutional investors, dealers and others.

      The undersigned, on behalf of themselves and as representatives of the several underwriters, hereby represent that the underwriters have
        and will, comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, in connection with the above offering.

      [Signature Page Follows]

              Very truly yours,

              PIPER SANDLER & CO.

              as Representative of the several Underwriters

              By:

              /s/ Demetrios S. Hadgis

              Name:

              Demetrios S. Hadgis

              Title:

              Managing Director

              STEPHENS INC.

              as Representative of the several Underwriters

              By:

              /s/ Frank S. Sorrentino IV

              Name:

              Frank S. Sorrentino IV

              Title:

              Managing Director

      [Signature Page to Underwriter Acceleration Request]

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    August 12, 2021

    VIA EDGAR

    United States Securities and Exchange Commission

    Division of Corporation Finance

    Mail Stop 4720

    100 F Street, N.E.

    Washington, D.C. 20549

    Attention: Bonnie Baynes

      Mark Brunhofer

      Sonia Bednarowski

      Justin Dobbie

            Re:

            FinWise Bancorp

            Registration Statement on Form S-1 (as amended)

            File No. 333-257929

    Ladies and Gentlemen:

    On August 9, 2021, FinWise Bancorp (the “Company”) submitted correspondence to the staff of the Securities and Exchange Commission (the “Staff”) to request, pursuant to Rule 461 under the Securities Act of 1933, as
      amended, that the effectiveness of the above-referenced Registration Statement be accelerated to 4:00 p.m., Eastern Time, or as soon as practicable thereafter, on Wednesday, August 11, 2021. The Company hereby respectfully requests that the Staff
      withdraw such request.

    Please contact Terrence L. Shen of Kramer Levin Naftalis & Frankel LLP at (212) 715-7819 with any questions you may have concerning this request.

            Very truly yours,

            FinWise Bancorp

            /s/ Kent Landvatter

            Kent Landvatter

            President and Chief Executive Officer

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      August 12, 2021

      VIA EDGAR CORRESPONDENCE

      United States Securities and Exchange Commission

      Division of Corporation Finance

      100 F Street, NE

      Washington, D.C.  20549

                Attention:

                Bonnie Baynes

                Mark Brunhofer

                Sonia Bednarowski

                Justin Dobbie

              Re:

              FinWise Bancorp

              Registration Statement on Form S-1 (as amended)

              File No. 333-257929

      Ladies and Gentlemen:

      Acting as representative of the several underwriters of the proposed initial public offering of the common stock of FinWise Bancorp, a
        Utah corporation (the “Registrant”), we hereby join in the request of the Registrant to withdraw our request for acceleration of Registrant’s
        above-referenced Registration Statement on Form S-1, as amended (the “Registration Statement”), previously submitted by the undersigned, on behalf of itself
        and as representative of the several underwriters, on August 9, 2021.  We may join the Registrant and resubmit a request for acceleration of the Registration Statement at a later time.

      [Signature Page Follows]

              Very truly yours,

              PIPER SANDLER & CO.

              as Representative of the several Underwriters

              By:
              /s/ Demetrios Hadgis

              Name:  Demetrios Hadgis

              Title: Managing Director

      [Signature Page to Withdrawal of Underwriter Acceleration
          Request]

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    August 9, 2021

    VIA EDGAR

    United States Securities and Exchange Commission

    Division of Corporation Finance

    Mail Stop 4720

    100 F Street, N.E.

    Washington, D.C. 20549

          Attention:

            Bonnie Baynes

              Mark Brunhofer

              Sonia Bednarowski

              Justin Dobbie

            Re:

            FinWise Bancorp

            Registration Statement on Form S-1 (as amended)

            File No. 333-257929

    Ladies and Gentlemen:

    Pursuant to Rule 461 under the Securities Act of 1933, as amended, FinWise Bancorp (the “Company”) hereby requests that the effectiveness of the above-referenced Registration Statement be accelerated to 4:00 p.m., Eastern Time, or as soon as
      practicable thereafter, on Wednesday, August 11, 2021. By separate letter, the underwriters of the sale of the securities being registered join in this request for acceleration.

    The Company hereby authorizes Terrence L. Shen of Kramer Levin Naftalis & Frankel LLP to orally modify or withdraw this request for acceleration. Please contact Mr. Shen at (212) 715-7819 with any questions you may have concerning this
      request, and please notify him when this request for acceleration has been granted.

