| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Date of Event Requiring Statement
(Month/Day/Year) 03/12/2026 | 3. Issuer Name and Ticker or Trading Symbol
Better Home & Finance Holding Co [ BETR ] | |||||||||||||||
| 3a. Foreign Trading Symbol
| 5. If Amendment, Date of Original Filed
(Month/Day/Year) | ||||||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Class A Common Stock | 3,906 | D | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Class B Common Stock | (1) | (1) | Class A Common Stock | 104,197 | (1) | D | |
| Class B Common Stock | (1) | (1) | Class A Common Stock | 62,074 | (1) | I | By Family Trust(2) |
| Class B Common Stock | (1) | (1) | Class A Common Stock | 63,850 | (1) | I | By Descendants Trust(3) |
| Restricted Stock Units (Class A) | (4) | (4) | Class A Common Stock | 58,594 | (4) | D | |
| Restricted Stock Units (Class A) | (5) | (5) | Class A Common Stock | 57,500 | (5) | D | |
| Explanation of Responses: |
| 1. 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 the Issuer's founder. |
| 2. The shares are directly held by a trust, of which the Reporting Person's spouse is a co-trustee and a beneficiary. |
| 3. The shares are directly held by a trust, of which the Reporting Person is a co-trustee and a beneficiary. |
| 4. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock. The RSUs were granted on February 11, 2026 and vest quarterly over four years in 16 nearly equal installments, subject to the Reporting Person's continued service with the Issuer. |
| 5. The RSUs are subject to both performance- and time-based vesting criteria. The performance-based criteria provides for the achievement of specified stock price goals of the Issuer's Class A common stock occuring during the period beginning on October 1, 2025 and ending on December 31, 2030 (the "Performance Period"). 25% of the RSUs shall time vest on the one year anniversary of the grant date and the remainder of the RSUs shall time vest quarterly over the following 36 months, subject to the Reporting Person's continued service with the Issuer. In the event the performance criteria is not met during the Performance Period, the RSUs shall be forfeited. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock. |
| Remarks: |
| Exhibit 24.1 - Power of Attorney |
| /s/ Andrew Holt, Attorney-in-Fact | 04/06/2026 | |
| ** 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 5 (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. | ||
| * Form 3: SEC 1473 (03-26) | ||