Vishal Garg (NASDAQ: BETR) holds 13.7% stake amid Better board, court clash

Rhea-AI Filing Summary

Better Home & Finance Holding Co (BETR) is the subject of an Amendment No. 5 to a Schedule 13D filed by Vishal Garg and affiliated entities. The amendment updates their beneficial ownership of 2,029,224 shares of Class A common stock equivalents, representing 13.7% of the Class A shares outstanding, based on 13,243,928 Class A shares outstanding as of July 31, 2026.

The position includes shares held directly by Mr. Garg, options on Class B shares, and Class B shares convertible into Class A held through 1/0 Real Estate, LLC and The 718 4Ever Trust I, with certain holdings subject to beneficial ownership disclaimers. The amendment also describes recent stockholder consent activity to seek removal of five directors via a Consent Solicitation, and notes that Better Home & Finance Holding Co has filed a complaint in U.S. District Court against Mr. Garg relating to reporting and solicitation matters, which the reporting persons state they intend to contest.

Filing Explained

The first consent attempt failed to reach a voting majority; director removals remain uncompleted while a new solicitation process is underway.

This Amendment No. 5 updates a control-related ownership report: the consents delivered on August 17, 2026 were later found not to represent a majority of voting power, so the participating stockholders disbanded that effort.

The filing says a preliminary consent statement was filed the same day to start a new solicitation seeking removal of five directors; no removal is reported as completed, so the board-contest process remains unresolved.

Schedule 13D amendments disclose ownership above 5% and stated changes in stake or control intent; here, the disclosed ownership mechanics support voting and dispositive power claims but do not complete the proposed director changes.

The issuer's complaint filed on August 18, 2026 alleges reporting and solicitation violations and seeks restraints on further solicitation until compliant filings, including a Schedule 13D within five days and a 30-day waiting period after the required disclosures.

Key Figures

Beneficial ownership (Vishal Garg and related): 2,029,224 shares Ownership percentage (Vishal Garg and related): 13.7% Shares outstanding: 13,243,928 shares +5 more

8 metrics

Beneficial ownership (Vishal Garg and related) 2,029,224 shares Class A common stock equivalents beneficially owned, representing 13.7% of Class A

Ownership percentage (Vishal Garg and related) 13.7% Percent of Class A common stock based on 13,243,928 shares outstanding as of July 31, 2026

Shares outstanding 13,243,928 shares Class A common stock outstanding as of July 31, 2026

Direct Class A shares held by Vishal Garg 118,260 shares Class A common stock directly held by Vishal Garg

Convertible Class B shares (Vishal Garg direct) 927,855 shares Class B shares directly held by Vishal Garg, convertible into Class A

Options on Class B shares 387,137 options Currently exercisable options to purchase Class B common stock held by Vishal Garg

1/0 Real Estate, LLC stake 130,455 shares; 1.0% Class A equivalents via convertible Class B shares; percent of Class A

The 718 4Ever Trust I stake 465,517 shares; 3.5% Class A equivalents via convertible Class B shares; percent of Class A

Key Terms

Schedule 13D, beneficial ownership, dispositive power, Consent Solicitation, +2 more

6 terms

Schedule 13D regulatory

"This Amendment No. 5 ("Amendment No. 5") amends and supplements the filed on September 7, 2021"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

beneficial ownership financial

"Note to Row 7, 9 and 11: Includes ... for which Mr. Garg disclaims beneficial ownership"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

dispositive power financial

"Therefore, Mr. Garg may be deemed to have voting power and dispositive power over the shares"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

Consent Solicitation regulatory

"to remove, without cause, Messrs. Talwar, Massenet, Menon, Narasimhan and Lewis, as directors of the Issuer (the "Consent Solicitation")"

A consent solicitation is a formal request sent to shareholders or creditors asking them to sign off on a proposed corporate change—such as altering governance rules, approving a deal, or waiving contract terms—without holding a full meeting. It matters to investors because it can quickly change their rights, voting power or the company’s direction, much like asking neighbors to sign a petition to alter a shared fence rather than discussing it at a community meeting.

Schedule 14A regulatory

"filed a preliminary consent statement on Schedule 14A with the Securities and Exchange Commission"

Schedule 14A is a document that companies file with regulators to share important information with shareholders before a big vote, like approving a merger or election of directors. It matters because it helps investors understand what’s happening so they can make informed decisions about the company’s future.

