OFFERPAD SOLUTIONS INC., 10-K filed on 2/24/2026
Annual Report
v3.25.4
Document and Entity Information - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Feb. 17, 2026
Jun. 30, 2025
Document Information [Line Items]      
Document Type 10-K    
Amendment Flag false    
Document Period End Date Dec. 31, 2025    
Document Fiscal Year Focus 2025    
Document Fiscal Period Focus FY    
Entity Registrant Name Offerpad Solutions Inc.    
Entity Central Index Key 0001825024    
Current Fiscal Year End Date --12-31    
Entity Filer Category Non-accelerated Filer    
Entity Emerging Growth Company false    
Entity Small Business true    
Entity Public Float     $ 10.5
Entity Shell Company false    
Entity Voluntary Filers No    
Entity Well-known Seasoned Issuer No    
ICFR Auditor Attestation Flag false    
Title of 12(b) Security Class A common stock, $0.0001 par value per share    
Trading Symbol OPAD    
Security Exchange Name NYSE    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Incorporation, State or Country Code DE    
Entity File Number 001-39641    
Entity Tax Identification Number 85-2800538    
Entity Address, Address Line One 433 S. Farmer Avenue    
Entity Address, Address Line Two Suite 500    
Entity Address, City or Town Tempe    
Entity Address, State or Province AZ    
Entity Address, Postal Zip Code 85281    
City Area Code 844    
Local Phone Number 388-4539    
Document Annual Report true    
Document Financial Statement Error Correction [Flag] false    
Document Transition Report false    
Entity Common Stock, Shares Outstanding   47,210,647  
Documents Incorporated by Reference

Portions of the registrant’s definitive Proxy Statement relating to its 2026 Annual Meeting of Stockholders to be filed with the Securities and Exchange Commission within 120 days after December 31, 2025 are incorporated by reference into Part III of this Annual Report on Form 10-K.

   
Auditor Firm ID 34    
Auditor Location Tempe, Arizona    
Auditor Name DELOITTE & TOUCHE LLP    
Auditor Opinion

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Offerpad Solutions Inc. and subsidiaries (the “Company”) as of December 31, 2025 and 2024, the related consolidated statements of operations, changes in stockholders’ equity, and cash flows, for each of the three years in the period ended December 31, 2025, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with accounting principles generally accepted in the United States of America.

   
v3.25.4
Consolidated Balance Sheets - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Current assets:    
Cash and cash equivalents $ 26,543 $ 43,018
Restricted cash 1,627 30,608
Accounts receivable 7,938 3,848
Real estate inventory 93,793 214,174
Prepaid expenses and other current assets 1,792 2,564
Total current assets 131,693 294,212
Property and equipment, net 14,673 9,127
Other non-current assets 8,405 9,714
Total assets [1] 154,771 313,053
Current liabilities:    
Accounts payable 1,667 1,922
Accrued and other current liabilities 8,698 11,804
Secured credit facilities and other debt, net 75,494 195,378
Secured credit facilities and other debt - related party 2,582 41,861
Warrant liabilities 361 0
Total current liabilities 88,802 250,965
Revolving credit facility, net 14,650 0
Warrant liabilities 0 231
Other long-term liabilities 13,100 14,204
Total liabilities [2] 116,552 265,400
Commitments and contingencies (Note 15)
Stockholders' equity:    
Additional paid in capital 544,645 507,696
Accumulated deficit (506,430) (460,046)
Total stockholders' equity 38,219 47,653
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY 154,771 313,053
Common Class A    
Stockholders' equity:    
Class A common stock, $0.0001 par value 2,000,000 shares authorized 37,211 and 27,379 shares issued and outstanding as of December 31, 2025 and 2024, respectively $ 4 $ 3
[1] onsolidated assets as of December 31, 2025 and 2024 include the following assets of certain variable interest entities (“VIEs”) that can only be used to settle the liabilities of those VIEs: Restricted cash, $1,302 and $30,608; Accounts receivable, $303 and $0; Real estate inventory, $93,793 and $214,174; Prepaid expenses and other current assets, $169 and $345; Property and equipment, net, $5,611 and $0; Total assets of $101,178 and $245,127, respectively.
[2] onsolidated liabilities as of December 31, 2025 and 2024 include the following liabilities for which the VIE creditors do not have recourse to Offerpad: Accounts payable, $398 and $591; Accrued and other current liabilities, $526 and $1,326; Secured credit facilities and other debt, net, $78,076 and $237,273; Total liabilities, $79,000 and $239,190, respectively.
v3.25.4
Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Restricted cash $ 1,627 $ 30,608
Accounts receivable 7,938 3,848
Real estate inventory 93,793 214,174
Prepaid expenses and other current assets 1,792 2,564
Property and equipment, net 14,673 9,127
Total assets [1] 154,771 313,053
Accounts payable 1,667 1,922
Accrued and other current liabilities 8,698 11,804
Secured credit facilities and other debt, net 75,494 195,378
Total liabilities [2] 116,552 265,400
Variable Interest Entity    
Restricted cash 1,302 30,608
Accounts receivable 303 0
Real estate inventory 93,793 214,174
Prepaid expenses and other current assets 169 345
Property and equipment, net 5,611 0
Total assets 101,178 245,127
Accounts payable 398 591
Accrued and other current liabilities 526 1,326
Secured credit facilities and other debt, net 78,076 237,273
Total liabilities $ 79,000 $ 239,190
Common Class A    
Common stock, par value $ 0.0001 $ 0.0001
Common stock, shares authorized 2,000,000,000 2,000,000,000
Common stock, shares issued 37,210,647 27,379,000
Common stock, shares outstanding 37,210,647 27,379,000
[1] onsolidated assets as of December 31, 2025 and 2024 include the following assets of certain variable interest entities (“VIEs”) that can only be used to settle the liabilities of those VIEs: Restricted cash, $1,302 and $30,608; Accounts receivable, $303 and $0; Real estate inventory, $93,793 and $214,174; Prepaid expenses and other current assets, $169 and $345; Property and equipment, net, $5,611 and $0; Total assets of $101,178 and $245,127, respectively.
[2] onsolidated liabilities as of December 31, 2025 and 2024 include the following liabilities for which the VIE creditors do not have recourse to Offerpad: Accounts payable, $398 and $591; Accrued and other current liabilities, $526 and $1,326; Secured credit facilities and other debt, net, $78,076 and $237,273; Total liabilities, $79,000 and $239,190, respectively.
v3.25.4
Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Income Statement [Abstract]      
Revenue $ 567,812 $ 918,819 $ 1,314,412
Costs of revenue 525,769 846,624 1,244,231
Gross profit 42,043 72,195 70,181
Operating expenses:      
Sales, marketing and operating 45,835 73,091 116,558
General and administrative 26,192 40,621 50,091
Technology and development 3,405 4,524 7,945
Total operating expenses 75,432 118,236 174,594
Loss from operations (33,389) (46,041) (104,413)
Other income (expense):      
Change in fair value of warrant liabilities (130) 240 68
Interest expense (13,403) (18,684) (18,859)
Other income, net 979 2,357 6,149
Total other expense (12,554) (16,087) (12,642)
Loss before income taxes (45,943) (62,128) (117,055)
Income tax expense (441) (31) (163)
Net loss $ (46,384) $ (62,159) $ (117,218)
Net loss per share, basic $ (1.5) $ (2.27) $ (4.44)
Net loss per share, diluted $ (1.5) $ (2.27) $ (4.44)
Weighted average common shares outstanding, basic 30,987 27,410 26,385
Weighted average common shares outstanding, diluted 30,987 27,410 26,385
v3.25.4
Consolidated Statements of Changes in Stockholders' Equity - USD ($)
$ in Thousands
Total
Common Stock
Additional Paid-in Capital
Accumulated Deficit
Beginning balance at Dec. 31, 2022 $ 121,877 $ 2 $ 402,544 $ (280,669)
Beginning balance, Shares at Dec. 31, 2022   16,479,000    
Issuance of common stock upon exercise of stock options, Shares   14,000    
Issuance of common stock upon exercise of stock options 53 $ 0 53 0
Issuance of common stock upon vesting of restricted stock units, Shares   25,000    
Issuance of common stock upon vesting of restricted stock units (78) $ 0 (78) 0
Issuance of warrants value   $ 0   0
Issuance of pre-funded warrants, net 89,216   89,216  
Exercise of pre-funded warrants, Shares   10,715,000    
Exercise of pre-funded warrants 11 $ 1 10 0
Stock-based compensation expense 7,915 0 7,915 0
Net loss (117,218) 0 0 (117,218)
Ending balance at Dec. 31, 2023 101,776 $ 3 499,660 (397,887)
Ending balance, Shares at Dec. 31, 2023   27,233,000    
Issuance of common stock upon exercise of stock options, Shares   11,000    
Issuance of common stock upon exercise of stock options 33 $ 0 33 0
Issuance of common stock upon vesting of restricted stock units, Shares   135,000    
Issuance of common stock upon vesting of restricted stock units (77) $ 0 (77) 0
Stock-based compensation expense 8,080 0 8,080
Net loss (62,159) 0 (62,159)
Ending balance at Dec. 31, 2024 47,653 $ 3 507,696 (460,046)
Ending balance, Shares at Dec. 31, 2024   27,379,000    
Issuance of common stock upon exercise of stock options, Shares   57,000    
Issuance of common stock upon exercise of stock options 168 $ 0 168
Issuance of common stock upon vesting of restricted stock units, Shares   343,000    
Issuance of common stock upon vesting of restricted stock units (203) $ 0 (203)
Issuance of common stock from July 2025 Offering, net, share   2,857,000    
Issuance of common stock from July 2025 Offering, net, Value 3,757 $ 0 3,757
Issuance of warrants value 1,404   1,404  
Issuance of common stock from Sale Agreement, net shares   6,575,000    
Issuance of common stock from Sale Agreement, net value 28,996 $ 1 28,995
Stock-based compensation expense 2,828 0 2,828
Net loss (46,384) 0 (46,384)
Ending balance at Dec. 31, 2025 $ 38,219 $ 4 $ 544,645 $ (506,430)
Ending balance, Shares at Dec. 31, 2025   37,211,000    
v3.25.4
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Cash flows from operating activities:      
Net loss $ (46,384) $ (62,159) $ (117,218)
Adjustments to reconcile net loss to net cash provided by operating activities:      
Depreciation 979 611 728
Amortization of debt financing costs 815 1,786 4,343
Real estate inventory valuation adjustment 5,349 4,472 8,937
Stock-based compensation 2,828 8,080 7,915
Change in fair value of warrant liabilities 130 (240) (68)
Loss on disposal of property and equipment 162 105 76
Gain on sale of derivative instruments 0 0 (2,124)
Changes in operating assets and liabilities:      
Accounts receivable (4,090) 6,087 (7,585)
Real estate inventory 109,405 57,854 379,260
Prepaid expenses and other assets 2,081 4,452 3,733
Accounts payable (255) (3,024) 299
Accrued and other liabilities (4,210) 2,809 (16,664)
Net cash provided by operating activities 66,810 20,833 261,632
Cash flows from investing activities:      
Purchases of property and equipment (1,079) (5,408) (127)
Proceeds from sales of property and equipment 19 82 0
Purchases of derivative instruments 0 0 (2,569)
Proceeds from sale of derivative instruments 0 0 4,681
Net cash (used in) provided by investing activities (1,060) (5,326) 1,985
Cash flows from financing activities:      
Borrowings from secured credit facilities and other debt 416,591 807,926 875,559
Repayments of secured credit facilities and other debt (576,226) (829,461) (1,286,795)
Payment of debt financing costs (693) (236) (1,948)
Borrowings on revolving credit facility 15,000 0 0
Proceeds from July 2025 Offering 6,000 0 0
Issuance costs of July 2025 Offering (839) 0 0
Proceeds from Sale Agreement offering 30,261 0 0
Issuance costs of Sale Agreement offering (1,265) 0 0
Proceeds from exercise of stock options 168 33 53
Payments for taxes related to stock-based awards (203) (77) (78)
Borrowings from warehouse lending facility 0 0 25,193
Repayments of warehouse lending facility 0 0 (25,193)
Proceeds from issuance of pre-funded warrants 0 0 90,000
Proceeds from exercise of pre-funded warrants 0 0 11
Issuance cost of pre-funded warrants 0 0 (784)
Net cash used in financing activities (111,206) (21,815) (323,982)
Net change in cash, cash equivalents and restricted cash (45,456) (6,308) (60,365)
Cash, cash equivalents and restricted cash, beginning of period 73,626 79,934 140,299
Cash, cash equivalents and restricted cash, end of period 28,170 73,626 79,934
Reconciliation of cash, cash equivalents and restricted cash to the consolidated balance sheet:      
Cash and cash equivalents 26,543 43,018 75,967
Restricted cash 1,627 30,608 3,967
Total cash, cash equivalents and restricted cash 28,170 73,626 79,934
Supplemental disclosure of cash flow information:      
Cash payments for interest 16,854 24,464 24,730
Cash payments for taxes, net of refunds received 385 262 382
Supplemental disclosure of non-cash investing and financing activities:      
Transfer of real estate inventory to property and equipment, net $ 5,627 $ 0 $ 0
v3.25.4
Pay vs Performance Disclosure - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Pay vs Performance Disclosure      
Net Income (Loss) $ (46,384) $ (62,159) $ (117,218)
v3.25.4
Insider Trading Arrangements
3 Months Ended
Dec. 31, 2025
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.25.4
Cybersecurity Risk Management, Strategy, and Governance
12 Months Ended
Dec. 31, 2025
Cybersecurity Risk Management, Strategy, and Governance [Line Items]  
Cybersecurity Risk Management Processes for Assessing, Identifying, and Managing Threats [Text Block]

Item 1C. Cybersecurity.

Cybersecurity Risk Management and Strategy

We have developed and implemented a cybersecurity risk management program intended to protect the confidentiality, integrity, and availability of our critical systems and information.

We design and assess our program based on established frameworks, such as the CIS Critical Security Controls (“CIS Controls”). This does not imply that we meet any particular technical standards, specifications, or requirements, only that we use the CIS Controls as a guide to help us identify, assess, and manage cybersecurity risks relevant to our business.

Our cybersecurity risk management program is integrated into our overall enterprise risk management program, and shares common methodologies, reporting channels and governance processes that apply across the enterprise risk management program to other legal, compliance, strategic, operational, and financial risk areas.

Key elements of our cybersecurity risk management program include, but are not limited to, the following:

risk assessments designed to help identify material risks from cybersecurity threats to our critical systems and information;
a security team composed primarily of members of management, including our Senior Vice President of Product Management and Senior Director of IT Operations, that is principally responsible for managing (1) our cybersecurity risk assessment processes, (2) our security controls, and (3) our response to cybersecurity incidents;
the use of external service providers, where appropriate, to maintain, assess, test or otherwise assist with aspects of our security controls;
cybersecurity awareness training of our employees, including incident response personnel and senior management, which includes phishing and malware simulations;
a cybersecurity incident response plan that includes relevant procedures for responding to cybersecurity incidents; and
a third-party risk management process for key service providers, suppliers, and vendors based on our assessment of their criticality to our operations and respective risk profile.

We have not identified risks from known cybersecurity threats, including as a result of any prior cybersecurity incidents, that have materially affected or are reasonably likely to materially affect us, including our operations, business strategy, results of operations, or financial condition. However, we cannot eliminate all risks from cybersecurity threats, or provide assurance that our operations, business strategy, results of operations, or financial condition will not be materially affected in the future by such risks or any future material cybersecurity incidents. For additional information about our cybersecurity related risks, see Part I, Item 1A, “Risk Factors” in this Annual Report on Form 10-K.

Cybersecurity Governance

Our board of directors considers cybersecurity risk as part of its risk oversight function and has delegated to the Audit Committee oversight of cybersecurity and other information technology risks. The Audit Committee oversees management’s implementation of our cybersecurity risk management program.

The Audit Committee receives quarterly reports from our management-led Enterprise Risk Management Committee on our cybersecurity risks and mitigation initiatives. In addition, management updates the Audit Committee, as necessary, regarding any material cybersecurity incidents, as well as any incidents with lesser impact potential.

The Audit Committee reports to the full board of directors regarding its activities, including those related to cybersecurity. The full board of directors also periodically receives briefings from senior management on our cyber risk management program.

Our information technology management team includes our Senior Vice President of Product Management, who has extensive knowledge and skills gained from over 25 years of experience leading product and technology teams at multiple publicly traded companies, and our Senior Director of IT Operations, who has leadership experience across the full spectrum of information technology operations, cybersecurity, and enterprise infrastructure, including the design, implementation, and operation of security controls across enterprise environments, vulnerability management, and incident response coordination. Along with our externally managed security operations center, these individuals are responsible for assessing and managing our risks from cybersecurity threats. This team has primary responsibility for our overall cybersecurity risk management program and supervises both our internal cybersecurity personnel and our retained external cybersecurity consultants.

Our management takes steps to stay informed about and monitor efforts to prevent, detect, mitigate, and remediate cybersecurity risks and incidents through various means, which may include briefings from internal security personnel; threat intelligence and other information obtained from governmental, public or private sources, including external consultants engaged by us; and alerts and reports produced by security tools deployed in the IT environment.

Cybersecurity Risk Management Processes Integrated [Flag] true
Cybersecurity Risk Management Processes Integrated [Text Block]

Our cybersecurity risk management program is integrated into our overall enterprise risk management program, and shares common methodologies, reporting channels and governance processes that apply across the enterprise risk management program to other legal, compliance, strategic, operational, and financial risk areas.

Cybersecurity Risk Management Third Party Engaged [Flag] true
Cybersecurity Risk Third Party Oversight and Identification Processes [Flag] true
Cybersecurity Risk Materially Affected or Reasonably Likely to Materially Affect Registrant [Flag] false
Cybersecurity Risk Board of Directors Oversight [Text Block]

Our board of directors considers cybersecurity risk as part of its risk oversight function and has delegated to the Audit Committee oversight of cybersecurity and other information technology risks. The Audit Committee oversees management’s implementation of our cybersecurity risk management program.

The Audit Committee receives quarterly reports from our management-led Enterprise Risk Management Committee on our cybersecurity risks and mitigation initiatives. In addition, management updates the Audit Committee, as necessary, regarding any material cybersecurity incidents, as well as any incidents with lesser impact potential.

The Audit Committee reports to the full board of directors regarding its activities, including those related to cybersecurity. The full board of directors also periodically receives briefings from senior management on our cyber risk management program.

Our information technology management team includes our Senior Vice President of Product Management, who has extensive knowledge and skills gained from over 25 years of experience leading product and technology teams at multiple publicly traded companies, and our Senior Director of IT Operations, who has leadership experience across the full spectrum of information technology operations, cybersecurity, and enterprise infrastructure, including the design, implementation, and operation of security controls across enterprise environments, vulnerability management, and incident response coordination. Along with our externally managed security operations center, these individuals are responsible for assessing and managing our risks from cybersecurity threats. This team has primary responsibility for our overall cybersecurity risk management program and supervises both our internal cybersecurity personnel and our retained external cybersecurity consultants.

Our management takes steps to stay informed about and monitor efforts to prevent, detect, mitigate, and remediate cybersecurity risks and incidents through various means, which may include briefings from internal security personnel; threat intelligence and other information obtained from governmental, public or private sources, including external consultants engaged by us; and alerts and reports produced by security tools deployed in the IT environment.

Cybersecurity Risk Board Committee or Subcommittee Responsible for Oversight [Text Block]

The Audit Committee receives quarterly reports from our management-led Enterprise Risk Management Committee on our cybersecurity risks and mitigation initiatives. In addition, management updates the Audit Committee, as necessary, regarding any material cybersecurity incidents, as well as any incidents with lesser impact potential.

Cybersecurity Risk Process for Informing Board Committee or Subcommittee Responsible for Oversight [Text Block] The Audit Committee reports to the full board of directors regarding its activities, including those related to cybersecurity.
Cybersecurity Risk Role of Management [Text Block]

Our information technology management team includes our Senior Vice President of Product Management, who has extensive knowledge and skills gained from over 25 years of experience leading product and technology teams at multiple publicly traded companies, and our Senior Director of IT Operations, who has leadership experience across the full spectrum of information technology operations, cybersecurity, and enterprise infrastructure, including the design, implementation, and operation of security controls across enterprise environments, vulnerability management, and incident response coordination. Along with our externally managed security operations center, these individuals are responsible for assessing and managing our risks from cybersecurity threats. This team has primary responsibility for our overall cybersecurity risk management program and supervises both our internal cybersecurity personnel and our retained external cybersecurity consultants.

Our management takes steps to stay informed about and monitor efforts to prevent, detect, mitigate, and remediate cybersecurity risks and incidents through various means, which may include briefings from internal security personnel; threat intelligence and other information obtained from governmental, public or private sources, including external consultants engaged by us; and alerts and reports produced by security tools deployed in the IT environment.

Cybersecurity Risk Management Positions or Committees Responsible [Flag] true
Cybersecurity Risk Management Positions or Committees Responsible [Text Block]

Our information technology management team includes our Senior Vice President of Product Management, who has extensive knowledge and skills gained from over 25 years of experience leading product and technology teams at multiple publicly traded companies, and our Senior Director of IT Operations, who has leadership experience across the full spectrum of information technology operations, cybersecurity, and enterprise infrastructure, including the design, implementation, and operation of security controls across enterprise environments, vulnerability management, and incident response coordination. Along with our externally managed security operations center, these individuals are responsible for assessing and managing our risks from cybersecurity threats. This team has primary responsibility for our overall cybersecurity risk management program and supervises both our internal cybersecurity personnel and our retained external cybersecurity consultants.

Cybersecurity Risk Management Expertise of Management Responsible [Text Block] This team has primary responsibility for our overall cybersecurity risk management program and supervises both our internal cybersecurity personnel and our retained external cybersecurity consultants.
Cybersecurity Risk Process for Informing Management or Committees Responsible [Text Block]

Our management takes steps to stay informed about and monitor efforts to prevent, detect, mitigate, and remediate cybersecurity risks and incidents through various means, which may include briefings from internal security personnel; threat intelligence and other information obtained from governmental, public or private sources, including external consultants engaged by us; and alerts and reports produced by security tools deployed in the IT environment.

Cybersecurity Risk Management Positions or Committees Responsible Report to Board [Flag] true
v3.25.4
Nature of Operations and Significant Accounting Policies
12 Months Ended
Dec. 31, 2025
Accounting Policies [Abstract]  
Nature of Operations and Significant Accounting Policies

Note 1. Nature of Operations and Significant Accounting Policies

Description of Business

Offerpad is real estate solutions company focused on giving homeowners more control, flexibility, and choice when buying and selling a home. Founded in 2015, the Company combines proprietary technology with local real estate expertise to simplify the home sale process and reduce friction across the transaction lifecycle, helping customers move forward with speed, transparency, and confidence. The Company provides cash offers, brokerage services, access to additional cash buyers through marketplace-enabled capabilities, and renovation services that support both internal transactions and third-party partners.

The Company is headquartered in Tempe, Arizona and operates in over 1,800 cities and towns in 26 metropolitan markets across 17 states as of December 31, 2025.

Basis of Presentation

The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”).

Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Update (“ASU”) of the Financial Accounting Standards Board (“FASB”).

Use of Estimates

The preparation of the Company’s consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Significant estimates include those related to the net realizable value of real estate inventory, among others. Actual results could differ from those estimates.

