Sign in

OPAD on Nasdaq

Offerpad Solutions Inc.

In its 2026 annual report the company says: “We are a real estate solutions company focused on giving homeowners more control, flexibility, and choice when buying and selling a home. We provide cash offers, brokerage services, access to additional cash buyers through marketplace-enabled capabilities, and renovation services that support both internal transactions and third-party partners.”4 It is headquartered in Tempe, Arizona.1 Its shares trade on Nasdaq under the symbol OPAD.1

Price unavailable

Last updated Oct 21, 2026.

Overview

Compare with Marcus & Millichap, Fathom Holdings Inc. or Bluegreen Corporation, or pick any stock.

  • TickerOPAD on Nasdaq1
  • IndustryReal Estate Agents & Managers (For Others)1
  • HeadquartersTempe, Arizona1
  • Business address433 S Farmer Ave, Suite 500, Tempe, Az 852812
  • Filer categoryNon-accelerated filer, Smaller reporting company2

See how the biggest companies compare on our leaderboards

We are a real estate solutions company focused on giving homeowners more control, flexibility, and choice when buying and selling a home.4 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

7.4%Gross margin5
-5.9%Operating margin5
-8.2%Net margin5
-38.2%Revenue growth, 20255
-121.4%Return on equity5
$65.7MFree cash flow5

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Business segments

Cash Offer brought in 94% of the revenue Offerpad Solutions Inc. broke down this way in fiscal 2025.

  1. Cash Offer$534.8M594%down 40% from 2024
  2. Business To Business Renovate$27.1M55%up 50% from 2024
  3. Other Operating$5.9M51%down 1% from 2024
Business segments by year
Business segments202320242025
Cash Offer$1.3B$894.7M$534.8M
Business To Business Renovate$12.2M$18.1M$27.1M
Other Operating$18.3M$6.0M$5.9M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue93¢$525.8M
  • Research and development1¢$3.4M
  • Other costs7¢$38.2M
  • Income tax0¢$441.0K

Out of $567.8M in revenue.5 The company lost money this year.

Where each dollar of operating cash went, fiscal 2025

  • Capital spending2¢$1.1M
  • Kept or used elsewhere98¢$65.7M

Out of $66.8M of cash from operations.5

Financial statements

Revenue67895$567.8M in 2025−47% since 2019
0$1.0B$2.0B$3.0B$4.0B2019: $1.1B$1.1B20192020: $1.1B$1.1B2020−1%2021: $2.1B$2.1B2021+95%2022: $4.0B$4.0B2022+91%2023: $1.3B$1.3B2023−67%2024: $918.8M$918.8M2024−30%2025: $567.8M$567.8M2025−38%
Gross profit67895$42.0M in 2025−43% since 2019
0$100.0M$200.0M$300.0M2019: $74.4M$74.4M20192020: $87.8M$87.8M2020+18%2021: $207.8M$207.8M2021+137%2022: $182.4M$182.4M2022−12%2023: $70.2M$70.2M2023−62%2024: $72.2M$72.2M2024+3%2025: $42.0M$42.0M2025−42%
Operating income67895-$33.4M in 2025−0% since 2019
-$150.0M-$100.0M-$50.0M0$50.0M2019: -$33.4M-$33.4M20192020: -$13.8M-$13.8M2020−59%2021: $19.8M$19.8M20212022: -$127.3M-$127.3M20222023: -$104.4M-$104.4M2023−18%2024: -$46.0M-$46.0M2024−56%2025: -$33.4M-$33.4M2025−27%
Net income67895-$46.4M in 2025−11% since 2019
-$150.0M-$100.0M-$50.0M0$50.0M2019: -$52.0M-$52.0M20192020: -$23.1M-$23.1M2020−56%2021: $6.5M$6.5M20212022: -$148.6M-$148.6M20222023: -$117.2M-$117.2M2023−21%2024: -$62.2M-$62.2M2024−47%2025: -$46.4M-$46.4M2025−25%

Every line of the income statement as filed: the last 3 fiscal years, latest first.5

