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Offerpad Solutions Inc.

For the period ended Jun 30, 2026. Filed Aug 3, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2026 · Filed Aug 3, 2026

OPAD$2.11-7.0%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-03-31; filed 2026-04-30.

0001193125-26-197328

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-06-30; filed 2026-08-03.

0001193125-26-330713

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 178 previous paragraphs and 210 current paragraphs.

110 unchanged; 58 reworded; 33 added; 5 removed; 5 previous and 9 current paragraphs rearranged.

Tables are not compared: 6 previous and 7 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (33)

Current report

In response to these prevailing market conditions during the first six months of 2026, we have maintained our focus on refining our operating model with the intention of improving acquisition accuracy, customer engagement, and capital efficiency across the transaction lifecycle. We believe the launch of our AI-powered homeowner intelligence platform, along with our AI-driven portfolio intelligence platform during the first quarter of 2026, has allowed us to better assess and more quickly adjust to changes in the local housing market conditions, allowing us to manage and mitigate our risk exposure more effectively.

Current report

Within this operating environment during the first half of 2026, we remained diligent in selling through our aged real estate inventory, while also leveraging our portfolio intelligence platform to streamline our evaluation and underwriting process, in order to steadily increase our home acquisition pace during the second quarter of 2026. This combination resulted in the average holding period of homes sold decreasing during the second quarter of 2026, a trend we expect to continue in the third quarter of 2026. Additionally, we anticipate our increased acquisition pace will also persist into the third quarter of 2026 as we continue to leverage our portfolio intelligence platform to improve the quality of homes in our real estate inventory mix.

Current report

On March 5, 2026, we notified the NYSE that we intend to cure the stock price deficiency and to return to compliance with the NYSE continued listing standards. On June 3, 2026, at our 2026 Annual Meeting of Stockholders, our stockholders approved a reverse stock split of our Class A common stock in order to regain compliance with the minimum closing price requirement. On June 8, 2026, we filed a certificate of amendment to our Fourth Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to effect a 1-for-10 reverse stock split, and our Class A common stock began trading on a split-adjusted basis at market open on June 9, 2026.

Current report

Under the NYSE’s rules, the price condition is deemed cured if the price promptly exceeds $1.00 per share, and the price remains above that level for at least the following 30 trading days. On July 1, 2026, we were notified by the NYSE that the average closing price of our Class A common stock exceeded the minimum $1.00 per share requirement on a 30-trading day average. Accordingly, we have regained compliance with Section 802.01C of the NYSE Listed Company Manual. However, there is also no assurance that we will maintain compliance with this or the other listing standards of the NYSE.

Current report

Three Months Ended June 30, 2026 Compared to Three Months Ended June 30, 2025

Current report

Our consolidated revenue decreased by $82.7 million, or 51.6%, to $77.7 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025.

Current report

Other cost of revenue increased by less than $0.1 million, or 24.2%, during the three months ended June 30, 2026 compared to the three months ended June 30, 2025. This increase was primarily due to an increase in Brokerage Services transactions during the second quarter of 2026 as compared to the second quarter of 2025.

Current report

Six Months Ended June 30, 2026 Compared to Six Months Ended June 30, 2025

Current report

Our consolidated revenue decreased by $163.3 million, or 50.9%, to $157.7 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025.

Current report

Cash Offer revenue decreased by $160.7 million, or 52.5%, to $145.2 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decrease was primarily attributable to lower sales volumes as we sold 417 homes during the six months ended June 30, 2026 compared to 912 homes during the six months ended June 30, 2025, representing a decrease of 54.3%. This decrease in homes sold was primarily due to the increased level of uncertainty in the residential real estate market and our associated intentional reduction in home acquisition pace during 2025 as part of our effort to balance our real estate inventory levels, resulting in a fewer number of homes in real estate inventory during the first half of 2026.

Current report

Renovate revenue decreased by $1.2 million, or 10.6%, to $10.5 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decrease in Renovate revenue was primarily attributable to a decrease in the average renovation transaction value from $22,400 per home during the six months ended June 30, 2025 to $14,300 per home during the six months ended June 30, 2026. This decrease in revenue was partially offset by higher renovation volumes. We completed 735 renovation projects during the six months ended June 30, 2026 compared to 524 renovation projects during the six months ended June 30, 2025, representing an increase of 40.3%.

Current report

Our consolidated cost of revenue decreased by $151.3 million, or 51.0%, to $145.1 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025.

Current report

Cash Offer cost of revenue decreased by $150.2 million, or 52.4%, to $136.5 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This decrease was primarily attributable to lower sales volumes.

Current report

Renovate cost of revenue decreased by $1.0 million, or 10.8%, to $8.3 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This decrease was primarily attributable to a lower average renovation transaction cost per home, from $17,900 per home during the six months ended June 30, 2025 to $11,400 per home during the six months ended June 30, 2026, which was partially offset by an increase in renovation volumes.

Current report

Our consolidated gross profit margin was 8.0% for the six months ended June 30, 2026 compared to 7.7% for the six months ended June 30, 2025.

Current report

Cash Offer gross profit margin was 6.0% for the six months ended June 30, 2026 compared to 6.3% for the six months ended June 30, 2025. The decrease in gross profit margin was primarily due to a higher average real estate inventory holding period during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decrease in gross profit margin was partially offset by a decrease in the real estate inventory valuation adjustment, from $2.8 million during the six months ended June 30, 2025 to $0.7 million during the six months ended June 30, 2026.