Principles of Consolidation

The Company’s consolidated financial statements include the assets, liabilities, revenues and expenses of the Company, its wholly-owned operating subsidiaries and variable interest entities where the Company is the primary beneficiary. All intercompany accounts and transactions have been eliminated in consolidation.

Cash and Cash Equivalents

Cash includes demand deposits with banks and financial institutions. Cash equivalents include only investments with original maturities to us of three months or less that are highly liquid and readily convertible to known amounts of cash.

Restricted Cash

Restricted cash primarily consists of cash received from the resale or refinancing of homes that is specifically designated to repay borrowings under one of the Company’s secured credit facilities or other secured debt and is typically released within a few days of the home sale or refinancing transaction.

Concentrations of Credit Risk

Financial instruments that are potentially subject to concentrations of credit risk are primarily cash and cash equivalents. Cash and cash equivalents are placed with major financial institutions deemed to be of high-credit-quality in order to limit credit exposure. Cash is regularly maintained in excess of federally insured limits at the financial institutions. Management believes that the Company is not exposed to any significant credit risk related to cash deposits.

Accounts Receivable

Accounts receivable principally consists of amounts due from title companies following the sale of a home, along with amounts due from customers of the Company’s other real estate service solutions. Accounts receivable is stated at the amount management expects to collect from outstanding balances. The substantial majority of the Company’s Cash Offer transactions are processed through escrow and therefore, collectability is reasonably assured. The Company reviews accounts receivable on a regular basis and estimates an amount of losses for uncollectible accounts based on its historical collections experience and write-offs, aging of the receivable, current trends and any other known conditions that may affect collectability.

Real Estate Inventory

Real estate inventory consists of acquired homes and is carried at the lower of cost or net realizable value, with cost and net realizable value determined by the specific identification of each home. Costs include initial purchase costs and renovation costs, as well as holding costs and interest incurred during the renovation period, prior to the listing date. Selling costs, including commissions and holding costs incurred after the listing date, are expensed as incurred and included in sales, marketing and operating expenses.

The Company reviews real estate inventory for valuation adjustments on a quarterly basis, or more frequently if events or changes in circumstances indicate that the carrying value of real estate inventory may not be recoverable. The Company evaluates real estate inventory for indicators that net realizable value is lower than cost at the individual home level. The Company generally considers multiple factors in determining net realizable value for each home, including recent comparable home sale transactions in the specific area where the home is located, the residential real estate market conditions in both the local market in which the home is located and in the U.S. in general, the impact of national, regional or local economic conditions and expected selling costs. When evidence exists that the net realizable value of real estate inventory is lower than its cost, the difference is recognized as a real estate inventory valuation adjustment in cost of revenue and the related real estate inventory is adjusted to its net realizable value.

For individual homes or portfolios of homes under contract to sell as of the real estate inventory valuation assessment date, if the carrying value exceeds the contract price less expected selling costs, the carrying value of these homes are adjusted to net realizable value, which is determined using the contract price less expected selling costs. For all other homes, if the carrying value exceeds the expected sale price less expected selling costs, the carrying value of these homes are adjusted to net realizable value, which is determined using the expected sale price less expected selling costs. Changes in the Company’s pricing assumptions may lead to a change in the outcome of the real estate inventory valuation analysis, and actual results may differ from the Company’s assumptions.

The Company recorded real estate inventory valuation adjustments of $5.3 million, $4.5 million, and $8.9 million during the years ended December 31, 2025, 2024, and 2023, respectively. Refer to Note 2. Real Estate Inventory, for further details.

Property and Equipment

Property and equipment is recorded at cost less accumulated depreciation, and is depreciated using the straight-line method over the estimated useful lives of the related assets, which are as follows:

Property and Equipment Category

 

Estimated Useful Life

Rooftop solar panel systems

 

Twenty years

Properties held for use

 

Twenty seven years and six months

Leasehold improvements

 

Lesser of estimated useful life or remaining lease term

Office equipment and furniture

 

Seven years

Computers and equipment

 

Five years

Software systems

 

Three to five years

Refer to Note 3. Property and Equipment, for further details.

Leases

The Company determines if an arrangement is or contains a lease at inception of the arrangement. For leases with terms greater than twelve months, the Company records the related operating or finance right-of-use asset and lease liability at the present value of the future lease payments over the lease term at the lease commencement date. The Company is generally not able to readily determine the implicit rate in its lease arrangements, and therefore, uses its incremental borrowing rate at lease commencement to determine the present value of lease payments. The incremental borrowing rate represents the Company’s estimate of the interest rate the Company would incur at lease commencement to borrow an amount similar to the lease payments on a collateralized basis over the term of a lease. Renewal and early termination options are not included in the measurement of the right-of-use asset and lease liability unless the Company is reasonably certain to exercise the option. Additionally, certain leases contain lease incentives, such as construction allowances from landlords. These incentives reduce the right-of-use asset related to the lease.

Certain of the Company’s leases contain rent escalations over the lease term. The Company recognizes expense for operating leases on a straight-line basis over the lease term. Certain of the Company’s lease agreements also contain variable lease payments for common area maintenance, utility, and taxes. The Company combines lease and non-lease components for all asset categories. Therefore, the lease payments used to measure the lease liability for these leases include fixed minimum

rentals along with non-lease component charges. The Company does not have significant residual value guarantees or restrictive covenants in its lease portfolio.

Operating lease assets and liabilities are included on the Company’s Consolidated Balance Sheet in Other non-current assets, Accrued and other current liabilities, and Other long-term liabilities.

Refer to Note 4. Leases, for further details.

Long-Lived Asset Impairments

Long-lived assets, including property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment loss is recognized to the extent the carrying amount of the underlying asset exceeds its fair value.

The Company recognized no impairment charges on its long-lived assets during the years ended December 31, 2025, 2024, and 2023.

Warrant Instruments

The Company evaluates its financial instruments, including its outstanding warrants, to determine if such instruments should be classified as liabilities or equity.

For outstanding warrants that meet the criteria for equity classification, the Company recognizes the warrants at fair value (or relative fair value if the warrants are issued in a bundled transaction with debt and/or equity offerings). The Company does not recognize subsequent changes in fair value for equity classified warrants after the issuance date.

For outstanding warrants that do not meet the criteria for equity classification, the Company recognizes the warrants as liabilities at fair value and adjusts the warrants to fair value at each reporting period. The warrant liabilities are subject to re-measurement at each balance sheet date until exercised or expired, and any change in fair value is recognized in the Company’s consolidated statements of operations.

Refer to Note 7. Warrant Liabilities and Note 9. Stockholders’ Equity for further details.

Revenue Recognition

Revenue is recognized when (or as) performance obligations are satisfied by transferring control of the promised products or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those products or services. The Company applies the following steps in determining the timing and amount of revenue to recognize: (1) identify the contract with the customer; (2) identify the performance obligation(s) in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract, if applicable; and (5) recognize revenue when (or as) the performance obligation is satisfied.

Revenue from the sale of homes is derived from the resale of homes on the open market. Home sales revenue is recognized at the time of the transaction closing when title to and possession of the property are transferred to the buyer. The amount of revenue recognized for each home sale is equal to the sale price of the home net of resale concessions and credits to the buyer.

Cost of Revenue

Cost of revenue includes the initial purchase costs, renovation costs, holding costs and interest incurred during the renovation period, prior to the listing date and real estate inventory valuation adjustments, if any. These costs are accumulated in real estate inventory up until the home is ready for resale, and then charged to cost of revenue under the specific identification method when the property is sold.

Sales, Marketing and Operating

Sales, marketing and operating expenses consist of real estate agent commissions, advertising, and holding costs on homes incurred during the period that homes are listed for sale, which includes utilities, taxes, maintenance, and other costs. Sales, marketing and operating expense also includes headcount expenses in support of sales, marketing, and real estate inventory operations such as salaries, benefits, and stock-based compensation. Sales, marketing and operating expenses are charged to operations as incurred. The Company incurred advertising expenses of $7.2 million, $12.1 million, and $30.9 million during the years ended December 31, 2025, 2024, and 2023, respectively.

Technology and Development

Technology and development expenses consist of headcount expenses, including salaries, benefits and stock-based compensation expense for employees and contractors engaged in the design, development, and testing of website applications, mobile applications, and software development. Technology and development expenses are charged to operations as incurred.

Stock-Based Compensation

Stock-based compensation awards consist of restricted stock units, other stock or cash based awards, stock options, and performance-based restricted stock units. The Company measures and recognizes compensation expense for all stock-based compensation awards based on their estimated fair values on the grant date. The Company records compensation expense for all stock-based compensation awards on a straight-line basis over the requisite service period of the awards, which is generally the vesting period of the award. These amounts are reduced by forfeitures in the period the forfeitures occur.

Restricted Stock Units

The Company determines the fair value of restricted stock units based on the closing price of the Company’s Class A common stock on the grant date.

Other Cash or Stock-Based Awards

The Company determined the fair value of other cash or stock-based awards granted during the years ended December 31, 2024 and 2023, using a Monte Carlo simulation model that determines the probability of satisfying the market condition stipulated in the respective awards. The Monte Carlo simulation model incorporates various key assumptions, including expected stock price volatility, contractual term, risk-free interest rate, expected dividend yield and stock price on the grant date. The Company generally estimates expected stock price volatility based on its historical stock price volatility and/or the average historical volatility of similar publicly traded companies. The Company estimates the risk-free interest rate using the rate of return on U.S. treasury notes equal to the contractual term of the respective awards. The expected dividend yield assumption considers that the Company has not historically paid dividends and does not expect to pay dividends in the foreseeable future.

Stock Options

The Company uses the Black-Scholes-Merton option pricing model to determine the fair value of stock option awards as of the grant date, with assumptions including expected term of the options, associated risk-free interest rate, expected volatility, and expected dividend yield.

Refer to Note 10. Stock-Based Awards, for further details.

Employee Benefit Plan

The Company offers a 401(k) plan which provides employees the opportunity to contribute a portion of their pre-tax or post-tax earnings, subject to certain restrictions as set forth in the Internal Revenue Code. The Company matched 100% of participant contributions, up to 2.5% of eligible compensation, through early 2024. During the years ended December 31, 2024 and 2023, the Company contributed $0.1 million and $1.0 million to the 401(k) plan, respectively.

Income Taxes

The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and deferred tax liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements. Under this method, the Company determines deferred tax assets and liabilities on the basis of the differences between the financial statement and tax bases of assets and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period when the new rate is enacted.

The Company records a valuation allowance to reduce deferred tax assets to the amount that it believes is more likely than not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, carryback potential if permitted under the tax laws, and results of recent operations. If the Company determines that it would be able to realize its deferred tax assets in the future in excess of their net recorded amount, the Company would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes.

The Company evaluates and accounts for uncertain tax positions using a two-step approach. Recognition (step one) occurs when the Company concludes that a tax position, based solely on its technical merits, is more likely than not to be sustained upon examination. Measurement (step two) determines the amount of benefit that is greater than 50% likely to be realized upon

ultimate settlement with a taxing authority that has full knowledge of all relevant information. Derecognition of a tax position that was previously recognized would occur when the Company subsequently determines that a tax position no longer meets the more likely than not threshold of being sustained.

Refer to Note 13. Income Taxes, for further details.

Consolidation of Variable Interest Entities

The Company is a variable interest holder in certain entities in which equity investors at risk do not have the characteristics of a controlling financial interest or where the entity does not have enough equity at risk to finance its activities without additional subordinated financial support from other parties; these entities are variable interest entities (“VIEs”). The Company’s variable interest arises from contractual, ownership or other monetary interest in the entity, which fluctuates based on the VIE’s economic performance. The Company consolidates a VIE if it is the primary beneficiary. The Company is the primary beneficiary if it has a controlling financial interest, which includes both the power to direct the activities that most significantly impact the economic performance of the VIE and a variable interest that obligates the Company to absorb losses or the right to receive benefits that potentially could be significant to the VIE. The Company assesses whether it is the primary beneficiary of a VIE on an ongoing basis. Refer to Note 11. Variable Interest Entities, for further details.

Fair Value Measurements

For measurements of assets and liabilities that are recognized or disclosed at fair value, the Company considers fair value to be an exit price representing the amount that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants. As such, fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or liability.

The Company determines its fair value measurements based on a fair value hierarchy which prioritizes valuation inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of three levels:

Level 1—Quoted prices in active markets for identical assets or liabilities.

Level 2—Assets or liabilities valued based on observable market data for similar instruments, such as quoted prices for similar assets or liabilities.

Level 3—Unobservable inputs that are supported by little or no market activity; instruments valued based on the best available data, some of which is internally developed, and considers risk premiums that a market participant would require.

Refer to Note 8. Fair Value Measurements, for further details.

New Accounting Standards

Recently Adopted Accounting Standards

Income Tax Disclosures

In December 2023, the FASB issued a new standard which is intended to improve an entity’s income tax disclosures, primarily through disaggregated information about an entity’s effective income tax rate reconciliation and additional disclosures about income taxes paid. The Company adopted this new standard in this Annual Report on Form 10-K for the fiscal year ended December 31, 2025, using a retrospective approach. Refer to Note 13. Income Taxes, for further details.

New Accounting Standards Not Yet Adopted

Disaggregation of Income Statement Expenses

In November 2024, the FASB issued a new standard which is intended to improve an entity’s expense disclosures, primarily by requiring disclosure of disaggregated information about certain income statement expense line items. The new standard is effective for annual periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. Accordingly, the new standard is effective for the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2027, and subsequent interim periods, using either a prospective or retrospective approach. The Company is currently evaluating the impact that the standard will have on its consolidated financial statements.

Interim Reporting

In December 2025, the FASB issued a new standard which is intended to provide clarity on an entity’s interim reporting disclosure requirements. The new standard is effective for interim reporting periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. Accordingly, the new standard is effective for the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2028, using either a prospective or retrospective approach. The Company is currently evaluating the impact that the standard will have on its consolidated financial statements.

v3.25.4
Real Estate Inventory
12 Months Ended
Dec. 31, 2025
Inventory, Real Estate [Abstract]  
Real Estate Inventory

Note 2. Real Estate Inventory

The components of real estate inventory, net of applicable lower of cost or net realizable value adjustments, consist of the following as of December 31:

($ in thousands)

 

2025

 

 

2024

 

Homes preparing for and under renovation

 

$

11,335

 

 

$

38,479

 

Homes listed for sale

 

 

62,557

 

 

 

135,937

 

Homes under contract to sell

 

 

19,901

 

 

 

39,758

 

Real estate inventory

 

$

93,793

 

 

$

214,174

 

v3.25.4
Property and Equipment
12 Months Ended
Dec. 31, 2025
Property, Plant and Equipment [Abstract]  
Property and Equipment

Note 3. Property and Equipment

Property and equipment consist of the following as of December 31:

($ in thousands)

 

2025

 

 

2024

 

Leasehold improvements

 

$

5,963

 

 

$

1,055

 

Rooftop solar panel systems

 

 

4,935

 

 

 

4,958

 

Properties held for use (1)

 

 

4,389

 

 

 

 

Office equipment and furniture

 

 

1,284

 

 

 

687

 

Land

 

 

1,239

 

 

 

 

Software systems

 

 

386

 

 

 

386

 

Computers and equipment

 

 

224

 

 

 

242

 

Construction in progress

 

 

 

 

 

5,440

 

Property and equipment, gross

 

 

18,420

 

 

 

12,768

 

Less: accumulated depreciation

 

 

(3,747

)

 

 

(3,641

)

Property and equipment, net

 

$

14,673

 

 

$

9,127

 

(1) Properties held for use consists of properties that were transferred from real estate inventory during the year ended December 31, 2025 following the Company’s decision to no longer list such properties for sale.

Depreciation expense was $1.0 million, $0.6 million, and $0.7 million during the years ended December 31, 2025, 2024, and 2023, respectively.

v3.25.4
Leases
12 Months Ended
Dec. 31, 2025
Leases [Abstract]  
Leases

Note 4. Leases

The Company’s operating lease arrangements consist of its corporate headquarters in Tempe, Arizona and field office facilities in certain metropolitan markets in which the Company operates in the United States. These leases typically have original lease terms of 1 year to 10 years, and some leases contain multi-year renewal options. The Company does not have any finance lease arrangements.

The Company’s operating lease costs are included in operating expenses in the consolidated statements of operations. During the years ended December 31, 2025, 2024, and 2023, operating lease costs were $2.2 million, $3.4 million, and $2.3 million, respectively. Variable and short-term lease costs were less than $0.1 million during each of the years ending December 31, 2025, 2024, and 2023.

Supplemental information related to leases was as follows:

 

 

Year Ended December 31,

 

($ in thousands)

 

2025

 

 

2024

 

 

2023

 

Cash payments for amounts included in the measurement of operating lease liabilities

 

$

2,767

 

 

$

2,266

 

 

$

2,461

 

Right-of-use assets obtained in exchange for new or acquired operating lease liabilities

 

$

-

 

 

$

7,923

 

 

$

-

 

Tenant incentive allowances

 

$

763

 

 

$

5,151

 

 

$

-

 

 

 

 

Year Ended December 31,

 

 

 

2025

 

 

2024

 

Weighted-average remaining lease term (in years)

 

 

9.3

 

 

 

9.7

 

Weighted-average discount rate

 

 

7.5

%

 

 

7.4

%

The Company’s operating lease liability maturities as of December 31, 2025 are as follows:

($ in thousands)

 

 

 

2026

 

$

2,089

 

2027

 

 

1,949

 

2028

 

 

1,922

 

2029

 

 

1,974

 

2030

 

 

2,029

 

Thereafter

 

 

9,834

 

Total future lease payments

 

 

19,797

 

Less: Imputed interest

 

 

(5,592

)

Total lease liabilities

 

$

14,205

 

The Company’s operating lease right-of-use assets and operating lease liabilities, and the associated financial statement line items, are as follows as of December 31:

($ in thousands)

 

Financial Statement Line Items

 

2025

 

 

2024

 

Right-of-use assets

 

Other non-current assets

 

$

7,408

 

 

$

8,580

 

Lease liabilities:

 

 

 

 

 

 

 

 

Current liabilities

 

Accrued and other current liabilities

 

$

1,105

 

 

$

963

 

Non-current liabilities

 

Other long-term liabilities

 

 

13,100

 

 

 

14,204

 

Total lease liabilities

 

 

 

$

14,205

 

 

$

15,167

 

v3.25.4
Accrued and Other Liabilities
12 Months Ended
Dec. 31, 2025
Accrued Liabilities and Other Liabilities [Abstract]  
Accrued and Other Liabilities

Note 5. Accrued and Other Liabilities

Accrued and other current liabilities consist of the following as of December 31:

($ in thousands)

 

2025

 

 

2024

 

Home renovation

 

$

2,328

 

 

$

3,684

 

Payroll and other employee related expenses

 

 

1,777

 

 

 

1,895

 

Operating lease liabilities

 

 

1,105

 

 

 

963

 

Interest

 

 

613

 

 

 

1,293

 

Legal and professional obligations

 

 

591

 

 

 

344

 

Marketing

 

 

257

 

 

 

757

 

Other

 

 

2,027

 

 

 

2,868

 

Accrued and other current liabilities

 

$

8,698

 

 

$

11,804

 

Other long-term liabilities consist of the non-current portion of operating lease liabilities as of December 31, 2025 and 2024.

v3.25.4
Credit Facilities and Other Debt
12 Months Ended
Dec. 31, 2025
Debt Disclosure [Abstract]  
Credit Facilities and Other Debt

Note 6. Credit Facilities and Other Debt

The carrying value of the Company’s credit facilities and other debt consists of the following as of December 31:

($ in thousands)

2025

 

 

2024

 

Senior secured credit facilities with financial institutions

$

57,957

 

 

$

166,914

 

Senior secured credit facilities with a related party

 

628

 

 

 

18,329

 

Senior secured debt - other

 

17,689

 

 

 

21,433

 

Mezzanine secured credit facilities with financial institutions

 

 

 

 

7,707

 

Mezzanine secured credit facilities with a related party

 

2,006

 

 

 

23,532

 

Revolving credit facility

 

15,000

 

 

 

 

Debt financing costs

 

(554

)

 

 

(676

)

Total credit facilities and other debt, net

$

92,726

 

 

$

237,239

 

The following details the classification of the Company’s credit facilities and other debt as of December 31:

($ in thousands)

2025

 

 

2024

 

Total credit facilities and other debt with financial institutions, net, current

$

75,494

 

 

$

195,378

 

Total credit facilities with a related party, net, current

 

2,582

 

 

 

41,861

 

Total credit facilities and other debt, net, current

 

78,076

 

 

 

237,239

 

Revolving credit facility, net, non-current

 

14,650

 

 

 

 

Total credit facilities and other debt, net

$

92,726

 

 

$

237,239

 

The Company utilizes financing facilities consisting of senior secured credit facilities, mezzanine secured credit facilities and other senior secured borrowing arrangements to provide financing for the Company’s real estate inventory purchases and renovation. Borrowings under the Company’s senior and mezzanine secured credit facilities and other debt are classified as current liabilities on the accompanying consolidated balance sheets as amounts drawn to purchase and renovate homes are required to be repaid as the related real estate inventory is sold, which is expected to be within twelve months.

Under the Company’s senior and mezzanine secured credit facilities, amounts can be borrowed, repaid and borrowed again during the revolving period. Any borrowings above the committed amounts are subject to the applicable lender’s discretion. The borrowing capacity is generally expected to be available until the end of the applicable revolving period as reflected in the tables below, and the borrowing capacity availability period may be extended after the end of the revolving period, subject to the applicable lender’s discretion. Outstanding amounts drawn under the Company’s secured credit facilities are required to be repaid on the respective facility maturity date or earlier if accelerated due to an event of default or other mandatory repayment event.

The Company’s senior and mezzanine secured credit facilities have aggregated borrowing bases, which increase or decrease based on the cost and value of the properties financed under a given facility and the time that those properties are in the Company’s possession. When the Company resells a home, the proceeds are used to reduce the corresponding outstanding balance under the related senior and mezzanine secured credit facilities. The borrowing base for a given facility may be reduced as properties age beyond certain thresholds or the performance of the properties financed under that facility declines, and any borrowing base deficiencies may be satisfied through contributions of additional properties or partial repayment of the facility.