            Very truly yours,

            FinWise Bancorp

          /s/ Kent Landvatter

            Kent Landvatter

            President and Chief Executive Officer

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      August 9, 2021

      VIA EDGAR CORRESPONDENCE

      United States Securities and Exchange Commission

      Division of Corporation Finance

      100 F Street, NE

      Washington, D.C.  20549

            Attention:

              Bonnie Baynes

                Mark Brunhofer

                Sonia Bednarowski

                Justin Dobbie

              Re:

              FinWise Bancorp

              Registration Statement on Form S-1 (as amended)

              File No. 333-257929

      Ladies and Gentlemen:

      Pursuant to the provisions of Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), we, as representative of the several underwriters of the proposed initial public offering of the common stock of FinWise Bancorp, a Utah corporation (the “Registrant”), hereby join the Registrant in requesting the effectiveness of the Registrant’s above-referenced Registration Statement on Form S-1, as amended, be accelerated so
        that it will become effective on Wednesday, August 11, 2021, at 4:00 P.M., Eastern Time, or as soon thereafter as practicable or at such later time as the Registrant or its counsel may orally request via telephone call to the staff of the U.S.
        Securities and Exchange Commission (the “SEC”).

      Additionally, pursuant to Rule 460 promulgated by the SEC under the Securities Act, and in connection with the foregoing, we hereby
        advise you that the underwriters have distributed 1,231 copies of the Preliminary Prospectus dated August 4, 2021, through the date hereof, to prospective underwriters, institutional investors, dealers and others.

      The undersigned, on behalf of itself and as representative of the several underwriters, hereby represents that the underwriters have and
        will, comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, in connection with the above offering.

      [Signature Page Follows]

              Very truly yours,

              PIPER SANDLER & CO.

                  as Representative of the several Underwriters

              By:

              /s/ Demetrios S. Hadgis

              Name:

              Demetrios S. Hadgis

              Title:

              Managing Director

      [Signature Page to Underwriter Acceleration Request]

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          Terrence L. Shen

            Partner

            T  212.715.7819

            F  212.715.8000

            skong@kramerlevin.com

          1177 Avenue of the Americas

            New York, NY 10036

            T  212.715.9100

            F  212.715.8000

    August 4, 2021

    VIA EDGAR

    U.S. Securities and Exchange Commission

      Division of Corporation Finance

      Office of Finance

      100 F Street, N.E.

      Washington, D.C. 20549

            Attn:

              Bonnie Baynes

                Mark Brunhofer

                Sonia Bednarowski

                Justin Dobbie

              Re: FinWise Bancorp

                Responses to the Staff’s Comment Letter dated August 3, 2021

                CIK No. 1856365

                File No. 333-257929

    Ladies and Gentlemen:

    On behalf of FinWise Bancorp (“FinWise” or the “Company”), we submit to the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) this letter setting forth the
      Company’s responses to the comments contained in a letter, dated August 3, 2021, from the Staff. The Company is concurrently filing Amendment No. 2 to the Registration Statement on Form S-1 (the “Amendment No. 2”), which includes changes to
      reflect responses to the Staff’s comments and other updates.

    The numbering of the paragraphs below corresponds to the numbering of the comments in the letter from the Staff. For the Staff’s convenience, we have incorporated the text of the Staff’s comments into this response
      letter in italics. Unless otherwise indicated, page references in the responses correspond to the page numbers in the Amendment No. 2, and page references otherwise correspond to the page numbers in the Amendment No. 1 to the Registration Statement
      on Form S-1. Capitalized terms used in this letter but otherwise not defined herein shall have the meanings set forth in the Amendment No. 2.

            U.S. Securities and Exchange Commission

                August 4, 2021

    Selected Financial Highlights, page 17

          1.

            We note your selected financial highlights presents preliminary unaudited consolidated financial information regarding your performance and financial condition as of and for the three months ended June 30, 2021,
              but you have not included your interim unaudited consolidated financial statements for the three months ended June 30, 2021 as they are not available. Please revise to provide the following:

          a)

            Please revise to explain further why you can provide only partial and preliminary financial information at the time of the offering.

          b)

            Please expand this presentation to include addition narrative disclosure that explains the underlying causes of the changes you identify including, but not limited to, explaining why:

          i.

            Total assets and total loans at June 30, 2021 declined when loan originations for the second quarter of 2021 increased;

          ii.

            Net interest income, fee income and non-interest income increased;

          iii.

            Non-interest expense and the provision for income taxes increased;

          iv.

            Net interest margin increased when loans outstanding decreased and deposits increased (consider discussing rate versus volume changes); and

          v.

            Your ROAA, ROAE and Efficiency ratios changed.