Period ending2025-12-312024-12-312023-12-31
Revenue$567.8M$918.8M$1.3B
Costs of revenue$525.8M$846.6M$1.2B
Gross profit$42.0M$72.2M$70.2M
Sales, marketing and operating$45.8M$73.1M$116.6M
General and administrative$26.2M$40.6M$50.1M
Technology and development$3.4M$4.5M$7.9M
Total operating expenses$75.4M$118.2M$174.6M
Loss from operations-$33.4M-$46.0M-$104.4M
Change in fair value of warrant liabilities-$130.0K$240.0K$68.0K
Interest expense-$13.4M-$18.7M-$18.9M
Other income, net$979.0K$2.4M$6.1M
Total other expense-$12.6M-$16.1M-$12.6M
Loss before income taxes-$45.9M-$62.1M-$117.1M
Income tax expense-$441.0K-$31.0K-$163.0K
Net loss-$46.4M-$62.2M-$117.2M
Net loss per share, basic-$1.50-$2.27-$4.44
Net loss per share, diluted-$1.50-$2.27-$4.44
Weighted average common shares outstanding, basic31.0M shares27.4M shares26.4M shares
Weighted average common shares outstanding, diluted31.0M shares27.4M shares26.4M shares

Compare Offerpad Solutions Inc. with another company

Corporate structure

Offerpad Solutions Inc. sits at the top of its group. 24 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Offerpad Solutions Inc.

  • Offerpad Solutions Inc. Tempe, Arizona
    • OfferPad (SPVBorrower), LLC Subsidiary · Delaware, United States
    • OfferPad (SPVBorrower1), LLC Subsidiary · Delaware, United States
    • OfferPad Brokerage CA, Inc. Subsidiary · California, United States
    • OfferPad Brokerage “FL,” LLC Subsidiary · Florida, United States
    • OfferPad Brokerage, LLC Subsidiary · Arizona, United States
    • Offerpad Holdings LLC Subsidiary · Delaware, United States
    • OfferPad Mortgage, LLC Subsidiary · Arizona, United States
    • Offerpad Point LLC Subsidiary · Delaware, United States
    • Offerpad SPE Borrower A Holdings, LLC Subsidiary · Delaware, United States
    • Offerpad SPE Borrower A, LLC Subsidiary · Delaware, United States
    • Offerpad SPV Borrower G, LLC Subsidiary · Delaware, United States
    • Offerpad Summit Holdings, LLC Subsidiary · Delaware, United States
    • OfferPad, LLC Subsidiary · Arizona, United States
    • OP Contracting AZ, LLC Subsidiary · Arizona, United States
    • OP Contracting GA, LLC Subsidiary · Georgia, United States
    • OP Contracting TX, LLC Subsidiary · Texas, United States
    • OP Gold Holdings, LLC Subsidiary · Delaware, United States
    • OP Gold, LLC Subsidiary · Delaware, United States
    • OP SPE BORROWER PARENT, LLC Subsidiary · Delaware, United States
    • OP SPE HOLDCO, LLC Subsidiary · Delaware, United States
    • OP SPE PHX1, LLC Subsidiary · Delaware, United States
    • OP SPE Summit, LLC Subsidiary · Delaware, United States
    • OP SPE TPA1, LLC Subsidiary · Delaware, United States

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Offerpad Solutions Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$18.4M5 Dec 31, 2025$12.8M5 Dec 31, 2024+44.3%
Accumulated depreciation$3.7M5 Dec 31, 2025$3.6M5 Dec 31, 2024+2.9%
Property and equipment, net$14.7M5 Dec 31, 2025$9.1M5 Dec 31, 2024+60.8%
Operating-lease assets (leased space)$7.4M5 Dec 31, 2025$8.6M5 Dec 31, 2024−13.7%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$26.5M5 Dec 31, 2025$43.0M5 Dec 31, 2024−38.3%

Inventory

ItemLatestA year beforeChange
Inventory, total$93.8M5 Dec 31, 2025$214.2M5 Dec 31, 2024−56.2%

Properties, in its own words

We lease our corporate headquarters in Tempe, Arizona, along with field office facilities in certain metropolitan markets in which we operate in the United States.