Senior Secured Credit Facilities

The following summarizes certain details related to the Company’s senior secured credit facilities (in thousands, except interest rates):

 

Borrowing Capacity

 

 

Outstanding

 

 

Weighted-
Average
Interest

 

 

End of
Revolving /
Withdrawal

 

Final
Maturity

As of December 31, 2025

Committed

 

 

Uncommitted

 

 

Total

 

 

Amount

 

 

Rate

 

 

Period

 

Date

Senior financial institution 1

$

25,000

 

 

$

175,000

 

 

$

200,000

 

 

$

19,173

 

 

 

7.07

%

 

December 2025

 

June 2026

Senior financial institution 2

 

 

 

 

200,000

 

 

 

200,000

 

 

 

 

 

 

 

 

January 2026

 

July 2026

Senior financial institution 3

 

 

 

 

150,000

 

 

 

150,000

 

 

 

 

 

 

7.58

%

 

January 2026

 

April 2026

Related party facility 1

 

25,539

 

 

 

24,461

 

 

 

50,000

 

 

 

 

 

 

9.32

%

 

March 2025

 

February 2026

Related party facility 2

 

7,500

 

 

 

7,500

 

 

 

15,000

 

 

 

628

 

 

 

13.00

%

 

October 2026

 

April 2027

Senior financial institution 4

 

 

 

 

50,000

 

 

 

50,000

 

 

 

3,537

 

 

 

10.13

%

 

September 2026

 

March 2027

Senior financial institution 5

 

 

 

 

75,000

 

 

 

75,000

 

 

 

35,247

 

 

 

8.82

%

 

August 2027

 

August 2027

Senior secured credit facilities

$

58,039

 

 

$

681,961

 

 

$

740,000

 

 

$

58,585

 

 

 

 

 

 

 

 

 

 

Borrowing Capacity

 

 

Outstanding

 

 

Weighted-
Average
Interest

 

 

 

 

 

As of December 31, 2024

Committed

 

 

Uncommitted

 

 

Total

 

 

Amount

 

 

Rate

 

 

 

 

 

Senior financial institution 1

$

150,000

 

 

$

250,000

 

 

$

400,000

 

 

$

110,109

 

 

 

7.93

%

 

 

 

 

Senior financial institution 2

 

 

 

 

200,000

 

 

 

200,000

 

 

 

 

 

 

8.01

%

 

 

 

 

Senior financial institution 3

 

100,000

 

 

 

50,000

 

 

 

150,000

 

 

 

30,941

 

 

 

8.38

%

 

 

 

 

Related party

 

30,000

 

 

 

20,000

 

 

 

50,000

 

 

 

18,329

 

 

 

10.09

%

 

 

 

 

Senior financial institution 4

 

 

 

 

30,000

 

 

 

30,000

 

 

 

25,864

 

 

 

9.76

%

 

 

 

 

Senior secured credit facilities

$

280,000

 

 

$

550,000

 

 

$

830,000

 

 

$

185,243

 

 

 

 

 

 

 

 

As of December 31, 2025, the Company had multiple senior secured credit facilities, including two with a related party. Borrowings under the senior secured credit facilities accrue interest at a rate based on a Secured Overnight Financing Rate (“SOFR”) reference rate, plus a margin which varies by facility. Each of the Company’s senior secured credit facilities also have interest rate floors. The Company may also pay fees on its senior secured credit facilities, including a commitment fee and fees on certain unused portions of the committed borrowing capacity under the respective credit agreements.

Borrowings under the Company’s senior secured credit facilities are collateralized by the real estate inventory financed by the senior secured credit facility. The lenders have legal recourse only to the assets securing the debt and do not have general recourse against the Company with limited exceptions. The Company has, however, provided limited non-recourse carve-out guarantees under its senior and mezzanine secured credit facilities for certain of the SPEs’ obligations. Each senior secured credit facility contains eligibility requirements that govern whether a property can be financed.

Mezzanine Secured Credit Facilities

The following summarizes certain details related to the Company’s mezzanine secured credit facilities (in thousands, except interest rates):

 

Borrowing Capacity

 

 

Outstanding

 

 

Weighted-
Average
Interest

 

 

End of
Revolving /
Withdrawal

 

Final
Maturity

As of December 31, 2025

Committed

 

 

Uncommitted

 

 

Total

 

 

Amount

 

 

Rate

 

 

Period

 

Date

Related party facility 1

$

 

 

$

35,000

 

 

$

35,000

 

 

$

2,006

 

 

 

13.00

%

 

June 2026

 

December 2026

Mezzanine financial institution 1

 

 

 

 

45,000

 

 

 

45,000

 

 

 

 

 

 

 

 

January 2026

 

July 2026

Mezzanine financial institution 2

 

 

 

 

40,000

 

 

 

40,000

 

 

 

 

 

 

11.58

%

 

January 2026

 

April 2026

Related party facility 2

 

6,811

 

 

 

15,189

 

 

 

22,000

 

 

 

 

 

 

13.00

%

 

March 2025

 

February 2026

Mezzanine secured credit facilities

$

6,811

 

 

$

135,189

 

 

$

142,000

 

 

$

2,006

 

 

 

 

 

 

 

 

 

 

 

Borrowing Capacity

 

 

Outstanding

 

 

Weighted-
Average
Interest

 

 

 

 

 

As of December 31, 2024

Committed

 

 

Uncommitted

 

 

Total

 

 

Amount

 

 

Rate

 

 

 

 

 

Related party facility 1

$

45,000

 

 

$

25,000

 

 

$

70,000

 

 

$

18,372

 

 

 

13.67

%

 

 

 

 

Mezzanine financial institution 1

 

 

 

 

45,000

 

 

 

45,000

 

 

 

 

 

 

13.86

%

 

 

 

 

Mezzanine financial institution 2

 

26,667

 

 

 

13,333

 

 

 

40,000

 

 

 

7,707

 

 

 

12.39

%

 

 

 

 

Related party facility 2

 

8,000

 

 

 

14,000

 

 

 

22,000

 

 

 

5,160

 

 

 

13.59

%

 

 

 

 

Mezzanine secured credit facilities

$

79,667

 

 

$

97,333

 

 

$

177,000

 

 

$

31,239

 

 

 

 

 

 

 

 

As of December 31, 2025, the Company had multiple mezzanine secured credit facilities, including two with a related party. Borrowings under the Company’s mezzanine secured credit facilities accrue interest at a rate based on a SOFR reference rate, plus a margin which varies by facility. Each of the Company’s mezzanine secured credit facilities also have interest rate floors. The Company may also pay fees on its mezzanine secured credit facilities, including a commitment fee and fees on certain unused portions of the committed borrowing capacity under the respective credit agreements.

Borrowings under the Company’s mezzanine secured credit facilities are collateralized by a second lien on the real estate inventory financed by the relevant credit facility. The lenders have legal recourse only to the assets securing the debt, and do not have general recourse against the Company with limited exceptions.

The Company’s mezzanine secured credit facilities are structurally and contractually subordinated to the related senior secured credit facilities.

Maturities

Certain of the Company’s secured credit facilities mature within the next twelve months following the date these consolidated financial statements are issued. The Company expects to enter into new financing arrangements or amend existing arrangements to meet its obligations as they come due, which the Company believes is probable based on its history of prior credit facility renewals. The Company believes its existing cash on hand, proceeds from the resale of homes, fees and commissions earned from its other real estate service solutions, and cash from future borrowings available under each of the Company’s existing credit facilities, or the entry into additional new debt financing arrangements or further issuance of equity securities, will be sufficient to meet its obligations as they become due in the ordinary course of business for at least twelve months following the date these consolidated financial statements are issued.

Covenants for Senior Secured Credit Facilities and Mezzanine Secured Credit Facilities

The Company’s secured credit facilities include customary representations and warranties, covenants and events of default. Financed properties are subject to customary eligibility criteria and concentration limits. The terms of these facilities and related financing documents require the Company to comply with a number of customary financial and other covenants, such as maintaining certain levels of liquidity, tangible net worth or leverage (ratio of debt to tangible net worth).

As of December 31, 2025, the Company was in compliance with all covenants and no event of default had occurred. At various points during the year ended December 31, 2025, the Company obtained temporary waivers of certain covenants under certain of its related party credit facilities, which resulted in the associated revolving/withdrawal periods for such facilities expiring.

Senior Secured Debt - Other

The Company has a borrowing arrangement with a financial institution to support purchases of real estate inventory. Borrowings under this arrangement accrue interest at a rate based on a SOFR reference rate, plus a margin. As of December 31, 2025 and 2024, the weighted-average interest rate under the Company’s other senior secured debt was 8.92% and 9.24%, respectively.

Revolving Credit Facility

In July 2025, the Company entered into a three-year, $15.0 million revolving credit facility with a lender to support its continued growth and long-term strategic initiatives. Borrowings under the revolving credit facility accrue interest at 8.50% per

annum and are secured by certain of the Company’s assets. As of December 31, 2025, the Company had $14.7 million in outstanding borrowings under the revolving credit facility, net of debt financing costs.

The revolving credit facility includes customary financial and other covenants, such as maintaining a minimum level of liquidity, and events of default. As of December 31, 2025, the Company was in compliance with all covenants and no event of default had occurred.

v3.25.4
Warrant Liabilities
12 Months Ended
Dec. 31, 2025
Other Liabilities Disclosure [Abstract]  
Warrant Liabilities

Note 7. Warrant Liabilities

As of December 31, 2025, the Company had outstanding warrant liabilities consisting of 16.2 million public warrants and 5.6 million private placement warrants, with every 15 warrants being exercisable to purchase one share of Class A common stock at an exercise price of $172.50 per share.

Public Warrants

A holder may exercise its public warrants only for a whole number of shares of Class A common stock. The public warrants will expire on September 1, 2026, or earlier upon redemption or liquidation. Pursuant to the terms of the warrant agreements, the Company may call the public warrants for redemption for cash or redeem the outstanding warrants for shares of Class A common stock under certain scenarios. The public warrants are traded on an over-the-counter market.

Private Placement Warrants

The private placement warrants have terms and provisions that are substantially identical to those of the public warrants, with the exception of certain redemption rights, options to exercise and registration rights when the private placement warrants are owned by specified holders.

Other Warrants

The foregoing discussion in this Note 7. Warrant Liabilities excludes the warrants that were issued and sold by the Company during July 2025, as these warrants are classified as equity securities. Refer to Note 9. Stockholders’ Equity, for further details.

v3.25.4
Fair Value Measurements
12 Months Ended
Dec. 31, 2025
Fair Value Disclosures [Abstract]  
Fair Value Measurements

Note 8. Fair Value Measurements

The fair values of cash and cash equivalents, restricted cash, accounts receivable, accounts payable, and certain prepaid and other current assets and accrued expenses approximate carrying values because of their short-term nature. The Company’s credit facilities are carried at amortized cost and the carrying value approximates fair value because of their short-term nature.

During July 2025, the Company issued and sold shares of its Class A common stock and warrants to purchase shares of its Class A common stock. As the warrants issued and sold in the transaction met the criteria for equity classification, the Company allocated the aggregate proceeds from this transaction based on the relative fair values of the Class A common stock and warrants issued and sold in the transaction. The Company determined the fair value of the Class A common stock on a nonrecurring basis using Level 1 inputs and the fair value of the warrants on a nonrecurring basis using Level 3 inputs. Refer to Note 9. Stockholders’ Equity, for further details.

The Company’s liabilities that are measured at fair value on a recurring basis consist of the following (in thousands):

As of December 31, 2025

 

Quoted Prices in
Active Markets for
Identical Liabilities
(Level 1)

 

 

Significant Other
Observable Inputs
(Level 2)

 

 

Significant
Unobservable Inputs
(Level 3)

 

Public warrant liabilities

 

$

226

 

 

$

 

 

$

 

Private placement warrant liabilities

 

$

 

 

$

 

 

$

135

 

 

As of December 31, 2024

 

Quoted Prices in
Active Markets for
Identical Liabilities
(Level 1)

 

 

Significant Other
Observable Inputs
(Level 2)

 

 

Significant
Unobservable Inputs
(Level 3)

 

Public warrant liabilities

 

$

128

 

 

$

 

 

$

 

Private placement warrant liabilities

 

$

 

 

$

 

 

$

103

 

 

Public Warrants

The public warrants are traded on an over-the-counter market. The fair value of the public warrants is estimated based on the quoted market price of such warrants on the valuation date. The Company recorded changes in the fair value of the public warrants of $(0.1) million and less than $0.1 million during the years ended December 31, 2025 and 2024, respectively. These changes are recorded in Change in fair value of warrant liabilities in the consolidated statements of operations.

Private Placement Warrants

The following summarizes the changes in the Company’s private placement warrant liabilities, which are measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the respective periods:

 

 

Year Ended December 31,

 

($ in thousands)

 

2025

 

 

2024

 

Beginning balance

 

$

103

 

 

$

166

 

Change in fair value of private placement warrants included in net loss

 

 

32

 

 

 

(63

)

Ending balance

 

$

135

 

 

$

103

 

The Company generally uses the Black-Scholes-Merton option-pricing model to determine the fair value of the private placement warrants, with assumptions including expected volatility, expected life of the warrants, associated risk-free interest rate, and expected dividend yield.

There were no transfers between Levels 1, 2, and 3 during the years ended December 31, 2025, 2024, and 2023.

v3.25.4
Stockholders' Equity
12 Months Ended
Dec. 31, 2025
Stockholders' Equity Note [Abstract]  
Stockholders' Equity

Note 9. Stockholders’ Equity

Authorized Capital Stock

The Company is authorized to issue 2,100,000,000 shares of capital stock, which consists of 2,000,000,000 shares of Class A common stock and 100,000,000 shares of preferred stock, both of which have a par value $0.0001 per share.

Class A Common Stock

Market Information

The Company’s Class A common stock trades on the New York Stock Exchange under the symbol “OPAD” and the Company’s public warrants trade on the OTC Markets Group Pink Market under the symbol “OPADW.”

July 2025 Offering

During July 2025, the Company issued and sold 2,857,143 shares (the “2025 Shares”) of its Class A common stock and warrants to purchase up to 1,428,571 shares (the“2025 Warrants”) of the Company’s Class A common stock for aggregate gross proceeds of $6.0 million, before deducting placement agent fees and other offering expenses (the “July 2025 Offering”). The 2025 Shares and 2025 Warrants were offered and sold on a combined basis for consideration equating to $2.10 for one share and half of one warrant.

The 2025 Warrants have an exercise price of $2.30 per share, became exercisable on January 26, 2026, and will expire on January 26, 2030. The 2025 Warrants contain standard adjustments to the exercise price, including for stock splits, stock dividends, rights offerings and pro rata distributions. The 2025 Warrants also include certain rights upon the occurrence of a “fundamental transaction” (as described in the 2025 Warrants), including the right of the holder thereof to receive from the Company or a successor entity the same type or form of consideration (and in the same proportion) that is being offered and paid to the holders of the Company’s Class A common stock in such fundamental transaction in the amount of the Black Scholes value (as described in the 2025 Warrants) of the unexercised portion of the warrant on the date of the consummation of such fundamental transaction. The 2025 Warrants also include cashless exercise rights to the extent there is not an effective registration statement registering the resale of the shares of Class A common stock underlying the 2025 Warrants.

Based on the terms and conditions included in the 2025 Warrant agreements, the 2025 Warrants meet the criteria for equity classification. Accordingly, the Company allocated the $6.0 million of aggregate gross proceeds from the July 2025 Offering based on the relative fair values of the Class A common stock and warrants issued and sold in the transaction. The Company determined the fair value of the Class A common stock based on the closing price of the Company’s Class A common stock on the transaction date. The Company used the Black-Scholes-Merton option pricing model to determine the fair value of the 2025 Warrants as of the transaction date. Based on the calculated relative fair values of the Class A common stock and 2025 Warrants, the Company allocated $4.4 million of the aggregate gross proceeds to the Class A common stock and $1.6 million

of the aggregate gross proceeds to the 2025 Warrants. The Company also allocated the $0.8 million of associated transaction costs between the Class A common stock and warrants in the same proportion as the proceeds.

Other Warrants

In addition to the 2025 Warrants described above, the Company has outstanding public and private warrants to purchase shares of Class A common stock that do not meet the criteria for equity classification and are recognized as liabilities. Refer to Note 7. Warrant Liabilities for further details.

Sale Agreement

During August 2025, the Company entered into an Open Market Sale AgreementSM (the “Sale Agreement”) with Jefferies LLC, under which the Company may offer and sell up to $100,000,000 of the Company’s Class A common stock from time to time in any manner deemed to be an “at the market” offering. The Company has no obligation to sell any shares under the Sale Agreement, but may do so from time to time.

During the year ended December 31, 2025, the Company sold 6,574,495 shares of the Company’s Class A common stock under the Sale Agreement for aggregate gross proceeds of $30.3 million, before commissions and other offering costs of $1.3 million. As of December 31, 2025, the Company had $69.7 million of remaining availability under the Sale Agreement.

2023 Pre-Funded Warrants

During January 2023, the Company sold and issued pre-funded warrants to purchase shares of the Company’s Class A common stock, resulting in gross proceeds of approximately $90.0 million. The pre-funded warrants became exercisable during March 2023. All of the pre-funded warrants were subsequently exercised during 2023, upon which, 10.7 million shares of the Company’s Class A common stock were issued.

Shares Outstanding

As of December 31, 2025, the Company had 37,210,647 shares of Class A common stock issued and outstanding.

January 2026 Registered Direct Offering

During January 2026, the Company entered into a securities purchase agreement with the purchasers named therein, providing for the issuance and sale by the Company of an aggregate of 10,000,000 shares (the “2026 Shares”) of the Company’s Class A common stock. The 2026 Shares were sold for a purchase price of $1.80 per share, for gross proceeds of $18.0 million, before deducting placement agent fees and other offering expenses.

Preferred Stock

As of December 31, 2025, there were no shares of preferred stock issued and outstanding.

The Company’s Board of Directors (the “Board”) has the authority without action by the stockholders, to designate and issue shares of preferred stock in one or more classes or series, and the number of shares constituting any such class or series, and to fix the voting powers, designations, preferences, limitations, restrictions and relative rights of each class or series of preferred stock, including, without limitation, dividend rights, conversion rights, redemption privileges and liquidation preferences, which rights may be greater than the rights of the holders of the common stock.

Dividends

The Company’s Class A common stock is entitled to dividends if and when any dividend is declared by the Board, subject to the rights of all classes of stock outstanding having priority rights to dividends. The Company has not paid any cash dividends on common stock to date. The Company may retain future earnings, if any, for the further development and expansion of the Company’s business and have no current plans to pay cash dividends for the foreseeable future. Any future determination to pay dividends will be made at the discretion of the Board and will depend on, among other things, the Company’s financial condition, results of operations, capital requirements, restrictions contained in future agreements and financing instruments, business prospects and such other factors as the Board may deem relevant.

v3.25.4
Stock-Based Awards
12 Months Ended
Dec. 31, 2025
Share-Based Payment Arrangement [Abstract]  
Stock-Based Awards

Note 10. Stock-Based Awards

Equity Incentive Plans

2016 Stock Plan

The Company currently has outstanding stock options under the OfferPad 2016 Stock Option and Grant Plan (the “2016 Plan”). Outstanding shares of the Company’s Class A common stock subject to awards granted under the 2016 Plan that expire

unexercised or are cancelled, terminated, or forfeited in any manner without issuance of shares thereunder, will not again become available for issuance under the 2016 Plan or other equity incentive plans. In connection with the adoption of the Offerpad Solutions Inc. 2021 Incentive Award Plan (the “2021 Plan”), no additional awards have been or will be granted under the 2016 Plan.

2021 Incentive Award Plan

The number of shares of the Company’s Class A common stock available for issuance under the 2021 Plan increases annually on the first day of each calendar year through January 1, 2031 in an amount that is equal to the lesser of (i) a number of shares such that the aggregate number of shares of Class A common stock available for grant under the 2021 Plan immediately following such increase shall be equal to 5% of the number of fully-diluted shares on the final day of the immediately preceding calendar year and (ii) such smaller number of shares of Class A common stock as is determined by the Company’s Board. Pursuant to the annual increase, the overall share limit was automatically increased on January 1, 2025 by 741,127 shares of the Company’s Class A common stock.

On June 17, 2025, the Board adopted an amendment to the 2021 Plan which increased the aggregate number of shares reserved for issuance under the 2021 Plan by 2,721,500 shares (the “Amendment”). The Amendment became effective on June 17, 2025, and was approved by the Company’s stockholders on July 30, 2025 at a special meeting of stockholders.

The overall share limit was further increased by 2,042,056 shares of Class A common stock on January 1, 2026, pursuant to the annual increase under the terms of the 2021 Plan, following which, there were 7,382,591 shares reserved for issuance under the 2021 Plan.

The 2021 Plan allows for the issuance of incentive and non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units (“RSUs”), dividend equivalents and other stock or cash-based awards. As of December 31, 2025, the Company has outstanding stock options, RSUs and other stock or cash-based awards under the 2021 Plan.

Employee Stock Purchase Plan

The number of shares of the Company’s Class A common stock available for issuance under the 2021 Employee Stock Purchase Plan (“ESPP”) increases annually on the first day of each calendar year through January 1, 2031 in an amount that is equal to the lesser of (a) a number of shares such that the aggregate number of shares of Class A common stock available for grant under the ESPP immediately following such increase shall be equal to 1% of the number of fully-diluted shares on the final day of the immediately preceding calendar year and (b) such smaller number of shares of Class A common stock as determined by the Company’s Board; provided that, no more than 3,333,333 shares of Class A common stock may be issued under the ESPP.

Pursuant to the annual increase under the terms of the ESPP, the overall share limit was increased by 135,798 shares of Class A common stock on January 1, 2026. Following this increase, there were 419,674 shares reserved for issuance under the ESPP and no shares have been issued since the inception of the ESPP.

Restricted Stock Units

During the years ended December 31, 2025, 2024, and 2023, the Company granted RSUs with service vesting conditions to employees and non-employee members of the Board. The vesting period for RSUs granted to employees is generally three years, subject to continued employment, and the vesting period for RSUs granted to non-employee members of the Company’s Board generally ranges from three months to three years, subject to continued service on the Board.

The following summarizes RSU award activity during the years ended December 31, 2025, 2024, and 2023:

 

Number of
RSUs
(in thousands)

 

 

Weighted Average
Grant Date
Fair Value

 

Outstanding as of December 31, 2022

 

131

 

 

$

70.92

 

Granted

 

321

 

 

 

11.65

 

Vested and settled

 

(33

)

 

 

76.71

 

Forfeited

 

(169

)

 

 

18.16

 

Outstanding as of December 31, 2023

 

250

 

 

 

29.77

 

Granted

 

948

 

 

 

5.13

 

Vested and settled

 

(149

)

 

 

23.96

 

Forfeited

 

(151

)

 

 

9.67

 

Outstanding as of December 31, 2024

 

898

 

 

 

8.11

 

Granted

 

4,563

 

 

 

1.36

 

Vested and settled

 

(460

)

 

 

6.85

 

Forfeited

 

(244

)

 

 

4.09

 

Outstanding as of December 31, 2025

 

4,757

 

 

 

1.96

 

As of December 31, 2025, 0.3 million RSUs have vested, but have not yet been settled in shares of the Company’s Class A common stock, pursuant to elections made by certain non-employee members of the Company’s Board to defer settlement thereof under the Offerpad Solutions Inc. Deferred Compensation Plan for Directors.

As of December 31, 2025, the Company had $5.7 million of unrecognized stock-based compensation expense related to unvested RSUs. This expense is expected to be recognized over a weighted average period of 2.23 years. The fair value of RSUs that vested and settled during the years ended December 31, 2025, 2024, and 2023 was $2.4 million, $3.0 million, and $2.7 million, respectively.

Other Cash or Stock-Based Awards

The Company did not grant any other cash or stock-based awards during the year ended December 31, 2025.

During the year ended December 31, 2024, the Company granted long-term incentive awards, which include both a service vesting condition and a performance vesting condition that is associated with the share price of the Company’s Class A common stock (“LTI Award”). The Company also amended certain terms and conditions associated with the LTI Awards granted in 2023. The LTI Awards will become earned during a three-year performance period based on the appreciation in the price of the Company’s Class A common stock over pre-determined price per share goals set forth in the LTI Award agreements. The portion of the LTI Award that will become earned will be determined based on the average share price over the 60 consecutive calendar-day period ending on (and including) the end of the performance period, the total number of shares of the Company’s Class A common stock outstanding as of the last day of the performance period and the participant sharing rates as set forth in the LTI Award agreements. To the extent that an LTI Award is earned during the performance period, half of the earned LTI Award will vest at the end of the three-year performance period, and the remaining half of the earned LTI Award will vest one year after the end of the performance period, in each case, subject to the employee’s continued service through the applicable vesting date. If the LTI Award does not become earned as of the last day of the performance period, each LTI Award automatically will be forfeited and terminated without consideration.

