Blend Labs, Inc.
For the period ended Jun 30, 2026. Filed Aug 6, 2026.
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Jun 30, 2026 · Filed Aug 6, 2026
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Item 5. Other Information
Rule 10b5-1 Trading Arrangements
Except as described below, during the three months ended June 30, 2026, none of our officers or directors, as defined in Rule 16a-1(f) of the Exchange Act, adopted, modified, orterminated any contract, instruction, or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) (a “Rule 10b5-1 trading arrangement”) or any “non Rule 10b5-1 trading arrangement,” as defined in Regulation S-K Item 408.
On June 3, 2026, Timothy Mayopoulos, amember of our board of directors, adopted a Rule 10b5-1 trading arrangement providing for the sale from time to time of an aggregate of up to 3,303,610 shares of our Class A common stock, with the exact number of shares to be sold pursuant to Mr. Mayopoulos’s trading arrangement to be determined based on market prices of our Class A common stock. The trading arrangement is intended to satisfy the affirmative defense of Rule 10b5-1(c). The duration of the trading arrangement is until February 26, 2027, or earlier if all transactions under the trading arrangement are completed.
On June 12, 2026, Srinivasan Venkatramani, our Head of Product, Technology and Customer Operations, terminated his Rule 10b5-1 trading arrangement previously entered into on March 18, 2026. The terminated trading arrangement provided for the sale from time to time of an aggregate of up to 477,653 shares of our Class A common stock, with the exact number of shares to be sold pursuant to Mr. Venkatramani’s trading arrangement to (i) be determined based on market prices of our Class A common stock and (ii) be less any shares to be withheld and/or sold to satisfy applicable tax withholdings. Additionally, this trading arrangement included performance stock units (“PSUs”). The actual number of PSUs that would vest, if any, depended on Mr. Venkatramani’s continued service and satisfaction of certain market-based performance targets related to the Company’s stock price hurdles. The market-based performance targets related to the Company’s stock price hurdles had not yet been satisfied. The terminated trading arrangement was intended to satisfy the affirmative defense of Rule 10b5-1(c) and was set to expire on May 19, 2027, or earlier if all transactions under the trading arrangement were completed.
On June 12, 2026, Mr. Venkatramani adopted a Rule 10b5-1 trading arrangement providing for the sale from time to time of an aggregate of up to 205,803 shares of our Class A common stock, with the exact number of shares to be sold pursuant to Mr. Venkatramani’s trading arrangement to (i) be determined based on market prices of our Class A common stock and (ii) be less any shares to be withheld and/or sold to satisfy applicable tax withholdings. Additionally, this trading arrangement includes performance stock units (“PSUs”). The actual number of PSUs that vest, if any, depends on Mr. Venkatramani’s continued service and satisfaction of certain market-based performance targets related to the Company’s stock price hurdles. The market-based performance targets related to the Company’s stock price hurdles have not yet been satisfied. The trading arrangement is intended to satisfy the affirmative defense of Rule 10b5-1(c). The duration of the trading arrangement is until February 24, 2027, or earlier if all transactions under the trading arrangement are completed.
On June 15, 2026, Nima Ghamsari, Head of Blend, entered into a Rule 10b5-1 trading arrangement that provides for the sale from time to time of shares of our Class A common stock, intended to generate an aggregate of approximately a maximum dollar amount of $650,000, with the exact number of shares to be sold pursuant to Mr. Ghamsari’s trading arrangement to be determined based on market prices of our Class A common stock. The trading arrangement will expire on March 31, 2027, subject to early termination for certain specified events as set forth in the plan, and is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
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