Item 2 of the 10-K filed Feb 24, 2026.4

Leadership

Who has led Offerpad Solutions Inc., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Brian Bair2021–now

Chief financial officer

  1. Michael S. Burnett2021–2023
  2. Jawad A. Ahsan2023
  3. Peter H. Knag2024–now
2025
Board members and other officers (18)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • OP Contracting AZ, LLC Arizona3
  • OP Contracting GA, LLC Georgia3
  • OP Contracting TX, LLC Texas3
  • OP Gold Holdings, LLC Delaware3
  • OP Gold, LLC Delaware3
  • OP SPE BORROWER PARENT, LLC Delaware3
  • OP SPE HOLDCO, LLC Delaware3
  • OP SPE PHX1, LLC Delaware3
  • OP SPE Summit, LLC Delaware3
  • OP SPE TPA1, LLC Delaware3
  • OfferPad (SPVBorrower), LLC Delaware3
  • OfferPad (SPVBorrower1), LLC Delaware3
  • OfferPad Brokerage CA, Inc. California3
  • OfferPad Brokerage “FL,” LLC Florida3
  • OfferPad Brokerage, LLC Arizona3
  • OfferPad Mortgage, LLC Arizona3
  • OfferPad, LLC Arizona3
  • Offerpad Holdings LLC Delaware3
  • Offerpad Point LLC Delaware3
  • Offerpad SPE Borrower A Holdings, LLC Delaware3
  • Offerpad SPE Borrower A, LLC Delaware3
  • Offerpad SPV Borrower G, LLC Delaware3
  • Offerpad Summit Holdings, LLC Delaware3

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • Supernova Partners Acquisition Company, Inc.Sep 16, 2020 to Sep 1, 20212

Timeline

  1. Oct 13, 20268-K Entered a material agreement; New debt or obligation32
  2. Sep 8, 20268-K Executive or director change33
  3. Aug 31, 20268-K Entered a material agreement; New debt or obligation34
  4. Aug 18, 20268-K Listing notice or transfer; Regulation FD disclosure35
  5. Aug 3, 20268-K Results of operations36
  6. Jun 9, 20268-K Bylaws or fiscal year changed; Shareholder vote37
  7. Jun 4, 20268-K Regulation FD disclosure38
  8. Apr 30, 20268-K Results of operations39
  9. Apr 30, 20268-K Other events40
  10. Mar 6, 20268-K Listing notice or transfer; Regulation FD disclosure41
  11. Feb 23, 20268-K Results of operations42
  12. Feb 13, 20268-K Executive or director change43
  13. Sep 3, 2021New chief executive Brian Bair becomes CEO12

Calendar

Coming up

  1. Nov 2, 2026 · After the closeReports results for the quarter ending Sep/2026 A year earlier it reported ($3.40) a share, on Nov 3, 2025.44

When it reported results

  1. Aug 3, 2026Reported quarterly or annual results36
  2. Apr 30, 2026Reported quarterly or annual results39
  3. Feb 23, 2026Reported quarterly or annual results42
  4. Nov 3, 2025Reported quarterly or annual results45
  5. Oct 20, 2025Reported quarterly or annual results46
  6. Aug 4, 2025Reported quarterly or annual results47
  7. Jul 23, 2025Reported quarterly or annual results48
  8. May 5, 2025Reported quarterly or annual results49

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

341 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 68 major events, 160 insider forms, 22 large holders, 71 other. The latest 20:

  1. Oct 13, 20268-K EDGAR
  2. Oct 2, 20264 EDGAR
  3. Oct 2, 20264 EDGAR
  4. Sep 8, 20264 EDGAR
  5. Sep 8, 20263 EDGAR
  6. Sep 8, 20268-K EDGAR
  7. Aug 31, 20268-K EDGAR
  8. Aug 28, 2026CERT EDGAR
  9. Aug 28, 202625 EDGAR
  10. Aug 28, 20268-A12B EDGAR
  11. Aug 18, 20268-K EDGAR
  12. Aug 3, 202610-Q EDGAR
  13. Aug 3, 20268-K EDGAR
  14. Jul 2, 20264 EDGAR
  15. Jul 2, 20264 EDGAR
  16. Jul 1, 2026SCHEDULE 13G/A EDGAR
  17. Jun 16, 20264 EDGAR
  18. Jun 9, 20268-K EDGAR
  19. Jun 8, 20264 EDGAR
  20. Jun 5, 20264 EDGAR

