Form 4 for BETR Better Home & Finance Holding Co
Accepted 2024-06-04 00:00:00 ET · period of report 2024-03-12 · accession 0000950172-24-000319 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DMI | 2024-06-04 | 2024-05-31 | BETR | Valani Riaz | Dir, 10% | S - Sale | $0.3372 | -720.4K | 15.90M | -4% | -$242.9K |
| DMI | 2024-06-04 | 2024-03-12+ | BETR | Valani Riaz | Dir, 10% | J - Other | — | 0 | 26.26M | New | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2024-05-31 | S | D | 520,422 | $0.34 | 15,276,317 | I By 1/0 Mortgage Investment, LLC | — | — | (F4) The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.33 to $0.3418. (F2) Riaz Valani is the beneficiary of family trusts that own Addison Investment Holdings LLC, which has a controlling interest in 1/0 Mortgage Investment, LLC. Mr. Valani is the manager of 1/0 Services LLC, which in turn is the manager of 1/0 Mortgage Investment, LLC. Therefore, Mr. Valani may be deemed the beneficial owner of the shares held by 1/0 Mortgage Investment, LLC. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
| 2 | Common | Class A Common Stock | 2024-05-31 | S | D | 100,000 | $0.33 | 15,796,739 | I By 1/0 Mortgage Investment, LLC | — | — | (F3) The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.3301 to $0.3358. (F2) Riaz Valani is the beneficiary of family trusts that own Addison Investment Holdings LLC, which has a controlling interest in 1/0 Mortgage Investment, LLC. Mr. Valani is the manager of 1/0 Services LLC, which in turn is the manager of 1/0 Mortgage Investment, LLC. Therefore, Mr. Valani may be deemed the beneficial owner of the shares held by 1/0 Mortgage Investment, LLC. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
| 3 | Common | Class A Common Stock | 2024-05-31 | S | D | 100,000 | $0.33 | 15,896,739 | I By 1/0 Mortgage Investment, LLC | — | — | (F1) The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.33 to $0.3326. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote and footnotes (3) and (4). (F2) Riaz Valani is the beneficiary of family trusts that own Addison Investment Holdings LLC, which has a controlling interest in 1/0 Mortgage Investment, LLC. Mr. Valani is the manager of 1/0 Services LLC, which in turn is the manager of 1/0 Mortgage Investment, LLC. Therefore, Mr. Valani may be deemed the beneficial owner of the shares held by 1/0 Mortgage Investment, LLC. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
| 4 | Derivative | Class B Common Stock | 2024-03-21 | J | D | 9,130,932 | — | 17,130,931 | I By Better Portfolio Holdings 1 LLC | — · — to — | 9,130,932 Class A Common Stock | (F6) Reflects a transfer of securities. (F7) Riaz Valani is the beneficiary of family trusts that own Better Portfolio Holdings 1 LLC. Mr. Valani is the manager of Better Portfolio Holdings 1 LLC until June 3, 2024, and therefore, for Section 16 purposes, may be deemed to be a beneficial owner of the securities held by Better Portfolio Holdings 1 LLC until June 3, 2024. Mr. Valani may also be deemed to have investment and voting power over the Issuer securities held directly by the Green Trust and a member of his immediate family. Therefore, Mr. Valani may be deemed the beneficial owner of the shares held directly by the Green Trust and such immediate family member. Mr. Valani disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. (F5) Each share of Class B Common Stock is convertible at any time at the option of the holder 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 Issuer's 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 Better Holdco's founder. |
| 5 | Derivative | Class B Common Stock | 2024-03-12 | J | A | 879,765 | — | 879,765 | I By Green Trust | — · — to — | 879,765 Class A Common Stock | (F6) Reflects a transfer of securities. (F7) Riaz Valani is the beneficiary of family trusts that own Better Portfolio Holdings 1 LLC. Mr. Valani is the manager of Better Portfolio Holdings 1 LLC until June 3, 2024, and therefore, for Section 16 purposes, may be deemed to be a beneficial owner of the securities held by Better Portfolio Holdings 1 LLC until June 3, 2024. Mr. Valani may also be deemed to have investment and voting power over the Issuer securities held directly by the Green Trust and a member of his immediate family. Therefore, Mr. Valani may be deemed the beneficial owner of the shares held directly by the Green Trust and such immediate family member. Mr. Valani disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. (F5) Each share of Class B Common Stock is convertible at any time at the option of the holder 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 Issuer's 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 Better Holdco's founder. |
| 6 | Derivative | Class B Common Stock | 2024-03-21 | J | A | 9,130,932 | — | 9,130,932 | I By Immediate Family | — · — to — | 9,130,932 Class A Common Stock | (F6) Reflects a transfer of securities. (F7) Riaz Valani is the beneficiary of family trusts that own Better Portfolio Holdings 1 LLC. Mr. Valani is the manager of Better Portfolio Holdings 1 LLC until June 3, 2024, and therefore, for Section 16 purposes, may be deemed to be a beneficial owner of the securities held by Better Portfolio Holdings 1 LLC until June 3, 2024. Mr. Valani may also be deemed to have investment and voting power over the Issuer securities held directly by the Green Trust and a member of his immediate family. Therefore, Mr. Valani may be deemed the beneficial owner of the shares held directly by the Green Trust and such immediate family member. Mr. Valani disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. (F5) Each share of Class B Common Stock is convertible at any time at the option of the holder 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 Issuer's 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 Better Holdco's founder. |
| 7 | Derivative | Class B Common Stock | 2024-03-12 | J | D | 879,765 | — | 26,261,863 | I By Better Portfolio Holdings 1 LLC | — · — to — | 879,765 Class A Common Stock | (F6) Reflects a transfer of securities. (F7) Riaz Valani is the beneficiary of family trusts that own Better Portfolio Holdings 1 LLC. Mr. Valani is the manager of Better Portfolio Holdings 1 LLC until June 3, 2024, and therefore, for Section 16 purposes, may be deemed to be a beneficial owner of the securities held by Better Portfolio Holdings 1 LLC until June 3, 2024. Mr. Valani may also be deemed to have investment and voting power over the Issuer securities held directly by the Green Trust and a member of his immediate family. Therefore, Mr. Valani may be deemed the beneficial owner of the shares held directly by the Green Trust and such immediate family member. Mr. Valani disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. (F5) Each share of Class B Common Stock is convertible at any time at the option of the holder 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 Issuer's 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 Better Holdco's founder. |