    Response to Comment No. 1:  (a) The Company respectfully advises the Staff that it has revised the referenced disclosure on page 17 of the Amendment No. 2 to reflect that the full interim
      financial statements for the three months ended June 30, 2021 are not yet available because notes to the interim financial statements in accordance with Article 10 of Regulation S-X for the three months ended June 30, 2021 are not yet completed, and
      that, accordingly, only partial and preliminary financial information with respect to such period has been provided in the prospectus.  The Company believes that the existing disclosure in the Amendment No. 2 complies with the form requirements of
      Form S-1.

    (b)  The Company respectfully advises the Staff that it has revised the disclosure on pages 17 and 18 of the Amendment No. 2 in response to the Staff’s comment.

    Description of Capital Stock

      Forum Selection, page 157

          2.

            We note that your forum selection provision identifies the state or federal courts located in the State of Utah as the exclusive forum for certain litigation, including any “derivative action.” Please disclose
              whether this provision applies to actions arising under the Securities Act or Exchange Act. If so, please also state that there is uncertainty as to whether a court would enforce such provision. If the provision applies to Securities Act
              claims, please also state that investors cannot waive compliance with the federal securities laws and the rules and regulations thereunder. In that regard, we note that Section 22 of the Securities Act creates concurrent jurisdiction for
              federal and state courts over all suits brought to enforce any duty or liability created by the Securities Act or the rules and regulations thereunder. If this provision does not apply to actions arising under the Securities Act or Exchange
              Act, please also ensure that the exclusive forum provision in the governing documents states this clearly, or tell us how you will inform investors in future filings that the provision does not apply to any actions arising under the
              Securities Act or Exchange Act

              U.S. Securities and Exchange Commission

                  August 4, 2021

    Response to Comment No. 2: The Company respectfully advise the Staff that the Utah forum selection provision included in its Articles and Bylaws is not intended to apply to actions arising
      under the Securities Act or Exchange Act. As noted in the Staff’s comment, federal and state courts have concurrent jurisdiction over suits brought to enforce any duty or liability created by the Securities Act or the rules and regulations
      thereunder, and the Company’s existing forum selection provision is not intended to modify the scope of this concurrent jurisdiction. The Company also respectfully advise the Staff that it revised the referenced disclosure under “Description of
      Capital Stock–Forum Selection” on page 158 of the Amendment No. 2 to inform shareholders that the provision does not apply to actions arising under the Securities Act or Exchange Act by adding the following paragraph:

    “This exclusive forum provision in our Articles and Bylaws is intended to apply to claims arising under Utah state law and would not apply to claims brought pursuant to the
      Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, or any other claim for which the federal courts have exclusive jurisdiction. The exclusive forum provision in our Articles and Bylaws will not relieve us of any
      of our duties to comply with the federal securities laws and the rules and regulations thereunder, and our shareholders will not be deemed to have waived our compliance with these laws, rules and regulations.”

    Moreover, the Company intends to include similar disclosure in its future filings regarding descriptions of the Company’s securities required by Items 202 and 601(b)(4) of Regulation S‐K as well as
      in future filings describing its Utah forum selection provision.  The Company has included a risk factor, “Our Articles and Bylaws contain an exclusive forum provision that limits the judicial forums where our shareholders may initiate derivative
      actions and certain other legal proceedings against us and our directors and officers”, under “Risk Factors–Risks Related to this Offering and an Investment in Our Common Stock” regarding the impact of the Company’s Utah forum selection provision on
      shareholders, including that the provision could limit their ability to obtain a favorable judicial forum for disputes with the Company. The Company expects to include a substantially similar risk factor in future filings of its Annual Report on Form
      10-K and other applicable future filings.

              U.S. Securities and Exchange Commission

                  August 4, 2021

          3.

            The description of your forum selection provision on page 157, which identifies the state and federal courts in the State of Utah as the exclusive forum for specified legal proceedings, appears to be
              inconsistent with your disclosure on page 61, which identifies the states and federal courts located in Salt Lake County, Utah as the exclusive forum for specified legal proceedings. In addition, we note that Article IXX of your fourth
              amended and restated articles of incorporation filed as Exhibit 3.1 and Section 11.05 of your amended and restated bylaws filed as Exhibit 3.2 identify the United States District Court for the District of Utah and any Utah state court sitting
              in Salt Lake County, Utah. Please ensure that the description of the exclusive forum provisions in the registration statement is consistent with Article IXX of your articles of incorporation and Section 11.05 of your bylaws.

    Response to Comment No. 3: The Company respectfully advises the Staff that it has revised the disclosure on pages 62 and 158 of the Amendment No. 2 in response to the Staff’s comment.