The 341 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

23 open-market trades by officers, directors and large owners since October 2021: 23 buys and 0 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Jun 3, 2026Bair BrianChief Executive OfficerBuy122,920$0.79$97.1KForm 4
Jun 2, 2026Bair BrianChief Executive OfficerBuy125,000$0.82$102.5KForm 4
Jun 14, 2024Sella Roberto MarcoDirectorBuy7,698$4.90$37.7KForm 4
Jun 13, 2024Sella Roberto MarcoDirectorBuy10,000$4.90$49.0KForm 4
Jun 12, 2024Sella Roberto MarcoDirectorBuy2,735$4.90$13.4KForm 4
Jun 11, 2024Sella Roberto MarcoDirectorBuy14,386$4.88$70.2KForm 4
Jun 10, 2024Sella Roberto MarcoDirectorBuy15,104$4.89$73.9KForm 4
Jun 6, 2024Sella Roberto MarcoDirectorBuy5,028$4.81$24.2KForm 4
Jun 5, 2024Sella Roberto MarcoDirectorBuy10,045$4.90$49.2KForm 4
Jun 3, 2024Sella Roberto MarcoDirectorBuy8,003$4.77$38.2KForm 4
May 31, 2024Sella Roberto MarcoDirectorBuy10,000$4.87$48.7KForm 4
May 30, 2024Sella Roberto MarcoDirectorBuy9,162$4.84$44.3KForm 4
May 29, 2024Sella Roberto MarcoDirectorBuy2,500$5.07$12.7KForm 4
May 29, 2024Bair BrianChief Executive OfficerBuy3,800$5.21$19.8KForm 4
May 28, 2024Bair BrianChief Executive OfficerBuy40,000$5.48$219.2KForm 4
May 24, 2024Bair BrianChief Executive OfficerBuy1,632$4.93$8.0KForm 4
May 12, 2023Sella Roberto MarcoDirectorBuy89,936$0.48$43.2KForm 4
Aug 11, 2022Sella Roberto MarcoDirectorBuy140,359$1.68$235.8KForm 4
Aug 10, 2022Sella Roberto MarcoDirectorBuy359,641$1.70$611.4KForm 4
Aug 9, 2022Sella Roberto MarcoDirectorBuy500,000$1.69$845.0KForm 4

All 23 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Brian Bair49$650.0K$2.0M61
2025Peter Knag53$500.0K$1.1M61
2025Adam Martinez48$366.9K$913.2K61
2024Chief Financial Officer$265.4K$1.5M61
2024Chief Executive Officer$650.0K$1.1M61
2023Chief Executive Officer$650.0K$1.8M61

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
First American Financial Corp511,931$2.5M0.6%New
Kingsbury Capital Investment Advisors LLC303,595$1.5M1.3%New
Kmt Wealth Management, LLC303,595$1.5M1.3%New
Kemnay Advisory Services Inc.195,714$966.8K0.1%New
Vanguard Capital Management LLC124,364$614.4K0.0%New
BlackRock, Inc.53,657$265.1K0.0%New
Shay Capital LLC33,983$167.9K0.0%New
Geode Capital Management, LLC31,630$156.3K0.0%New
UBS Group AG25,044$123.7K0.0%New
Vanguard Fiduciary Trust Co23,691$117.0K0.0%New
Morgan Stanley17,123$84.6K0.0%New
Susquehanna International Group, Llp13,182$65.1K0.0%New
XTX Topco Ltd11,722$57.9K0.0%New
Qube Research & Technologies Ltd10,820$53.5K0.0%New
Royal Bank Of Canada432$2.0K0.0%New
Vanguard Global Advisers, LLC372$1.8K0.0%New
Tower Research Capital LLC (TRC)195$9630.0%New
Jpmorgan Chase & Co38$1750.0%New
Bnp Paribas Financial Markets14$690.0%New
EverSource Wealth Advisors, LLC4$200.0%New
National Bank Of Canada /fi/2$100.0%New

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Offerpad Solutions Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGAROfferpad Solutions Inc.1
  • CIK0001825024
  • Employer ID (EIN)85-28005384
  • Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company4
  • Incorporated inDelaware4
  • Fiscal year endsDecember 311
  • Industry code (SIC)6531 Real Estate Agents & Managers (For Others)1
  • SEC reviewing officeOffice of Real Estate & Construction, Division of Corporation Finance1
  • Business address433 S Farmer Ave, Suite 500, Tempe, AZ 852811
  • Phone(844) 388-45391
  • Shares outstanding4,832,749 as of Jul 27, 202611
  • Public float$10.5M as of Jun 30, 20254
  • AuditorDELOITTE & TOUCHE LLP, Tempe, Arizona PCAOB ID 34; no auditor attestation of internal control over financial reporting4
  • On EDGAR sinceSep 16, 20201
  • Filings451 in all: 4 (164), 8-K (78), 3 (25), 10-Q (18), 424B3 (16), 425 (15), CORRESP (12), EFFECT (9)1
    All 46 form types

