Fathom Holdings Inc.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549​

SCHEDULE 14A

(RULE 14a-101)

SCHEDULE 14A INFORMATION

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Notice of August 20, 2025

Annual Meeting and

2025 Proxy Statement

2000 Regency Parkway Drive, Suite 300

Cary, North Carolina 27518

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NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

TO BE HELD AUGUST 20, 2025

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To the Shareholders of Fathom Holdings Inc.:

Notice is hereby given that the Annual Meeting of Shareholders of Fathom Holdings Inc. (the “Company”) will be held on August 20, 2025 at 2000 Regency Parkway Drive, Suite 160, Cary, North Carolina, at 8:30 a.m. ET. The meeting is called for the following purposes:

To elect the directors nominated by our board of directors (the “Board”) and named herein to hold office for a one-year term until the 2026 Annual Meeting of Shareholders;

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To approve an amendment to the Fathom Holdings Inc. 2019 Omnibus Stock Incentive Plan to increase the share reserve by one million three hundred thousand (1,300,000) shares of common stock;

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To ratify the selection of Deloitte & Touche LLP, an independent registered public accounting firm, as the auditor of the Company for the year ending December 31, 2025; and

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To consider and take action upon such other matters as may properly come before the meeting or any adjournment or postponement thereof.

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These matters are more fully described in the Proxy Statement accompanying this Notice.

If you were a shareholder of record of Fathom common stock as of the close of business on July 1, 2025, you are entitled to receive this Notice and vote at the Annual Meeting of Shareholders and any adjournments or postponements thereof, provided that the Board may fix a new record date for an adjourned meeting. Our stock transfer books will not be closed. A list of the shareholders entitled to vote at the meeting may be examined at our principal executive offices in Cary, North Carolina during ordinary business hours in the 10-day period preceding the meeting for any purposes related to the meeting.

We are furnishing these proxy materials (including an electronic Proxy Card for the meeting) and our 2024 Annual Report on Form 10-K, as amended by Form 10-K/A, to shareholders via the Internet. On or about July 11, 2025, we mailed to our shareholders a Notice of Internet Availability of Proxy Materials containing instructions on how to access our Proxy Statement and how to vote.

You are cordially invited to attend the meeting. Whether or not you expect to attend, the Board respectfully requests that you vote your stock in the manner described in the Proxy Statement. You may revoke your proxy in the manner described in the Proxy Statement at any time before it has been voted at the meeting.

By Order of the Board of Directors of Fathom Holdings Inc.,

/s/ Scott Flanders

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Scott Flanders

Chairman of the Board

Cary, North Carolina

Dated: July 11, 2025