General Counsel and CCO Tuffin Paula converted options into 12,666 shares and covered exercise/tax liability with 4,580 shares, increasing direct ownership by 488% to 9,743 units (SEC Form 4)
$BETR
Finance: Consumer Services
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
Better Home & Finance Holding Co [ BETR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/28/2025 | ||||||||||||||||||||||||||
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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 | ||||||
| Class A Common Stock | 07/01/2025 | M | 9,500 | A | $0 | 11,157(1) | D | |||
| Class A Common Stock | 07/01/2025 | F | 3,435 | D | $12.48 | 7,722 | D | |||
| Class A Common Stock | 08/01/2025 | M | 3,166 | A | $0 | 10,888 | D | |||
| Class A Common Stock | 08/01/2025 | F | 1,145 | D | $13.35 | 9,743 | D | |||
| Class A Common Stock | 16,442(1) | I | By Technology Stock Holding Master Trust/Series Tuffin 2021 Trust | |||||||
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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 | ||||||||
| Restricted Stock Units (Class A) | (2) | 05/28/2025 | A | 38,000 | (3) | (3) | Class A Common Stock | 38,000 | $0 | 38,000 | D | ||||
| Restricted Stock Units (Class A) | (2) | 07/01/2025 | M | 9,500 | (3) | (3) | Class A Common Stock | 9,500 | $0 | 28,500 | D | ||||
| Restricted Stock Units (Class A) | (2) | 08/01/2025 | M | 3,166 | (3) | (3) | Class A Common Stock | 3,166 | $0 | 25,334 | D | ||||
| Class B Common Stock | (4) | 07/01/2025 | M | 636 | (4) | (4) | Class A Common Stock | 636 | $0 | 25,055 | D | ||||
| Class B Common Stock | (4) | 07/01/2025 | F | 192 | (4) | (4) | Class A Common Stock | 192 | $12.48 | 24,863 | D | ||||
| Restricted Stock Units (Class B) | (5) | 07/01/2025 | M | 636 | (6) | (6) | Class B Common Stock | 636 | $0 | 1,278 | D | ||||
| Class B Common Stock | (4) | 08/01/2025 | M | 638 | (4) | (4) | Class A Common Stock | 638 | $0 | 25,501 | D | ||||
| Class B Common Stock | (4) | 08/01/2025 | F | 193 | (4) | (4) | Class A Common Stock | 193 | $13.35 | 25,308 | D | ||||
| Restricted Stock Units (Class B) | (5) | 08/01/2025 | M | 638 | (6) | (6) | Class B Common Stock | 638 | $0 | 640 | D | ||||
| Explanation of Responses: |
| 1. On August 16, 2024, the Issuer effected a 1-for-50 reverse stock split of its shares of Class A Common Stock, which is reflected in the Reporting's Person's number of securities beneficially owned reported in this filing. |
| 2. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock. |
| 3. The restricted stock units will vest with respect to (i) 3/12ths of such restricted stock units on July 1, 2025, (ii) 8/12ths of such restricted stock units in equal monthly installments beginning on August 1, 2025 through March 1, 2026, and (iii) the remaining 1/12th of such restricted stock units on March 15, 2026. |
| 4. Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. Each share of Class B Common Stock will convert automatically into one share of Class A Common Stock in connection with: (i) any transfer, whether or not for value, except for certain permitted transfers described in the Issuers amended and restated certificate of incorporation, (ii) such time as the aggregate number of shares of Class B Common Stock outstanding ceases to represent 5% of the aggregate number of shares of Common Stock outstanding, (iii) the vote of 85% of the holders of Class B Common Stock outstanding; and (iv) following the date of the death or permanent disability of Betters founder. |
| 5. Each restricted stock unit represents a contingent right to receive one share of the Issuers Class B Common Stock. |
| 6. The restricted stock units were granted on October 1, 2022, and will vest subject to both time- and liquidity-based criteria. Under the time-based criteria, the Reporting Person was vested in 14/48ths of the restricted stock units on the grant date and the remaining restricted stock units will vest in equal 1/48ths of the restricted stock units on the first business day of each month such that the restricted stock units will be fully vested as of August 1, 2025, subject to the Reporting Persons continued employment. The liquidity-based criteria was satisfied on August 22, 2023 upon the consummation of the business combination between the Issuer (f/k/a Aurora Acquisition Corp), Aurora Merger Sub I, Inc. and Better HoldCo, Inc. |
| Remarks: |
| /s/ Andrew Holt, Attorney-in-Fact | 08/05/2025 | |
| ** 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. | ||