    SC 13G (9), UPLOAD (9), SC 13D/A (7), SC 13G/A (7), 10-K (6), DEF 14A (6), SCHEDULE 13D/A (6), DEFA14A (5), S-8 (5), 424B5 (4), SC 13D (4), 144 (3), ARS (3), POS AM (3), PRE 14A (3), S-1 (3), S-4/A (3), 25-NSE (2), 4/A (2), 8-A12B (2), 8-K/A (2), CERT (2), S-3 (2), SCHEDULE 13G (2), 10-K/A (1), 25 (1), 424B4 (1), DEF 14C (1), DEFM14A (1), DRS (1), NT 10-Q (1), POS EX (1), PRE 14C (1), S-1/A (1), S-1MEF (1), S-3/A (1), S-4 (1), SCHEDULE 13G/A (1)

  • Latest filingsAnnual report (10-K) Feb 24, 2026
    Quarterly report (10-Q) Aug 3, 2026
    Proxy statement (DEF 14A) Apr 22, 2026
    Latest 8-K (8-K) Oct 13, 2026

Securities registered for trading

ClassSymbolExchange
Class A common stock, $0.0001 par value per shareOPADThe New York Stock Exchange

From the cover page of the 10-K filed Feb 24, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks Offerpad Solutions Inc. names in Item 1A of its 10-K filed Feb 24, 2026: 62 risks under these headings, as written.4

