Unregistered Sales of Equity Securities. The information set forth under

Other Events. Share Repurchases On August 17, 2026, the Company repurchased approximately $158 million of shares of its common stock from certain participants in the Transactions through a financial intermediary at the last reported sale price of the common stock on August 12, 2026, and J. Wood Capital Advisors LLC, the placement agent for the Transactions, purchased approximately $25 million of shares of the Company’s common stock from certain participants in the Transactions through a finan…

Entry into a Material Definitive Agreement. Indenture and Convertible Notes On August 19, 2026, Opendoor Technologies Inc. (the “Company”) consummated (the “Closing”) the previously announced separate, privately negotiated subscription transactions with certain investors, pursuant to which it issued $650.0 million aggregate principal amount of its 0.00% Convertible Senior Notes due 2030 (the “Notes”) to such investors (the “Transactions”), in each case, pursuant to exemptions from registratio…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth under

of this Current Report (including Exhibit 99.1 attached hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. Forward Looking Statements This Current…

Entry into a Material Definitive Agreement On August 12, 2026, Opendoor Technologies Inc. (the “Company”) entered into separate, privately negotiated subscription agreements (the “Subscription Agreements”) with certain investors, pursuant to which the Company will issue $650 million aggregate principal amount of its 0.00% Convertible Senior Notes due 2030 (the “Notes”) to such investors (the “Transactions”), in each case, pursuant to exemptions from registration under the Securities Act of 19…

Unregistered Sales of Equity Securities The information set forth under

Results of Operations and Financial Condition On August 4, 2026, Opendoor Technologies Inc. (the “Company”) issued a press release announcing its financial results for the second quarter ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Results of Operations and Financial Condition On May 7, 2026, Opendoor Technologies Inc. (the “Company”) issued a press release announcing its financial results for the first quarter ended March 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Results of Operations and Financial Condition On February 19, 2026, Opendoor Technologies Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

President — Lucas Matheson: The company has hired an external candidate to serve as President.

Entry into a Material Definitive Agreement. Warrant Dividend Distribution On November 6, 2025, Opendoor Technologies Inc. (the “Company”), announced that the Board of Directors of the Company declared a distribution (the “Warrant Distribution”) to the holders of record of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), in the form of warrants to purchase shares of Common Stock (the “Warrants”). The Warrants were issued on the terms and conditions described in the…

of this Current Report on Form 8-K (including Exhibit 99.1 attached hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing. No Offer or Solicitation This Current Report on Form 8…

Other Events. Opendoor Technologies Inc. (the “Company”) previously entered into share purchase agreements, dated November 6, 2025, by and between the Company and each purchaser named therein. On November 7, 2025, the Company filed a prospectus supplement, dated November 6, 2025 (the “Prospectus Supplement”), with the Securities and Exchange Commission to register the issuance and sale by the Company of an aggregate of 180,580,200 shares of the Company’s common stock, par value $0.0001 per sh…

Regulation FD Disclosure. On November 6, 2025, Opendoor Technologies Inc. (the “Company”) issued a press release announcing that the Board of Directors of the Company declared a warrant dividend distribution (the “Warrant Distribution”), a copy of which is filed as Exhibit 99.1 to this Current Report on Form 8-K. In connection with this press release, the Company will make available a document containing questions and answers (the “FAQ”) regarding the Warrant Distribution on the Company’s Inv…

Results of Operations and Financial Condition On November 6, 2025, Opendoor Technologies Inc. (the “Company”) issued a press release announcing its financial results for the third quarter ended September 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Other Events. Warrant Dividend Distribution On November 6, 2025, the Company announced the Warrant Distribution to the record holders of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), in the form of warrants to purchase Common Stock (each, a “Warrant”, and collectively, the “Warrants”). The Warrants will be distributed on or around November 21, 2025 (the “Distribution Date”) to the record holders of Common Stock as of the close of business on November 18, 2025 (…

Other Events. On September 11, 2025, the U.S. District Court for the District of Arizona (the “District Court”) issued an order granting preliminary approval (the “Preliminary Approval”) of the proposed settlement of the derivative action captioned Gera v. Palihapitiya, et al. (Case No. 2:23-cv-02164-SMB) (the “Gera Action”), which settlement includes the settlement of other related litigation pending in the U.S. District Court for the District of Delaware and the Delaware Court of Chancery (…

Chief Financial Officer — Selim Freiha: Selim Freiha departed from his position as Chief Financial Officer, and Christy Schwartz was appointed as interim Chief Financial Officer.

Other Events. Opendoor Markets Expansion Opendoor intends to expand its product offerings to allow the Company to provide services through the entire continental United States in the coming weeks, through one or more of its direct cash offer, cash plus or working with its partner agents to provide listing services. Forward Looking Statements This Current Report on Form 8-K (this “Report”) contains forward-looking statements within the meaning of Section 27A the Private Securities Litigation R…

Director — Keith Rabois, Eric Wu: Two new directors were appointed as part of the PIPE Transactions.

of this Current Report on Form 8-K, there are no arrangements or understandings between Keith Rabois or Eric Wu and any other person pursuant to which each was selected as a director, and there are no related person transactions within the meaning of Item 404(a) of Regulation S-K promulgated by the Securities and Exchange Commission between the Company and Keith Rabois or Eric Wu required to be disclosed herein. Keith Rabois Keith Rabois is a Managing Director at Khosla Ventures, where he inv…

President and interim principal executive officer — Shrisha Radhakrishna: Shrisha Radhakrishna was promoted to President and interim principal executive officer with significant compensation changes.

Chief Executive Officer and Director — Carrie Wheeler: Carrie Wheeler stepped down as CEO and Director but will serve as an advisor to assist in a smooth transition.

Results of Operations and Financial Condition On August 5, 2025, Opendoor Technologies Inc. (the “Company”) issued a press release and a shareholder letter announcing its financial results for the second quarter ended June 30, 2025. A copy of the press release and the shareholder letter is furnished as Exhibit 99.1 and Exhibit 99.2, respectively, to this Current Report on Form 8-K.