| |||
Delaware | | | 30-1318214 |
(State or other jurisdiction of incorporation or organization) | | | (I.R.S. Employer Identification Number) |
Sydney Schaub Chief Legal Officer 410 N. Scottsdale Road, Suite 1600 Tempe, AZ 85288 (480) 618-6760 | | | Phillip S. Stoup Latham & Watkins LLP 505 Montgomery Street, Suite 2000 San Francisco, CA 94111 (415) 391-0600 |
Large accelerated filer | | | ☒ | | | Accelerated filer | | | ☐ |
Non-accelerated filer | | | ☐ | | | Smaller reporting company | | | ☐ |
| | | | Emerging growth company | | | ☐ |
• | a base prospectus, which covers the offering, issuance and sale by the registrant of the registrant’s common stock, preferred stock, debt securities, warrants and/or units from time to time in one or more offerings; and |
• | a sales agreement prospectus supplement, which covers the offering, issuance and sale by the registrant of up to a maximum aggregate offering price of $200,000,000 of the registrant’s common stock that may be issued and sold from time to time under a sales agreement with Barclays Capital Inc and Virtu Americas LLC. |
![](https://www.sec.gov/Archives/edgar/data/0001801169/000114036124024059/logo_opendoor.jpg)
• | Our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 15, 2024. |
• | The information specifically incorporated by reference into our Annual Report on Form 10-K from our Definitive Proxy Statement on Schedule 14A, filed with the SEC on April 24, 2024, as supplemented by the proxy supplement filed on May 2, 2024. |
• | Our Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, filed with the SEC on May 2, 2024. |
• | Our Current Report on Form 8-K filed with the SEC on May 2, 2024. |
• | The description of our common stock contained in Exhibit 4.3 of our Annual Report on Form 10-K for the year ended December 31, 2020, filed with the SEC on March 4, 2021, and any amendment or report filed with the SEC for the purpose of updating the description. |
• | 3,000,000,000 shares of common stock, $0.0001 par value; and |
• | 100,000,000 shares of preferred stock, $0.0001 par value. |
• | the title and ranking of the debt securities (including the terms of any subordination provisions); |
• | the price or prices (expressed as a percentage of the principal amount) at which we will sell the debt securities; |
• | any limit on the aggregate principal amount of the debt securities; |
• | the date or dates on which the principal of the securities of the series is payable; |
• | the rate or rates (which may be fixed or variable) per annum or the method used to determine the rate or rates (including any commodity, commodity index, stock exchange index or financial index) at which the debt securities will bear interest, the date or dates from which interest will accrue, the date or dates on which interest will commence and be payable and any regular record date for the interest payable on any interest payment date; |
• | the place or places where principal of, and interest, if any, on the debt securities will be payable (and the method of such payment), where the securities of such series may be surrendered for registration of transfer or exchange, and where notices and demands to us in respect of the debt securities may be delivered; |
• | the period or periods within which, the price or prices at which and the terms and conditions upon which we may redeem the debt securities; |
• | any obligation we have to redeem or purchase the debt securities pursuant to any sinking fund or analogous provisions or at the option of a holder of debt securities and the period or periods within which, the price or prices at which and in the terms and conditions upon which securities of the series shall be redeemed or purchased, in whole or in part, pursuant to such obligation; |
• | the dates on which and the price or prices at which we will repurchase debt securities at the option of the holders of debt securities and other detailed terms and provisions of these repurchase obligations; |
• | the denominations in which the debt securities will be issued, if other than denominations of $1,000 and any integral multiple thereof; |
• | whether the debt securities will be issued in the form of certificated debt securities or global debt securities; |
• | the portion of principal amount of the debt securities payable upon declaration of acceleration of the maturity date, if other than the principal amount; |
• | the currency of denomination of the debt securities, which may be United States Dollars or any foreign currency, and if such currency of denomination is a composite currency, the agency or organization, if any, responsible for overseeing such composite currency; |
• | the designation of the currency, currencies or currency units in which payment of principal of, premium and interest on the debt securities will be made; |
• | if payments of principal of, premium or interest on the debt securities will be made in one or more currencies or currency units other than that or those in which the debt securities are denominated, the manner in which the exchange rate with respect to these payments will be determined; |