    *****

    Please contact me at (212) 715-7819 with any questions or further comments regarding the Company’s responses to the Staff’s comments.

            Sincerely,

            KRAMER LEVIN NAFTALIS & FRANKEL LLP

             /s/ Terrence L. Shen

            Terrence L. Shen

          cc:

            Kent Landvatter, Chief Executive Officer, FinWise Bancorp

              Peter G. Smith, Kramer Levin Naftalis & Frankel LLP

              Beth A. Whitaker, Hunton Andrews Kurth LLP

United States securities and exchange commission logo
August 3, 2021
Kent Landvatter
Chief Executive Officer
Finwise Bancorp
756 East Winchester
Suite 100
Murray, UT 84107
Re:Finwise Bancorp
Amendment No. 1 to Registration Statement on Form S-1
Filed July 30, 2021
File No. 333-257929
Dear Mr. Landvatter:
            We have reviewed your amended registration statement and have the following
comments.  In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
            Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.  Unless we note
otherwise, our references to prior comments are to comments in our June 9, 2021 letter.
Amendment No. 1 to Registration Statement on Form S-1
Selected Financial Highlights, page 17
1.We note your selected financial highlights presents preliminary unaudited consolidated
financial information regarding your performance and financial condition as of and for the
three months ended June 30, 2021, but you have not included your interim unaudited
consolidated financial statements for the three months ended June 30, 2021 as they are not
available.  Please revise to provide the following:
•Please revise to explain further why you can provide only partial and preliminary
financial information at the time of the offering.
•Please expand this presentation to include addition narrative disclosure that explains

 FirstName LastNameKent Landvatter
 Comapany NameFinwise Bancorp
 August 3, 2021 Page 2
 FirstName LastName
Kent Landvatter
Finwise Bancorp
August 3, 2021
Page 2
the underlying causes of the changes you identify including, but not limited to,
explaining why:oTotal assets and total loans at June 30, 2021 declined when loan originations for
the second quarter of 2021 increased;
oNet interest income, fee income and non-interest income increased;
oNon-interest expense and the provision for income taxes increased;
oNet interest margin increased when loans outstanding decreased and deposits
increased (consider discussing rate versus volume changes); and
oYour ROAA, ROAE and Efficiency ratios changed.
Description of Capital Stock
Forum Selection, page 157
2.We note that your forum selection provision identifies the state or federal courts located in
the State of Utah as the exclusive forum for certain litigation, including any “derivative
action.” Please disclose whether this provision applies to actions arising under the
Securities Act or Exchange Act. If so, please also state that there is uncertainty as to
whether a court would enforce such provision. If the provision applies to Securities Act
claims, please also state that investors cannot waive compliance with the federal securities
laws and the rules and regulations thereunder. In that regard, we note that Section 22 of
the Securities Act creates concurrent jurisdiction for federal and state courts over all suits
brought to enforce any duty or liability created by the Securities Act or the rules and
regulations thereunder.  If this provision does not apply to actions arising under the
Securities Act or Exchange Act, please also ensure that the exclusive forum provision in
the governing documents states this clearly, or tell us how you will inform investors in
future filings that the provision does not apply to any actions arising under the Securities
Act or Exchange Act.
3.The description of your forum selection provision on page 157, which identifies the state
and federal courts in the State of Utah as the exclusive forum for specified legal
proceedings, appears to be inconsistent with your disclosure on page 61, which identifies
the states and federal courts located in Salt Lake County, Utah as the exclusive forum for
specified legal proceedings.  In addition, we note that Article IXX of your fourth amended
and restated articles of incorporation filed as Exhibit 3.1 and Section 11.05 of your
amended and restated bylaws filed as Exhibit 3.2 identify the United States District Court
for the District of Utah and any Utah state court sitting in Salt Lake County, Utah.  Please
ensure that the description of the exclusive forum provisions in the registration statement
is consistent with Article IXX of your articles of incorporation and Section 11.05 of your
bylaws.

 FirstName LastNameKent Landvatter
 Comapany NameFinwise Bancorp
 August 3, 2021 Page 3
 FirstName LastName
Kent Landvatter
Finwise Bancorp
August 3, 2021
Page 3
            You may contact Bonnie Baynes at 202-551-4924 or Mark Brunhofer at 202-551-3638 if
you have questions regarding comments on the financial statements and related matters.  Please
contact Sonia Bednarowski at 202-551-3666 or Justin Dobbie, Legal Branch Chief, at 202-551-
3469 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Finance