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Accepted (ET)

4:19 PM

Oct 6, 2026

Filed

Oct 6, 2026

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12

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208.8 KB

Summary

Updated

Title: Better Home & Finance Holding Co: director removals and new appointments

Short description: Better Home & Finance Holding Co filed an 8-K reporting removal and appointment of directors, a director resignation, and removal of its interim CEO.

Summary:

What happened

  • On Sep 30, 2026, Vishal Garg and the other participants in his consent solicitation (the "Garg Group") delivered written consents of stockholders representing a majority of the voting power of the Company’s common stock outstanding as of Aug 21, 2026. The Consents removed without cause Daniel Lewis, Arnaud Massenet, Bhaskar Menon, Prabhu Narasimhan and Harit Talwar from the board of directors, effective immediately.
  • On Oct 1, 2026, Hugh Frater notified the Company of his decision to resign from the board, effective upon the removal. Mr. Frater had informed the Company on Aug 27, 2026 of his intention to resign if Mr. Garg assumed any executive role with the Company.
  • On Oct 5, 2026, Mr. Garg, as the sole remaining director, appointed Bing Gordon, Steven Sarracino, Paula Tuffin (the Company’s general counsel, chief compliance officer and secretary) and Nicholas Calamari (an employee) to the board to fill vacancies. Also on Oct 5, 2026, the board removed Daniel Lewis as Interim Chief Executive Officer, effective immediately.

Key details

  • The Consents represented a majority of the voting power as of the record date of Aug 21, 2026 and were delivered on Sep 30, 2026.
  • Ms. Tuffin and Mr. Calamari will not receive additional compensation for board service; Messrs. Gordon and Sarracino are expected to receive compensation pursuant to the Company’s director compensation policy disclosed in the proxy statement filed Apr 30, 2026.
  • Messrs. Gordon and Sarracino are expected to enter the Company’s standard form indemnification agreement; Ms. Tuffin and Mr. Calamari are parties to standard form indemnification agreements.
  • As of the filing date, none of the new directors have been appointed to any board committees; the Company will amend the 8-K to disclose any such committee appointments when determined.

Why it may matter

  • The filing reports Item 5.02 (departure of directors or certain officers; election of directors), which covers the removals, the resignation, the director appointments and the removal of the interim chief executive officer, and Item 5.07 (submission of matters to a vote of security holders). This filing does not show why the insider traded or why the company acted.

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