• | the manner in which the amounts of payment of principal of, premium, if any, or interest on the debt securities will be determined, if these amounts may be determined by reference to an index based on a currency or currencies or by reference to a commodity, commodity index, stock exchange index or financial index; |
• | any provisions relating to any security provided for the debt securities; |
• | any addition to, deletion of or change in the Events of Default described in this prospectus or in the indenture with respect to the debt securities and any change in the acceleration provisions described in this prospectus or in the indenture with respect to the debt securities; |
• | any addition to, deletion of or change in the covenants described in this prospectus or in the indenture with respect to the debt securities; |
• | any depositaries, interest rate calculation agents, exchange rate calculation agents or other agents with respect to the debt securities; |
• | the provisions, if any, relating to conversion or exchange of any debt securities of such series, including if applicable, the conversion or exchange price and period, provisions as to whether conversion or exchange will be mandatory, the events requiring an adjustment of the conversion or exchange price and provisions affecting conversion or exchange; |
• | any other terms of the debt securities, which may supplement, modify or delete any provision of the indenture as it applies to that series, including any terms that may be required under applicable law or regulations or advisable in connection with the marketing of the securities; and |
• | whether any of our direct or indirect subsidiaries will guarantee the debt securities of that series, including the terms of subordination, if any, of such guarantees. (Section 2.2) |
• | we are the surviving entity or the successor person (if other than Opendoor) is a corporation, partnership, trust or other entity organized and validly existing under the laws of any U.S. domestic jurisdiction and expressly assumes our obligations on the debt securities and under the indenture; and |
• | immediately after giving effect to the transaction, no Default or Event of Default, shall have occurred and be continuing. |
• | default in the payment of any interest upon any debt security of that series when it becomes due and payable, and continuance of such default for a period of 30 days (unless the entire amount of the payment is deposited by us with the trustee or with a paying agent prior to the expiration of the 30-day period); |
• | default in the payment of principal of any security of that series at its maturity; |
• | default in the performance or breach of any other covenant or warranty by us in the indenture (other than a covenant or warranty that has been included in the indenture solely for the benefit of a series of debt securities other than that series), which default continues uncured for a period of 60 days after we receive written notice from the trustee or Opendoor and the trustee receive written notice from the holders of not less than 25% in principal amount of the outstanding debt securities of that series as provided in the indenture; |
• | certain voluntary or involuntary events of bankruptcy, insolvency or reorganization of Opendoor; |
• | any other Event of Default provided with respect to debt securities of that series that is described in the applicable prospectus supplement. (Section 6.1) |
• | that holder has previously given to the trustee written notice of a continuing Event of Default with respect to debt securities of that series; and |
• | the holders of not less than 25% in principal amount of the outstanding debt securities of that series have made written request, and offered indemnity or security satisfactory to the trustee, to the trustee to institute the proceeding as trustee, and the trustee has not received from the holders of not less than a majority in principal amount of the outstanding debt securities of that series a direction inconsistent with that request and has failed to institute the proceeding within 60 days. (Section 6.7) |
• | to cure any ambiguity, defect or inconsistency; |
• | to comply with covenants in the indenture described above under the heading “Consolidation, Merger and Sale of Assets”; |
• | to provide for uncertificated securities in addition to or in place of certificated securities; |
• | to add guarantees with respect to debt securities of any series or secure debt securities of any series; |
• | to surrender any of our rights or powers under the indenture; |
• | to add covenants or events of default for the benefit of the holders of debt securities of any series; |
• | to comply with the applicable procedures of the applicable depositary; |
• | to make any change that does not adversely affect the rights of any holder of debt securities; |