The Company determined the fair value of the LTI awards using a Monte Carlo simulation model that determines the probability of satisfying the market condition stipulated in the award. The assumptions used in the Monte Carlo simulation model to determine the fair value of the LTI Awards granted or modified during the years ended December 31, 2024 and 2023, are as follows:

 

 

 

2024

 

2023

Risk-free interest rate

 

4.36%

 

4.12%

Expected stock price volatility

 

95.0%

 

95.0%

Expected dividend yield

 

0.0%

 

0.0%

Fair value on grant date

 

$5.08

 

$7.81

The LTI Awards, to the extent vested, can be settled in cash or shares of Company Class A common stock (as determined by the Compensation Committee of the Board in its discretion). As of December 31, 2025, the Company has the intent and ability to settle the LTI Awards in shares of the Company’s Class A common stock.

As of December 31, 2025, the Company had $1.4 million of unrecognized stock-based compensation expense related to unvested LTI Awards. This expense is expected to be recognized over a weighted average period of 1.95 years.

Stock Options

The Company did not grant any stock options during the years ended December 31, 2025, 2024 and 2023. Stock option awards granted to employees in prior years have a service vesting condition that is generally four years. The following summarizes stock option activity during the years ended December 31, 2025, 2024, and 2023:

 

 

Number of
Shares
 
(in thousands)

 

 

Weighted-
Average
Exercise Price
Per Share

 

 

Weighted-Average
Remaining
Contractual
Term
(in years)

 

 

Aggregate
Intrinsic
Value
(in thousands)

 

Outstanding as of December 31, 2022

 

 

1,182

 

 

$

12.47

 

 

 

5.82

 

 

$

953

 

Granted

 

 

 

 

 

 

 

 

 

 

 

 

Exercised

 

 

(14

)

 

 

3.72

 

 

 

 

 

 

 

Forfeited, canceled or expired

 

 

(90

)

 

 

19.06

 

 

 

 

 

 

 

Outstanding as of December 31, 2023

 

 

1,078

 

 

 

12.04

 

 

 

4.26

 

 

 

1,686

 

Granted

 

 

 

 

 

 

 

 

 

 

 

 

Exercised

 

 

(11

)

 

 

2.95

 

 

 

 

 

 

 

Forfeited, canceled or expired

 

 

(223

)

 

 

15.31

 

 

 

 

 

 

 

Outstanding as of December 31, 2024

 

 

844

 

 

 

11.30

 

 

 

3.16

 

 

 

 

Granted

 

 

 

 

 

 

 

 

 

 

 

 

Exercised

 

 

(57

)

 

 

2.95

 

 

 

 

 

 

 

Forfeited, canceled or expired

 

 

(146

)

 

 

14.59

 

 

 

 

 

 

 

Outstanding as of December 31, 2025

 

 

641

 

 

 

11.30

 

 

 

1.61

 

 

 

 

Exercisable as of December 31, 2025

 

 

638

 

 

 

11.23

 

 

 

1.59

 

 

 

 

Vested and expected to vest as of December 31, 2025

 

 

641

 

 

 

11.30

 

 

 

1.61

 

 

 

 

The total intrinsic value of stock options exercised was $0.1 million or less during each of the years ended December 31, 2025, 2024, and 2023.

As of December 31, 2025, the Company had less than $0.1 million of unrecognized stock-based compensation expense related to unvested stock options. This expense is expected to be recognized over a weighted average period of 0.24 years. The fair value of stock options that vested during the years ended December 31, 2025, 2024, and 2023 was $0.7 million, $0.7 million, and $1.8 million, respectively.

Performance-Based Restricted Stock Units

The Company did not grant performance-based restricted stock units (“PSUs”) during the years ended December 31, 2025, 2024 and 2023.

During the year ended December 31, 2022, the Company granted PSUs which included both a service vesting condition and a performance vesting condition that was associated with the share price of the Company’s Class A common stock. The

performance period ended during the first quarter of 2025, with none of the pre-determined price per share goals being achieved. Accordingly, the PSUs were automatically forfeited and terminated without consideration.

 

The following summarizes PSU award activity during the years ended December 31, 2025, 2024, and 2023:

 

Number of
PSUs
(in thousands)

 

 

Weighted Average
Grant Date
Fair Value

 

Outstanding as of December 31, 2022

 

129

 

 

$

70.81

 

Granted

 

 

 

 

 

Vested

 

 

 

 

 

Forfeited

 

(10

)

 

 

70.81

 

Outstanding as of December 31, 2023

 

119

 

 

 

70.81

 

Granted

 

 

 

 

 

Vested

 

 

 

 

 

Forfeited

 

(9

)

 

 

70.81

 

Outstanding as of December 31, 2024

 

110

 

 

 

70.81

 

Granted

 

 

 

 

 

Vested

 

 

 

 

 

Forfeited

 

(110

)

 

 

70.81

 

Outstanding as of December 31, 2025

 

 

 

 

 

Stock-based Compensation Expense

The following details stock-based compensation expense during each of the respective periods:

 

 

Year Ended December 31,

 

($ in thousands)

 

2025

 

 

2024

 

 

2023

 

Sales, marketing and operating

 

$

307

 

 

$

2,139

 

 

$

1,964

 

General and administrative

 

 

2,301

 

 

 

5,463

 

 

 

5,562

 

Technology and development

 

 

220

 

 

 

478

 

 

 

389

 

Stock-based compensation expense

 

$

2,828

 

 

$

8,080

 

 

$

7,915

 

 

v3.25.4
Variable Interest Entities
12 Months Ended
Dec. 31, 2025
Variable Interest Entities [Abstract]  
Variable Interest Entities

Note 11. Variable Interest Entities

The Company formed certain special purpose entities (each, an “SPE”) to purchase and sell residential properties. Each SPE is a wholly-owned subsidiary of the Company and a separate legal entity, and neither the assets nor credit of any such SPE are available to satisfy the debts and other obligations of any affiliate or other entity. The credit facilities are secured by the assets and equity of one or more SPEs. These SPEs are variable interest entities, and the Company is the primary beneficiary as it has the power to control the activities that most significantly impact the SPEs’ economic performance and the obligation to absorb losses of the SPEs or the right to receive benefits from the SPEs that could potentially be significant to the SPEs. The SPEs are consolidated within the Company’s consolidated financial statements.

The following summarizes the assets and liabilities related to the VIEs as of December 31:

($ in thousands)

 

2025

 

 

2024

 

Assets

 

 

 

 

 

 

Restricted cash

 

$

1,302

 

 

$

30,608

 

Accounts receivable

 

 

303

 

 

 

 

Real estate inventory

 

 

93,793

 

 

 

214,174

 

Prepaid expenses and other current assets

 

 

169

 

 

 

345

 

Property and equipment, net

 

 

5,611

 

 

 

 

Total assets

 

$

101,178

 

 

$

245,127

 

Liabilities

 

 

 

 

 

 

Accounts payable

 

$

398

 

 

$

591

 

Accrued and other current liabilities

 

 

526

 

 

 

1,326

 

Secured credit facilities and other debt, net

 

 

78,076

 

 

 

237,273

 

Total liabilities

 

$

79,000

 

 

$

239,190

 

v3.25.4
Earnings Per Share
12 Months Ended
Dec. 31, 2025
Earnings Per Share [Abstract]  
Earnings Per Share

Note 12. Earnings Per Share

Basic earnings per share is calculated based on the weighted average number of common shares outstanding during the period. Diluted earnings per share is calculated based on the weighted average number of common shares plus the incremental effect of dilutive potential common shares outstanding during the period. In periods when losses are reported, the weighted average number of common shares outstanding excludes common stock equivalents, because their inclusion would be anti-dilutive.

The components of basic and diluted earnings per share are as follows:

 

 

Year Ended December 31,

 

(in thousands, except per share data)

 

2025

 

 

2024

 

 

2023

 

Numerator:

 

 

 

 

 

 

 

 

 

Net loss

 

$

(46,384

)

 

$

(62,159

)

 

$

(117,218

)

Denominator:

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding, basic

 

 

30,987

 

 

 

27,410

 

 

 

26,385

 

Dilutive effect of stock options (1)

 

 

 

 

 

 

 

 

 

Dilutive effect of restricted stock units (1)

 

 

 

 

 

 

 

 

 

Dilutive effect of 2025 Warrants (1)

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding, diluted

 

 

30,987

 

 

 

27,410

 

 

 

26,385

 

Net loss per share, basic

 

$

(1.50

)

 

$

(2.27

)

 

$

(4.44

)

Net loss per share, diluted

 

$

(1.50

)

 

$

(2.27

)

 

$

(4.44

)

Anti-dilutive securities excluded from diluted loss per share:

 

 

 

 

 

 

 

 

 

Anti-dilutive stock options (1)

 

 

736

 

 

 

869

 

 

 

816

 

Anti-dilutive restricted stock units (1)

 

 

1,401

 

 

 

183

 

 

 

147

 

Anti-dilutive 2025 Warrants (1)

 

 

1,429

 

 

 

 

 

 

 

Anti-dilutive warrants

 

 

1,452

 

 

 

1,452

 

 

 

1,452

 

Anti-dilutive performance-based restricted stock units

 

 

18

 

 

 

116

 

 

 

123

 

(1) Due to the net loss during each of the years ended December 31, 2025, 2024, and 2023, no dilutive securities were included in the calculation of diluted loss per share because they would have been anti-dilutive.

v3.25.4
Income Taxes
12 Months Ended
Dec. 31, 2025
Income Tax Disclosure [Abstract]  
Income Taxes

Note 13. Income Taxes

The Company is subject to federal and state income taxes in the United States.

Loss before income taxes was $(45.9) million, $(62.1) million and $(117.1) million during the years ended December 31, 2025, 2024, and 2023, respectively.

Income tax expense consisted of the following for the respective periods:

 

Year Ended December 31,

 

($ in thousands)

 

2025

 

 

2024

 

 

2023

 

Current:

 

 

 

 

 

 

 

 

 

Federal

 

$

 

 

$

 

 

$

 

State

 

 

441

 

 

 

31

 

 

 

163

 

Total current

 

 

441

 

 

 

31

 

 

 

163

 

Deferred:

 

 

 

 

 

 

 

 

 

Federal

 

 

 

 

 

 

 

 

 

State

 

 

 

 

 

 

 

 

 

Total deferred

 

 

 

 

 

 

 

 

 

Income tax expense

 

$

441

 

 

$

31

 

 

$

163

 

The provision for income taxes differs from the tax computed using the statutory U.S. federal income tax rate as a result of the following items for the respective periods:

 

Year Ended December 31,

 

(In thousands, except percentages)

 

2025

 

 

2024

 

 

2023

 

Benefit at federal statutory income tax rate

 

$

(9,648

)

 

 

21.0

%

 

$

(13,047

)

 

 

21.0

%

 

$

(24,582

)

 

 

21.0

%

State taxes (1)

 

 

441

 

 

 

(1.0

)%

 

 

31

 

 

 

(0.1

)%

 

 

163

 

 

 

(0.1

)%

Changes in valuation allowances

 

 

6,197

 

 

 

(13.5

)%

 

 

12,557

 

 

 

(20.2

)%

 

 

24,064

 

 

 

(20.6

)%

Nontaxable or nondeductible items:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock-based compensation

 

 

2,652

 

 

 

(5.8

)%

 

 

119

 

 

 

(0.2

)%

 

 

59

 

 

 

(0.1

)%

Other

 

 

83

 

 

 

(0.2

)%

 

 

4

 

 

 

0.0

%

 

 

39

 

 

 

0.0

%

Other

 

 

716

 

 

 

(1.5

)%

 

 

367

 

 

 

(0.6

)%

 

 

420

 

 

 

(0.3

)%

Effective income tax rate

 

$

441

 

 

 

(1.0

)%

 

$

31

 

 

 

(0.1

)%

 

$

163

 

 

 

(0.1

)%

(1) State taxes in Texas comprise the majority of state and local taxes for each of the years presented.

Deferred tax assets and liabilities consist of the following as of December 31:

($ in thousands)

 

2025

 

 

2024

 

Deferred tax assets:

 

 

 

 

 

 

Federal net operating loss carryforwards

 

$

104,891

 

 

$

93,564

 

State net operating loss carryforwards

 

 

20,454

 

 

 

18,473

 

Operating lease liabilities

 

 

3,638

 

 

 

3,856

 

Research and development expenditures

 

 

2,686

 

 

 

4,839

 

Stock-based compensation

 

 

1,369

 

 

 

4,665

 

Transaction costs

 

 

1,348

 

 

 

1,464

 

Real estate inventory

 

 

397

 

 

 

732

 

Other

 

 

1,236

 

 

 

1,392

 

Gross deferred tax assets

 

 

136,019

 

 

 

128,985

 

Valuation allowance

 

 

(133,022

)

 

 

(125,887

)

Deferred tax assets, net of valuation allowance

 

 

2,997

 

 

 

3,098

 

Deferred tax liabilities:

 

 

 

 

 

 

Operating lease right-of-use assets

 

 

(1,897

)

 

 

(2,182

)

Property and equipment

 

 

(386

)

 

 

(469

)

Other

 

 

(714

)

 

 

(447

)

Gross deferred tax liabilities

 

 

(2,997

)

 

 

(3,098

)

Net deferred income taxes

 

$

 

 

$

 

As of December 31, 2025, the Company had federal net operating loss carryforwards of $492.3 million to offset future taxable income, of which $26.0 million, in the aggregate, expires in 2036 and 2037 if not utilized, with the remaining $466.3 million having no expiration. The Company also has U.S. state net operating loss carryforwards of $412.9 million, of which $238.4 million, in the aggregate, expires at various dates ranging from 2032 through 2045 if not utilized, with the remaining $174.5 million having no expiration.

The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. The Company considers the scheduled reversal of deferred tax liabilities (including the impact of available carryback and carryforward periods), projected future taxable income, and tax-planning strategies in making this assessment. As a result of historical cumulative losses, the Company has determined that, based on all available evidence, there was substantial uncertainty as to whether it will recover recorded net deferred taxes in future periods. Therefore, the Company recorded a full valuation allowance equal to the amount of the net deferred tax assets as of December 31, 2025 and 2024. The valuation allowance increased by $7.1 million, $14.9 million, and $29.0 million during the years ended December 31, 2025, 2024, and 2023, respectively.

The Internal Revenue Code (the “IRC”) contains provisions that limit the amount of net operating loss carryforwards that a company may use in a given year in the event of certain cumulative changes in ownership over a three-year period as described in Section 382 of the IRC. As a result of the Company’s registered direct offering in January 2026, the Company determined that an ownership change occurred as of January 13, 2026. Consequently, the Company’s ability to utilize its net operating loss carryforwards and tax credit carryforwards that existed as of January 13, 2026 is subject to annual limitations. To the extent that any single-year limitation is not utilized to the full amount of the limitation, such unused amounts are carried over to subsequent years until the earlier of utilization or the expiration of the relevant carryforward period.

Taxes Paid

Taxes paid, net of refunds received, were $0.4 million, $0.3 million and $0.4 million during the years ended December 31, 2025, 2024, and 2023, respectively. The Company’s tax payments are comprised of state and local tax payments, and principally include payments made to the state of Texas.

Uncertain Tax Positions

During the years ended December 31, 2025, 2024, and 2023, the Company had no uncertain tax positions.

Income Tax Audits

The Company files in U.S. federal and various state income tax jurisdictions. The Company is subject to U.S. federal and state income tax examinations by authorities for all tax years beginning in 2017 due to the accumulated net operating losses that are carried forward.

Tax Law Changes

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was signed into law. The OBBBA includes multiple tax law and other legislative changes, including modifications to income tax provisions such as domestic research and development expenses. The provisions of the OBBBA did not have a material impact on the Company’s effective tax rate for the year ended December 31, 2025.

v3.25.4
Related-Party Transactions
12 Months Ended
Dec. 31, 2025
Related Party Transactions [Abstract]  
Related Party Transactions

Note 14. Related-Party Transactions

LL Credit Facilities

As of December 31, 2025, the Company has two senior secured credit facilities and two mezzanine secured credit facilities with affiliates of LL Capital Partners I, L.P. (“LL Capital”), a related party. Roberto Sella, who is a member of the Board and holds more than 5% of the Company’s Class A common stock, is the managing partner of LL Funds, LLC.

The following summarizes certain details related to these facilities, which are further described in Note 6. Credit Facilities and Other Debt, as of December 31:

 

 

2025

 

 

2024

 

($ in thousands)

 

Borrowing
Capacity

 

 

Outstanding
Amount

 

 

Borrowing
Capacity

 

 

Outstanding
Amount

 

Senior secured credit facilities with a related party

 

$

65,000

 

 

$

628

 

 

$

50,000

 

 

$

18,329

 

Mezzanine secured credit facilities with a related party

 

$

57,000

 

 

$

2,006

 

 

$

92,000

 

 

$

23,532

 

Since October 2016, the Company has been party to a loan and security agreement (the “LL Funds Loan Agreement”), with LL Private Lending Fund, L.P. and LL Private Lending Fund II, L.P., both of which are affiliates of LL Capital. The LL Funds Loan Agreement is comprised of a senior secured credit facility and a mezzanine secured credit facility, under which the Company may borrow funds during the revolving/withdrawal period up to a maximum principal amount of $50.0 million and $22.0 million, respectively. The LL Funds Loan Agreement also provides the Company with the option to borrow above the fully committed borrowing capacity, subject to the lender’s discretion.

Since March 2020, the Company has also been party to a mezzanine loan and security agreement (the “LL Mezz Loan Agreement”), with LL Private Lending Fund II, L.P., which is an affiliate of LL Capital. Under the LL Mezz Loan Agreement, the Company may borrow funds during the revolving/withdrawal period up to a maximum principal amount of $35.0 million.

During October 2025, the Company entered into a new senior loan and security agreement (the “2025 LL Senior Loan Agreement”) with LL Private Lending Fund II, L.P. Under the 2025 LL Senior Loan Agreement, the Company may borrow funds during the revolving/withdrawal period up to a maximum principal amount of $15.0 million.

At various points during the year ended December 31, 2025, the Company obtained temporary waivers of certain covenants under certain of its related party credit facilities, which resulted in the associated revolving/withdrawal periods for such facilities expiring.

The Company paid interest for borrowings under the LL credit facilities of $4.3 million, $3.9 million, and $4.1 million during the years ended December 31, 2025, 2024, and 2023, respectively.

Use of First American Financial Corporation’s Services

First American Financial Corporation (“First American”), which holds more than 5% of the Company’s Class A common stock, through its subsidiaries is a provider of title insurance and settlement services for real estate transactions and a provider of property data services. Additionally, Kenneth DeGiorgio, who is a member of the Board, was the chief executive officer of First American through early April 2025. During 2025, the Company used First American’s services in the ordinary course of the Company’s home-buying and home-selling activities. The Company paid First American $2.4 million, $5.3 million, and $7.3 million during the years ended December 31, 2025, 2024, and 2023, respectively, for its services, inclusive of the fees for property data services.

Compensation of Immediate Family Members of Brian Bair

Offerpad has historically employed Brian Bair’s brothers, Mr. Vaughn Bair and Mr. Casey Bair, and Mr. Brian Bair’s sister-in-law, Ms. Katie Bullard. The following details the total compensation paid to the immediate family members of Brian Bair during the respective periods:

 

 

Year Ended December 31,

 

($ in thousands)

 

2025

 

 

2024

 

 

2023

 

Mr. Vaughn Bair (1)

 

$

534

 

 

$

473

 

 

$

680

 

Mr. Casey Bair (2)

 

 

269

 

 

 

445

 

 

 

640

 

Ms. Katie Bullard (1)

 

 

162

 

 

 

143

 

 

 

142

 

 

 

$

965

 

 

$

1,061

 

 

$

1,462

 

 

(1) Compensation for Mr. Vaughn Bair and Ms. Katie Bullard includes both base salary and annual performance-based cash incentives.

(2) This includes compensation paid to Mr. Casey Bair prior to his separation from service with the Company in August 2024, and severance payments in connection with his separation.

The following details the RSUs granted to Mr. Vaughn Bair, Mr. Casey Bair, and Ms. Katie Bullard during the respective periods:

 

 

Year Ended December 31,

 

 

 

2025

 

 

2024

 

Mr. Vaughn Bair

 

 

430,433

 

 

 

42,500

 

Mr. Casey Bair (1)

 

 

 

 

 

40,000

 

Ms. Katie Bullard

 

 

20,000

 

 

 

6,000

 

 

 

 

450,433

 

 

 

88,500

 

(1) Mr. Casey Bair’s 2024 RSU award was forfeited in connection with his separation from service in August 2024.

During the year ended December 31, 2023, Mr. Bair’s brothers and Mr. Bair’s sister-in-law received grants of LTI Awards. During the year ended December 31, 2024, the Company amended certain terms and conditions associated with such LTI Awards, including the performance period, price per share goals and sharing rates. Mr. Casey Bair forfeited his LTI Award in connection with his separation from service in August 2024.

Pre-Funded Warrants

During 2023, the Company entered into a pre-funded warrants subscription agreement with the investors named therein (the “Investors”) pursuant to which the Company sold and issued to the Investors pre-funded warrants to purchase shares of the Company’s Class A common stock. The Investors included Brian Bair, Roberto Sella, First American, and Kenneth DeGiorgio. Refer to Note 9. Stockholders’ Equity, for further details.

v3.25.4
Commitments and Contingencies
12 Months Ended
Dec. 31, 2025
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies

Note 15. Commitments and Contingencies

Homes Purchase Commitments

As of December 31, 2025, the Company was under contract to purchase 62 homes for an aggregate purchase price of $16.1 million.

Other Purchase Obligations

The Company’s other purchase obligations principally include commitments relating to insurance, information technology, administration services, and marketing. As of December 31, 2025, the Company had other purchase obligations of $3.6 million, with $3.1 million payable within twelve months.

Lease Commitments

The Company has entered into operating lease agreements for its corporate headquarters in Tempe, Arizona and field office facilities in certain metropolitan markets in which the Company operates in the United States. Refer to Note 4. Leases, for further details.

Legal and Other Matters

The Company is subject to various actions, claims, suits and other legal proceedings that arise in the ordinary course of business, including, without limitation, assertions by third parties relating to intellectual property infringement, breaches of

contract or warranties or employment-related matters. The Company records accruals for loss contingencies when it is probable that a loss will occur, and the amount of such loss can be reasonably estimated. The Company is not currently a party to any actions, claims, suits or other legal proceedings arising in the ordinary course of business, the outcome of which, if determined adversely to the Company, would individually or in the aggregate have a material adverse effect on the Company’s consolidated financial statements.

The following is a description of pending litigation that falls outside the scope of ordinary and routine litigation incidental to the Company’s business.

