[SCHEDULE 13D/A] Offerpad Solutions Inc. SEC Filing

Rhea-AI Filing Summary

First American Financial Corporation (FAF) filed Amendment No. 4 to Schedule 13D on 07/28/2025, reporting its current ownership in Offerpad Solutions Inc. (OPAD).

• FAF beneficially owns 5,119,314 Class A shares, equal to 16.84 % of the 27,710,358 shares outstanding as of 06/30/2025.
• All shares are held with sole voting and dispositive power; there is no shared ownership.
• Shares were acquired using working capital (Item 3); no leverage or third-party financing is referenced.
• Item 5(c) states no reportable transactions since the prior amendment; the filing primarily updates the percentage of ownership.
• FAF confirms it has not faced criminal convictions and, aside from matters disclosed in its March 30 2023 13D/A, is not subject to material legal orders.

The document signals that FAF remains a strategic, non-activist holder of a sizable OPAD position; no change in intent, control, or additional purchases/sales is disclosed.

Positive

• First American Financial reaffirms a substantial 16.84 % stake, indicating continued confidence in Offerpad’s prospects.

Negative

• None.

Insights

Equity Analyst

TL;DR – FAF still owns 16.8 % of OPAD; no new buying or selling disclosed.

FAF’s reaffirmed 5.1 M-share stake keeps it one of OPAD’s largest shareholders. Because the amendment merely updates the denominator (share count) without describing additional share accumulation or divestiture, the filing is information-only. Investors gain clarity on current ownership concentration but there is no immediate implication for earnings, liquidity, or near-term valuation. A 17 % position can influence voting outcomes; however, FAF makes no governance demands, suggesting a passive strategic investment. Impact on OPAD’s share price should be limited absent further action.

Corporate Governance Specialist

TL;DR – Large single holder confirmed; governance influence possible but unstated.

At 16.84 %, FAF sits well above the 10 % threshold that triggers heightened reporting and potential insider status. The company maintains sole voting/dispositive power, giving it unilateral control over this block. While the filing lacks activism language, such a concentrated stake warrants investor monitoring during proxy seasons, especially if management proposals become contentious. For now, the amendment is administrative, and governance risk remains neutral.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)

OFFERPAD SOLUTIONS INC.

(Name of Issuer)

Class A Common Stock, $0.0001 par value per share

(Title of Class of Securities)

67623L109

(CUSIP Number)

Lisa W. Cornehl
1 First American Way,
Santa Ana, CA, 92707
(714) 250-3000

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

07/25/2025

(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).

SCHEDULE 13D

CUSIP No. 67623L109

1

Name of reporting person

First American Financial Corporation

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)

WC

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 5,119,314.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 5,119,314.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

5,119,314.00

12

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

13

Percent of class represented by amount in Row (11)

16.84 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A Common Stock, $0.0001 par value per share
(b)	Name of Issuer: OFFERPAD SOLUTIONS INC.
(c)	Address of Issuer's Principal Executive Offices: 433 S. Farmer Avenue, Suite 500, Tempe, ARIZONA , 85281.
Item 2.	Identity and Background
(a)	First American Financial Corporation
(b)	1 First American Way, Santa Ana, CA 92707
(c)	First American Financial Corporation ("Reporting Person"), through its subsidiaries, is engaged in the business of providing title insurance, settlement services and other financial services and risk solutions.
(d)	During the last five years, the Reporting Person has not been convicted in a criminal proceeding.
(e)	Other than the matters previously disclosed on the Schedule 13D/A filed by the Reporting Person on March 30, 2023, during the last five years, the Reporting Person was not a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activies subject to, federal or state securities laws or finding any violation with respect to such laws.
(f)	Delaware
Item 3.	Source and Amount of Funds or Other Consideration
	WC
Item 5.	Interest in Securities of the Issuer
(a)	16.84% (based on 27,710,358 shares of Class A Common Stock outstanding as of June 30, 2025, as reported in the Issuer's 424(b)(5) prospectus filed on July 25, 2025.
(b)	5,119,314
(c)	Not applicable.
(d)	First American Financial Corporation
(e)	Not applicable.

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.

First American Financial Corporation

Signature:	/s/ Lisa W. Cornehl
Name/Title:	Senior Vice President, Chief Legal Officer
Date:	07/28/2025

FAQ

How many Offerpad (OPAD) shares does First American Financial own?

The filing lists 5,119,314 Class A shares beneficially owned.

What percentage of OPAD's outstanding shares does this represent?

FAF’s holdings equal 16.84 % of the 27,710,358 shares outstanding as of 06/30/2025.

Did First American buy or sell OPAD shares recently?

Item 5(c) states no reportable transactions; the amendment only updates ownership percentage.

Does First American share voting power over these shares?

No. The corporation has sole voting and dispositive power over all 5.1 M shares.

What funds did First American use to acquire the OPAD stake?

Item 3 discloses the source of funds as working capital.

Is First American facing any legal proceedings related to this investment?

The company reports no new legal proceedings beyond matters previously disclosed in March 2023.