• | to provide for the issuance of and establish the form and terms and conditions of debt securities of any series as permitted by the indenture; |
• | to effect the appointment of a successor trustee with respect to the debt securities of any series and to add to or change any of the provisions of the indenture to provide for or facilitate administration by more than one trustee; or |
• | to comply with requirements of the SEC in order to effect or maintain the qualification of the indenture under the Trust Indenture Act of 1939, as amended. (Section 9.1) |
• | reduce the amount of debt securities whose holders must consent to an amendment, supplement or waiver; |
• | reduce the rate of or extend the time for payment of interest (including default interest) on any debt security; |
• | reduce the principal of or premium on or change the fixed maturity of any debt security or reduce the amount of, or postpone the date fixed for, the payment of any sinking fund or analogous obligation with respect to any series of debt securities; |
• | reduce the principal amount of discount securities payable upon acceleration of maturity; |
• | waive a default in the payment of the principal of, premium or interest on any debt security (except a rescission of acceleration of the debt securities of any series by the holders of at least a majority in aggregate principal amount of the then outstanding debt securities of that series and a waiver of the payment default that resulted from such acceleration); |
• | make the principal of or premium or interest on any debt security payable in currency other than that stated in the debt security; |
• | make any change to certain provisions of the indenture relating to, among other things, the right of holders of debt securities to receive payment of the principal of, premium and interest on those debt securities and to institute suit for the enforcement of any such payment and to waivers or amendments; or |
• | waive a redemption payment with respect to any debt security. (Section 9.3) |
• | we may omit to comply with the covenant described under the heading “Consolidation, Merger and Sale of Assets” and certain other covenants set forth in the indenture, as well as any additional covenants which may be set forth in the applicable prospectus supplement; and |
• | any omission to comply with those covenants will not constitute a Default or an Event of Default with respect to the debt securities of that series (“covenant defeasance”). |
• | depositing with the trustee money and/or U.S. government obligations or, in the case of debt securities denominated in a single currency other than U.S. Dollars, government obligations of the government that issued or caused to be issued such currency, that, through the payment of interest and principal in accordance with their terms, will provide money in an amount sufficient in the opinion of a nationally recognized firm of independent public accountants or investment bank to pay and discharge each installment of principal of, premium and interest on and any mandatory sinking fund payments in respect of the debt securities of that series on the stated maturity of those payments in accordance with the terms of the indenture and those debt securities; and |
• | delivering to the trustee an opinion of counsel to the effect that the holders of the debt securities of that series will not recognize income, gain or loss for United States federal income tax purposes as a result of the deposit and related covenant defeasance and will be subject to United States federal income tax on the same amounts and in the same manner and at the same times as would have been the case if the deposit and related covenant defeasance had not occurred. (Section 8.4) |
• | a limited-purpose trust company organized under the New York Banking Law; |
• | a “banking organization” within the meaning of the New York Banking Law; |
• | a member of the Federal Reserve System; |
• | a “clearing corporation” within the meaning of the New York Uniform Commercial Code; and |
• | a “clearing agency” registered pursuant to the provisions of Section 17A of the Exchange Act. |
• | DTC notifies us that it is unwilling or unable to continue as a depositary for the global security or securities representing such series of securities or if DTC ceases to be a clearing agency registered under the Exchange Act at a time when it is required to be registered and a successor depositary is not appointed within 90 days of the notification to us or of our becoming aware of DTC’s ceasing to be so registered, as the case may be; |
• | we determine, in our sole discretion, not to have such securities represented by one or more global securities; or |
• | an Event of Default has occurred and is continuing with respect to such series of securities, |
• | through underwriters or dealers; |
• | through agents; |
• | directly to one or more purchasers; or |
• | through a combination of any of these methods of sale. |
![](https://www.sec.gov/Archives/edgar/data/0001801169/000114036124024059/logo_opendoor.jpg)