Section 13(d) regulatory

"violations of the reporting requirements of Section 13(d) of the Securities Exchange Act of 1934"

A Section 13(d) filing is a public disclosure required under U.S. securities law when a person or group acquires more than 5% of a company’s registered equity and may influence control. The filer must report who owns the shares, how they were acquired, and any plans or intentions for the company, so the market and other shareholders can see if a large buyer is attempting a takeover or other strategic move. Think of it like a formal announcement that someone has crossed a threshold and is showing their hand.

FAQ

What percentage of Better Home & Finance (BETR) does Vishal Garg currently report owning?

Vishal Garg reports beneficial ownership of 13.7% of Better Home & Finance’s Class A common stock. This corresponds to 2,029,224 Class A equivalents, calculated against 13,243,928 Class A shares outstanding as of July 31, 2026.

How many Better Home & Finance (BETR) shares does Vishal Garg directly hold?

Vishal Garg directly holds 118,260 shares of Class A common stock of Better Home & Finance. His reported 13.7% beneficial ownership also includes Class B shares convertible into Class A and 387,137 options to purchase Class B shares, plus certain affiliated entity holdings.

What is the share breakdown behind Vishal Garg’s 13.7% stake in BETR?

The 13.7% stake reflects 2,029,224 Class A equivalents, including 118,260 Class A shares, 927,855 Class B shares convertible into Class A, 387,137 options on Class B shares, and convertible Class B shares held through 1/0 Real Estate, LLC and The 718 4Ever Trust I.

What ownership in BETR is reported for 1/0 Real Estate, LLC and 1/0 Holdco, LLC?

1/0 Real Estate, LLC and 1/0 Holdco, LLC each report 130,455 Class A equivalents, or 1.0% of the Class A shares. These reflect Class B shares convertible into Class A, with Mr. Garg as controlling member of 1/0 Holdco, LLC and associated beneficial ownership disclaimers.

What is The 718 4Ever Trust I’s reported ownership in Better Home & Finance (BETR)?

The 718 4Ever Trust I reports 465,517 Class A equivalents, representing 3.5% of the Class A common stock. These are Class B shares convertible into Class A; Mr. Garg is the trust’s investment adviser, and his immediate family members are its beneficiaries, subject to beneficial ownership disclaimers.

What corporate governance actions are described involving BETR and Vishal Garg?

The amendment describes an intended effort to remove five directors via stockholder written consents, later superseded by a formal Consent Solicitation under a preliminary Schedule 14A. It also notes that Better Home & Finance Holding Co filed a complaint in federal court against Mr. Garg relating to reporting and solicitation matters.

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Available on EDGAR 08/18/2026 - 09:31 PM Accepted by SEC EDGAR 08/18/2026 - 09:30 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 5)

Better Home & Finance Holding Co

(Name of Issuer)

Class A common stock, par value $0.0001 per share

(Title of Class of Securities)

(CUSIP Number)

Vishal Garg
1 World Trade Center, 285 Fulton Street, 80th Floor, Suite A
New York, NY, 10007
415-523-8837

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

08/17/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP No.

1

Name of reporting person

Garg Vishal

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 2,029,224.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 2,029,224.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

2,029,224.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

13.7 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Note to Row 7, 9 and 11: Includes (1) 118,260 shares of Class A Common Stock directly held by Mr. Garg; and (2) (a) 927,855 shares of Class A Common Stock directly held by Mr. Garg that may be obtained upon the conversion of 927,855 shares of Class B Common Stock, (b) 387,137 currently exercisable options to purchase shares of Class B Common Stock directly held by Mr. Garg; (3) 130,455 shares of Class A Common Stock that may be obtained upon the conversion of 130,455 shares of Class B Common Stock held by 1/0 Real Estate, LLC, which is wholly-owned by 1/0 Holdco, LLC. Mr. Garg is the controlling member of 1/0 Holdco, LLC. Therefore, Mr. Garg may be deemed to have voting power and dispositive power over the shares held by 1/0 Real Estate, LLC, for which Mr. Garg disclaims beneficial ownership except to the extent of his pecuniary interest therein; and (4) 465,517 shares of Class A Common Stock that may be obtained upon the conversion of 465,517 shares of Class B Common Stock held by The 718 4Ever Trust I. Mr. Garg is the investment adviser of the trust, and members of Mr. Garg's immediate family are the sole beneficiaries of the trust. Therefore, Mr. Garg may be deemed to have voting power and dispositive power over the shares held by the trust for which Mr. Garg disclaims beneficial ownership except to the extent of his pecuniary interest therein. Note to Row 13: Calculated based upon 13,243,928 shares of Class A Common Stock outstanding as of July 31, 2026, as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the "SEC") on August 11, 2026.