Current report

Other gross profit margin was 88.7% for the six months ended June 30, 2026 compared to 90.8% for the six months ended June 30, 2025. This decrease in gross profit margin was primarily due to a shift in the product mix of the solution offerings included in Other as our Cash Offer Marketplace offering represented a smaller component of Other gross profit during the six months ended June 30, 2026 compared to the six months ended June 30, 2025.

Current report

Technology and development expense decreased by $0.2 million, or 8.3%, to $1.8 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This decrease was primarily attributable to lower software subscription fees and decreased average employee headcount, which was partially offset by an increase in third-party consulting fees.

Current report

Change in fair value of warrant liabilities for the six months ended June 30, 2026 and 2025 represents gains of $0.3 million and $0.1 million, respectively, as a result of the fair value adjustment of our warrant liabilities.

Current report

While we have expanded our real estate service solutions beyond our Cash Offer service over time, including growing our other real estate service solutions which require lower levels of capital investment, our Cash Offer service continues to generate the substantial majority of our consolidated revenue. As a result, our financing needs continue to be significantly impacted by the level of transaction volumes in our Cash Offer service. Given the importance of our secured credit facilities in financing our real estate inventory purchases and renovation projects, we continually monitor our anticipated financing requirements and may from time to time adjust the composition of our credit facilities to correspond with such requirements. These changes may include modifying the available borrowing capacity under our credit facilities or realigning the credit facility provider mix.

Current report

During the first half of 2026, we increased the utilization of our portfolio intelligence platform to streamline our evaluation and underwriting process and steadily increased our home acquisition pace. We anticipate this recent increase in home acquisition pace will also persist in the near-term as we continue to leverage our portfolio intelligence platform to improve the quality of homes in our real estate inventory mix. In connection with our steadily increasing our home acquisition pace during 2026, we continue to adjust the composition of our credit facilities to support our financing requirements, including increasing the available borrowing capacity under certain facilities and evaluating new potential debt arrangements.
Removed paragraphs (5)

Previous report

During the first quarter of 2026, the residential real estate market conditions remained challenging as the ongoing housing affordability pressures, weakened consumer confidence and increased concerns associated with the macroeconomic and geopolitical environments continued to negatively impact consumer demand for residential real estate. While the average thirty-year fixed mortgage rate generally trended downward during the first two months of the year, falling to below 6% at the end of February 2026, the conflict in the Middle East during the later stages of the first quarter of 2026 caused the downward momentum in mortgage rates to reverse, with the average thirty-year fixed mortgage rate finishing the quarter at close to 6.5%.

Previous report

On March 5, 2026, we notified the NYSE that we intend to cure the stock price deficiency and to return to compliance with the NYSE continued listing standards. We can regain compliance at any time within the six-month period following receipt of the March 2026 NYSE Notification (the “March 2026 Cure Period”) if on the last trading day of any calendar month during the March 2026 Cure Period we have a closing share price of at least $1.00 and an average closing share price of at least $1.00 over the 30 trading-day period ending on the last trading day of that month. We intend to consider available alternatives, including, but not limited to, a reverse stock split, subject to stockholder approval no later than at our next annual meeting of stockholders, if necessary to cure the stock price non-compliance. Under the NYSE’s rules, if we determine that we will cure the stock price deficiency by taking an action that will require stockholder approval at our next annual meeting of stockholders, the price condition will be deemed cured if the price promptly exceeds $1.00 per share, and the price remains above that level for at least the following 30 trading days.

Previous report

As described in our definitive proxy statement filed with the SEC on April 22, 2026, at our 2026 Annual Meeting of Stockholders, our stockholders will vote on a proposed amendment to our fourth restated certificate of incorporation to effect a reverse stock split of our Class A common stock at a ratio ranging from any whole number between 1-for-5 and 1-for-50, with the exact ratio within such range to be determined by the Board in its discretion if such proposal is approved by stockholders.

Previous report

Due to the uncertainty in the residential real estate market and the broader housing affordability pressures that have persisted for an extended period of time, we remained focused on selling through our aged real estate inventory during the first quarter of 2026, with our average holding period of homes sold finishing the quarter at approximately 195 days. This average holding period, which is higher than our historical norms, was also impacted by the normal seasonal increase that occurs in the fall and winter months.

Previous report

Our consolidated revenue decreased by $80.6 million, or 50.2%, to $80.1 million for the three months ended March 31, 2026 compared to the three months ended March 31, 2025.
Reworded paragraphs (58)

Previous wording

We are a real estate solutions company focused on giving homeowners more control, flexibility, and choice when buying and

Current wording

We are a real estate solutions company focused on giving homeowners more control, flexibility, and choice when buying and selling a home. We combine proprietary technology with local real estate expertise to simplify the home sale process and reduce friction across the transaction lifecycle, helping customers move forward with speed, transparency, and confidence. We provide cash offers, brokerage services, access to additional cash buyers through marketplace-enabled capabilities, and renovation services that support both internal transactions and third-party partners. Founded in 2015, we have transacted on homes representing approximately $12.4 billion of aggregate revenue through June 30, 2026.

Previous wording

We are headquartered in Tempe, Arizona and operate in over 1,800 cities and towns in 26 metropolitan markets across 17 states as of March 31, 2026.

Current wording

We are headquartered in Tempe, Arizona and operate in over 1,900 cities and towns in 27 metropolitan markets across 18 states as of June 30, 2026.

Previous wording

The conflict in the Middle East raised an additional level of uncertainty for consumers, and the associated increase in mortgage interest rates, along with the impact of rising fuel prices on consumer budgets, has added to the ongoing housing affordability pressures that have persisted for an extended period of time. The cumulative impact of these conditions continues to cause uncertainty in the market and challenge consumer confidence, resulting in lower than normal real estate transaction volumes. We expect the uncertainty resulting from the Middle East conflict will continue to impact the macroeconomic and mortgage interest rate environments in the near term and may have additional long term effects, particularly if the conflict further escalates or intensifies, or is prolonged.