  • Risks Related to Our Business and Industry
  • Our business and operating results have in the past been impacted and may in the future be significantly impacted by general economic conditions, the health of the U.S. residential real estate industry and risks associated with our real estate inventory, and if we are unable to effectively manage these conditions, we may experience difficulties in growing effectively and expanding our operations and service offerings in the future.
  • We operate in a competitive and fragmented industry, and we may not be successful in attracting customers to our products and services, which could harm our business, results of operations and financial condition.
  • Economic conditions, including inflation and high mortgage rates, have historically impacted, and may continue to adversely affect, the residential real estate business and our business and financial results.
  • We have had a history of losses since our inception, and we may not achieve or maintain profitability in the future.
  • Our limited operating history makes it difficult to evaluate our current business and future prospects.
  • Our business is dependent upon our ability to accurately value and manage real estate inventory and an ineffective pricing or portfolio management strategy, or other changes to our underwriting process, may have an adverse effect on our business, sales and results of operations.
  • Prospective sellers and buyers of homes may choose not to transact online, which could harm our growth prospects.
  • Declining real estate valuations have resulted in, and could continue to result in, real estate inventory valuation adjustments, and property values may decline between our offer to purchase a home and the closing of such home, which could adversely affect our financial condition and operating results.
  • Our business is dependent upon our ability to expeditiously sell real estate inventory. Failure or inability to expeditiously sell our real estate inventory has had and could continue to have an adverse effect on our business, sales and results of operations. Holding homes in real estate inventory exposes us to risks, such as increased holding costs and the risks of declining real estate valuations.
  • Our business is concentrated in certain geographic markets, and local or regional conditions, including economic downturns, severe weather, catastrophic occurrences or other disruptions or events may materially adversely affect our financial condition and results of operations.
  • We may be unsuccessful in launching new product and service offerings or pursuing expansion of existing product and service offerings into new markets, which could result in significant expense and may not achieve the desired results.
The other 51 risks
  • Our business model and growth strategy depend on our marketing and partner channel efforts and ability to maintain our brand and attract customers to our platform in a cost-effective manner.
  • Reductions in the availability of mortgage financing provided by government agencies and changes in government financing programs have decreased and could continue to decrease our customers’ ability or desire to obtain financing and adversely affect our business or financial results.
  • The residential real estate market is subject to seasonality, and our operating results are likely to fluctuate on a quarterly and annual basis.
  • If we do not innovate or provide customers with an efficient and seamless transaction experience, our business could be harmed.
  • A significant portion of our costs and expenses are fixed, and we may not be able to adapt or optimize our cost structure to offset declines in our revenue.
  • Our growth depends in part on the success of our strategic relationships with third parties.
  • If the methodologies we use to assess the value and condition of homes are inaccurate, including because of the information supplied to us by prospective sellers or due to the physical inspections being ineffective, it could result in unforeseen costs and risks.
  • Our business is dependent upon an adequate and desirable supply of real estate inventory, which is impacted by many factors. Any inability to acquire sufficient or desirable real estate inventory may adversely affect our business, sales and results of operations.
  • Our ability to compete effectively and execute on our strategic plan, and the success of our Renovate solution, depends in part on our ability to manage home renovations.
  • Our risk management efforts may not be effective.
  • Our ability to recruit and retain a sufficient number of productive independent real estate agents is critical to maintaining and growing our business and providing an adequate level of service to our customers.
  • We are subject to the requirements governing the licensing and conduct of real estate brokerages and brokerage-related businesses in the jurisdictions in which we do business.
  • A health and safety incident relating to our operations could be costly in terms of potential liability and reputational damage.
  • There are risks related to our ownership of vacant homes and the listing of those homes for resale that are not possible to fully eliminate.
  • We are from time to time involved in, or may in the future be subject to, claims, suits, government investigations, and other proceedings that may result in adverse outcomes.
  • We operate in a highly regulated industry and are subject to a wide range of federal, state and local laws, rules and regulations. Failure to comply with these laws, rules and regulations or to obtain and maintain required licenses, could adversely affect our business, financial condition and results of operations.
  • Catastrophic events may disrupt our business.
  • Environmentally hazardous conditions, and regulations relating to climate change and energy, may adversely affect us.
  • Risks Related to Our Intellectual Property and Technology
  • Our IT Systems and IT Systems of third parties we rely on may fail or suffer security breaches, loss or leakage of data, and other disruptions, which could disrupt our business or result in the loss of confidential information, litigation, government actions, reputational damage and other harms.
  • We collect, process, store and use personal information and other data, which subjects us to governmental regulation and other legal obligations related to privacy, and any actual or perceived violation of these privacy obligations could result in a claim for damages, regulatory action, loss of business, or unfavorable publicity.
  • Any significant disruption in service in our computer systems and third-party networks and mobile infrastructure that we depend on could result in a loss of customers and we may be unable to maintain and scale the technology underlying our offerings.
  • Failure to protect our trade secrets, know-how, proprietary applications, business processes and other proprietary information could adversely affect the value of our technology and products.
  • In the future we may be party to intellectual property rights claims and other litigation which are expensive to support, and if resolved adversely, could have a significant impact on us.
  • Our services utilize third-party open source software components, which may pose particular risks to our proprietary software, technologies, products and services in a manner that could negatively affect our business.
  • We rely on licenses to use the intellectual property rights of third parties which are incorporated into our products and services. Failure to renew or expand existing licenses may require us to modify, limit or discontinue certain offerings, which could materially affect our business, financial condition and results of operations.
  • Our software is highly complex and may contain undetected errors.
  • Our fraud detection processes and information security systems may not successfully detect all fraudulent activity by third parties aimed at our employees or customers, which could result in litigation or government action, and adversely affect our reputation and business results.
  • We use AI Technologies in our business, and the deployment, use and maintenance of these technologies involve technological, operational, and legal risks.
  • Risks Related to Our Liquidity and Capital Resources
  • We utilize a significant amount of indebtedness in the operation of our business, and so our cash flows and operating results could be adversely affected by required payments of debt or related interest and other risks of our debt financing.
  • We rely on agreements with third parties to finance our business.
  • We intend to rely on proceeds from the sale of financed homes to repay amounts owed under our property financing facilities, but such proceeds may not be available or may be insufficient to repay the amounts when they become due.
  • Covenants in our debt agreements have restricted and may in the future restrict our borrowing capacity or operating activities and adversely affect our financial condition.
  • Our debt facilities contain cross defaults and similar provisions that could cause us to be in default under multiple debt facilities or otherwise lose access to financing for new homes and excess proceeds from sales of homes in the event we default under a single facility.
  • Failure to hedge effectively against interest rate changes may adversely affect our results of operations.
  • We could be subject to additional tax liabilities and our ability to use net operating loss carryforwards and other tax attributes have been impacted by an ownership change and may in the future be limited in connection with other ownership changes.
  • We may need additional capital to pursue our business objectives and respond to business opportunities, challenges or unforeseen circumstances, and we cannot be sure that additional financing will be available.
  • We may use derivatives and other instruments to reduce our exposure to interest fluctuations and those derivatives and other instruments may not prove to be effective.
  • Failures at financial institutions at which we deposit funds could adversely affect us.
  • Risks Related to Our Capital Structure and Ownership of Our Class A Common Stock
  • Future resales of common stock may cause the market price of our securities to drop significantly, even if our business is doing well.
  • The provisions of our certificate of incorporation requiring exclusive forum in the Court of Chancery of the State of Delaware and the federal district courts of the United States for certain types of lawsuits may have the effect of discouraging lawsuits against our directors and officers.
  • Delaware law and our certificate of incorporation and bylaws contain certain provisions, including anti-takeover provisions, which limit the ability of stockholders to take certain actions and could delay or discourage takeover attempts that stockholders may consider favorable.
  • We do not intend to pay cash dividends for the foreseeable future.
  • Our failure to meet the NYSE’s continued listing standards could result in the suspension and delisting of our Class A common stock.
  • General Risks Related to Offerpad
  • Some of our potential losses may not be covered by insurance. We may not be able to obtain or maintain adequate insurance coverage.
  • Our management is required to evaluate the effectiveness of our internal control over financial reporting. If we are unable to maintain effective internal control over financial reporting, investors may lose confidence in the accuracy of our financial reports.
  • We may acquire other businesses which could require significant management attention, disrupt our business, dilute stockholder value and adversely affect our operating results.
  • We are and will continue to be dependent on key personnel, and our failure to attract and retain other highly qualified personnel could harm our business.
  • We have in the past issued and may in the future issue additional shares of common stock or other equity securities without your approval, which would dilute your ownership interests and may depress the market price of your shares.
  • A market for our securities may not continue, which would adversely affect the liquidity and price of our securities.
  • The market price of our securities may be volatile.
  • The increasing focus on, and differing points of view regarding, sustainability and social initiatives could result in litigation, increase our costs, harm our reputation and adversely impact our financial results.

