Opendoor Technologies Inc SEC Filings

Opendoor Technologies Inc. is registering up to 99,295,146 shares of common stock issuable upon exercise of three series of warrants that were distributed at no charge to existing stockholders and holders of its 7.000% Convertible Senior Notes due 2030 as of November 18, 2025.

Holders received one Series K, one Series A, and one Series Z warrant for every 30 shares (or equivalent note interest), each initially exercisable for one share at cash exercise prices of $9.00, $13.00 and $17.00, respectively, with expiration on November 20, 2026 subject to early-termination triggers and possible alternate expiration dates.

Opendoor had 953,788,119 shares outstanding as of the record date, and if all 99,295,146 warrants issued in the distribution are exercised for cash, total shares outstanding would rise to 1,053,083,265 and the company expects to receive approximately $1.27 billion in gross proceeds for general corporate purposes.

Opendoor Technologies Inc. (OPEN) interim Chief Financial Officer Christina Schwartz reported a sale of common stock in a Form 4 filing. On 11/17/2025, she sold 73,951 shares of Opendoor common stock at a weighted average price of $7.8966 per share in a transaction coded "S". The filing explains that the sale was made under a mandatory sell-to-cover taxes program tied to the vesting of restricted stock units, implemented by the board’s compensation committee, and does not represent a discretionary trade by the reporting person. After this transaction, she beneficially owns 528,462 shares of Opendoor common stock directly.

Opendoor Technologies Inc. (OPEN) filed an initial ownership report for its Chief Operating Officer. The filing states that, as of the reported event date of 11/05/2025, the reporting officer does not beneficially own any Opendoor securities. Both the non-derivative and derivative ownership tables are effectively blank, and the remarks section confirms that no securities are beneficially owned. The form is filed by a single reporting person and includes a power of attorney authorizing an attorney-in-fact to sign on the officer's behalf.

Opendoor Technologies Inc. (OPEN) reported that its Interim Chief Financial Officer, Christina Schwartz, received an award of 400,641 restricted stock units (RSUs) of common stock on 11/11/2025. The RSUs were granted at a price of $0 and are subject to time-based vesting. One-third of the RSUs will vest on November 15, 2025, one-third on February 15, 2026, and one-third on May 15, 2026. Following this grant, the reporting person beneficially owns 602,413 shares of Opendoor common stock held directly.

Opendoor Technologies (OPEN) reported an insider purchase by its Chief Executive Officer and director. On 11/11/2025, the reporting person bought 125,000 shares of common stock in open‑market transactions at a weighted‑average price of $8.0365.

Following the purchase, the reporting person beneficially owned 83,478,299 shares, held directly. The filing notes the buys were executed in multiple trades at prices ranging from $7.97 to $8.08, and that full trade‑by‑trade details are available upon request.

Opendoor Technologies Inc. filed a prospectus supplement registering the issuance and sale of 180,580,200 shares of common stock at $6.56 per share under its effective Form S-3 shelf. The shares are being sold pursuant to share purchase agreements dated November 6, 2025, meaning the company is the seller and would receive the offering proceeds.

The company also filed a Latham & Watkins LLP legal opinion as Exhibit 5.1 confirming the validity of the common shares covered by the prospectus supplement, which is incorporated by reference into the registration statement.

Opendoor Technologies Inc. (OPEN) launched a registered direct primary offering of 180,580,200 shares of common stock at $6.56 per share. The stated offering price matches the last reported sale price on November 6, 2025. Gross proceeds are $1,184,606,112, with estimated net proceeds of approximately $1.2 billion, before applying them as described.

The company has agreed to use the net proceeds to repurchase $263,524,000 principal amount of its 7.000% Convertible Senior Notes due 2030 for an aggregate repurchase price of approximately $1.2 billion. As a result, Opendoor expects no net proceeds and no material impact on its cash position. The offering and the notes repurchase are cross‑conditional.

Settlement is expected on or about November 13, 2025 on a T+5 cycle. Shares outstanding are expected to be 952,114,257 immediately after the offering. For context, shares outstanding were 771,534,057 as of September 30, 2025.

Opendoor Technologies (OPEN) filed a Form S-8 to register 124,223,120 shares of common stock for its 2020 Incentive Award Plan and 13,975,338 shares for its 2020 Employee Stock Purchase Plan. These additions arise from plan provisions that provide for annual automatic increases in the share reserves.

The registered shares are the same class as those covered by Opendoor’s prior S‑8 filings from 2021 and 2023, which are incorporated by reference along with recent 10‑K, 10‑Q, and 8‑K reports. This filing is an administrative update that maintains capacity to grant employee equity awards and facilitate ESPP purchases under existing plans.