• | 7,709,000 shares of common stock issuable upon the exercise of stock options outstanding as of March 31, 2024 having a weighted-average exercise price of $2.46 per share; |
• | 56,266,000 shares of common stock issuable upon the vesting and settlement of restricted stock units outstanding as of March 31, 2024; |
• | 15,455,670 shares of common stock issuable upon the vesting and settlement of restricted stock units granted after March 31, 2024; |
• | 25,766,880 shares of common stock reserved for issuance upon the conversion of our 0.25% convertible senior notes due 2026 as of March 31, 2024; |
• | 6,000,000 shares of common stock issuable upon the exercise of warrants outstanding as of March 31, 2024, with an exercise price of $15.00; |
• | 29,033,742 shares of common stock reserved for issuance pursuant to future awards under our 2020 Incentive Award Plan, excluding the stock options and restricted stock units granted subsequent to March 31, 2024, as well as any automatic increases in the number of shares of common stock reserved for future issuance under this plan; |
• | 20,472,220 shares of common stock reserved for issuance under our 2020 Employee Stock Purchase Plan as of March 31, 2024, as well as any automatic increases in the number of shares of our common stock reserved for future issuance under this plan; and |
• | 17,493,779 shares of common stock reserved for issuance under our 2022 Inducement Award Plan as of March 31, 2024. |
• | the current and future health and stability of the economy, financial conditions and residential housing market, including any extended downturns or slowdowns; |
• | changes in general economic and financial conditions (including federal monetary policy, interest rates, inflation, actual or anticipated recession, home price fluctuations, and housing inventory) that may reduce demand for our products and services, lower our profitability or reduce our access to future financings; |
• | our real estate assets and increased competition in the U.S. residential real estate industry; |
• | ability to operate and grow our core business products, including the ability to obtain sufficient financing and resell purchased homes; |
• | investment of resources to pursue strategies and develop new products and services that may not prove effective or that are not attractive to customers and real estate partners or that do not allow us to compete successfully; |
• | our ability to acquire and resell homes profitably; |
• | our ability to grow market share in our existing markets or any new markets we may enter; |
• | our ability to manage our growth effectively; |
• | our ability to expeditiously sell and appropriately price our inventory; |
• | our ability to access sources of capital, including debt financing and securitization funding to finance our real estate inventories and other sources of capital to finance operations and growth; |
• | our ability to maintain and enhance our products and brand, and to attract customers; |
• | our ability to manage, develop and refine our digital platform, including our automated pricing and valuation technology; |
• | our ability to comply with multiple listing service rules and requirements to access and use listing data, and to maintain or establish relationships with listings and data providers; |
• | our ability to obtain or maintain licenses and permits to support our current and future business operations; |
• | acquisitions, strategic partnerships, joint ventures, capital-raising activities or other corporate transactions or commitments by us or our competitors; |
• | actual or anticipated changes in technology, products, markets or services by us or our competitors; |
• | our success in retaining or recruiting, or changes required in, our officers, key employees and/or directors; |
• | the impact of the regulatory environment within our industry and complexities with compliance related to such environment; |
• | any future impact of pandemics or epidemics, including any future resurgences of COVID-19 and its variants, or other public health crises on our ability to operate, demand for our products or services, or general economic conditions; |
• | changes in laws or government regulation affecting our business; and |
• | the impact of pending or any future litigation or regulatory actions. |
Assumed public offering price per share | | | | | $2.00 | |
Historical net tangible book value per share as of March 31, 2024 | | | $1.29 | | | |
Increase in net tangible book value per share attributable to new investors | | | $0.09 | | | |
As adjusted net tangible book value per share after giving effect to this offering | | | | | $1.38 | |
Dilution per share to new investors | | | | | $0.62 |
• | 7,709,000 shares of common stock issuable upon the exercise of stock options outstanding as of March 31, 2024 having a weighted-average exercise price of $2.46 per share; |
• | 56,266,000 shares of common stock issuable upon the vesting and settlement of restricted stock units outstanding as of March 31, 2024; |