SCHEDULE 13D

CUSIP No.

1

Name of reporting person

1/0 Real Estate, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 130,455.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 130,455.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

130,455.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

1.0 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Note to Row 7, 9 and 11: Includes 130,455 shares of Class A Common Stock that may be obtained upon the conversion of 130,455 shares of Class B Common Stock held by 1/0 Real Estate, LLC, which is wholly-owned by 1/0 Holdco, LLC. Mr. Garg is the controlling member of 1/0 Holdco, LLC. Therefore, Mr. Garg may be deemed to have voting power and dispositive power over the shares held by 1/0 Real Estate, LLC, for which Mr. Garg disclaims beneficial ownership except to the extent of his pecuniary interest therein. Note to Row 13: Calculated based upon 13,243,928 shares of Class A Common Stock outstanding as of July 31, 2026, as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the "SEC") on August 11, 2026.

SCHEDULE 13D

CUSIP No.

1

Name of reporting person

1/0 Holdco, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 130,455.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 130,455.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

130,455.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

1.0 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Note to Row 7, 9 and 11: Includes 130,455 shares of Class A Common Stock that may be obtained upon the conversion of 130,455 shares of Class B Common Stock held by 1/0 Real Estate, LLC, which is wholly-owned by 1/0 Holdco, LLC. Mr. Garg is the controlling member of 1/0 Holdco, LLC. Therefore, Mr. Garg may be deemed to have voting power and dispositive power over the shares held by 1/0 Real Estate, LLC, for which Mr. Garg disclaims beneficial ownership except to the extent of his pecuniary interest therein. Note to Row 13: Calculated based upon 13,243,928 shares of Class A Common Stock outstanding as of July 31, 2026, as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the "SEC") on August 11, 2026.

SCHEDULE 13D

CUSIP No.

1

Name of reporting person

The 718 4Ever Trust I

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 465,517.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 465,517.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