Class Action Alleging Breach of Fiduciary Duties

On August 26, 2024, a purported stockholder of Offerpad (the “Plaintiff”) filed a complaint against Alexander Klabin, Spencer Rascoff, Ken Fox, Jim Lanzone, Gregg Renfrew, Rajeev Singh, Robert Reid, Michael Clifton, Supernova Partners, LLC (the “Supernova Defendants”), Brian Bair, and Michael Burnett (the “Offerpad Defendants”). The case is captioned In re Supernova Partners Acquisition Co. SPAC Litigation, C.A. No. 2024-0887 (Del. Ch.) (the “Complaint”). The Complaint generally alleges that the Supernova Defendants breached their fiduciary duties, with the Offerpad Defendants aiding and abetting these breaches, in connection with the merger between OfferPad, Inc. and Supernova Partners Acquisition Company, Inc. on September 1, 2021. The Complaint seeks, among other things, monetary damages, disgorgement of any unjust enrichment, rescissory damages, pre-judgment and post-judgment interest, and reasonable attorneys’ fees and costs. On September 19, 2024, proceedings related to the Complaint were temporarily stayed. On February 24, 2025, the court dismissed the Offerpad Defendants and Supernova Partners, LLC from the Complaint without prejudice, which terminated the case as to the Offerpad Defendants. On June 30, 2025, Plaintiff filed a notice lifting the stay, which became effective immediately. In October 2025, the parties reached an agreement in principle to resolve the matter, which remains subject to court approval that is expected to occur during the second quarter of 2026. The Company’s accrual associated with this matter as of December 31, 2025 reflects the terms of the agreement in principle to resolve the matter. Notwithstanding such agreement, in regard to the remaining allegations against the remaining Supernova Defendants, because of the many questions of fact and law that may arise, the outcome of this legal proceeding remains uncertain at this point.

v3.25.4
Segment Reporting
12 Months Ended
Dec. 31, 2025
Segment Reporting [Abstract]  
Segment Reporting

Note 16. Segment Reporting

The Company operates in the U.S. residential real estate industry and its operating segments have been determined based on the method by which its Chief Executive Officer, who is the Company’s chief operating decision maker (“CODM”), evaluates performance and allocates resources. The Company has four operating segments, none of which have been aggregated, and two reportable segments. The following segment reporting presentation includes the Company’s Cash Offer and Renovate reportable segments and Other, which includes the Company’s two remaining operating segments, along with Offerpad corporate activities:

Cash Offer, in which customers can access the Company’s website or mobile application to receive a competitive cash offer for their home within 24 hours and quickly close without the major inconveniences associated with traditional real estate selling.
Renovate, in which the Company leverages its existing logistics, operations, technology and skill-sets to provide renovation services to other businesses, allowing other companies and homeowners to utilize the Company’s renovations team to update their portfolio of homes for rent or to sell.
Other, which includes:
o
Cash Offer Marketplace, including Direct+ partners, in which qualified cash offers are routed through a marketplace of third-party buyers, providing buyers with an opportunity to purchase homes from homeowners; and
o
Brokerage Services, in which sellers can select from different agent-led pathways to sell their home, including HomePro, which pairs experienced local agents with the Company’s platform, data and customer flow for guided, in-person solutions, and Agent Partnership Program, which provides an opportunity for third-party agents to present the Company’s cash offer as a potential solution for their customers.

During 2025, the Company revised its reportable segments due to changes in the composition of its operating segment financial results, following which, Renovate is a separate reportable segment. Accordingly, the Company has changed its presentation for all periods presented to reflect its revised segment reporting.

The Company’s CODM evaluates performance based on operating segment gross profit and uses this measure when making decisions about the allocation of operating resources to each segment, including through the annual budget and forecasting process, along with regular budget-to-actual variance analyses.

No individual customer accounted for more than 10% of the Company’s consolidated revenue during the years ended December 31, 2025, 2024, and 2023.

The following details segment financial information for the respective periods:

 

 

Year Ended December 31,

 

($ in thousands)

 

2025

 

 

2024

 

 

2023

 

Revenue:

 

 

 

 

 

 

 

 

 

Cash Offer

 

$

534,823

 

 

$

894,730

 

 

$

1,283,958

 

Renovate

 

 

27,107

 

 

 

18,127

 

 

 

12,195

 

Other

 

 

5,882

 

 

 

5,962

 

 

 

18,259

 

Total revenue

 

 

567,812

 

 

 

918,819

 

 

 

1,314,412

 

Cost of revenue:

 

 

 

 

 

 

 

 

 

Cash Offer (1)

 

 

503,535

 

 

 

830,607

 

 

 

1,225,073

 

Renovate

 

 

21,614

 

 

 

14,218

 

 

 

9,726

 

Other

 

 

620

 

 

 

1,799

 

 

 

9,432

 

Total cost of revenue

 

 

525,769

 

 

 

846,624

 

 

 

1,244,231

 

Gross profit:

 

 

 

 

 

 

 

 

 

Cash Offer

 

 

31,288

 

 

 

64,123

 

 

 

58,885

 

Renovate

 

 

5,493

 

 

 

3,909

 

 

 

2,469

 

Other

 

 

5,262

 

 

 

4,163

 

 

 

8,827

 

Total gross profit

 

 

42,043

 

 

 

72,195

 

 

 

70,181

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Sales, marketing and operating

 

 

45,835

 

 

 

73,091

 

 

 

116,558

 

General and administrative

 

 

26,192

 

 

 

40,621

 

 

 

50,091

 

Technology and development

 

 

3,405

 

 

 

4,524

 

 

 

7,945

 

Total operating expenses

 

 

75,432

 

 

 

118,236

 

 

 

174,594

 

Loss from operations

 

 

(33,389

)

 

 

(46,041

)

 

 

(104,413

)

Other income (expense):

 

 

 

 

 

 

 

 

 

Change in fair value of warrant liabilities

 

 

(130

)

 

 

240

 

 

 

68

 

Interest expense

 

 

(13,403

)

 

 

(18,684

)

 

 

(18,859

)

Other income, net

 

 

979

 

 

 

2,357

 

 

 

6,149

 

Total other expense

 

 

(12,554

)

 

 

(16,087

)

 

 

(12,642

)

Loss before income taxes

 

$

(45,943

)

 

$

(62,128

)

 

$

(117,055

)

(1) Includes real estate inventory valuation adjustments of $5.3 million, $4.5 million, and $8.9 million during the respective periods.

The Company’s CODM is not provided with, and does not review, segment assets when evaluating performance and allocating resources to its operating segments. Accordingly, segment asset information has not been provided.

v3.25.4
Subsequent Events
12 Months Ended
Dec. 31, 2025
Subsequent Events [Abstract]  
Subsequent Events

Note 17. Subsequent Events

The Company has determined that there have been no events that have occurred that would require recognition in the consolidated financial statements or additional disclosure herein, except as described elsewhere in the notes to the consolidated financial statements.

v3.25.4
Nature of Operations and Significant Accounting Policies (Policies)
12 Months Ended
Dec. 31, 2025
Accounting Policies [Abstract]  
Description of Business

Description of Business

Offerpad is real estate solutions company focused on giving homeowners more control, flexibility, and choice when buying and selling a home. Founded in 2015, the Company combines proprietary technology with local real estate expertise to simplify the home sale process and reduce friction across the transaction lifecycle, helping customers move forward with speed, transparency, and confidence. The Company provides cash offers, brokerage services, access to additional cash buyers through marketplace-enabled capabilities, and renovation services that support both internal transactions and third-party partners.

The Company is headquartered in Tempe, Arizona and operates in over 1,800 cities and towns in 26 metropolitan markets across 17 states as of December 31, 2025.

Basis of Presentation

Basis of Presentation

The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”).

Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Update (“ASU”) of the Financial Accounting Standards Board (“FASB”).

Use of Estimates

Use of Estimates

The preparation of the Company’s consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Significant estimates include those related to the net realizable value of real estate inventory, among others. Actual results could differ from those estimates.

Principles of Consolidation

Principles of Consolidation

The Company’s consolidated financial statements include the assets, liabilities, revenues and expenses of the Company, its wholly-owned operating subsidiaries and variable interest entities where the Company is the primary beneficiary. All intercompany accounts and transactions have been eliminated in consolidation.

Cash and Cash Equivalents

Cash and Cash Equivalents

Cash includes demand deposits with banks and financial institutions. Cash equivalents include only investments with original maturities to us of three months or less that are highly liquid and readily convertible to known amounts of cash.

Restricted Cash

Restricted Cash

Restricted cash primarily consists of cash received from the resale or refinancing of homes that is specifically designated to repay borrowings under one of the Company’s secured credit facilities or other secured debt and is typically released within a few days of the home sale or refinancing transaction.

Concentrations of Credit Risk

Concentrations of Credit Risk

Financial instruments that are potentially subject to concentrations of credit risk are primarily cash and cash equivalents. Cash and cash equivalents are placed with major financial institutions deemed to be of high-credit-quality in order to limit credit exposure. Cash is regularly maintained in excess of federally insured limits at the financial institutions. Management believes that the Company is not exposed to any significant credit risk related to cash deposits.

Accounts Receivable

Accounts Receivable

Accounts receivable principally consists of amounts due from title companies following the sale of a home, along with amounts due from customers of the Company’s other real estate service solutions. Accounts receivable is stated at the amount management expects to collect from outstanding balances. The substantial majority of the Company’s Cash Offer transactions are processed through escrow and therefore, collectability is reasonably assured. The Company reviews accounts receivable on a regular basis and estimates an amount of losses for uncollectible accounts based on its historical collections experience and write-offs, aging of the receivable, current trends and any other known conditions that may affect collectability.

Real Estate Inventory

Real Estate Inventory

Real estate inventory consists of acquired homes and is carried at the lower of cost or net realizable value, with cost and net realizable value determined by the specific identification of each home. Costs include initial purchase costs and renovation costs, as well as holding costs and interest incurred during the renovation period, prior to the listing date. Selling costs, including commissions and holding costs incurred after the listing date, are expensed as incurred and included in sales, marketing and operating expenses.

The Company reviews real estate inventory for valuation adjustments on a quarterly basis, or more frequently if events or changes in circumstances indicate that the carrying value of real estate inventory may not be recoverable. The Company evaluates real estate inventory for indicators that net realizable value is lower than cost at the individual home level. The Company generally considers multiple factors in determining net realizable value for each home, including recent comparable home sale transactions in the specific area where the home is located, the residential real estate market conditions in both the local market in which the home is located and in the U.S. in general, the impact of national, regional or local economic conditions and expected selling costs. When evidence exists that the net realizable value of real estate inventory is lower than its cost, the difference is recognized as a real estate inventory valuation adjustment in cost of revenue and the related real estate inventory is adjusted to its net realizable value.

For individual homes or portfolios of homes under contract to sell as of the real estate inventory valuation assessment date, if the carrying value exceeds the contract price less expected selling costs, the carrying value of these homes are adjusted to net realizable value, which is determined using the contract price less expected selling costs. For all other homes, if the carrying value exceeds the expected sale price less expected selling costs, the carrying value of these homes are adjusted to net realizable value, which is determined using the expected sale price less expected selling costs. Changes in the Company’s pricing assumptions may lead to a change in the outcome of the real estate inventory valuation analysis, and actual results may differ from the Company’s assumptions.

The Company recorded real estate inventory valuation adjustments of $5.3 million, $4.5 million, and $8.9 million during the years ended December 31, 2025, 2024, and 2023, respectively. Refer to Note 2. Real Estate Inventory, for further details.
Property and Equipment

Property and Equipment

Property and equipment is recorded at cost less accumulated depreciation, and is depreciated using the straight-line method over the estimated useful lives of the related assets, which are as follows:

Property and Equipment Category

 

Estimated Useful Life

Rooftop solar panel systems

 

Twenty years

Properties held for use

 

Twenty seven years and six months

Leasehold improvements

 

Lesser of estimated useful life or remaining lease term

Office equipment and furniture

 

Seven years

Computers and equipment

 

Five years

Software systems

 

Three to five years

Refer to Note 3. Property and Equipment, for further details.

Leases

Leases

The Company determines if an arrangement is or contains a lease at inception of the arrangement. For leases with terms greater than twelve months, the Company records the related operating or finance right-of-use asset and lease liability at the present value of the future lease payments over the lease term at the lease commencement date. The Company is generally not able to readily determine the implicit rate in its lease arrangements, and therefore, uses its incremental borrowing rate at lease commencement to determine the present value of lease payments. The incremental borrowing rate represents the Company’s estimate of the interest rate the Company would incur at lease commencement to borrow an amount similar to the lease payments on a collateralized basis over the term of a lease. Renewal and early termination options are not included in the measurement of the right-of-use asset and lease liability unless the Company is reasonably certain to exercise the option. Additionally, certain leases contain lease incentives, such as construction allowances from landlords. These incentives reduce the right-of-use asset related to the lease.

Certain of the Company’s leases contain rent escalations over the lease term. The Company recognizes expense for operating leases on a straight-line basis over the lease term. Certain of the Company’s lease agreements also contain variable lease payments for common area maintenance, utility, and taxes. The Company combines lease and non-lease components for all asset categories. Therefore, the lease payments used to measure the lease liability for these leases include fixed minimum

rentals along with non-lease component charges. The Company does not have significant residual value guarantees or restrictive covenants in its lease portfolio.

Operating lease assets and liabilities are included on the Company’s Consolidated Balance Sheet in Other non-current assets, Accrued and other current liabilities, and Other long-term liabilities.

Refer to Note 4. Leases, for further details.

Long-Lived Asset Impairments

Long-Lived Asset Impairments

Long-lived assets, including property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment loss is recognized to the extent the carrying amount of the underlying asset exceeds its fair value.

The Company recognized no impairment charges on its long-lived assets during the years ended December 31, 2025, 2024, and 2023.

Warrant Instruments

Warrant Instruments

The Company evaluates its financial instruments, including its outstanding warrants, to determine if such instruments should be classified as liabilities or equity.

For outstanding warrants that meet the criteria for equity classification, the Company recognizes the warrants at fair value (or relative fair value if the warrants are issued in a bundled transaction with debt and/or equity offerings). The Company does not recognize subsequent changes in fair value for equity classified warrants after the issuance date.

For outstanding warrants that do not meet the criteria for equity classification, the Company recognizes the warrants as liabilities at fair value and adjusts the warrants to fair value at each reporting period. The warrant liabilities are subject to re-measurement at each balance sheet date until exercised or expired, and any change in fair value is recognized in the Company’s consolidated statements of operations.

Refer to Note 7. Warrant Liabilities and Note 9. Stockholders’ Equity for further details.

Revenue Recognition

Revenue Recognition

Revenue is recognized when (or as) performance obligations are satisfied by transferring control of the promised products or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those products or services. The Company applies the following steps in determining the timing and amount of revenue to recognize: (1) identify the contract with the customer; (2) identify the performance obligation(s) in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract, if applicable; and (5) recognize revenue when (or as) the performance obligation is satisfied.

Revenue from the sale of homes is derived from the resale of homes on the open market. Home sales revenue is recognized at the time of the transaction closing when title to and possession of the property are transferred to the buyer. The amount of revenue recognized for each home sale is equal to the sale price of the home net of resale concessions and credits to the buyer.

Cost of Revenue

Cost of Revenue

Cost of revenue includes the initial purchase costs, renovation costs, holding costs and interest incurred during the renovation period, prior to the listing date and real estate inventory valuation adjustments, if any. These costs are accumulated in real estate inventory up until the home is ready for resale, and then charged to cost of revenue under the specific identification method when the property is sold.

Sales, Marketing and Operating

Sales, Marketing and Operating

Sales, marketing and operating expenses consist of real estate agent commissions, advertising, and holding costs on homes incurred during the period that homes are listed for sale, which includes utilities, taxes, maintenance, and other costs. Sales, marketing and operating expense also includes headcount expenses in support of sales, marketing, and real estate inventory operations such as salaries, benefits, and stock-based compensation. Sales, marketing and operating expenses are charged to operations as incurred. The Company incurred advertising expenses of $7.2 million, $12.1 million, and $30.9 million during the years ended December 31, 2025, 2024, and 2023, respectively.

Technology and Development

Technology and Development

Technology and development expenses consist of headcount expenses, including salaries, benefits and stock-based compensation expense for employees and contractors engaged in the design, development, and testing of website applications, mobile applications, and software development. Technology and development expenses are charged to operations as incurred.

Stock-Based Compensation

Stock-Based Compensation

Stock-based compensation awards consist of restricted stock units, other stock or cash based awards, stock options, and performance-based restricted stock units. The Company measures and recognizes compensation expense for all stock-based compensation awards based on their estimated fair values on the grant date. The Company records compensation expense for all stock-based compensation awards on a straight-line basis over the requisite service period of the awards, which is generally the vesting period of the award. These amounts are reduced by forfeitures in the period the forfeitures occur.

Restricted Stock Units

The Company determines the fair value of restricted stock units based on the closing price of the Company’s Class A common stock on the grant date.

Other Cash or Stock-Based Awards

The Company determined the fair value of other cash or stock-based awards granted during the years ended December 31, 2024 and 2023, using a Monte Carlo simulation model that determines the probability of satisfying the market condition stipulated in the respective awards. The Monte Carlo simulation model incorporates various key assumptions, including expected stock price volatility, contractual term, risk-free interest rate, expected dividend yield and stock price on the grant date. The Company generally estimates expected stock price volatility based on its historical stock price volatility and/or the average historical volatility of similar publicly traded companies. The Company estimates the risk-free interest rate using the rate of return on U.S. treasury notes equal to the contractual term of the respective awards. The expected dividend yield assumption considers that the Company has not historically paid dividends and does not expect to pay dividends in the foreseeable future.

Stock Options

The Company uses the Black-Scholes-Merton option pricing model to determine the fair value of stock option awards as of the grant date, with assumptions including expected term of the options, associated risk-free interest rate, expected volatility, and expected dividend yield.

Refer to Note 10. Stock-Based Awards, for further details.

Employee Benefit Plan

Employee Benefit Plan

The Company offers a 401(k) plan which provides employees the opportunity to contribute a portion of their pre-tax or post-tax earnings, subject to certain restrictions as set forth in the Internal Revenue Code. The Company matched 100% of participant contributions, up to 2.5% of eligible compensation, through early 2024. During the years ended December 31, 2024 and 2023, the Company contributed $0.1 million and $1.0 million to the 401(k) plan, respectively.

Income Taxes

Income Taxes

The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and deferred tax liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements. Under this method, the Company determines deferred tax assets and liabilities on the basis of the differences between the financial statement and tax bases of assets and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period when the new rate is enacted.

The Company records a valuation allowance to reduce deferred tax assets to the amount that it believes is more likely than not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, carryback potential if permitted under the tax laws, and results of recent operations. If the Company determines that it would be able to realize its deferred tax assets in the future in excess of their net recorded amount, the Company would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes.

The Company evaluates and accounts for uncertain tax positions using a two-step approach. Recognition (step one) occurs when the Company concludes that a tax position, based solely on its technical merits, is more likely than not to be sustained upon examination. Measurement (step two) determines the amount of benefit that is greater than 50% likely to be realized upon

ultimate settlement with a taxing authority that has full knowledge of all relevant information. Derecognition of a tax position that was previously recognized would occur when the Company subsequently determines that a tax position no longer meets the more likely than not threshold of being sustained.

Refer to Note 13. Income Taxes, for further details.

Consolidation of Variable Interest Entities

Consolidation of Variable Interest Entities

The Company is a variable interest holder in certain entities in which equity investors at risk do not have the characteristics of a controlling financial interest or where the entity does not have enough equity at risk to finance its activities without additional subordinated financial support from other parties; these entities are variable interest entities (“VIEs”). The Company’s variable interest arises from contractual, ownership or other monetary interest in the entity, which fluctuates based on the VIE’s economic performance. The Company consolidates a VIE if it is the primary beneficiary. The Company is the primary beneficiary if it has a controlling financial interest, which includes both the power to direct the activities that most significantly impact the economic performance of the VIE and a variable interest that obligates the Company to absorb losses or the right to receive benefits that potentially could be significant to the VIE. The Company assesses whether it is the primary beneficiary of a VIE on an ongoing basis. Refer to Note 11. Variable Interest Entities, for further details.

Fair Value Measurements

Fair Value Measurements

For measurements of assets and liabilities that are recognized or disclosed at fair value, the Company considers fair value to be an exit price representing the amount that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants. As such, fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or liability.

The Company determines its fair value measurements based on a fair value hierarchy which prioritizes valuation inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of three levels:

Level 1—Quoted prices in active markets for identical assets or liabilities.

Level 2—Assets or liabilities valued based on observable market data for similar instruments, such as quoted prices for similar assets or liabilities.

Level 3—Unobservable inputs that are supported by little or no market activity; instruments valued based on the best available data, some of which is internally developed, and considers risk premiums that a market participant would require.

Refer to Note 8. Fair Value Measurements, for further details.

New Accounting Standards

New Accounting Standards

Recently Adopted Accounting Standards

Income Tax Disclosures

In December 2023, the FASB issued a new standard which is intended to improve an entity’s income tax disclosures, primarily through disaggregated information about an entity’s effective income tax rate reconciliation and additional disclosures about income taxes paid. The Company adopted this new standard in this Annual Report on Form 10-K for the fiscal year ended December 31, 2025, using a retrospective approach. Refer to Note 13. Income Taxes, for further details.

New Accounting Standards Not Yet Adopted

Disaggregation of Income Statement Expenses

In November 2024, the FASB issued a new standard which is intended to improve an entity’s expense disclosures, primarily by requiring disclosure of disaggregated information about certain income statement expense line items. The new standard is effective for annual periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. Accordingly, the new standard is effective for the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2027, and subsequent interim periods, using either a prospective or retrospective approach. The Company is currently evaluating the impact that the standard will have on its consolidated financial statements.

