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[Form 4] Better Home & Finance Holding Company Warrant Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

Nicholas J. Calamari, Chief Accounting Officer and Senior Counsel of Better Home & Finance Holding Co (ticker BETR), reported multiple transactions dated 09/04/2025. The filing shows acquisitions (code C) of Class A and Class B shares at $0 (consistent with conversions) and several sales (code S) executed the same day. Sale prices are reported as a weighted average of $21.8557 per share for multiple transactions, with some sales at $22.68 and an individual price range disclosed between $21.64 and $22.22.

The report discloses indirect ownership through the Anika G Austin Descendants Trust and the Nicholas J. Calamari Family Trust and includes customary disclaimers that the reporting person may be deemed to have voting and dispositive power but disclaims beneficial ownership except to the extent of pecuniary interest. The form is signed by an attorney-in-fact on behalf of the reporting person.

Positive
  • Conversions are disclosed explicitly (Class B to Class A at $0), providing transparency about the mechanism changing share classes
  • Weighted average sale price disclosed ($21.8557) and a provided range ($21.64–$22.22) give clear pricing detail for sales
  • Indirect ownership explanations and disclaimers are included, clarifying the reporting person's relationship to trust-held shares
Negative
  • Insider sales occurred the same day as conversions, resulting in a reduction of direct holdings through multiple sales
  • Complex mix of direct and indirect holdings may require careful parsing to determine the reporting person’s economic exposure
  • No operational or financial context is provided in the Form 4 to explain the timing or purpose of the transactions

Insights

TL;DR: Insider conversions plus same-day sales show reclassification of holdings and partial liquidity taken at ~$21.86–$22.68 per share.

The filing documents non-derivative and derivative transactions filed under Section 16 for 09/04/2025. Several items coded "C" at a $0 price indicate conversion events (Class B to Class A) rather than cash purchases. Concurrent sales coded "S" reduced direct holdings at a weighted average of $21.8557 and at reported prices of $22.68, with the registrant providing a range of $21.64–$22.22 for individual sale prices. The report quantifies holdings both directly and indirectly through two trusts, and supplies explicit disclaimers about beneficial ownership. For investors, these are routine Section 16 disclosures reflecting ownership restructuring and partial disposals; the filing does not provide operational or financial performance data.

TL;DR: Transactions reflect trustee-held shares and conversions, with standard disclosure and disclaimers about indirect ownership.

The report clearly identifies indirect holdings via the Anika G Austin Descendants Trust and the Nicholas J. Calamari Family Trust and explains the reporting person’s potential voting and dispositive power while disclaiming beneficial ownership beyond pecuniary interest. The presence of conversions (Class B to Class A) and automatic conversion mechanics are disclosed, along with immediate sales. From a governance standpoint, the filing includes required explanations and the attorney-in-fact signature, indicating procedural completeness. No governance violations or material compliance issues are evident within the content provided.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Nicholas J. Calamari

(Last) (First) (Middle)
C/O BETTER HOME & FINANCE HOLDING CO
1 WORLD TRADE CENTER, 80TH FLOOR SUITE A

(Street)
NEW YORK NY 10007

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Better Home & Finance Holding Co [ BETR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CAO and Senior Counsel
3. Date of Earliest Transaction (Month/Day/Year)
09/04/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 09/04/2025 C 2,446 A $0 2,446 I By the Anika G Austin Descendants Trust(1)
Class A Common Stock 09/04/2025 C 2,446 A $0 2,446 I By the Nicholas J. Calamari Family Trust(2)
Class A Common Stock 09/04/2025 C 12,527 A $0 21,978 D
Class A Common Stock 09/04/2025 S 2,420 D $21.8557(3) 26 I By the Anika G Austin Descendants Trust(1)
Class A Common Stock 09/04/2025 S 26 D $22.68 0 I By the Anika G Austin Descendants Trust(1)
Class A Common Stock 09/04/2025 S 2,420 D $21.8557(3) 26 I By the Nicholas J. Calamari Family Trust(2)
Class A Common Stock 09/04/2025 S 26 D $22.68 0 I By the Nicholas J. Calamari Family Trust(2)
Class A Common Stock 09/04/2025 S 12,394 D $21.8557(3) 9,584 D
Class A Common Stock 09/04/2025 S 133 D $22.68 9,451 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock (4) 09/04/2025 C 2,446 (4) (4) Class A Common Stock 2,446 $0 22,012 I By the Anika G Austin Descendants Trust(1)
Class B Common Stock (4) 09/04/2025 C 2,446 (4) (4) Class A Common Stock 2,446 $0 22,012 I By the Nicholas J. Calamari Family Trust(2)
Class B Common Stock (4) 09/04/2025 C 12,527 (4) (4) Class A Common Stock 12,527 $0 115,033 D
Explanation of Responses:
1. The Reporting Person is the spouse of the beneficiary of the Anika G Austin Descendants Trust, of which the Reporting Person serves as the trustee for the benefit of the Reporting Person's spouse and their children. Therefore, the Reporting Person may be deemed to have voting power and dispositive power over the shares held by the Anika G Austin Descendants Trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
2. The Reporting Person is the controlling party of the Nicholas J. Calamari Family Trust, of which the Reporting Person's spouse serves as the trustee for the benefit of the Reporting Person and their children. Therefore, the Reporting Person may be deemed to have voting power and dispositive power over the shares held by the Nicholas J. Calamari Family Trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
3. The price reported in Column 4 is a weighted average price for shares sold in multiple transactions. The sale prices range from $21.64 to $22.22 per share. The reporting person has provided to the issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
4. Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. Each share of Class B Common Stock will convert automatically into one share of Class A Common Stock in connection with: (i) any transfer, whether or not for value, except for certain permitted transfers described in the Issuer's amended and restated certificate of incorporation, (ii) such time as the aggregate number of shares of Class B Common Stock outstanding ceases to represent 5% of the aggregate number of shares of Common Stock outstanding, (iii) the vote of 85% of the holders of Class B Common Stock outstanding; and (iv) following the date of the death or permanent disability of Better's founder.
Remarks:
/s/ Andrew Holt, Attorney-in-Fact 09/08/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transactions did Nicholas J. Calamari report for BETR on 09/04/2025?

The Form 4 reports multiple transactions on 09/04/2025 including acquisitions (code C) of Class A and Class B shares at $0 (conversions) and several sales (code S) executed at a weighted average price of $21.8557 and some at $22.68.

How many shares were sold and at what prices according to the Form 4?

The filing lists multiple sales including aggregates reported with a weighted average price of $21.8557 and specific sales at $22.68; the individual sale prices ranged between $21.64 and $22.22.

Does the filing indicate indirect ownership for the reporting person (BETR)?

Yes. The report discloses indirect ownership via the Anika G Austin Descendants Trust and the Nicholas J. Calamari Family Trust and includes disclaimers about voting and dispositive power and pecuniary interest.

Were any derivative securities involved in the reported transactions?

Yes. The Form 4 includes derivative line items showing Class B Common Stock transactions (code C) that reference underlying Class A Common Stock amounts, consistent with conversion rights described in the remarks.

Who signed the Form 4 and when was it signed?

The Form 4 is signed by /s/ Andrew Holt, Attorney-in-Fact with a signature date of 09/08/2025.
BETTER HOME & FINANCE HOLDING

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