Current wording

During the first half of 2026, the residential real estate market conditions continued to be negatively impacted by the ongoing housing affordability pressures, weakened consumer confidence and concerns associated with the macroeconomic and geopolitical environments, including the conflict in the Middle East which began towards the end of the first quarter of 2026. Additionally, the mortgage interest rate environment has remained elevated during 2026, with the average thirty-year fixed mortgage rate starting the year around 6%, before gradually increasing to around 6.5% at the end of June 2026. The cumulative impact of these factors continue to cause uncertainty in the market and challenge consumer confidence, resulting in decreased consumer demand for residential real estate and lower than normal real estate transaction volumes. We expect the uncertainty resulting from the Middle East conflict could continue to impact the macroeconomic and mortgage interest rate environments in the near-term and may have additional long term effects, particularly if the conflict further escalates or intensifies, or is prolonged.

Previous wording

Our operating results during the first quarter of 2026 reflect these prevailing market conditions. We remained focused on selling through our aged real estate inventory during the first quarter, which had a negative impact on our average real estate inventory holding period and gross profit margin during the quarter. This activity, combined with our intentional reduction in home acquisition pace throughout 2025 as part of our effort to balance our real estate inventory levels to potentially optimize our return in the future, has resulted in a fewer number of homes in real estate inventory, which is also reflected in our operating results. Although our operating results were unfavorably impacted by these conditions and related strategies during the first quarter of 2026, our focus on cost reduction and operational efficiencies throughout the business continues to be reflected in our lower cost structure, as we achieved year-over-year improvement in our net loss for the fifth consecutive quarter.

Current wording

Further, our gross profit margin was 9.2% during the second quarter of 2026, the highest level since late 2023. Lastly, our focus on cost reduction and operational efficiencies throughout the business continues to be reflected in our lower cost structure, as we achieved year-over-year improvement in our net loss for the sixth consecutive quarter.

Previous wording

Given the current market conditions, we remain focused on growing our other real estate service solution offerings, and within our Cash Offer solution, proactively optimizing our capital allocation across our highest performing and most efficient markets along with using pricing adjustments and other incentives in an effort to drive consumer demand. These pricing adjustments have had a negative impact on our operating results over the past few years. Further, the uncertainty regarding the near-term macroeconomic conditions has been amplified as a result of the conflict in the Middle East, making it increasingly difficult to predict the near-term direction of mortgage interest rates and consumer demand for residential real estate. We anticipate the ongoing economic uncertainties and affordability pressures will continue to impact consumer demand for residential real estate during the second quarter of 2026. As a result of these market dynamics, we may be required to use similar pricing adjustments and incentives in the future, along with continuing to reduce our real estate inventory acquisition pace compared to our historical levels.

Current wording

Given the current market conditions, we remain committed to growing our other real estate service solution offerings, and within our Cash Offer solution, proactively optimizing our capital allocation across our highest performing and most efficient markets along with using pricing adjustments and other incentives in an effort to drive consumer demand. These pricing adjustments have had a negative impact on our operating results over the past few years. Further, the uncertainty regarding the near-term macroeconomic conditions has been amplified as a result of the conflict in the Middle East, making it increasingly difficult to predict the near-term direction of mortgage interest rates and consumer demand for residential real estate. We anticipate the ongoing economic uncertainties and affordability pressures will continue to impact consumer demand for residential real estate during the third quarter of 2026. As a result of these market dynamics, we may be required to use similar pricing adjustments and incentives in the future, and though we currently plan to steadily increase our home acquisition pace in the near-term, we may also be required to reduce our real estate inventory or home acquisition pace in future periods in response to the prevailing market conditions at that time, as appropriate.

Previous wording

We remain focused on strategically strengthening our presence within existing markets through our various real estate service solutions, expanding our operations and implementing our long-term strategic initiatives over time. In connection with these efforts and to strengthen our balance sheet, we entered into a securities purchase agreement in January 2026 with the purchasers named therein, providing for the issuance and sale by us of an aggregate of 10,000,000 shares (the “2026 Shares”) of our Class A common stock. The 2026 Shares were sold for a purchase price of $1.80 per share, for gross proceeds of $18.0 million, before deducting placement agent fees and other offering expenses.

Current wording

We have been focusing on strategically strengthening our presence within existing markets through our various real estate service solutions, expanding our operations and implementing our long-term strategic initiatives over time. In connection with these efforts and to strengthen our balance sheet, we entered into a securities purchase agreement in January 2026 with the purchasers named therein, providing for the issuance and sale by us of an aggregate of 1,000,000 shares (the “2026 Shares”) of our Class A common stock. The 2026 Shares were sold for a purchase price of $18.00 per share, for gross proceeds of $18.0 million, before deducting placement agent fees and other offering expenses (as adjusted for the Reverse Stock Split).

Previous wording

On July 16, 2025, the NYSE accepted our business plan advising the definitive action(s) we are taking or plan to take that would bring us into compliance with the NYSE continued listing standards within 18 months of receipt of the April 2025 NYSE Notification (the “April 2025 Cure Period”). As a result, we are subject to quarterly monitoring for compliance with the business plan.

Current wording

On July 16, 2025, the NYSE accepted our business plan advising the definitive action(s) we are taking or plan to take that would bring us into compliance with the NYSE continued listing standards within 18 months of receipt of the April 2025 NYSE Notification (the “Cure Period”). As a result, we are subject to quarterly monitoring for compliance with the business plan.