• | 15,455,670 shares of common stock issuable upon the vesting and settlement of restricted stock units granted after March 31, 2024; |
• | 25,766,880 shares of common stock reserved for issuance upon the conversion of our 0.25% convertible senior notes due 2026 as of March 31, 2024; |
• | 6,000,000 shares of common stock issuable upon the exercise of warrants outstanding as of March 31, 2024, with an exercise price of $15.00; |
• | 29,033,742 shares of common stock reserved for issuance pursuant to future awards under our 2020 Incentive Award Plan, excluding the stock options and restricted stock units granted subsequent to March 31, 2024, as well as any automatic increases in the number of shares of common stock reserved for future issuance under this plan; |
• | 20,472,220 shares of common stock reserved for issuance under our 2020 Employee Stock Purchase Plan as of March 31, 2024, as well as any automatic increases in the number of shares of our common stock reserved for future issuance under this plan; and |
• | 17,493,779 shares of common stock reserved for issuance under our 2022 Inducement Award Plan as of March 31, 2024. |
• | Our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 15, 2024. |
• | The information specifically incorporated by reference into our Annual Report on Form 10-K from our Definitive Proxy Statement on Schedule 14A, filed with the SEC on April 24, 2024, as supplemented by the proxy supplement filed on May 2, 2024. |
• | Our Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, filed with the SEC on May 2, 2024. |
• | Our Current Report on Form 8-K filed with the SEC on May 2, 2024. |
• | The description of our common stock contained in Exhibit 4.3 of our Annual Report on Form 10-K for the year ended December 31, 2020, filed with the SEC on March 4, 2021, and any amendment or report filed with the SEC for the purpose of updating the description. |
Item 14. | Other Expenses of Issuance and Distribution |
SEC registration fee | | | $ (1) |
FINRA filing fee | | | $(2) |
Printing expenses | | | $(2) |
Legal fees and expenses | | | $(2) |
Accounting fees and expenses | | | $(2) |
Blue Sky, qualification fees and expenses | | | $(2) |
Transfer agent fees and expenses | | | $(2) |
Trustee fees and expenses | | | $(2) |
Warrant agent fees and expenses | | | $(2) |
Miscellaneous | | | $(2) |
Total | | | $(2) |
(1) | Pursuant to Rules 456(b) and 457(r) under the Securities Act of 1933, as amended, the SEC registration fee will be paid at the time of any particular offering of securities under the registration statement, and is therefore not currently determinable, other than with respect to the registration fees applicable to the offering of up to $200 million of shares of common stock pursuant to the sales agreement prospectus supplement. |
(2) | These fees are calculated based on the securities offered and the number of issuances and accordingly cannot be estimated at this time. |
Item 15. | Indemnification of Directors and Officers |
Item 16. | Exhibits |
Exhibit Number | | | Description |
1.1* | | | Form of Underwriting Agreement. |
| | ||
| | Sales Agreement, dated May 2, 2024, by and among Opendoor Technologies Inc. and Barclays Capital Inc. and Virtu Americas LLC. | |
| | ||
| | Certificate of Incorporation of Opendoor Technologies Inc. (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed on December 18, 2020). | |
| | ||
| | Bylaws of Opendoor Technologies Inc. (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed on January 24, 2023). | |
| | ||
| | Amended and Restated Registration Rights Agreement, dated December 18, 2020, by and among the Company, SCH Sponsor II LLC, certain former stockholders of Opendoor Labs Inc., Cipora Herman, David Spillane and ChaChaCha SPAC B, LLC, Hedosophia Group Limited and 010118 Management, L.P. (incorporated by reference to the Company’s 8-K filed on December 18, 2020). | |
| | ||
| | Specimen Common Stock Certificate of Opendoor Technologies Inc. (incorporated by reference to the Company’s S-4/A filed on November 6, 2020). | |
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4.3* | | | Form of Specimen Certificate Representing Preferred Stock. |
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| | Form of Indenture. | |
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4.5* | | | Form of Debt Security. |
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4.6* | | | Form of Warrant. |
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4.7* | | | Form of Warrant Agreement. |
| | ||
4.8* | | | Form of Unit Agreement. |
| | ||
| | Opinion of Latham & Watkins LLP. | |
| | ||
| | Opinion of Latham & Watkins LLP. | |
| | ||
| | Consent of Latham & Watkins LLP (included in Exhibit 5.1). | |
| | ||
| | Consent of Deloitte & Touche LLP, independent registered public accounting firm. | |
| | ||
| | Powers of Attorney (incorporated by reference to the signature page hereto). | |
| | ||