Legal proceedings

From time to time, we may become involved in actions, claims, suits and other legal proceedings arising in the ordinary course of our business, including, without limitation, assertions by third parties relating to intellectual property infringement, breaches of contract or warranties or employment-related matters. We are not currently a party to any actions, claims, suits or other legal proceedings arising in the ordinary course of our business, the outcome of which, if determined adversely to us, would individually or in the aggregate have a material adverse effect on our business, financial condition, results of operations and cash flows.

The outcome of litigation is inherently uncertain. If one or more legal matters were resolved against us in a reporting period for amounts above management’s expectations, our financial condition, results of operations or cash flows for that reporting period could be adversely impacted, perhaps materially.

Refer to Note 15. Commitments and Contingencies in the Notes to Consolidated Financial Statements in Part II, Item 8, of this Annual Report on Form 10-K for information regarding pending litigation that falls outside the scope of ordinary and routine litigation incidental to our business.

The opening of Item 3, Legal Proceedings.4

Sources

The numbers on this page point here. Each one links to the record it came from.

  1. 1
  2. 2
  3. 3
  4. 4
  5. 5
  6. 6
  7. 7
  8. 8
  9. 9
  10. 10
  11. 11
  12. 12
  13. 13
  14. 14
  15. 15
  16. 16
  17. 17
  18. 18
  19. 19
  20. 20
  21. 21
  22. 22
  23. 23
  24. 24
  25. 25
  26. 26
  27. 27
  28. 28
  29. 29
  30. 30
  31. 31
  32. 32
  33. 33
  34. 34
  35. 35
  36. 36
  37. 37
  38. 38
  39. 39
  40. 40
    SEC EDGAROther events
  41. 41
  42. 42
  43. 43
  44. 44
  45. 45
  46. 46
  47. 47
  48. 48
  49. 49
  50. 50
  51. 51
  52. 52
  53. 53
  54. 54
  55. 55
  56. 56
  57. 57
  58. 58
  59. 59
  60. 60
  61. 61