Interim Reporting

In December 2025, the FASB issued a new standard which is intended to provide clarity on an entity’s interim reporting disclosure requirements. The new standard is effective for interim reporting periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. Accordingly, the new standard is effective for the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2028, using either a prospective or retrospective approach. The Company is currently evaluating the impact that the standard will have on its consolidated financial statements.

v3.25.4
Nature of Operations and Significant Accounting Policies (Tables)
12 Months Ended
Dec. 31, 2025
Accounting Policies [Abstract]  
Schedule of Property and Equipment Useful Lives

Property and equipment is recorded at cost less accumulated depreciation, and is depreciated using the straight-line method over the estimated useful lives of the related assets, which are as follows:

Property and Equipment Category

 

Estimated Useful Life

Rooftop solar panel systems

 

Twenty years

Properties held for use

 

Twenty seven years and six months

Leasehold improvements

 

Lesser of estimated useful life or remaining lease term

Office equipment and furniture

 

Seven years

Computers and equipment

 

Five years

Software systems

 

Three to five years

v3.25.4
Real Estate Inventory (Tables)
12 Months Ended
Dec. 31, 2025
Inventory Disclosure [Abstract]  
Schedule of Components of Inventory

The components of real estate inventory, net of applicable lower of cost or net realizable value adjustments, consist of the following as of December 31:

($ in thousands)

 

2025

 

 

2024

 

Homes preparing for and under renovation

 

$

11,335

 

 

$

38,479

 

Homes listed for sale

 

 

62,557

 

 

 

135,937

 

Homes under contract to sell

 

 

19,901

 

 

 

39,758

 

Real estate inventory

 

$

93,793

 

 

$

214,174

 

v3.25.4
Property and Equipment (Tables)
12 Months Ended
Dec. 31, 2025
Property, Plant and Equipment [Abstract]  
Schedule of Property and Equipment

Property and equipment consist of the following as of December 31:

($ in thousands)

 

2025

 

 

2024

 

Leasehold improvements

 

$

5,963

 

 

$

1,055

 

Rooftop solar panel systems

 

 

4,935

 

 

 

4,958

 

Properties held for use (1)

 

 

4,389

 

 

 

 

Office equipment and furniture

 

 

1,284

 

 

 

687

 

Land

 

 

1,239

 

 

 

 

Software systems

 

 

386

 

 

 

386

 

Computers and equipment

 

 

224

 

 

 

242

 

Construction in progress

 

 

 

 

 

5,440

 

Property and equipment, gross

 

 

18,420

 

 

 

12,768

 

Less: accumulated depreciation

 

 

(3,747

)

 

 

(3,641

)

Property and equipment, net

 

$

14,673

 

 

$

9,127

 

(1) Properties held for use consists of properties that were transferred from real estate inventory during the year ended December 31, 2025 following the Company’s decision to no longer list such properties for sale.

v3.25.4
Leases (Tables)
12 Months Ended
Dec. 31, 2025
Leases [Abstract]  
Schedule of Supplemental Information Related to Leases

Supplemental information related to leases was as follows:

 

 

Year Ended December 31,

 

($ in thousands)

 

2025

 

 

2024

 

 

2023

 

Cash payments for amounts included in the measurement of operating lease liabilities

 

$

2,767

 

 

$

2,266

 

 

$

2,461

 

Right-of-use assets obtained in exchange for new or acquired operating lease liabilities

 

$

-

 

 

$

7,923

 

 

$

-

 

Tenant incentive allowances

 

$

763

 

 

$

5,151

 

 

$

-

 

 

 

 

Year Ended December 31,

 

 

 

2025

 

 

2024

 

Weighted-average remaining lease term (in years)

 

 

9.3

 

 

 

9.7

 

Weighted-average discount rate

 

 

7.5

%

 

 

7.4

%

Schedule of Company Operating Lease Liability Maturities

The Company’s operating lease liability maturities as of December 31, 2025 are as follows:

($ in thousands)

 

 

 

2026

 

$

2,089

 

2027

 

 

1,949

 

2028

 

 

1,922

 

2029

 

 

1,974

 

2030

 

 

2,029

 

Thereafter

 

 

9,834

 

Total future lease payments

 

 

19,797

 

Less: Imputed interest

 

 

(5,592

)

Total lease liabilities

 

$

14,205

 

Schedule of Company Operating Lease Right of Use Assets and Operating Lease Liabilities

The Company’s operating lease right-of-use assets and operating lease liabilities, and the associated financial statement line items, are as follows as of December 31:

($ in thousands)

 

Financial Statement Line Items

 

2025

 

 

2024

 

Right-of-use assets

 

Other non-current assets

 

$

7,408

 

 

$

8,580

 

Lease liabilities:

 

 

 

 

 

 

 

 

Current liabilities

 

Accrued and other current liabilities

 

$

1,105

 

 

$

963

 

Non-current liabilities

 

Other long-term liabilities

 

 

13,100

 

 

 

14,204

 

Total lease liabilities

 

 

 

$

14,205

 

 

$

15,167

 

v3.25.4
Accrued and Other Liabilities (Tables)
12 Months Ended
Dec. 31, 2025
Accrued Liabilities and Other Liabilities [Abstract]  
Schedule of Accrued and Other Liabilities

Accrued and other current liabilities consist of the following as of December 31:

($ in thousands)

 

2025

 

 

2024

 

Home renovation

 

$

2,328

 

 

$

3,684

 

Payroll and other employee related expenses

 

 

1,777

 

 

 

1,895

 

Operating lease liabilities

 

 

1,105

 

 

 

963

 

Interest

 

 

613

 

 

 

1,293

 

Legal and professional obligations

 

 

591

 

 

 

344

 

Marketing

 

 

257

 

 

 

757

 

Other

 

 

2,027

 

 

 

2,868

 

Accrued and other current liabilities

 

$

8,698

 

 

$

11,804

 

v3.25.4
Credit Facilities and Other Debt (Tables)
12 Months Ended
Dec. 31, 2025
Line Of Credit Facility [Line Items]  
Schedule of Carrying Values of Company Debt

The carrying value of the Company’s credit facilities and other debt consists of the following as of December 31:

($ in thousands)

2025

 

 

2024

 

Senior secured credit facilities with financial institutions

$

57,957

 

 

$

166,914

 

Senior secured credit facilities with a related party

 

628

 

 

 

18,329

 

Senior secured debt - other

 

17,689

 

 

 

21,433

 

Mezzanine secured credit facilities with financial institutions

 

 

 

 

7,707

 

Mezzanine secured credit facilities with a related party

 

2,006

 

 

 

23,532

 

Revolving credit facility

 

15,000

 

 

 

 

Debt financing costs

 

(554

)

 

 

(676

)

Total credit facilities and other debt, net

$

92,726

 

 

$

237,239

 

Schedule of Carrying Values of Company Debt classification of current period

The following details the classification of the Company’s credit facilities and other debt as of December 31:

($ in thousands)

2025

 

 

2024

 

Total credit facilities and other debt with financial institutions, net, current

$

75,494

 

 

$

195,378

 

Total credit facilities with a related party, net, current

 

2,582

 

 

 

41,861

 

Total credit facilities and other debt, net, current

 

78,076

 

 

 

237,239

 

Revolving credit facility, net, non-current

 

14,650

 

 

 

 

Total credit facilities and other debt, net

$

92,726

 

 

$

237,239

 

Summary of Company Senior Secured Credit Facilities

The following summarizes certain details related to the Company’s senior secured credit facilities (in thousands, except interest rates):

 

Borrowing Capacity

 

 

Outstanding

 

 

Weighted-
Average
Interest

 

 

End of
Revolving /
Withdrawal

 

Final
Maturity

As of December 31, 2025

Committed

 

 

Uncommitted

 

 

Total

 

 

Amount

 

 

Rate

 

 

Period

 

Date

Senior financial institution 1

$

25,000

 

 

$

175,000

 

 

$

200,000

 

 

$

19,173

 

 

 

7.07

%

 

December 2025

 

June 2026

Senior financial institution 2

 

 

 

 

200,000

 

 

 

200,000

 

 

 

 

 

 

 

 

January 2026

 

July 2026

Senior financial institution 3

 

 

 

 

150,000

 

 

 

150,000

 

 

 

 

 

 

7.58

%

 

January 2026

 

April 2026

Related party facility 1

 

25,539

 

 

 

24,461

 

 

 

50,000

 

 

 

 

 

 

9.32

%

 

March 2025

 

February 2026

Related party facility 2

 

7,500

 

 

 

7,500

 

 

 

15,000

 

 

 

628

 

 

 

13.00

%

 

October 2026

 

April 2027

Senior financial institution 4

 

 

 

 

50,000

 

 

 

50,000

 

 

 

3,537

 

 

 

10.13

%

 

September 2026

 

March 2027

Senior financial institution 5

 

 

 

 

75,000

 

 

 

75,000

 

 

 

35,247

 

 

 

8.82

%

 

August 2027

 

August 2027

Senior secured credit facilities

$

58,039

 

 

$

681,961

 

 

$

740,000

 

 

$

58,585

 

 

 

 

 

 

 

 

 

 

Borrowing Capacity

 

 

Outstanding

 

 

Weighted-
Average
Interest

 

 

 

 

 

As of December 31, 2024

Committed

 

 

Uncommitted

 

 

Total

 

 

Amount

 

 

Rate

 

 

 

 

 

Senior financial institution 1

$

150,000

 

 

$

250,000

 

 

$

400,000

 

 

$

110,109

 

 

 

7.93

%

 

 

 

 

Senior financial institution 2

 

 

 

 

200,000

 

 

 

200,000

 

 

 

 

 

 

8.01

%

 

 

 

 

Senior financial institution 3

 

100,000

 

 

 

50,000

 

 

 

150,000

 

 

 

30,941

 

 

 

8.38

%

 

 

 

 

Related party

 

30,000

 

 

 

20,000

 

 

 

50,000

 

 

 

18,329

 

 

 

10.09

%

 

 

 

 

Senior financial institution 4

 

 

 

 

30,000

 

 

 

30,000

 

 

 

25,864

 

 

 

9.76

%

 

 

 

 

Senior secured credit facilities

$

280,000

 

 

$

550,000

 

 

$

830,000

 

 

$

185,243

 

 

 

 

 

 

 

 

Mezzanine Revolving Credit Facilities  
Line Of Credit Facility [Line Items]  
Summary of Company Senior Secured Credit Facilities

The following summarizes certain details related to the Company’s mezzanine secured credit facilities (in thousands, except interest rates):

 

Borrowing Capacity

 

 

Outstanding

 

 

Weighted-
Average
Interest

 

 

End of
Revolving /
Withdrawal

 

Final
Maturity

As of December 31, 2025

Committed

 

 

Uncommitted

 

 

Total

 

 

Amount

 

 

Rate

 

 

Period

 

Date

Related party facility 1

$

 

 

$

35,000

 

 

$

35,000

 

 

$

2,006

 

 

 

13.00

%

 

June 2026

 

December 2026

Mezzanine financial institution 1

 

 

 

 

45,000

 

 

 

45,000

 

 

 

 

 

 

 

 

January 2026

 

July 2026

Mezzanine financial institution 2

 

 

 

 

40,000

 

 

 

40,000

 

 

 

 

 

 

11.58

%

 

January 2026

 

April 2026

Related party facility 2

 

6,811

 

 

 

15,189

 

 

 

22,000

 

 

 

 

 

 

13.00

%

 

March 2025

 

February 2026

Mezzanine secured credit facilities

$

6,811

 

 

$

135,189

 

 

$

142,000

 

 

$

2,006

 

 

 

 

 

 

 

 

 

 

 

Borrowing Capacity

 

 

Outstanding

 

 

Weighted-
Average
Interest

 

 

 

 

 

As of December 31, 2024

Committed

 

 

Uncommitted

 

 

Total

 

 

Amount

 

 

Rate

 

 

 

 

 

Related party facility 1

$

45,000

 

 

$

25,000

 

 

$

70,000

 

 

$

18,372

 

 

 

13.67

%

 

 

 

 

Mezzanine financial institution 1

 

 

 

 

45,000

 

 

 

45,000

 

 

 

 

 

 

13.86

%

 

 

 

 

Mezzanine financial institution 2

 

26,667

 

 

 

13,333

 

 

 

40,000

 

 

 

7,707

 

 

 

12.39

%

 

 

 

 

Related party facility 2

 

8,000

 

 

 

14,000

 

 

 

22,000

 

 

 

5,160

 

 

 

13.59

%

 

 

 

 

Mezzanine secured credit facilities

$

79,667

 

 

$

97,333

 

 

$

177,000

 

 

$

31,239

 

 

 

 

 

 

 

 

v3.25.4
Fair Value Measurements (Tables)
12 Months Ended
Dec. 31, 2025
Fair Value Disclosures [Abstract]  
Summary of Assets and Liabilities Measured at Fair Value on Recurring Basis

The Company’s liabilities that are measured at fair value on a recurring basis consist of the following (in thousands):

As of December 31, 2025

 

Quoted Prices in
Active Markets for
Identical Liabilities
(Level 1)

 

 

Significant Other
Observable Inputs
(Level 2)

 

 

Significant
Unobservable Inputs
(Level 3)

 

Public warrant liabilities

 

$

226

 

 

$

 

 

$

 

Private placement warrant liabilities

 

$

 

 

$

 

 

$

135

 

 

As of December 31, 2024

 

Quoted Prices in
Active Markets for
Identical Liabilities
(Level 1)

 

 

Significant Other
Observable Inputs
(Level 2)

 

 

Significant
Unobservable Inputs
(Level 3)

 

Public warrant liabilities

 

$

128

 

 

$

 

 

$

 

Private placement warrant liabilities

 

$

 

 

$

 

 

$

103

 

 

Schedule of Changes in Private Placement Warrant Liabilities Measured at Fair Value on Recurring Basis Using Significant Unobservable Inputs

The following summarizes the changes in the Company’s private placement warrant liabilities, which are measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the respective periods:

 

 

Year Ended December 31,

 

($ in thousands)

 

2025

 

 

2024

 

Beginning balance

 

$

103

 

 

$

166

 

Change in fair value of private placement warrants included in net loss

 

 

32

 

 

 

(63

)

Ending balance

 

$

135

 

 

$

103

 

v3.25.4
Stock-Based Awards (Tables)
12 Months Ended
Dec. 31, 2025
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Summary of RSU award activity

The following summarizes RSU award activity during the years ended December 31, 2025, 2024, and 2023:

 

Number of
RSUs
(in thousands)

 

 

Weighted Average
Grant Date
Fair Value

 

Outstanding as of December 31, 2022

 

131

 

 

$

70.92

 

Granted

 

321

 

 

 

11.65

 

Vested and settled

 

(33

)

 

 

76.71

 

Forfeited

 

(169

)

 

 

18.16

 

Outstanding as of December 31, 2023

 

250

 

 

 

29.77

 

Granted

 

948

 

 

 

5.13

 

Vested and settled

 

(149

)

 

 

23.96

 

Forfeited

 

(151

)

 

 

9.67

 

Outstanding as of December 31, 2024

 

898

 

 

 

8.11

 

Granted

 

4,563

 

 

 

1.36

 

Vested and settled

 

(460

)

 

 

6.85

 

Forfeited

 

(244

)

 

 

4.09

 

Outstanding as of December 31, 2025

 

4,757

 

 

 

1.96

 

Schedule of stock-based compensation expense

The following details stock-based compensation expense during each of the respective periods:

 

 

Year Ended December 31,

 

($ in thousands)

 

2025

 

 

2024

 

 

2023

 

Sales, marketing and operating

 

$

307

 

 

$

2,139

 

 

$

1,964

 

General and administrative

 

 

2,301

 

 

 

5,463

 

 

 

5,562

 

Technology and development

 

 

220

 

 

 

478

 

 

 

389

 

Stock-based compensation expense

 

$

2,828

 

 

$

8,080

 

 

$

7,915

 

 

Performance-Based Restricted Stock Units [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Summary of PSU award activity

The following summarizes PSU award activity during the years ended December 31, 2025, 2024, and 2023:

 

Number of
PSUs
(in thousands)

 

 

Weighted Average
Grant Date
Fair Value

 

Outstanding as of December 31, 2022

 

129

 

 

$

70.81

 

Granted

 

 

 

 

 

Vested

 

 

 

 

 

Forfeited

 

(10

)

 

 

70.81

 

Outstanding as of December 31, 2023

 

119

 

 

 

70.81

 

Granted

 

 

 

 

 

Vested

 

 

 

 

 

Forfeited

 

(9

)

 

 

70.81

 

Outstanding as of December 31, 2024

 

110

 

 

 

70.81

 

Granted

 

 

 

 

 

Vested

 

 

 

 

 

Forfeited

 

(110

)

 

 

70.81

 

Outstanding as of December 31, 2025

 

 

 

 

 

Long-Term Incentives Awards [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Schedule of assumptions used The assumptions used in the Monte Carlo simulation model to determine the fair value of the LTI Awards granted or modified during the years ended December 31, 2024 and 2023, are as follows:

 

 

 

2024

 

2023

Risk-free interest rate

 

4.36%

 

4.12%

Expected stock price volatility

 

95.0%

 

95.0%

Expected dividend yield

 

0.0%

 

0.0%

Fair value on grant date

 

$5.08

 

$7.81

Employee Stock Option  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Summary of stock option activity

 

 

Number of
Shares
 
(in thousands)

 

 

Weighted-
Average
Exercise Price
Per Share

 

 

Weighted-Average
Remaining
Contractual
Term
(in years)

 

 

Aggregate
Intrinsic
Value
(in thousands)

 

Outstanding as of December 31, 2022

 

 

1,182

 

 

$

12.47

 

 

 

5.82

 

 

$

953

 

Granted

 

 

 

 

 

 

 

 

 

 

 

 

Exercised

 

 

(14

)

 

 

3.72

 

 

 

 

 

 

 

Forfeited, canceled or expired

 

 

(90

)

 

 

19.06

 

 

 

 

 

 

 

Outstanding as of December 31, 2023

 

 

1,078

 

 

 

12.04

 

 

 

4.26

 

 

 

1,686

 

Granted

 

 

 

 

 

 

 

 

 

 

 

 

Exercised

 

 

(11

)

 

 

2.95

 

 

 

 

 

 

 

Forfeited, canceled or expired

 

 

(223

)

 

 

15.31

 

 

 

 

 

 

 

Outstanding as of December 31, 2024

 

 

844

 

 

 

11.30

 

 

 

3.16

 

 

 

 

Granted

 

 

 

 

 

 

 

 

 

 

 

 

Exercised

 

 

(57

)

 

 

2.95

 

 

 

 

 

 

 

Forfeited, canceled or expired

 

 

(146

)

 

 

14.59

 

 

 

 

 

 

 

Outstanding as of December 31, 2025

 

 

641

 

 

 

11.30

 

 

 

1.61

 

 

 

 

Exercisable as of December 31, 2025

 

 

638

 

 

 

11.23

 

 

 

1.59

 

 

 

 

Vested and expected to vest as of December 31, 2025

 

 

641

 

 

 

11.30

 

 

 

1.61

 

 

 

 

v3.25.4
Variable Interest Entities (Tables)
12 Months Ended
Dec. 31, 2025
Variable Interest Entities [Abstract]  
Summary of Assets and Liabilities Related to VIEs

The following summarizes the assets and liabilities related to the VIEs as of December 31:

($ in thousands)

 

2025

 

 

2024

 

Assets

 

 

 

 

 

 

Restricted cash

 

$

1,302

 

 

$

30,608

 

Accounts receivable

 

 

303

 

 

 

 

Real estate inventory

 

 

93,793

 

 

 

214,174

 

Prepaid expenses and other current assets

 

 

169

 

 

 

345

 

Property and equipment, net

 

 

5,611

 

 

 

 

Total assets

 

$

101,178

 

 

$

245,127

 

Liabilities

 

 

 

 

 

 

Accounts payable

 

$

398

 

 

$

591

 

Accrued and other current liabilities

 

 

526

 

 

 

1,326

 

Secured credit facilities and other debt, net

 

 

78,076

 

 

 

237,273

 

Total liabilities

 

$

79,000

 

 

$

239,190

 

v3.25.4
Earnings Per Share (Tables)
12 Months Ended
Dec. 31, 2025
Earnings Per Share [Abstract]  
Summary of Components of Basic and Diluted Earnings Per Share

The components of basic and diluted earnings per share are as follows:

 

 

Year Ended December 31,

 

(in thousands, except per share data)

 

2025

 

 

2024

 

 

2023

 

Numerator:

 

 

 

 

 

 

 

 

 

Net loss

 

$

(46,384

)

 

$

(62,159

)

 

$

(117,218

)

Denominator:

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding, basic

 

 

30,987

 

 

 

27,410

 

 

 

26,385

 

Dilutive effect of stock options (1)

 

 

 

 

 

 

 

 

 

Dilutive effect of restricted stock units (1)

 

 

 

 

 

 

 

 

 

Dilutive effect of 2025 Warrants (1)

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding, diluted

 

 

30,987

 

 

 

27,410

 

 

 

26,385

 

Net loss per share, basic

 

$

(1.50

)

 

$

(2.27

)

 

$

(4.44

)

Net loss per share, diluted

 

$

(1.50

)

 

$

(2.27

)

 

$

(4.44

)

Anti-dilutive securities excluded from diluted loss per share:

 

 

 

 

 

 

 

 

 

Anti-dilutive stock options (1)

 

 

736

 

 

 

869

 

 

 

816

 

Anti-dilutive restricted stock units (1)

 

 

1,401

 

 

 

183

 

 

 

147

 

Anti-dilutive 2025 Warrants (1)

 

 

1,429

 

 

 

 

 

 

 

Anti-dilutive warrants

 

 

1,452

 

 

 

1,452

 

 

 

1,452

 

Anti-dilutive performance-based restricted stock units

 

 

18

 

 

 

116

 

 

 

123

 

(1) Due to the net loss during each of the years ended December 31, 2025, 2024, and 2023, no dilutive securities were included in the calculation of diluted loss per share because they would have been anti-dilutive.

v3.25.4
Income Taxes (Tables)
12 Months Ended
Dec. 31, 2025
Income Tax Disclosure [Abstract]  
Schedule of Components of Income Tax Expense

Income tax expense consisted of the following for the respective periods:

 

Year Ended December 31,

 

($ in thousands)

 

2025

 

 

2024

 

 

2023

 

Current:

 

 

 

 

 

 

 

 

 

Federal

 

$

 

 

$

 

 

$

 

State

 

 

441

 

 

 

31

 

 

 

163

 

Total current

 

 

441

 

 

 

31

 

 

 

163

 

Deferred:

 

 

 

 

 

 

 

 

 

Federal

 

 

 

 

 

 

 

 

 

State

 

 

 

 

 

 

 

 

 

Total deferred

 

 

 

 

 

 

 

 

 

Income tax expense

 

$

441

 

 

$

31

 

 

$

163

 

Schedule of Effective Income Tax Rate Reconciliation

The provision for income taxes differs from the tax computed using the statutory U.S. federal income tax rate as a result of the following items for the respective periods:

 

Year Ended December 31,

 

(In thousands, except percentages)

 

2025

 

 

2024

 

 

2023

 

Benefit at federal statutory income tax rate

 

$

(9,648

)

 

 

21.0

%

 

$

(13,047

)

 

 

21.0

%

 

$

(24,582

)

 

 

21.0

%

State taxes (1)

 

 

441

 

 

 

(1.0

)%

 

 

31

 

 

 

(0.1

)%

 

 

163

 

 

 

(0.1

)%

Changes in valuation allowances

 

 

6,197

 

 

 

(13.5

)%

 

 

12,557

 

 

 

(20.2

)%

 

 

24,064

 

 

 

(20.6

)%

Nontaxable or nondeductible items:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock-based compensation

 

 

2,652

 

 

 

(5.8

)%

 

 

119

 

 

 

(0.2

)%

 

 

59

 

 

 

(0.1

)%

Other

 

 

83

 

 

 

(0.2

)%

 

 

4

 

 

 

0.0

%

 

 

39

 

 

 

0.0

%

Other

 

 

716

 

 

 

(1.5

)%

 

 

367

 

 

 

(0.6

)%

 

 

420

 

 

 

(0.3

)%

Effective income tax rate

 

$

441

 

 

 

(1.0

)%

 

$

31

 

 

 

(0.1

)%

 

$

163

 

 

 

(0.1

)%

(1) State taxes in Texas comprise the majority of state and local taxes for each of the years presented.