Previous wording

Neither the April 2025 NYSE Notification nor the March 2026 NYSE Notification has had any immediate impact on the listing of our Class A common stock. Further, our Class A common stock will continue to be listed and traded on the NYSE during the respective cure periods, subject to our compliance with the other continued listing standards of the NYSE, steps to cure our stock price deficiency, and continued periodic review by the NYSE of our progress with respect to the business plan.

Current wording

The April 2025 NYSE Notification has had no immediate impact on the listing of our Class A common stock. Further, our Class A common stock will continue to be listed and traded on the NYSE during the Cure Period, subject to our compliance with the other continued listing standards of the NYSE and continued periodic review by the NYSE of our progress with respect to the business plan.

Previous wording

The U.S. residential real estate market is substantial, with 4.4 million homes sold for a total transaction value of roughly $1.8 trillion during 2025, and is highly fragmented with a significant number of licensed real estate agents and real estate brokerages. In 2025, the total residential real estate transactions in our 26 active metropolitan markets covered roughly 22% of the 4.4 million homes sold during the year, and we estimate that we captured roughly 0.2% of such transactions. Given this high degree of fragmentation, we believe that giving homeowners more control, flexibility, and choice when buying and selling a home through our real estate service solutions could lead to continued market share growth and accelerated adoption of the digital model. We have demonstrated higher market share in certain markets over time, providing the backdrop to grow our overall market penetration as we focus on the expansion of our various real estate service solutions in existing markets. Additionally, we anticipate our market share will increase over time as we invest in additional brand marketing, strengthen our local partnerships and continue improving customer awareness of our offerings.

Current wording

The U.S. residential real estate market is substantial, with 4.4 million homes sold for a total transaction value of roughly $1.8 trillion during 2025, and is highly fragmented with a significant number of licensed real estate agents and real estate brokerages. In 2025, the total residential real estate transactions in our 26 active metropolitan markets as of December 31, 2025 covered roughly 22% of the 4.4 million homes sold during the year, and we estimate that we captured roughly 0.2% of such transactions. Given this high degree of fragmentation, we believe that giving homeowners more control, flexibility, and choice when buying and selling a home through our real estate service solutions could lead to continued market share growth and accelerated adoption of the digital model. We have demonstrated higher market share in certain markets over time, providing the backdrop to grow our overall market penetration as we focus on the expansion of our various real estate service solutions in existing markets. Additionally, we anticipate our market share will increase over time as we invest in additional brand marketing, strengthen our local partnerships and continue improving customer awareness of our offerings.

Previous wording

Since our launch in 2015, we have expanded our real estate operations into 26 metropolitan markets as of March 31, 2026. We have been strategic in our approach to growing our market footprint and have focused on geographic diversification across high population growth cities with affordable median sales prices and increasing employment characteristics. Given this current coverage, we believe there is significant opportunity to both increase market penetration in our existing markets and to grow our business through new market expansion over the long-term. Also, because of our strategic approach in offering four complementary solutions that serve sellers and partners across multiple transaction paths, we believe a significant portion of the total addressable market is serviceable with our business model. As we expand our reach through our various service offerings, we expect to continue to serve customers in markets beyond our direct service area. Further, this strategic approach has historically enabled us to enter into new markets to offer certain of our service offerings, without offering all of our buying and selling services in such markets. In connection with this approach, we are currently offering renovation services in select markets in which we operate.

Current wording

Since our launch in 2015, we have expanded our real estate operations into 27 metropolitan markets as of June 30, 2026. We have been strategic in our approach to growing our market footprint and have focused on geographic diversification across high population growth cities with affordable median sales prices and increasing employment characteristics. Given this current coverage, we believe there is significant opportunity to both increase market penetration in our existing markets and to grow our business through new market expansion over the long-term. Also, because of our strategic approach in offering four complementary solutions that serve sellers and partners across multiple transaction paths, we believe a significant portion of the total addressable market is serviceable with our business model. As we expand our reach through our various service offerings, we expect to continue to serve customers in markets beyond our direct service area. Further, this strategic approach has historically enabled us to enter into new markets to offer certain of our service offerings, without offering all of our buying and selling services in such markets. In connection with this approach, we are currently offering renovation services in select markets in which we operate.

Previous wording

Our Brokerage Services solution provides sellers with different agent-led pathways to sell their home, including HomePro, which pairs experienced local agents with our platform, data, and customer flow for guided, in-person solutions, and Agent Partnership Program, which provides an opportunity for third-party agents to present our cash offer as a potential solution for their customers. Our Brokerage Services are designed to enable customers to utilize our services in a way that best suits their home-selling situation and increase in-home seller engagement, while also serving as a valuable resource for real estate agents.

Current wording

Our Brokerage Services solution provides sellers with different agent-led pathways to sell their home, including HomePro, which connects customers with experienced agents, including both agents affiliated with our internal brokerage and independent local agents, supported by our platform, data, and customer flow. Brokerage Services also includes the Agent Partnership Program, which enables third-party real estate agents to present our cash offer as a potential solution for their customers. These services are designed to enable customers to utilize our services in a way that best suits their home-selling situation and increase in-home seller engagement, while also serving as a valuable resource for real estate agents.

Previous wording

Our business model requires significant capital to purchase real estate inventory. Real estate inventory financing is a key enabler to our growth and we rely on our non-recourse asset-backed financing facilities, which primarily consist of senior and mezzanine secured credit facilities, to finance our home purchases. Though we may from time to time adjust the composition of our credit facilities to correspond with our anticipated financing requirements, which may include reducing our available capacity under such credit facilities, or realigning the credit facility provider mix, the loss of adequate access to these types of facilities, or the inability to maintain these types of facilities on favorable terms, would impair our performance. See “—Liquidity and Capital Resources—Financing Activities.”

