4//SEC Filing
Farello Michael J. 4
Accession 0001628280-23-030577
CIK 0001835856other
Filed
Aug 23, 8:00 PM ET
Accepted
Aug 24, 9:43 PM ET
Size
8.1 KB
Accession
0001628280-23-030577
Insider Transaction Report
Form 4
Farello Michael J.
Director
Transactions
- Award
Class B Common Stock
2023-08-22+23,203,001→ 23,203,001 total(indirect: By LCG4 Best, L.P.)→ Class A Common Stock (23,203,001 underlying)
Footnotes (4)
- [F1]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 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's founder.
- [F2]LCG4 Best, L.P. received 23,203,001 shares of Class B Common Stock of the Issuer in exchange for 300,000 shares of Class B Common Stock, 125,346 shares of Class C Preferred Stock and 7,165,842 shares of Class D Preferred Stock of Better Holdco, Inc. ("Better Holdco"), a Delaware corporation, pursuant to the Agreement and Plan of Merger, dated as of May 10, 2021 (as amended, the "Merger Agreement"), by and among Aurora Acquisition Corp, a Cayman Islands exempted company ("Aurora" and, following the Business Combination, the Issuer), Aurora Merger Sub I, Inc. a Delaware corporation and a direct wholly owned subsidiary of Aurora, and Better Holdco.
- [F3]Upon consummation of the business combination contemplated by the Merger Agreement (the "Business Combination"), as described on the Form S-4 (File No. 333-258423) filed by Aurora with the U.S. Securities and Exchange Commission and declared effective on July 27, 2023, the surviving entity of the Business Combination, the Issuer, was renamed "Better Home & Finance Holding Company".
- [F4]The Reporting Person is a controlling party of LCG4 Best, L.P. Therefore, the Reporting Person may be deemed to have voting power and dispositive power over the shares held by LCG4 Best, L.P. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
Documents
Issuer
Better Home & Finance Holding Co
CIK 0001835856
Entity typeother
Related Parties
1- filerCIK 0001812999
Filing Metadata
- Form type
- 4
- Filed
- Aug 23, 8:00 PM ET
- Accepted
- Aug 24, 9:43 PM ET
- Size
- 8.1 KB