Better Home & Finance (BETR) Proxy filing summary

Executive summary

• Special Committee urges shareholders to reject former CEO Vishal Garg's campaign to remove five board members and regain control, citing his poor leadership and track record of losses.

• Under Garg, the company lost over $2 billion and more than 90% of its public value, with missed revenue and loan origination targets.

• The board is focused on executing a new strategy, including cost reductions, technology investments, and enterprise partnerships, to drive long-term value.

• Forward-looking statements highlight ongoing initiatives, including the sale of the UK-based bank, launch of TinmanGo, and exceeding $45 million in annualized cost savings.

Voting matters and shareholder proposals

• Shareholders are being asked to reject consent cards from Garg, who seeks to remove five directors without naming replacements.

• The Special Committee has adopted a shareholder rights plan to protect against a takeover without appropriate premium or disclosure.

Board of directors and corporate governance

• Five directors targeted for removal have significant experience and were recently elected with strong shareholder support.

• The board is working with Interim CEO Daniel Lewis to stabilize leadership and execute strategic priorities.

• Board composition could be destabilized if Garg's campaign succeeds, potentially leaving him as the sole director.