Current wording

Our business model requires significant capital to purchase real estate inventory. Real estate inventory financing is a key enabler to our growth and we rely on our non-recourse asset-backed financing facilities, which primarily consist of senior and mezzanine secured credit facilities, to finance our home purchases. Though we may from time to time adjust the composition of our credit facilities to correspond with our anticipated financing requirements, which may include modifying the available capacity under such credit facilities, or realigning the credit facility provider mix, the loss of adequate access to these types of facilities, or the inability to maintain these types of facilities on favorable terms, would impair our performance. See “—Liquidity and Capital Resources—Financing Activities.”

Previous wording

While we have expanded our real estate service solutions beyond our Cash Offer service over time, a significant portion of our business model continues to be based upon acquiring homes at a price which will allow us to provide a competitive offer to the consumer, while being able to add value through the renovation process, and relisting the home so that it sells at a profit and in a relatively short period of time.

Current wording

While we have expanded our real estate service solutions beyond our Cash Offer service over time, a significant portion of our business model continues to be based upon acquiring homes at a price that will allow us to provide a competitive offer to the consumer, while being able to add value through the renovation process, and relisting the home so that it sells at a profit and in a relatively short period of time.

Previous wording

During the first quarter of 2026, we deployed the first iteration of SCOUT, our AI-powered homeowner intake and routing platform, across all markets. SCOUT integrates seller inputs with third-party data, public records, and proprietary data to inform acquisition and routing decisions prior to a cash offer or other solution being presented to the seller.

Current wording

During the first quarter of 2026, we deployed the first iteration of SCOUT, our AI-powered homeowner intelligence platform, across all markets. SCOUT integrates seller inputs with third-party data, public records, and proprietary data and is designed to inform acquisition and routing decisions prior to a cash offer or other solution being presented to the seller.

Previous wording

We also launched the initial version of HENRY, our portfolio intelligence platform, in its core monitoring capacity during the first quarter of 2026. HENRY is designed to evaluate properties within the context of portfolio performance by integrating market data, renovation outcomes, and capital criteria into a unified system, supporting pricing, acquisition, and asset management decisions. We have implemented AI-driven inspection and renovation estimation tools as part of the HENRY platform, and additional capabilities are under development to support broader lifecycle decision-making.

Current wording

We also launched the initial version of HENRY, our portfolio intelligence platform, in its core monitoring capacity during the first quarter of 2026. HENRY is designed to evaluate properties within the context of portfolio performance by integrating market data, renovation outcomes, and capital criteria into a unified system, and is intended to support pricing, acquisition, and asset management decisions. We have implemented AI-driven inspection and renovation estimation tools as part of the HENRY platform, and additional capabilities are under development to support broader lifecycle decision-making.

Previous wording

We believe the recent implementation of our portfolio intelligence platform, combined with the extensive real estate experience of our internal teams, will allow us to better assess and more quickly adjust to changes in the local housing market conditions, allowing us to manage and mitigate our risk exposure more effectively.

Current wording

We believe the recent implementation of our portfolio intelligence platform, combined with the extensive real estate experience of our internal teams, will allow us to better assess and more quickly adjust to changes in the local housing market conditions, and manage and mitigate our risk exposure more effectively.

Previous wording

Given our focus on effectively managing and mitigating our risk exposure, we intend to continue balancing our home acquisition pace and managing our real estate inventory levels in response to the prevailing residential real estate market conditions. Based on our current expectations, we anticipate our average real estate inventory holding period will decline in the second quarter of 2026 as we continue to sell through our aged real estate inventory and our overall real estate inventory mix shifts and includes a higher composition of newly acquired homes.

Current wording

During the second quarter of 2026, the average holding period of homes sold decreased to 141 days as we sold through our aged real estate inventory and increased our home acquisition pace, causing a shift in our overall real estate inventory mix to include a higher composition of newer acquired homes. Based on our current expectations, we anticipate our average real estate inventory holding period will continue to decline in the third quarter of 2026 as we steadily increase our home acquisition pace and our overall real estate inventory mix continues to shift and includes a greater composition of newly acquired homes. However, as there continues to be an increased level of uncertainty in the residential real estate market, and given our focus on effectively managing and mitigating our risk exposure, we intend to continue balancing our home acquisition pace to manage our real estate inventory levels, and ultimately, our average real estate inventory holding period.

Previous wording

We view this metric as an important measure of business performance, as it captures gross margin performance isolated to homes sold in a given period and provides comparability across reporting periods. Adjusted Gross Profit helps management assess performance across the key phases of processing a home (acquisitions, renovations, and resale) for a specific resale cohort.

Current wording

We view this metric as an important measure of business performance, as it captures gross margin performance isolated to real estate transactions in a given period and provides comparability across reporting periods. Adjusted Gross Profit helps management assess performance across the key phases of processing a home (acquisitions, renovations, and resale) for a specific resale cohort.

Previous wording

We view this metric as an important measure of business performance as it captures the unit level performance isolated to homes sold in a given period and provides comparability across reporting periods. Contribution Profit helps management assess inflows and outflow directly associated with a specific resale cohort.

Current wording

We view this metric as an important measure of business performance as it captures the unit level performance isolated to real estate transactions in a given period and provides comparability across reporting periods. Contribution Profit helps management assess inflows and outflow directly associated with a specific resale cohort.

Previous wording

The following details our consolidated results of operations and includes a discussion of our operating results and significant items explaining the material changes in our operating results during the three months ended March 31, 2026 compared to the three months ended March 31, 2025.