Schedule of Deferred Income Tax Assets and Liabilities

Deferred tax assets and liabilities consist of the following as of December 31:

($ in thousands)

 

2025

 

 

2024

 

Deferred tax assets:

 

 

 

 

 

 

Federal net operating loss carryforwards

 

$

104,891

 

 

$

93,564

 

State net operating loss carryforwards

 

 

20,454

 

 

 

18,473

 

Operating lease liabilities

 

 

3,638

 

 

 

3,856

 

Research and development expenditures

 

 

2,686

 

 

 

4,839

 

Stock-based compensation

 

 

1,369

 

 

 

4,665

 

Transaction costs

 

 

1,348

 

 

 

1,464

 

Real estate inventory

 

 

397

 

 

 

732

 

Other

 

 

1,236

 

 

 

1,392

 

Gross deferred tax assets

 

 

136,019

 

 

 

128,985

 

Valuation allowance

 

 

(133,022

)

 

 

(125,887

)

Deferred tax assets, net of valuation allowance

 

 

2,997

 

 

 

3,098

 

Deferred tax liabilities:

 

 

 

 

 

 

Operating lease right-of-use assets

 

 

(1,897

)

 

 

(2,182

)

Property and equipment

 

 

(386

)

 

 

(469

)

Other

 

 

(714

)

 

 

(447

)

Gross deferred tax liabilities

 

 

(2,997

)

 

 

(3,098

)

Net deferred income taxes

 

$

 

 

$

 

v3.25.4
Related-Party Transactions (Tables)
12 Months Ended
Dec. 31, 2025
Related Party Transaction [Line Items]  
Summary of Related Parties The following details the total compensation paid to the immediate family members of Brian Bair during the respective periods:

 

 

Year Ended December 31,

 

($ in thousands)

 

2025

 

 

2024

 

 

2023

 

Mr. Vaughn Bair (1)

 

$

534

 

 

$

473

 

 

$

680

 

Mr. Casey Bair (2)

 

 

269

 

 

 

445

 

 

 

640

 

Ms. Katie Bullard (1)

 

 

162

 

 

 

143

 

 

 

142

 

 

 

$

965

 

 

$

1,061

 

 

$

1,462

 

 

(1) Compensation for Mr. Vaughn Bair and Ms. Katie Bullard includes both base salary and annual performance-based cash incentives.

(2) This includes compensation paid to Mr. Casey Bair prior to his separation from service with the Company in August 2024, and severance payments in connection with his separation.

Schedule of Grants of Equity Awards to Related Parties

The following details the RSUs granted to Mr. Vaughn Bair, Mr. Casey Bair, and Ms. Katie Bullard during the respective periods:

 

 

Year Ended December 31,

 

 

 

2025

 

 

2024

 

Mr. Vaughn Bair

 

 

430,433

 

 

 

42,500

 

Mr. Casey Bair (1)

 

 

 

 

 

40,000

 

Ms. Katie Bullard

 

 

20,000

 

 

 

6,000

 

 

 

 

450,433

 

 

 

88,500

 

(1) Mr. Casey Bair’s 2024 RSU award was forfeited in connection with his separation from service in August 2024.

LL Credit Facilities [Member]  
Related Party Transaction [Line Items]  
Summary of Related Parties

The following summarizes certain details related to these facilities, which are further described in Note 6. Credit Facilities and Other Debt, as of December 31:

 

 

2025

 

 

2024

 

($ in thousands)

 

Borrowing
Capacity

 

 

Outstanding
Amount

 

 

Borrowing
Capacity

 

 

Outstanding
Amount

 

Senior secured credit facilities with a related party

 

$

65,000

 

 

$

628

 

 

$

50,000

 

 

$

18,329

 

Mezzanine secured credit facilities with a related party

 

$

57,000

 

 

$

2,006

 

 

$

92,000

 

 

$

23,532

 

v3.25.4
Segment Reporting (Tables)
12 Months Ended
Dec. 31, 2025
Segment Reporting [Abstract]  
Summary of Segment Financial Information

The following details segment financial information for the respective periods:

 

 

Year Ended December 31,

 

($ in thousands)

 

2025

 

 

2024

 

 

2023

 

Revenue:

 

 

 

 

 

 

 

 

 

Cash Offer

 

$

534,823

 

 

$

894,730

 

 

$

1,283,958

 

Renovate

 

 

27,107

 

 

 

18,127

 

 

 

12,195

 

Other

 

 

5,882

 

 

 

5,962

 

 

 

18,259

 

Total revenue

 

 

567,812

 

 

 

918,819

 

 

 

1,314,412

 

Cost of revenue:

 

 

 

 

 

 

 

 

 

Cash Offer (1)

 

 

503,535

 

 

 

830,607

 

 

 

1,225,073

 

Renovate

 

 

21,614

 

 

 

14,218

 

 

 

9,726

 

Other

 

 

620

 

 

 

1,799

 

 

 

9,432

 

Total cost of revenue

 

 

525,769

 

 

 

846,624

 

 

 

1,244,231

 

Gross profit:

 

 

 

 

 

 

 

 

 

Cash Offer

 

 

31,288

 

 

 

64,123

 

 

 

58,885

 

Renovate

 

 

5,493

 

 

 

3,909

 

 

 

2,469

 

Other

 

 

5,262

 

 

 

4,163

 

 

 

8,827

 

Total gross profit

 

 

42,043

 

 

 

72,195

 

 

 

70,181

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Sales, marketing and operating

 

 

45,835

 

 

 

73,091

 

 

 

116,558

 

General and administrative

 

 

26,192

 

 

 

40,621

 

 

 

50,091

 

Technology and development

 

 

3,405

 

 

 

4,524

 

 

 

7,945

 

Total operating expenses

 

 

75,432

 

 

 

118,236

 

 

 

174,594

 

Loss from operations

 

 

(33,389

)

 

 

(46,041

)

 

 

(104,413

)

Other income (expense):

 

 

 

 

 

 

 

 

 

Change in fair value of warrant liabilities

 

 

(130

)

 

 

240

 

 

 

68

 

Interest expense

 

 

(13,403

)

 

 

(18,684

)

 

 

(18,859

)

Other income, net

 

 

979

 

 

 

2,357

 

 

 

6,149

 

Total other expense

 

 

(12,554

)

 

 

(16,087

)

 

 

(12,642

)

Loss before income taxes

 

$

(45,943

)

 

$

(62,128

)

 

$

(117,055

)

(1) Includes real estate inventory valuation adjustments of $5.3 million, $4.5 million, and $8.9 million during the respective periods.