465,517.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

3.5 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Note to Row 7, 9 and 11: Includes 465,517 shares of Class A Common Stock that may be obtained upon the conversion of 465,517 shares of Class B Common Stock held by The 718 4Ever Trust I. Mr. Garg is the investment adviser of the trust, and members of Mr. Garg's immediate family are the sole beneficiaries of the trust. Therefore, Mr. Garg may be deemed to have voting power and dispositive power over the shares held by the trust for which Mr. Garg disclaims beneficial ownership except to the extent of his pecuniary interest therein. Note to Row 13: Calculated based upon 13,243,928 shares of Class A Common Stock outstanding as of July 31, 2026, as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the "SEC") on August 11, 2026.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A common stock, par value $0.0001 per share
(b)	Name of Issuer: Better Home & Finance Holding Co
(c)	Address of Issuer's Principal Executive Offices: 1 World Trade Center, 285 Fulton Street, 80th Floor, Suite A, New York, NEW YORK , 10007.
Item 1 Comment: This Amendment No. 5 ("Amendment No. 5") amends and supplements the Schedule 13D filed on September 7, 2021 (the "Original Schedule 13D", together with Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4 and Amendment No. 5, the "Schedule 13D") relating to shares of Class A common stock, par value $0.0001 per share (the "Class A Common Stock"), of Better Home & Finance Holding Company, a Delaware corporation (the "Issuer"). All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D.
Item 4.	Purpose of Transaction
	Item 4 of the Schedule 13D is hereby amended and supplemented to include the following information: On August 17, 2026, counsel to the Reporting Persons delivered signed written consents, which were believed to have constituted a majority of the Issuer's voting power to effect the removal of Daniel Lewis, Arnaud Massenet, Bhaskar Menon, Prabhu Narasimhan and Harit Talwar, as directors of the Issuer, based on the latest number of outstanding shares provided by the Issuer. Following the delivery of the consents, the Reporting Persons came to learn that the number of written consents did not constitute a majority of the Issuer's voting power, because of an administrative error based on information provided by the Issuer's in-house Securities and Regulatory Counsel. Mr. Garg, and the other stockholders that executed such written consents that were delivered to the Issuer, which included Red Mango, Christopher Parker, Nicholas Calamari, 1/0 Mortgage Investment LLC, Better Portfolio Holdings 1, Ron Beller, Ziggy Johnson and Global Investment Ventures LLC, have disbanded their respective efforts. Also on August 17, 2026, the Reporting Persons filed a preliminary consent statement on Schedule 14A with the Securities and Exchange Commission to, among other things, commence the process of seeking stockholder consents to remove, without cause, Messrs. Talwar, Massenet, Menon, Narasimhan and Lewis, as directors of the Issuer (the "Consent Solicitation"). As such, the only consents that will be solicited by the Reporting Persons for the actions described in the preliminary consent statement will be by way of the Consent Solicitation. On August 18, 2026, the Issuer filed a complaint in its lawsuit pending in the United States District Court for the Southern District of New York (the "Complaint") against Mr. Garg. The Complaint alleges, among other things, (i) violations of the reporting requirements of Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Act"), based on Mr. Garg's alleged formation of an undisclosed group of stockholders without timely filing a complete and accurate Schedule 13D, (ii) violations of Section 14(a) of the Act and Rule 14a-3 thereunder, based on Mr. Garg's alleged solicitation of stockholder proxies and consents without first filing a compliant proxy solicitation statement with the SEC, and (iii) violations of Section 14(a) of the Act and Rule 14a-9 thereunder, based on alleged materially false and misleading statements and omissions in Mr. Garg's solicitation materials and proxy statement. The Reporting Persons believe that the allegations contained in the Complaint are without merit and intend to defend themselves vigorously. The Complaint seeks, among other things (i) a temporary restraining order and preliminary injunction enjoining Mr. Garg, and all persons acting in concert or participation with him, from further soliciting proxies, consents, authorizations, or other expressions of stockholder support until thirty (30) days after Mr. Garg has filed both a consent solicitation statement with the SEC in full compliance with Section 14(a), related rules, and Schedule 14A and a complete and accurate Schedule 13D with the SEC in complete compliance with Section 13(d) and related rules; (ii) a preliminary and permanent injunction requiring Mr. Garg to file a complete and accurate Schedule 13D with the SEC within five (5) days, disclosing the existence, composition, purpose, and plans of the Group, and the beneficial ownership of each member; (iii) an order requiring Mr. Garg to issue corrective disclosure correcting the materially false and misleading statements disseminated in his solicitation materials; (iv) a preliminary and permanent injunction enjoining Mr. Garg from making any further false or misleading statements to the Issuer's stockholders in connection with his campaign; and (v) an order declaring that any and all purported consents, proxies, authorizations, or other expressions of shareholder support procured by Mr. Garg through his unlawful solicitation are void and of no legal effect. A copy of the Complaint is filed herewith as Exhibit 99.1 and incorporated herein by reference, and any descriptions herein of the Complaint are qualified in their entirety by reference to the Complaint.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 is hereby amended and supplemented by adding the following: Reference is made to the Complaint as defined and described in Item 4 above and attached as Exhibit 99.1
Item 7.	Material to be Filed as Exhibits.
	99.1 - Complaint filed by the Issuer on August 18, 2026.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Garg Vishal

Signature:	/s/ Vishal Garg
Name/Title:	Vishal Garg
Date:	08/18/2026

1/0 Real Estate, LLC

Signature:	/s/ Vishal Garg
Name/Title:	Vishal Garg, Authorized Signatory
Date:	08/18/2026

1/0 Holdco, LLC

Signature:	/s/ Vishal Garg
Name/Title:	Vishal Garg, Authorized Signatory
Date:	08/18/2026

The 718 4Ever Trust I

Signature:	/s/ Vishal Garg
Name/Title:	Vishal Garg, Authorized Signatory
Date:	08/18/2026