| | Statement of Eligibility on Form T-1 under the Trust Indenture Act of 1939, as amended, of the trustee, as trustee under the indenture filed as Exhibit 4.4 above. | |
| | ||
| | Filing Fee Table. |
* | To be filed by amendment or incorporated by reference in connection with the offering of the securities. |
Item 17. | Undertakings |
(a) | The undersigned registrant hereby undertakes: |
(1) | To file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement: |
(i) | To include any prospectus required by Section 10(a)(3) of the Securities Act of 1933; |
(ii) | To reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement; and |
(iii) | To include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement; |
(2) | That, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof. |
(3) | To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering. |
(5) | That, for the purpose of determining liability under the Securities Act of 1933 to any purchaser: |
(A) | Each prospectus filed by the registrant pursuant to Rule 424(b)(3) shall be deemed to be part of the registration statement as of the date the filed prospectus was deemed part of and included in the registration statement; and |
(B) | Each prospectus required to be filed pursuant to Rule 424(b)(2), (b)(5), or (b)(7) as part of a registration statement in reliance on Rule 430B relating to an offering made pursuant to Rule 415(a)(1)(i), (vii), or (x) for the purpose of providing the information required by section 10(a) of the Securities Act of 1933 shall be deemed to be part of and included in the registration statement as of the earlier of the date such form of prospectus is first used after effectiveness or the date of the first contract of sale of securities in the offering described in the prospectus. As provided in Rule 430B, for liability purposes of the issuer and any person that is at that date an underwriter, such date shall be deemed to be a new effective date of the registration statement relating to the securities in the registration statement to which that prospectus relates, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof. Provided, however, that no statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such effective date, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such effective date. |
(6) | That, for the purpose of determining liability of the registrant under the Securities Act of 1933 to any purchaser in the initial distribution of the securities: |
(i) | Any preliminary prospectus or prospectus of the undersigned registrant relating to the offering required to be filed pursuant to Rule 424; |
(ii) | Any free writing prospectus relating to the offering prepared by or on behalf of the undersigned registrant or used or referred to by the undersigned registrant; |
(iii) | The portion of any other free writing prospectus relating to the offering containing material information about the undersigned registrant or its securities provided by or on behalf of the undersigned registrant; and |
(iv) | Any other communications that is an offer in the offering made by the undersigned registrant to the purchaser. |
(b) | The undersigned registrant hereby undertakes that, for purposes of determining any liability under the Securities Act of 1933, each filing of the registrant’s annual report pursuant to Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 (and, where applicable, each filing of an employee benefit plan’s annual report pursuant to section 15(d) of the Securities Exchange Act of 1934) that is incorporated by reference in the registration statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof. |
(h) | Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Securities Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Securities Act and will be governed by the final adjudication of such issue. |
(j) | The undersigned registrant hereby undertakes to file an application for the purpose of determining the eligibility of the trustee to act under subsection (a) of Section 310 of the Trust Indenture Act, or the Act, in accordance with the rules and regulations prescribed by the Securities and Exchange Commission under Section 305(b)(2) of the Act. |
| | OPENDOOR TECHNOLOGIES INC. | ||||
| | | | |||
| | By: | | | /s/ Carrie Wheeler | |
| | | | Carrie Wheeler | ||
| | | | Chief Executive Officer |
SIGNATURE | | | TITLE | | | DATE |
| | | | |||
/s/ Carrie Wheeler | | | Chief Executive Officer and Director (Principal Executive Officer) | | | May 2, 2024 |
Carrie Wheeler | | |||||
| | | | |||
/s/ Christina Schwartz | | | Interim Chief Financial Officer (Principal Financial and Accounting Officer) | | | May 2, 2024 |
Christina Schwartz | | |||||
| | | | |||
/s/ Adam Bain | | | Director | | | May 2, 2024 |
Adam Bain | | |||||
| | | | |||
/s/ Dana Hamilton | | | Director | | | May 2, 2024 |
Dana Hamilton | | |||||
| | | | |||
/s/ Cipora Herman | | | Director | | | May 2, 2024 |
Cipora Herman | | |||||
| | | | |||
/s/ Pueo Keffer | | | Director | | | May 2, 2024 |
Pueo Keffer | | |||||
| | | | |||
/s/ Jason Kilar | | | Director | | | May 2, 2024 |
Jason Kilar | |