v3.25.4
Nature of Operations and Significant Accounting Policies - Schedule of Property and Equipment Useful Lives (Details)
12 Months Ended
Dec. 31, 2025
Rooftop Solar Panel Systems  
Property Plant And Equipment [Line Items]  
Property and Equipment, Useful Life 20 years
Properties Held For Use  
Property Plant And Equipment [Line Items]  
Property and Equipment, Useful Life 27 years 6 months
Leasehold Improvements  
Property Plant And Equipment [Line Items]  
Property and Equipment, Useful Life Lesser of estimated useful life or remaining lease term
Computer Equipment  
Property Plant And Equipment [Line Items]  
Property and Equipment, Useful Life 5 years
Office Equipment and Furniture  
Property Plant And Equipment [Line Items]  
Property and Equipment, Useful Life 7 years
Software systems | Maximum  
Property Plant And Equipment [Line Items]  
Property and Equipment, Useful Life 5 years
Software systems | Minimum  
Property Plant And Equipment [Line Items]  
Property and Equipment, Useful Life 3 years
v3.25.4
Nature of Operations and Significant Accounting Policies - Additional Information (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Impairment charges on long-lived assets $ 0 $ 0 $ 0
Advertising expenses 7,200 12,100 30,900
Real estate inventory valuation adjustment $ 5,349 $ 4,472 8,937
Employee benefit plan maximum contribution plan   100.00%  
Employee benefit plan eligible compensation   2.50%  
Employee benefit plan contribution amount   $ 100 $ 1,000
v3.25.4
Real Estate Inventory - Schedule of Components of Inventory (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Inventory Disclosure [Abstract]    
Homes preparing for and under renovation $ 11,335 $ 38,479
Homes listed for sale 62,557 135,937
Homes under contract to sell 19,901 39,758
Real estate inventory $ 93,793 $ 214,174
v3.25.4
Property and Equipment - Summary of Property and Equipment (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Property Plant And Equipment [Line Items]    
Property and equipment, gross $ 18,420 $ 12,768
Less: accumulated depreciation (3,747) (3,641)
Property and equipment, net 14,673 9,127
Leasehold Improvements    
Property Plant And Equipment [Line Items]    
Property and equipment, gross 5,963 1,055
Rooftop Solar Panel Systems    
Property Plant And Equipment [Line Items]    
Property and equipment, gross 4,935 4,958
Properties Held For Use    
Property Plant And Equipment [Line Items]    
Property and equipment, gross [1] 4,389 0
Office Equipment and Furniture    
Property Plant And Equipment [Line Items]    
Property and equipment, gross 1,284 687
Land    
Property Plant And Equipment [Line Items]    
Property and equipment, gross 1,239 0
Software systems    
Property Plant And Equipment [Line Items]    
Property and equipment, gross 386 386
Computers and Equipment    
Property Plant And Equipment [Line Items]    
Property and equipment, gross 224 242
Construction in progress    
Property Plant And Equipment [Line Items]    
Property and equipment, gross $ 0 $ 5,440
[1] Properties held for use consists of properties that were transferred from real estate inventory during the year ended December 31, 2025 following the Company’s decision to no longer list such properties for sale.
v3.25.4
Property and Equipment - Additional Information (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Property, Plant and Equipment [Abstract]      
Depreciation $ 979 $ 611 $ 728
v3.25.4
Leases - Schedule of Company Operating Lease Liability Maturities (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Lessee, Operating Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract]    
2026 $ 2,089  
2027 1,949  
2028 1,922  
2029 1,974  
2030 2,029  
Thereafter 9,834  
Total future lease payments 19,797  
Less: Imputed interest (5,592)  
Total lease liabilities $ 14,205 $ 15,167
v3.25.4
Leases - Supplemental Information Related to Leases (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Leases [Abstract]      
Cash payments for amounts included in the measurement of operating lease liabilities $ 2,767 $ 2,266 $ 2,461
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability 0 7,923 0
Tenant incentive allowances $ 763 $ 5,151 $ 0
Weighted-average remaining lease term (in years) 9 years 3 months 18 days 9 years 8 months 12 days  
Weighted-average discount rate 7.50% 7.40%  
v3.25.4
Leases - Schedule of Company Operating Lease Right-of-Use Assets and Operating Lease Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Leases [Abstract]    
Right-Of-Use-Asset $ 7,408 $ 8,580
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] Other Assets, Noncurrent Other Assets, Noncurrent
Operating Lease, Liability, Current $ 1,105 $ 963
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Accrued and other current liabilities Accrued and other current liabilities
Operating Lease, Liability, Noncurrent $ 13,100 $ 14,204
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] Other Liabilities, Noncurrent Other Liabilities, Noncurrent
Total lease liabilities $ 14,205 $ 15,167
v3.25.4
Leases - Additional Information (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Leases [Line Items]      
Operating Lease, Cost $ 2,200 $ 3,400 $ 2,300
Short-Term Lease, Cost 100 100 100
Right-of-use assets obtained in exchange for new or acquired operating lease liabilities 0 7,923 0
Cash payments for amounts included in the measurement of operating lease liabilities $ 2,767 $ 2,266 $ 2,461
Weighted-average remaining lease term (in years) 9 years 3 months 18 days 9 years 8 months 12 days  
Weighted-average discount rate 7.50% 7.40%  
Minimum      
Leases [Line Items]      
Lessee, Operating Lease, Lease Term 1 year    
Maximum      
Leases [Line Items]      
Lessee, Operating Lease, Lease Term 10 years    
v3.25.4
Accrued and Other Liabilities - Schedule of Accrued and Other Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Accrued Liabilities and Other Liabilities [Abstract]    
Home renovation $ 2,328 $ 3,684
Payroll and other employee related expenses 1,777 1,895
Operating lease liabilities 1,105 963
Interest 613 1,293
Legal and professional obligations 591 344
Marketing 257 757
Other 2,027 2,868
Accrued and other current liabilities $ 8,698 $ 11,804
v3.25.4
Credit Facilities and Other Debt - Schedule of Carrying Values of the Company's Debt (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Credit facilities and notes payable, net    
Secured credit facilities $ 17,689 $ 21,433
Debt issuance costs (554) (676)
Total credit facilities and other debt, net 92,726 237,239
Current portion - credit facilities and other debt, net    
Total credit facilities and other debt, net 75,494 195,378
Total credit facilities and other debt - related party 2,582 41,861
Total credit facilities and other debt, net, current 78,076 237,239
Revolving credit facility, net, non-current 14,650 0
Total credit facilities and other debt, net 92,726 237,239
Mezzanine Secured Credit Facilities [Member]    
Credit facilities and notes payable, net    
Secured credit facilities 2,006 23,532
Mezzanine Secured Credit Facilities [Member] | Financial Institutions [Member]    
Credit facilities and notes payable, net    
Secured credit facilities 0 7,707
Senior Secured Credit Facilities [Member]    
Credit facilities and notes payable, net    
Secured credit facilities 628 18,329
Senior Secured Credit Facilities [Member] | Financial Institutions [Member]    
Credit facilities and notes payable, net    
Secured credit facilities 57,957 166,914
Revolving Credit Facilities [Member]    
Credit facilities and notes payable, net    
Secured credit facilities $ 15,000 $ 0
v3.25.4
Credit Facilities and Other Debt - Schedule of Company's Senior Secured Credit Facilities (Details) - USD ($)
$ in Thousands
12 Months Ended
Jul. 25, 2025
Dec. 31, 2025
Dec. 31, 2024
Senior Secured Credit Facility With a Related Party [Member]      
Line Of Credit Facility [Line Items]      
Total Borrowing Capacity   $ 65,000 $ 50,000
Outstanding Amount $ 15,000 628 18,329
Senior Secured Credit Facilities With Financial Institutions [Member]      
Line Of Credit Facility [Line Items]      
Borrowing Capacity, Committed   58,039 280,000
Borrowing Capacity, Uncommitted   681,961 550,000
Total Borrowing Capacity   740,000 830,000
Outstanding Amount   58,585 185,243
June 2026 Revolving Credit Facility [Member] | Senior Secured Credit Facilities With Financial Institutions 1 [Member]      
Line Of Credit Facility [Line Items]      
Borrowing Capacity, Committed   25,000 150,000
Borrowing Capacity, Uncommitted   175,000 250,000
Total Borrowing Capacity   200,000 400,000
Outstanding Amount   $ 19,173 $ 110,109
Weighted- Average Interest Rate   7.07% 7.93%
End of Revolving / Withdrawal Period   Dec. 31, 2025  
Maturity Date   Jun. 30, 2026  
July 2026 Revolving Credit Facility [Member] | Senior Secured Credit Facilities With Financial Institution 2 [Member]      
Line Of Credit Facility [Line Items]      
Borrowing Capacity, Committed   $ 0 $ 0
Borrowing Capacity, Uncommitted   200,000 200,000
Total Borrowing Capacity   200,000 200,000
Outstanding Amount   $ 0 $ 0
Weighted- Average Interest Rate   0.00% 8.01%
End of Revolving / Withdrawal Period   Jan. 31, 2026  
Maturity Date   Jul. 31, 2026  
April 2025 Revolving Credit Facility [Member] | Senior Secured Credit Facilities With Financial Institution 3 [Member]      
Line Of Credit Facility [Line Items]      
Borrowing Capacity, Committed   $ 0 $ 100,000
Borrowing Capacity, Uncommitted   150,000 50,000
Total Borrowing Capacity   150,000 150,000
Outstanding Amount   $ 0 $ 30,941
Weighted- Average Interest Rate   7.58% 8.38%
End of Revolving / Withdrawal Period   Jan. 31, 2025  
Maturity Date   Apr. 30, 2025  
September 2025 Revolving Credit Facility [Member] | Senior Secured Credit Facility With a Related Party [Member]      
Line Of Credit Facility [Line Items]      
Borrowing Capacity, Committed   $ 25,539  
Borrowing Capacity, Uncommitted   24,461  
Total Borrowing Capacity   50,000  
Outstanding Amount   $ 0  
Weighted- Average Interest Rate   9.32%  
End of Revolving / Withdrawal Period   Mar. 31, 2025  
Maturity Date   Feb. 28, 2025  
March 2027 Revolving Credit Facility [Member] | Senior Secured Credit Facilities With Financial Institution 2 [Member]      
Line Of Credit Facility [Line Items]      
Borrowing Capacity, Committed     $ 0
Borrowing Capacity, Uncommitted     30,000
Total Borrowing Capacity     30,000
Outstanding Amount     $ 25,864
Weighted- Average Interest Rate     9.76%
March 2027 Revolving Credit Facility [Member] | Senior Secured Credit Facility With Financial Institution 4 [Member]      
Line Of Credit Facility [Line Items]      
Borrowing Capacity, Committed   $ 0  
Borrowing Capacity, Uncommitted   50,000  
Total Borrowing Capacity   50,000  
Outstanding Amount   $ 3,537  
Weighted- Average Interest Rate   10.13%  
End of Revolving / Withdrawal Period   Sep. 30, 2026  
Maturity Date   Mar. 31, 2027  
August 2027 Revolving Credit Facility [Member] | Senior Secured Credit Facility With Financial Institution 5 [Member]      
Line Of Credit Facility [Line Items]      
Borrowing Capacity, Committed   $ 0  
Borrowing Capacity, Uncommitted   75,000  
Total Borrowing Capacity   75,000  
Outstanding Amount   $ 35,247  
Weighted- Average Interest Rate   8.82%  
End of Revolving / Withdrawal Period   Aug. 31, 2027  
Maturity Date   Aug. 31, 2027  
Two Thousand And Twenty Seven April Revolving Credit Facility [Member] | Senior Secured Credit Facilities With Financial Institution 3 [Member]      
Line Of Credit Facility [Line Items]      
Borrowing Capacity, Committed   $ 7,500  
Borrowing Capacity, Uncommitted   7,500  
Total Borrowing Capacity   15,000  
Outstanding Amount   $ 628  
Weighted- Average Interest Rate   13.00%  
End of Revolving / Withdrawal Period   Oct. 31, 2026  
Maturity Date   Apr. 30, 2027  
February 2026 Revolving Credit Facility [Member] | Senior Secured Credit Facility With a Related Party [Member]      
Line Of Credit Facility [Line Items]      
Borrowing Capacity, Committed     $ 30,000
Borrowing Capacity, Uncommitted     20,000
Total Borrowing Capacity     50,000
Outstanding Amount     $ 18,329
Weighted- Average Interest Rate     10.09%
v3.25.4
Credit Facilities and Notes Payable - Additional Information (Details) - USD ($)
$ in Thousands
12 Months Ended
Jul. 25, 2025
Dec. 31, 2025
Dec. 31, 2024
Line Of Credit Facility [Line Items]      
Secured Debt   $ 17,689 $ 21,433
Senior Secured Credit Facilities With Financial Institutions [Member]      
Line Of Credit Facility [Line Items]      
Total Borrowing Capacity   740,000 830,000
Borrowing Capacity, Committed   58,039 280,000
Uncommitted amount   681,961 550,000
Outstanding Amount   58,585 185,243
Mezzanine Secured Credit Facilities [Member]      
Line Of Credit Facility [Line Items]      
Secured Debt   2,006 23,532
Mezzanine Revolving Credit Facilities      
Line Of Credit Facility [Line Items]      
Total Borrowing Capacity   142,000 177,000
Borrowing Capacity, Committed   6,811 79,667
Uncommitted amount   135,189 97,333
Outstanding Amount   $ 2,006 $ 31,239
Senior Secured Debt [Member]      
Line Of Credit Facility [Line Items]      
Weighted- Average Interest Rate   8.92% 9.24%
Revolving Credit Facility [Member]      
Line Of Credit Facility [Line Items]      
Total Borrowing Capacity   $ 65,000 $ 50,000
Outstanding Amount $ 15,000 628 $ 18,329
Credit Facility interest rate 8.50%    
Outstanding borrowings   $ 14,700  
v3.25.4
Credit Facilities and Notes Payable - Schedule of Company's Mezzanine Secured Credit Facilities (Details) - Mezzanine Revolving Credit Facilities - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Line Of Credit Facility [Line Items]    
Borrowing Capacity, Committed $ 6,811 $ 79,667
Borrowing Capacity, Uncommitted 135,189 97,333
Total Borrowing Capacity 142,000 177,000
Outstanding Amount 2,006 31,239
2026 July Mezzanine Credit Facility With Related Party [Member]    
Line Of Credit Facility [Line Items]    
Borrowing Capacity, Committed 0 0
Borrowing Capacity, Uncommitted 45,000 45,000
Total Borrowing Capacity 45,000 45,000
Outstanding Amount $ 0 $ 0
Weighted- Average Interest Rate 0.00% 13.86%
End of Revolving / Withdrawal Period Jan. 31, 2026  
Maturity Date Jul. 31, 2026  
2025 April Mezzanine Credit Facility With Related Party [Member]    
Line Of Credit Facility [Line Items]    
Borrowing Capacity, Committed   $ 26,667
Borrowing Capacity, Uncommitted   13,333
Total Borrowing Capacity   40,000
Outstanding Amount   $ 7,707
Weighted- Average Interest Rate   12.39%
2026 April Mezzanine Credit Facility With Related Party [Member]    
Line Of Credit Facility [Line Items]    
Borrowing Capacity, Committed $ 0  
Borrowing Capacity, Uncommitted 40,000  
Total Borrowing Capacity 40,000  
Outstanding Amount $ 0  
Weighted- Average Interest Rate 11.58%  
End of Revolving / Withdrawal Period Jan. 31, 2025  
Maturity Date Apr. 30, 2026  
2026 February Mezzanine Credit Facility With Related Party [Member]    
Line Of Credit Facility [Line Items]    
Borrowing Capacity, Committed $ 6,811 $ 8,000
Borrowing Capacity, Uncommitted 15,189 14,000
Total Borrowing Capacity 22,000 22,000
Outstanding Amount $ 0 $ 5,160
Weighted- Average Interest Rate 13.00% 13.59%
End of Revolving / Withdrawal Period Mar. 31, 2025  
Maturity Date Feb. 28, 2026  
Two Thousand And Twenty Six December Mezzanine Credit Facility With Related Party [Member]    
Line Of Credit Facility [Line Items]    
Borrowing Capacity, Committed $ 0 $ 45,000
Borrowing Capacity, Uncommitted 35,000 25,000
Total Borrowing Capacity 35,000 70,000
Outstanding Amount $ 2,006 $ 18,372
Weighted- Average Interest Rate 13.00% 13.67%
End of Revolving / Withdrawal Period Jun. 30, 2026  
Maturity Date Dec. 31, 2026  
v3.25.4
Warrant Liabilities - Additional Information (Details) - $ / shares
12 Months Ended
Dec. 31, 2025
Jul. 25, 2025
Dec. 31, 2024
Derivative Warrant Liabilities [Line Items]      
Warrants expiration period after completion of business combination or earlier upon redemption or liquidation date Sep. 01, 2026    
Common Class A      
Derivative Warrant Liabilities [Line Items]      
Class of warrant or right outstanding   1,428,571,000  
Number of warrants or rights, excercisable 15    
Common stock, shares issued 37,210,647   27,379,000
Common stock, par value $ 0.0001   $ 0.0001
Public Warrant | Common Class A      
Derivative Warrant Liabilities [Line Items]      
Class of warrant or right outstanding 16,200,000    
Warrants exercisable $ 172.5    
Private Placement | Common Class A      
Derivative Warrant Liabilities [Line Items]      
Class of warrant or right outstanding 5,600,000    
v3.25.4
Fair Value Measurements - Summary of Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Warrant liabilities $ 0 $ 231
Quoted Prices in Active Markets for Identical Liabilities (Level 1) | Public Warrant    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Warrant liabilities 226 128
Significant Unobservable Inputs (Level 3) | Private Placement Warrant    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Warrant liabilities $ 135 $ 103
v3.25.4
Fair Value Measurements - Additional Information (Details) - USD ($)
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]      
Change in fair value of warrant liabilities $ 130,000 $ (240,000) $ (68,000)
Fair value, measurement with unobservable inputs reconciliation, recurring basis, liability, transfers, net 0 0 $ 0
Public Warrant      
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]      
Change in fair value of warrant liabilities $ (100) $ 100  
v3.25.4
Fair Value Measurements - Schedule of Liabilities Measured on Recurring Basis Unobservable Input Reconciliation (Details) - Private Placement Warrant - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Beginning balance $ 103 $ 166
Change in fair value of private placement warrants included in net (loss) income $ 32 $ (63)
Fair Value, Liability, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] Fair Value Adjustment of Warrants Fair Value Adjustment of Warrants
Ending balance $ 135 $ 103
v3.25.4
Fair Value Measurements - Schedule of Fair Value of Private Placement Warrants Estimated Using Black-Scholes-Merton Option Pricing Model (Details)
Jul. 25, 2025
$ / shares
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]  
Per share price in offering $ 2.1
v3.25.4
Stockholders' Equity - Additional Information (Details) - USD ($)
1 Months Ended 12 Months Ended
Jul. 25, 2025
Jan. 31, 2026
Aug. 31, 2025
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Jan. 26, 2026
Class Of Stock [Line Items]              
Issuance cost of pre-funded warrants $ 6,000,000     $ 0 $ 0 $ (784,000)  
Per share price in offering $ 2.1            
Transaction costs       800,000      
Aggregate gross proceeds       6,000,000      
Proceeds from exercise of pre-funded warrants       $ 0 $ 0 11,000  
Preferred stock, shares issued       0      
Preferred stock, shares outstanding       0      
Shares Authorized       2,100,000,000      
Preferred Stock              
Class Of Stock [Line Items]              
Common stock, par value       $ 0.0001      
Shares Authorized       100,000,000      
Warrant              
Class Of Stock [Line Items]              
Description of offered and sold       The 2025 Shares and 2025 Warrants were offered and sold on a combined basis for consideration equating to $2.10 for one share and half of one warrant.      
2025 Warants              
Class Of Stock [Line Items]              
Aggregate gross proceeds       $ 1,600,000      
Warrants expiration period       Jan. 26, 2026      
2025 Warants | Subsequent Event [Member]              
Class Of Stock [Line Items]              
Exercise price of warrants             $ 2.3
Open Market Sale Agreement              
Class Of Stock [Line Items]              
Offering costs       $ 1,300,000      
Remaining availability       $ 69,700,000      
Common Class A [Member]              
Class Of Stock [Line Items]              
Common stock, shares authorized       2,000,000,000 2,000,000,000    
Common stock, par value       $ 0.0001 $ 0.0001    
Common stock warrant issued or sold 2,857,143            
Class of warrant or right outstanding 1,428,571,000            
Aggregate gross proceeds       $ 4,400,000      
Common stock, shares issued       37,210,647 27,379,000    
Common stock, shares outstanding       37,210,647 27,379,000    
Shares Authorized       2,000,000,000      
Common Class A [Member] | Direct Offering | Subsequent Event [Member]              
Class Of Stock [Line Items]              
Shares sold, purchase price   $ 1.8          
Common stock warrant issued or sold   10,000,000,000          
Aggregate gross proceeds   $ 18,000          
Common Class A [Member] | Pre-funded Warrants              
Class Of Stock [Line Items]              
Aggregate gross proceeds           $ 90,000,000  
Common stock, shares issued           10,700,000  
Common Class A [Member] | Private Placement              
Class Of Stock [Line Items]              
Class of warrant or right outstanding       5,600,000      
Common Class A [Member] | Open Market Sale Agreement              
Class Of Stock [Line Items]              
Issuance cost of pre-funded warrants     $ 100,000,000        
Aggregate gross proceeds       $ 30,300,000      
Common stock, shares issued       6,574,495      
v3.25.4
Stock-Based Awards - Additional Information (Details) - USD ($)
$ in Millions
12 Months Ended
Jun. 17, 2025
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Jan. 01, 2026
Jan. 01, 2025
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]            
Stock option exercised, intrinsic value   $ 0.1 $ 0.1 $ 0.1    
Unrecognized stock based compensation expense   $ 0.1        
Unrecognized stock based compensation expense, recognition period   2 months 26 days        
Fair value of restricted stock units vested   $ 0.7 0.7 1.8    
Restricted Stock Units (RSUs) [Member]            
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]            
Unrecognized stock based compensation expense   $ 5.7        
Unrecognized stock based compensation expense, recognition period   2 years 2 months 23 days        
Fair value of restricted stock units vested   $ 2.4 $ 3.0 $ 2.7    
Performance-based restricted stock units granted   4,563,000 948,000 321,000    
Vested   460,000 149,000 33,000    
Restricted Stock Units (RSUs) [Member] | Employee [Member]            
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]            
Performance-based restricted stock units vesting period   3 years        
Restricted Stock Units (RSUs) [Member] | Non-Employee [Member] | Minimum [Member]            
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]            
Performance-based restricted stock units vesting period   3 months        
Restricted Stock Units (RSUs) [Member] | Non-Employee [Member] | Maximum [Member]            
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]            
Performance-based restricted stock units vesting period   3 years        
Performance-Based Restricted Stock Units [Member]            
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]            
Performance-based restricted stock units granted   0 0 0    
Vested   0 0 0    
Long-Term Incentives Awards [Member]            
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]            
Unrecognized stock based compensation expense   $ 1.4        
Unrecognized stock based compensation expense, recognition period   1 year 11 months 12 days        
Common Class A | Restricted Stock Units (RSUs) [Member]            
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]            
Vested   300,000        
2021 Equity Incentive plan            
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]            
Diluted shares conversion percentage   5.00%        
Number of Shares Available for Grant         7,382,591  
2021 Equity Incentive plan | Common Class A            
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]            
Number of Shares Available for Grant         2,042,056 741,127
Incentive Award Plan            
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]            
Stock based award, other increases in number of shares available for grant 2,721,500          
Employee Stock Purchase Plan            
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]            
Diluted shares conversion percentage   1.00%        
Number of Shares Available for Grant   419,674     135,798  
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued   0        
Employee Stock Purchase Plan | Maximum [Member]            
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]            
Number of Shares Available for Grant   3,333,333        
v3.25.4
Stock-Based Awards - Summary of Stock Option Activity (Details) - Employee Stock Option - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding [Roll Forward]        
Options, Outstanding at beginning of period 844 1,078 1,182  
Options, Granted 0 0 0  
Options, Excercised (57) (11) (14)  
Options, Forfeited or cancelled (146) (223) (90)  
Options, Outstanding at end of period 641 844 1,078 1,182
Options, Exercisable 638      
Options, Vested and expected to vest 641      
Weighted Average Exercise Price        
Weighted average exercise price per share, outstanding beginning of period $ 11.3 $ 12.04 $ 12.47  
Weighted average exercise price per share, Granted 0 0 0  
Weighted average exercise price per share, Exercised 2.95 2.95 3.72  
Weighted average exercise price per share, Forfeited or cancelled 14.59 15.31 19.06  
Weighted average exercise price per share, Outstanding at end of period 11.3 $ 11.3 $ 12.04 $ 12.47
Weighted average exercise price per share, Exercisable 11.23      
Weighted average exercise price per share, Vested and expected to vest $ 11.3      
Weighted average remaining contractual term 1 year 7 months 9 days 3 years 1 month 28 days 4 years 3 months 3 days 5 years 9 months 25 days
Weighted average remaining contractual term, Exercisable 1 year 7 months 2 days      
Weighted average remaining contractual term, Vested and expected to vest 1 year 7 months 9 days      
Aggregate intrinsic value, Outstanding beginning of period $ 0 $ 1,686 $ 953  
Aggregate intrinsic value, Outstanding end of period 0 $ 0 $ 1,686 $ 953
Aggregate intrinsic value, Exercisable 0      
Aggregate intrinsic value, Vested and expected to vest $ 0      
v3.25.4
Stock-Based Awards - Summary of RSU award activity (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares
shares in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Beginning Balance 898 250 131
Granted 4,563 948 321
Vested and settled (460) (149) (33)
Forfeited or expired (244) (151) (169)
Ending Balance 4,757 898 250
Weighted Average Grant Date Fair Value, Beginning Balance $ 8.11 $ 29.77 $ 70.92
Weighted Average Grant Date Fair Value, Granted 1.36 5.13 11.65
Weighted Average Grant Date Fair Value, Vested and settled 6.85 23.96 76.71
Weighted Average Grant Date Fair Value, Forfeited 4.09 9.67 18.16
Weighted Average Grant Date Fair Value, Ending Balance $ 1.96 $ 8.11 $ 29.77
v3.25.4
Stock-Based Awards - Schedule of Assumptions Used in Monte Carlo Simulation Model (Details) - Long-Term Incentives Awards [Member] - $ / shares
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Risk-free interest rate 4.36% 4.12%
Expected stock price volatility 95.00% 95.00%
Expected dividend yield 0.00% 0.00%
Fair value on grant date $ 5.08 $ 7.81
v3.25.4
Stock-Based Awards - Summary of PSU Award Activity (Details) - Performance-Based Restricted Stock Units [Member] - $ / shares
shares in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]      
Beginning Balance 110 119 129
Granted 0 0 0
Vested 0 0 0
Forfeited or expired (110) (9) (10)
Ending Balance 0 110 119
Weighted Average Grant Date Fair Value, Beginning Balance $ 70.81 $ 70.81 $ 70.81
Weighted Average Grant Date Fair Value, Granted 0 0 0
Weighted Average Grant Date Fair Value, Vested 0 0 0
Weighted Average Grant Date Fair Value, Forfeited 70.81 70.81 70.81
Weighted Average Grant Date Fair Value, Ending Balance $ 0 $ 70.81 $ 70.81
v3.25.4
Stock-Based Awards - Summary of Stock-Based Compensation Expense (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]      
Stock-based compensation expense $ 2,828 $ 8,080 $ 7,915
Sales, Marketing and Operating [Member]      
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]      
Stock-based compensation expense 307 2,139 1,964
General and Administrative [Member]      
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]      
Stock-based compensation expense 2,301 5,463 5,562
Technology and Development [Member]      
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]      
Stock-based compensation expense $ 220 $ 478 $ 389
v3.25.4
Variable Interest Entities - Summary of Assets and Liabilities Related to VIEs (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Assets      
Restricted cash $ 1,627 $ 30,608 $ 3,967
Accounts receivable 7,938 3,848  
Real estate inventory 93,793 214,174  
Prepaid expenses and other current assets 1,792 2,564  
Property and equipment, net 14,673 9,127  
Total assets [1] 154,771 313,053  
Liabilities      
Accounts payable 1,667 1,922  
Total liabilities [2] 116,552 265,400  
Variable Interest Entity      
Assets      
Restricted cash 1,302 30,608  
Accounts receivable 303 0  
Real estate inventory 93,793 214,174  
Prepaid expenses and other current assets 169 345  
Property and equipment, net 5,611 0  
Total assets 101,178 245,127  
Liabilities      
Accounts payable 398 591  
Accrued and other current liabilities 526 1,326  
Secured credit facilities and other debt, net 78,076 237,273  
Total liabilities $ 79,000 $ 239,190  
[1] onsolidated assets as of December 31, 2025 and 2024 include the following assets of certain variable interest entities (“VIEs”) that can only be used to settle the liabilities of those VIEs: Restricted cash, $1,302 and $30,608; Accounts receivable, $303 and $0; Real estate inventory, $93,793 and $214,174; Prepaid expenses and other current assets, $169 and $345; Property and equipment, net, $5,611 and $0; Total assets of $101,178 and $245,127, respectively.
[2] onsolidated liabilities as of December 31, 2025 and 2024 include the following liabilities for which the VIE creditors do not have recourse to Offerpad: Accounts payable, $398 and $591; Accrued and other current liabilities, $526 and $1,326; Secured credit facilities and other debt, net, $78,076 and $237,273; Total liabilities, $79,000 and $239,190, respectively.
v3.25.4
Earnings Per Share - Summary of Components of Basic and Diluted Earnings Per Share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]      
Net loss $ (46,384) $ (62,159) $ (117,218)
Weighted average common shares outstanding, basic 30,987 27,410 26,385
Dilutive effect of stock options [1] 0 0 0
Dilutive effect of restricted stock units [1] 0 0 0
Weighted average common shares outstanding, diluted 30,987 27,410 26,385
Net loss per share, basic $ (1.5) $ (2.27) $ (4.44)
Net loss per share, diluted $ (1.5) $ (2.27) $ (4.44)
Employee Stock Option      
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]      
Anti-dilutive preferred stock [1] 736 869 816
Anti-dilutive restricted stock units      
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]      
Anti-dilutive preferred stock [1] 1,401 183 147
Anti-dilutive performance-based restricted stock units      
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]      
Anti-dilutive preferred stock 18 116 123
Warrant      
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]      
Anti-dilutive preferred stock 1,452 1,452 1,452
2025 Warants      
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]      
Dilutive effect of 2025 Warrants [1] 0 0 0
Anti-dilutive preferred stock [1] 1,429 0 0
[1] Due to the net loss during each of the years ended December 31, 2025, 2024, and 2023, no dilutive securities were included in the calculation of diluted loss per share because they would have been anti-dilutive.
v3.25.4
Earnings Per Share - Summary of Components of Basic and Diluted Earnings Per Share (Parenthetical) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Earnings Per Share [Abstract]      
Dilutive securities, effect on basic earnings per share $ 0 $ 0 $ 0
v3.25.4
Income Taxes - Additional Information (Details) - USD ($)
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Operating Loss Carryforwards [Line Items]      
(Loss) income before income taxes $ (45,943,000) $ (62,128,000) $ (117,055,000)
Valuation allowance, amount 6,197,000 12,557,000 24,064,000
Changes in valuation allowances 7,100,000 14,900,000 29,000,000
Income Taxes Paid 400,000 300,000 400,000
Unrecognized Tax Benefits 0 $ 0 $ 0
Federal      
Operating Loss Carryforwards [Line Items]      
Net operating loss carryforwards 492,300,000    
Net Operating Loss Carryforwards Expiration 466,300,000    
Net Operating Loss Carryforwards Not Utilized 26,000,000    
U.S. State      
Operating Loss Carryforwards [Line Items]      
Net operating loss carryforwards 412,900,000    
Net Operating Loss Carryforwards Expiration 174,500,000    
Net Operating Loss Carryforwards Not Utilized $ 238,400,000    
v3.25.4
Income Taxes - Schedule of Components of Income Tax Expense (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Income Tax Disclosure [Abstract]      
Current provision federal $ 0 $ 0 $ 0
Current provision state 441 31 163
Total current 441 31 163
Deferred provision federal 0 0 0
Deferred provision state 0 0 0
Total deferred 0 0 0
Total income tax expense $ 441 $ 31 $ 163
v3.25.4
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Income Tax Disclosure [Abstract]      
Benefit at federal statutory income tax rate, amount $ (9,648) $ (13,047) $ (24,582)
Benefit at federal statutory income tax rate percent 21.00% 21.00% 21.00%
State taxes, amount [1] $ 441 $ 31 $ 163
State taxes, percent [1] (1.00%) (0.10%) (0.10%)
Changes in valuation allowances, amount $ 6,197 $ 12,557 $ 24,064
Changes in valuation allowances, percent (13.50%) (20.20%) (20.60%)
Stock-based compensation, Amount $ 2,652 $ 119 $ 59
Stock-based compensation, percent (5.80%) (0.20%) (0.10%)
Other, amount $ 83 $ 4 $ 39
Other, percent (0.20%) 0.00% 0.00%
Other, amount $ 716 $ 367 $ 420
Other, percent (1.50%) (0.60%) (0.30%)
Total income tax expense $ 441 $ 31 $ 163
Effective income tax rate, percent (1.00%) (0.10%) (0.10%)
[1] State taxes in Texas comprise the majority of state and local taxes for each of the years presented.
v3.25.4
Income Taxes - Schedule of Deferred Income Tax Assets and Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Deferred tax assets:    
Federal net operating loss carryforwards $ 104,891 $ 93,564
State net operating loss carryforwards 20,454 18,473
Operating lease liabilities 3,638 3,856
Research and development expenditures 2,686 4,839
Stock-based compensation 1,369 4,665
Transaction costs 1,348 1,464
Real estate inventory 397 732
Other 1,236 1,392
Gross deferred tax asset 136,019 128,985
Valuation allowance (133,022) (125,887)
Deferred tax assets, net of valuation allowance 2,997 3,098
Deferred tax liabilities:    
Operating lease right-of-use assets (1,897) (2,182)
Property and equipment (386) (469)
Other (714) (447)
Gross deferred tax liabilities (2,997) (3,098)
Net deferred income taxes $ 0 $ 0
v3.25.4
Related-Party Transactions - Summary of Credit Facilities as Related Parties (Details) - USD ($)
$ in Thousands
12 Months Ended
Jul. 25, 2025
Dec. 31, 2025
Dec. 31, 2024
Senior Secured Credit Facility With a Related Party [Member]      
Related Party Transaction [Line Items]      
Borrowing Capacity   $ 65,000 $ 50,000
Outstanding Amount $ 15,000 628 18,329
Mezzanine Secured Credit Facilities With a Related Party      
Related Party Transaction [Line Items]      
Borrowing Capacity   57,000 92,000
Outstanding Amount   $ 2,006 $ 23,532
v3.25.4
Related Party Transactions - Additional Information (Details)
$ in Thousands
12 Months Ended
Dec. 31, 2025
USD ($)
Facility
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Oct. 31, 2025
USD ($)
Mar. 16, 2020
USD ($)
Oct. 26, 2016
USD ($)
Related Party Transaction [Line Items]            
Operating Costs And Expenses $ 965 $ 1,061 $ 1,462      
L L Funds Loan Agreement | Common Class A            
Related Party Transaction [Line Items]            
Ownership percentage 5.00%          
First American Financial Corporation | Common Class A            
Related Party Transaction [Line Items]            
Ownership percentage 5.00%          
LL Capital Partners I, L.P            
Related Party Transaction [Line Items]            
Interest Expense $ 4,300 3,900 4,100      
Related Party [Member] | First American Financial Corporation            
Related Party Transaction [Line Items]            
Operating Costs And Expenses $ 2,400 $ 5,300 $ 7,300      
Senior Secured Credit Line            
Related Party Transaction [Line Items]            
Number of facilities | Facility 2          
Senior Secured Credit Line | L L Funds Loan Agreement            
Related Party Transaction [Line Items]            
Maximum principal amount           $ 50,000
Mezzanine Secured Loan | L L Funds Loan Agreement            
Related Party Transaction [Line Items]            
Maximum principal amount           $ 22,000
Mezzanine facility [Member]            
Related Party Transaction [Line Items]            
Number of facilities | Facility 2          
LL Mezz Loan Agreement [Member]            
Related Party Transaction [Line Items]            
Maximum principal amount         $ 35,000  
Loan and Security Agreement            
Related Party Transaction [Line Items]            
Maximum principal amount       $ 15,000    
v3.25.4
Related-Party Transactions - Summary of Related Parties (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Related Party Transaction [Line Items]      
Operating Costs And Expenses $ 965 $ 1,061 $ 1,462
Brother 1 | Related Party      
Related Party Transaction [Line Items]      
Operating Costs And Expenses [1] 534 473 680
Brother 2 | Related Party      
Related Party Transaction [Line Items]      
Operating Costs And Expenses [2] 269 445 640
Sister in law | Related Party      
Related Party Transaction [Line Items]      
Operating Costs And Expenses [1] $ 162 $ 143 $ 142
[1] Compensation for Mr. Vaughn Bair and Ms. Katie Bullard includes both base salary and annual performance-based cash incentives.
[2] This includes compensation paid to Mr. Casey Bair prior to his separation from service with the Company in August 2024, and severance payments in connection with his separation.
v3.25.4
Related-Party Transactions - Grants of Equity Awards to Related Parties (Details) - shares
shares in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
First American Financial Corporation      
Related Party Transaction [Line Items]      
Granted 450,433 88,500  
Brother 1 | First American Financial Corporation      
Related Party Transaction [Line Items]      
Granted 430,433 42,500  
Brother 2 | First American Financial Corporation      
Related Party Transaction [Line Items]      
Granted [1] 0 40,000  
Sister in law | First American Financial Corporation      
Related Party Transaction [Line Items]      
Granted 20,000 6,000  
Number of RSUs      
Related Party Transaction [Line Items]      
Granted 4,563 948 321
Number of Target PSUs      
Related Party Transaction [Line Items]      
Granted 0 0 0
[1] Mr. Casey Bair’s 2024 RSU award was forfeited in connection with his separation from service in August 2024.
v3.25.4
Commitments and Contingencies - Additional Information (Details)
$ in Millions
Dec. 31, 2025
USD ($)
Home
Commitments and Contingencies Disclosure [Abstract]  
Contract to purchase homes | Home 62
Aggregate purchase price $ 16.1
Purchase obligation payable 3.1
Purchase obligation $ 3.6
v3.25.4
Segment Reporting (Additional Information) (Details) - Segment
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Product Information [Line Items]      
Number of reportable segments 2    
Customer Concentration Risk [Member] | Consolidated Revenue      
Product Information [Line Items]      
Concentration Risk Percentage 10.00% 10.00% 10.00%
v3.25.4
Segment Reporting - Schedule of segment financial information (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Segment Reporting Information [Line Items]      
Revenue $ 567,812 $ 918,819 $ 1,314,412
Costs of revenue 525,769 846,624 1,244,231
Gross Profit 42,043 72,195 70,181
Operating expenses:      
Sales, marketing and operating 45,835 73,091 116,558
General and administrative 26,192 40,621 50,091
Technology and development 3,405 4,524 7,945
Total operating expenses 75,432 118,236 174,594
Loss from operations (33,389) (46,041) (104,413)
Other income (expense):      
Change in fair value of warrant liabilities (130) 240 68
Interest expense (13,403) (18,684) (18,859)
Other income, net 979 2,357 6,149
Total other expense (12,554) (16,087) (12,642)
Loss before income taxes (45,943) (62,128) (117,055)
Other [Member]      
Segment Reporting Information [Line Items]      
Revenue 5,882 5,962 18,259
Costs of revenue 620 1,799 9,432
Gross Profit 5,262 4,163 8,827
Cash Offer [Member]      
Segment Reporting Information [Line Items]      
Revenue 534,823 894,730 1,283,958
Costs of revenue [1] 503,535 830,607 1,225,073
Gross Profit 31,288 64,123 58,885
B2B Renovate [Member]      
Segment Reporting Information [Line Items]      
Revenue 27,107 18,127 12,195
Costs of revenue 21,614 14,218 9,726
Gross Profit $ 5,493 $ 3,909 $ 2,469
[1] Includes real estate inventory valuation adjustments of $5.3 million, $4.5 million, and $8.9 million during the respective periods.
v3.25.4
Segment Reporting - Schedule of segment financial information (Parenthetical) (Details) - USD ($)
$ in Millions
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Segment Reporting [Abstract]      
Inventory valuation adjustments $ 5.3 $ 4.5 $ 8.9
v3.25.4
Subsequent Events (Additional Information) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Subsequent Event [Line Items]      
Proceeds from exercise of pre-funded warrants $ 0 $ 0 $ 11