Current wording

The following details our consolidated results of operations and includes a discussion of our operating results and significant items explaining the material changes in our operating results during the three and six months ended June 30, 2026 compared to the three and six months ended June 30, 2025.

Previous wording

Cash Offer revenue decreased by $80.3 million, or 52.2%, to $73.5 million for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The decrease was primarily attributable to lower sales volumes. We sold 211 homes during the three months ended March 31, 2026 compared to 460 homes during the three months ended March 31, 2025, representing a decrease of 54.1%. This decrease in homes sold was primarily due to the continued challenging residential real estate market conditions and our associated intentional reduction in home acquisition pace during 2025 as part of our effort to balance our real estate inventory levels to potentially optimize our return in the future, resulting in a fewer number of homes in real estate inventory.

Current wording

Cash Offer revenue decreased by $80.3 million, or 52.8%, to $71.7 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The decrease was primarily attributable to lower sales volumes as we sold 206 homes during the three months ended June 30, 2026 compared to 452 homes during the three months ended June 30, 2025, representing a decrease of 54.4%. This decrease in homes sold was primarily due to the increased level of uncertainty in the residential real estate market and our associated intentional reduction in home acquisition pace during 2025 as part of our effort to balance our real estate inventory levels, resulting in a fewer number of homes in real estate inventory during the first half of 2026.

Previous wording

This decrease in homes sold was partially offset by an increase in the average resale home price from $340,000 in the three months ended March 31, 2025 to $356,000 in the three months ended March 31, 2026. This increase was primarily due to a shift in the mix of homes sold in the respective periods, with a greater percentage of homes sold in geographic markets that tend to share relatively higher median price points during the three months ended March 31, 2026 as compared to the three months ended March 31, 2025.

Current wording

This decrease in homes sold was partially offset by an increase in the average resale home price from $344,000 in the three months ended June 30, 2025 to $356,000 in the three months ended June 30, 2026. This increase was primarily due to a shift in the mix of homes sold in the respective periods, with a greater percentage of homes sold in geographic markets that tend to share relatively higher median price points during the three months ended June 30, 2026 as compared to the three months ended June 30, 2025.

Previous wording

Renovate revenue increased by $0.4 million, or 7.6%, to $5.7 million for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. This increase was primarily attributable to higher renovation volumes. We completed 403 renovation projects during the three months ended March 31, 2026 compared to 209 renovation projects during the three months ended March 31, 2025, representing an increase of 92.8%. The increase in revenue was partially offset by a decrease in the average renovation transaction value from $25,400 per home during the three months ended March 31, 2025 to $14,200 per home during the three months ended March 31, 2026.

Current wording

Renovate revenue decreased by $1.6 million, or 25.6%, to $4.8 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The decrease in Renovate revenue was primarily attributable to a decrease in the average renovation transaction value from $20,400 per home during the three months ended June 30, 2025 to $14,400 per home during the three months ended June 30, 2026. This decrease was partially offset by an increase in renovation volumes. We completed 332 renovation projects during the three months ended June 30, 2026 compared to 315 renovation projects during the three months ended June 30, 2025, representing an increase of 5.4%.

Previous wording

Other revenue, which includes revenue generated by our Cash Offer Marketplace and Brokerage Services solutions, decreased by $0.7 million, or 44.6%, to $0.9 million for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The decrease in revenue is primarily due to the transition from our historical listing service offering as we shifted our focus to agent-led pathways in our Brokerage Services solution, which includes HomePro and Agent Partnership Program.

Current wording

Other revenue, which includes revenue generated by our Cash Offer Marketplace and Brokerage Services solutions, decreased by $0.7 million, or 37.9%, to $1.1 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The decrease in revenue is primarily due to a decrease in the number of Cash Offer Marketplace transactions during the second quarter of 2026 as compared to the second quarter of 2025. This decrease was partially offset by an increase in Brokerage Services transactions, which includes HomePro and Agent Partnership Program.

Previous wording

Our consolidated cost of revenue decreased by $75.7 million, or 50.4%, to $74.5 million for the three months ended March 31, 2026 compared to the three months ended March 31, 2025.

Current wording

Our consolidated cost of revenue decreased by $75.6 million, or 51.7%, to $70.5 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025.

Previous wording

Cash Offer cost of revenue decreased by $75.9 million, or 52.1%, to $69.9 million for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. This decrease was primarily attributable to lower sales volumes and a $1.3 million decrease in the real estate inventory valuation adjustment.

Current wording

Cash Offer cost of revenue decreased by $74.3 million, or 52.7%, to $66.6 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. This decrease was primarily attributable to lower sales volumes.

Previous wording

Renovate cost of revenue increased by $0.3 million, or 7.0%, to $4.5 million for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. This increase was primarily attributable to higher renovation volumes, which was partially offset by a lower average renovation transaction cost per home, from $20,300 per home during the three months ended March 31, 2025 to $11,300 per home during the three months ended March 31, 2026.

Current wording

Renovate cost of revenue decreased by $1.3 million, or 25.6%, to $3.8 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. This decrease was primarily attributable to a lower average renovation transaction cost per home, from $16,200 per home during the three months ended June 30, 2025 to $11,500 per home during the three months ended June 30, 2026, which was partially offset by an increase in the volume of renovation projects.

Previous wording

Our consolidated gross profit margin was 6.9% for the three months ended March 31, 2026 compared to 6.5% for the three months ended March 31, 2025.

Current wording

Our consolidated gross profit margin was 9.2% for the three months ended June 30, 2026 compared to 8.9% for the three months ended June 30, 2025.

