Offerpad Solutions Inc. 8-K

What Happened

• Offerpad Solutions Inc. filed a Form 8-K disclosing that its Board approved and the company effected a 1-for-10 reverse stock split of its Class A common stock. The Certificate of Amendment to the Fourth Restated Certificate of Incorporation was filed with the Delaware Secretary of State on June 8, 2026, and the Common Stock began trading on a split-adjusted basis at market open on June 9, 2026 under the symbol OPAD and new CUSIP 67623L 505.
• The filing also reports results from the Company’s Annual Meeting held June 3, 2026 (record date April 9, 2026): two Class II director nominees were elected, Deloitte & Touche LLP was ratified as the independent registered public accounting firm for fiscal 2026, the company’s executive compensation was approved on an advisory basis, and stockholders approved the proposal authorizing amendments to effect a reverse stock split in a ratio between 1-for-5 and 1-for-50.

Key Details

• Reverse split: 1-for-10; Certificate of Amendment filed June 8, 2026; split-adjusted trading began June 9, 2026; new CUSIP 67623L 505.
• Annual Meeting (June 3, 2026) voting highlights:
  • Donna Corley: 10,994,009 FOR; 5,516,211 WITHHELD; 11,118,728 broker non-votes.
  • Tela Mathias: 11,163,997 FOR; 5,346,223 WITHHELD; 11,118,728 broker non-votes.
  • Auditor ratification (Deloitte): 21,756,195 FOR; 741,462 AGAINST; 5,131,291 ABSTAINED.
  • Advisory approval of executive compensation: 10,610,068 FOR; 638,376 AGAINST; 5,261,776 ABSTAINED; 11,118,728 broker non-votes.
  • Reverse split amendment vote: 19,191,573 FOR; 3,299,278 AGAINST; 5,138,097 ABSTAINED.
• Certificate of Amendment is filed as Exhibit 3.1 to the Form 8-K.

Why It Matters

• A reverse stock split reduces the number of outstanding shares and increases the per‑share price proportionally; investors’ percentage ownership and aggregate value do not change solely because of the split, but per‑share metrics and trading liquidity can be affected.
• The change is effective (filed June 8, trading adjusted June 9) and requires investors and brokers to note the new CUSIP and adjusted share amounts for account records and trading.
• Board composition, auditor ratification and the non‑binding approval of executive compensation were confirmed by stockholder votes, providing governance clarity for the year ahead.