Director Solomon Glenn was granted 43,934 shares, increasing direct ownership by 21% to 253,044 units (SEC Form 4)
$OPEN
Real Estate
Finance
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Opendoor Technologies Inc. [ OPEN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/14/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 02/14/2025 | A | 43,934(1) | A | $0 | 253,044 | D | |||
| Common Stock | 520,397(2)(3)(4) | I | By Trust(5) | |||||||
| Common Stock | 2,199,226(2) | I | By GGV Capital Select L.P.(6) | |||||||
| Common Stock | 79,205 | I | By GGV Capital LLC(7) | |||||||
| Common Stock | 73,085(4) | I | By GGV Capital V Entrepreneurs Fund L.P.(8) | |||||||
| Common Stock | 1,991,398(3) | I | By GGV Capital V L.P.(9) | |||||||
| Common Stock | 44,713(10) | I | By GGV Capital V L.L.C.(11) | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Explanation of Responses: |
| 1. These restricted stock units ("RSUs") were issued to the Reporting Person pursuant to the Issuer's Non-Employee Director Compensation Plan in lieu of retainer fees of $65,000.00. The RSUs vest in four substantially equal installments on the last trading day in each quarter occurring during 2025, subject to the Reporting Person's continued service to the Issuer as a non-employee director through the applicable vesting date. |
| 2. Gives effect to pro rata distributions of shares by GGV Capital Select L.P. ("GGV Select LP") to its general and limited partners, and the subsequent distribution of shares by the general partner to its members, in each case for no consideration, subsequent to the Reporting Person's most recent filing, which represented a change in the form of the Reporting Person's ownership that was not required to be reported under Section 16. |
| 3. Gives effect to pro rata distributions of shares by GGV Capital V L.P. ("GGV V LP") to its general and limited partners, and the subsequent distribution of shares by the general partner to its members, in each case for no consideration, subsequent to the Reporting Person's most recent filing, which represented a change in the form of the Reporting Person's ownership that was not required to be reported under Section 16. |
| 4. Gives effect to pro rata distributions of shares by GGV Capital V Entrepreneurs Fund L.P. ("GGV Entrepreneurs") to its general and limited partners, and the subsequent distribution of shares by the general partner to its members, in each case for no consideration, subsequent to the Reporting Person's most recent filing, which represented a change in the form of the Reporting Person's ownership that was not required to be reported under Section 16. |
| 5. The shares are held of record by a family trust, as a trustee, the Reporting Person may be deemed to have voting and dispositive power over these shares. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his proportionate pecuniary interest therein. |
| 6. The shares are held of record by GGV Select LP. As a managing member of GGV Capital Select L.L.C. ("GGV Select LLC"), the general partner of GGV Select LP, the Reporting Person may be deemed to have voting and dispositive power over the shares held by GGV Select LP. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his proportionate pecuniary interest therein. |
| 7. The shares are held of record by GGV Capital LLC ("GGV Capital"). As a managing member of GGV Capital, the Reporting Person may be deemed to have voting and dispositive power over the shares held by GGV Capital. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his proportionate pecuniary interest therein. |
| 8. The shares are held of record by GGV Entrepreneurs. As a managing member of GGV Capital V L.L.C. ("GGV V LLC"), the general partner of GGV Entrepreneurs, the Reporting Person may be deemed to have voting and dispositive power over the shares held by GGV Entrepreneurs. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his proportionate pecuniary interest therein. |
| 9. The shares are held of record by GGV V LP. As a managing member of GGV V LLC, the general partner of GGV V LP, the Reporting Person may be deemed to have voting and dispositive power over the shares held by GGV V LP. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his proportionate pecuniary interest therein. |
| 10. Gives effect to the receipt of shares in the pro rata distributions by GGV V LP described in footnote (3) subsequent to the Reporting Person's most recent filing, which represented a change in the form of the Reporting Person's ownership that was not required to be reported under Section 16. |
| 11. The shares are held of record by GGV V LLC. As a managing member of GGV V LLC, the Reporting Person may be deemed to have voting and dispositive power over the shares held by GGV V LLC. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his proportionate pecuniary interest therein. |
| Remarks: |
| /s/ Carrie Wheeler, Attorney-in-fact | 02/19/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||