Previous wording

Cash Offer gross profit margin was 4.9% for the three months ended March 31, 2026 compared to 5.3% for the three months ended March 31, 2025. The decrease in gross profit margin was primarily due to a higher average real estate inventory holding period during the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The decrease in gross profit margin was partially offset by a decrease in the real estate inventory valuation adjustment, from $1.7 million during the three months ended March 31, 2025 to $0.4 million during the three months ended March 31, 2026.

Current wording

Cash Offer gross profit margin was 7.2% for the three months ended June 30, 2026 compared to 7.3% for the three months ended June 30, 2025. The slight decrease in gross profit margin was primarily due to a higher average real estate inventory holding period during the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The decrease in gross profit margin was partially offset by a decrease in the real estate inventory valuation adjustment, from $1.1 million during the three months ended June 30, 2025 to $0.3 million during the three months ended June 30, 2026.

Previous wording

Other gross profit margin was 87.4% for the three months ended March 31, 2026 compared to 86.1% for the three months ended March 31, 2025. This slight increase in gross profit margin was primarily due to a shift in the product mix of the solution offerings included in Other. Our Cash Offer Marketplace offering, which includes Direct+ partners, generally has one of the higher margin profiles of the offerings included within Other, and represented a larger component of Other gross profit during the three months ended March 31, 2026 compared to the three months ended March 31, 2025.

Current wording

Other gross profit margin was 89.6% for the three months ended June 30, 2026 compared to 94.8% for the three months ended June 30, 2025. The decrease in gross profit margin was primarily due to a shift in the product mix of the solution offerings included in Other. Our Cash Offer Marketplace offering, which includes Direct+ partners, generally has one of the higher margin profiles of the offerings included within Other gross profit, and represented a smaller component of Other gross profit during the three months ended June 30, 2026 compared to the three months ended June 30, 2025.

Previous wording

Sales, marketing and operating expense decreased by $6.3 million, or 45.2%, to $7.6 million for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The decrease in expense was primarily attributable to a decrease in variable costs associated with the decrease in homes sold, decreased average employee headcount, and a $1.1 million decrease in advertising expense as we continue to reposition and optimize our marketing efforts in response to the ongoing challenging residential real estate market conditions.

Current wording

Sales, marketing and operating expense decreased by $5.6 million, or 42.2%, to $7.6 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. This decrease was primarily attributable to a decrease in variable costs associated with the decrease in homes sold, decreased average employee headcount, and a $0.6 million decrease in advertising expense as we continue to reposition and optimize our marketing efforts in response to the increased level of uncertainty in the residential real estate market in recent years.

Previous wording

General and administrative expense decreased by $1.1 million, or 14.9%, to $6.1 million for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The decrease in expense was primarily attributable to decreased average employee headcount and a decrease in lender fees in connection with reduced borrowings on our credit facilities, which was partially offset by increased fees associated with legal and other professional obligations.

Current wording

General and administrative expense decreased by $1.0 million, or 13.0%, to $6.8 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. This decrease was primarily attributable to reductions in fees associated with legal and other professional obligations, operating lease costs, and lender fees in connection with reduced borrowings on our credit facilities.

Previous wording

Technology and development expense decreased by $0.1 million, or 13.1%, to $0.9 million for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The decrease in expense was primarily attributable to lower software subscription and third-party consulting fees.

Current wording

Technology and development expense decreased by less than $0.1 million, or 3.2%, during the three months ended June 30, 2026 compared to the three months ended June 30, 2025. This decrease was primarily attributable to lower software subscription fees and decreased average employee headcount, which was partially offset by higher third-party consulting fees.

Previous wording

Change in fair value of warrant liabilities represents a gain of $0.2 million for the three months ended March 31, 2026 and a loss of $0.3 million for the three months ended March 31, 2025, as a result of the fair value adjustment of our warrant liabilities.

Current wording

Change in fair value of warrant liabilities for the three months ended June 30, 2026 and 2025 represents gains of $0.1 million and $0.3 million, respectively, as a result of the fair value adjustment of our warrant liabilities.

Previous wording

Interest expense decreased by $1.9 million, or 54.1%, to $1.6 million for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The decrease was primarily attributable to a $137.5 million decrease in the average outstanding balance of our secured credit facilities and other debt, from $224.6 million during the three months ended March 31, 2025 to $87.1 million during the three months ended March 31, 2026. The decrease in expense was also due to a 0.4% decrease in the weighted average variable interest rates associated with our secured credit facilities and other debt. These decreases were partially offset by interest expense associated with our revolving credit facility which was entered into during July 2025.

Current wording

Interest expense decreased by $2.3 million, or 62.2%, to $1.4 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The decrease was primarily attributable to a $123.0 million decrease in the average outstanding balance of our secured credit facilities and other debt, from $213.6 million during the three months ended June 30, 2025 to $90.6 million during the three months ended June 30, 2026. The decrease in expense was also due to a 0.2% decrease in the weighted average variable interest rates associated with our secured credit facilities and other debt. These decreases were partially offset by interest expense associated with our revolving credit facility, which was entered into during July 2025.

Previous wording

We recorded income tax expense of less than $0.1 million during each of the three months ended March 31, 2026 and 2025, and our effective tax rate was an expense of 0.2% during both periods. Our effective tax rate during the three months ended March 31, 2026 differed from the federal statutory rate of 21% primarily due to state taxes and net operating loss carryforwards.

Current wording

We recorded income tax expense of less than $0.1 million during each of the three months ended June 30, 2026 and 2025, and our effective tax rate was an expense of 0.2% and 0.3% during the respective periods. Our effective tax rate during the three months ended June 30, 2026 differed from the federal statutory rate of 21% primarily due to state taxes and net operating loss carryforwards.

