Offerpad adds director as board expands to seven

Offerpad Solutions Inc. (OPAD) reports that its Board of Directors increased its size from six to seven members and appointed Benjamin Graboske as a Class III director effective September 3, 2026.

Rhea-AI Filing Summary

Offerpad Solutions Inc. (OPAD) reports that its Board of Directors increased its size from six to seven members and appointed Benjamin Graboske as a Class III director effective September 3, 2026. His term runs until the 2027 Annual Meeting of Stockholders and until a successor is elected and qualified or an earlier departure event occurs.

Graboske was also appointed to the Board’s Nominating and Corporate Governance Committee. The company states there was no arrangement or understanding leading to his selection and no related person transactions with him. He will receive compensation under the existing Non-Employee Director Compensation Program and may defer cash retainers and restricted stock unit settlements under the Non-Employee Director Deferred Compensation Plan, and is expected to enter into the standard director and officer indemnification agreement.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Key Figures

Board size after change: 7 directors Board size before change: 6 directors Director term end reference: 2027 Annual Meeting of Stockholders +1 more

4 metrics

Board size after change 7 directors Board size increased from six to seven members approved on September 3, 2026

Board size before change 6 directors Size of the Board prior to appointment of Benjamin Graboske

Director term end reference 2027 Annual Meeting of Stockholders Expiration reference for Benjamin Graboske’s Class III director term

Effective appointment date September 3, 2026 Date Benjamin Graboske was appointed as director and committee member

Key Terms

Class III director, Nominating and Corporate Governance Committee, Non-Employee Director Compensation Program, Non-Employee Director Deferred Compensation Plan, +1 more

5 terms

Class III director regulatory

"appointed Benjamin Graboske as a Class III director of the Company"

A Class III director is a board member placed in one of the numbered groups used by companies with a staggered (or “classified”) board; that director’s seat typically comes up for election in the third year of a three-year rotation. For investors this matters because staggered terms create continuity but also make it harder to replace the whole board quickly, affecting shareholder influence, takeover dynamics and how fast new strategy or accountability can be implemented — like replacing only some players on a sports team each season instead of the whole roster at once.

Nominating and Corporate Governance Committee regulatory

"upon the recommendation of the Nominating and Corporate Governance Committee"

A nominating and corporate governance committee is a group within a company's board of directors responsible for selecting and recommending individuals to serve as company leaders, such as directors or executives. They also develop and oversee policies to ensure the company is run fairly, ethically, and transparently. This committee matters to investors because it helps ensure the company is well-managed and guided by qualified, responsible leadership.

Non-Employee Director Compensation Program financial

"in accordance with the Company’s Amended and Restated Non-Employee Director Compensation Program"

Non-Employee Director Deferred Compensation Plan financial

"Pursuant to the Company’s Non-Employee Director Deferred Compensation Plan"

indemnification agreement regulatory

"We expect Mr. Graboske to enter into our standard indemnification agreement"

An indemnification agreement is a contract in which one party promises to cover losses, costs, or legal claims that another party might face, acting like a tailored safety net or private insurance policy. For investors, it matters because such agreements shift potential financial risk away from a company or its officers and onto the indemnifier, which can affect a company’s future liabilities, cash flow and how risky the investment appears during deal-making or litigation.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What board change did Offerpad Solutions Inc. (OPAD) announce?

Offerpad Solutions Inc. increased the size of its Board of Directors from six to seven members and appointed Benjamin Graboske to fill the new seat as a Class III director effective September 3, 2026.

Who is the new director appointed to Offerpad (OPAD) and what is his term?

Offerpad appointed Benjamin Graboske as a Class III director, effective September 3, 2026, with a term expiring at the company’s 2027 Annual Meeting of Stockholders, and continuing until a successor is elected and qualified or earlier departure.

Which board committee will Benjamin Graboske serve on at Offerpad (OPAD)?

Benjamin Graboske was appointed to the Nominating and Corporate Governance Committee of Offerpad’s Board, effective September 3, 2026, in addition to his role as a Class III director.

How will the new Offerpad (OPAD) director be compensated?

Benjamin Graboske will receive compensation under Offerpad’s Amended and Restated Non-Employee Director Compensation Program, which governs director pay, and may also defer cash retainers and restricted stock unit settlements under the company’s Non-Employee Director Deferred Compensation Plan.

Can the new Offerpad (OPAD) director defer his compensation?

Yes. Under Offerpad’s Non-Employee Director Deferred Compensation Plan, Benjamin Graboske may defer all or part of his annual cash retainers and the settlement of all or part of his restricted stock unit awards, subject to the plan’s terms.

Are there any related person transactions between Offerpad (OPAD) and the new director?

Offerpad states that there are no related person transactions between the company and Benjamin Graboske and that there was no arrangement or understanding pursuant to which he was selected as a director.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/08/2026 - 09:15 AM EDT Accepted by SEC EDGAR 09/08/2026 - 09:15 AM EDT Learn about SEC filing dates

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 03, 2026

Offerpad Solutions Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware			001-39641	85-2800538
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
433 S. Farmer Avenue Suite 500
Tempe, Arizona				85281
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: (844) 388-4539

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Class A common stock, $0.0001 par value per share		OPAD		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 3, 2026, the Board of Directors (the “Board”) of Offerpad Solutions Inc. (the “Company”) approved an increase in the size of the Board, from six to seven directors and, upon the recommendation of the Nominating and Corporate Governance Committee (the “Nominating Committee”) of the Board, appointed Benjamin Graboske as a Class III director of the Company, effective immediately, with a term expiring at the Company’s 2027 Annual Meeting of Stockholders, and until his successor is elected and qualified or until his earlier death, resignation, disqualification or removal. Mr. Graboske was also appointed to serve on the Nominating Committee, effective as of September 3, 2026. There was no arrangement or understanding pursuant to which Mr. Graboske was selected as a director. There are no related person transactions between the Company and Mr. Graboske.

Mr. Graboske will receive compensation in accordance with the Company’s Amended and Restated Non-Employee Director Compensation Program (the “Director Compensation Program”), as filed as Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2025 filed with the Securities and Exchange Commission (the “SEC”) on November 3, 2025. Pursuant to the Company’s Non-Employee Director Deferred Compensation Plan (the “Deferred Compensation Plan”), as filed as Exhibit 10.8 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on March 7, 2022, Mr. Graboske will be permitted to defer (i) all or a portion of his annual cash retainers (including any cash retainers for service on a committee) earned under the Director Compensation Program and (ii) the settlement of all or a portion of his restricted stock unit awards granted under the Director Compensation Program in accordance with the terms and conditions set forth in the Deferred Compensation Plan. We expect Mr. Graboske to enter into our standard indemnification agreement for directors and officers.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

						Offerpad Solutions Inc.
Date: September 8, 2026				By:		/s/ Adam Martinez
						Adam Martinez Chief Legal Officer

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