Previous wording

Other cost of revenue decreased by $0.1 million, or 50.0%, to $0.1 million for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. This decrease was primarily driven by lower volumes associated with our historical listing service offering as we transitioned our focus to agent-led pathways in our Brokerage Services solution, which generate higher margin profiles.

Current wording

Other cost of revenue decreased by $0.1 million, or 27.3%, to $0.2 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This decrease was primarily driven by lower volumes associated with our historical listing service offering, which was partially offset by an increase in Brokerage Services transactions.

Previous wording

Renovate gross profit margin was 20.7% for the three months ended March 31, 2026 compared to 20.2% for the three months ended March 31, 2025. The increase in gross profit margin was primarily due to a shift in the mix of our renovation projects and the associated project and service fees.

Current wording

Renovate gross profit margin was 20.5% for the six months ended June 30, 2026 compared to 20.2% for the six months ended June 30, 2025. The slight increase in gross profit margin was primarily due to a shift in the mix of our renovation projects and the associated project and service fees.

Previous wording

Other income, net principally represents interest income earned on our cash and cash equivalents during each of the three months ended March 31, 2026 and 2025. Other income, net also includes losses from the disposal of property and equipment in both periods.

Current wording

Other income, net principally represents interest income earned on our cash and cash equivalents during each of the six months ended June 30, 2026 and 2025. Other income, net also includes losses from the disposal of property and equipment in both periods.

Previous wording

As of March 31, 2026, we had cash and cash equivalents of $40.8 million, which consists of operating cash on deposit with financial institutions. Our principal sources of liquidity have historically consisted of cash generated from our operations and financing activities.

Current wording

As of June 30, 2026, we had cash and cash equivalents of $33.1 million, which consists of operating cash on deposit with financial institutions. Our principal sources of liquidity have historically consisted of cash generated from our operations and financing activities.

Showing the first 40 of 58 pairs. Open the source sections for the rest.

Rearranged current paragraphs (9)

Current report — wording carried from elsewhere

Renovate gross profit margin was unchanged at 20.2% for each of the three months ended June 30, 2026 and 2025 as the mix of our renovation projects and the associated project and service fees remained relatively consistent during each of the respective periods.

Current report — wording carried from elsewhere

Other income, net principally represents interest income earned on our cash and cash equivalents during each of the three months ended June 30, 2026 and 2025. Other income, net also includes losses from the disposal of property and equipment during the three months ended June 30, 2026.

Current report — wording carried from elsewhere

This decrease in homes sold was partially offset by an increase in the average resale home price from $342,000 in the six months ended June 30, 2025 to $356,000 in the six months ended June 30, 2026. This increase was primarily due to a shift in the mix of homes sold in the respective periods, with a greater percentage of homes sold in geographic markets that tend to share relatively higher median price points during the six months ended June 30, 2026 as compared to the six months ended June 30, 2025.

Current report — wording carried from elsewhere

Other revenue decreased by $1.4 million, or 41.0%, to $2.0 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decrease in revenue is primarily due to the transition from our historical listing service offering as we shifted our focus to agent-led pathways in our Brokerage Services solution. The decrease in revenue was also due to a decrease in the number of Cash Offer Marketplace transactions during the six months ended June 30, 2026 compared to the six months ended June 30, 2025.

Current report — wording carried from elsewhere

Sales, marketing and operating expense decreased by $11.8 million, or 43.8%, to $15.2 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This decrease was primarily attributable to a decrease in variable costs associated with the decrease in homes sold, decreased average employee headcount, and a $1.7 million decrease in advertising expense as we continue to reposition and optimize our marketing efforts in response to the increased level of uncertainty in the residential real estate market in recent years.

Current report — wording carried from elsewhere

General and administrative expense decreased by $2.1 million, or 13.9%, to $12.9 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This decrease was primarily attributable to decreases in lender fees in connection with reduced borrowings on our credit facilities, operating lease costs and fees associated with legal and other professional obligations.

Current report — wording carried from elsewhere

Change in Fair Value of Warrant Liabilities

Current report — wording carried from elsewhere

Interest expense decreased by $4.2 million, or 58.2%, to $3.0 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decrease was primarily attributable to a $130.1 million decrease in the average outstanding balance of our secured credit facilities and other debt, from $226.9 million during the six months ended June 30, 2025 to $96.8 million during the six months ended June 30, 2026. The decrease in expense was also due to a 0.3% decrease in the weighted average variable interest rates associated with our secured credit facilities and other debt. These decreases were partially offset by interest expense associated with our revolving credit facility, which was entered into during July 2025.

Current report — wording carried from elsewhere

We recorded income tax expense of less than $0.1 million and $0.1 million during the six months ended June 30, 2026 and 2025, respectively, and our effective tax rate was an expense of 0.2% and 0.3% during the respective periods. Our effective tax rate during the six months ended June 30, 2026 differed from the federal statutory rate of 21% primarily due to state taxes and net operating loss carryforwards.
Rearranged previous paragraphs (5)

Previous report — wording carried elsewhere

selling a home. We combine proprietary technology with local real estate expertise to simplify the home sale process and

Previous report — wording carried elsewhere

reduce friction across the transaction lifecycle, helping customers move forward with speed, transparency, and confidence. We

Previous report — wording carried elsewhere

provide cash offers, brokerage services, access to additional cash buyers through marketplace-enabled capabilities, and

Previous report — wording carried elsewhere

renovation services that support both internal transactions and third-party partners. Founded in 2015, we have transacted on homes representing approximately $12.3 billion of aggregate revenue through March 31, 2026.

Previous report — wording carried elsewhere

As of March 31, 2026, we were in compliance with all covenants and no event of default had occurred.