Offerpad Solutions (OPAD) Proxy filing summary

Executive summary

• The 2026 Annual Meeting will be held virtually on June 3, 2026, with shareholders voting on key proposals including director elections, auditor ratification, executive compensation, and a reverse stock split amendment.

• Shareholders of record as of April 9, 2026, are entitled to vote, with each share of Class A common stock carrying one vote.

• The Board recommends voting in favor of all proposals, including the election of two Class II directors, ratification of Deloitte & Touche LLP as auditor, approval of executive compensation, and the reverse stock split.

Voting matters and shareholder proposals

• Proposals include electing Donna Corley and Tela Mathias as Class II directors, ratifying Deloitte & Touche LLP as auditor, approving executive compensation on an advisory basis, and amending the Certificate of Incorporation to effect a reverse stock split at a ratio between 1-for-5 and 1-for-50.

• The reverse stock split is intended to help regain compliance with NYSE listing requirements and improve stock price and marketability.

• Shareholders may submit proposals for the 2027 Annual Meeting by December 23, 2026, and director nominations must comply with universal proxy rules.

Board of directors and corporate governance

• The Board consists of six members, with staggered three-year terms across three classes.

• Four directors are considered independent under NYSE rules.

• The Board has Audit, Compensation, and Nominating and Corporate Governance Committees, each with defined responsibilities and independent membership.

• The Board’s leadership structure includes a combined Chairman/CEO and a Lead Independent Director.

• The Nominating and Corporate Governance Committee oversees ESG matters and director nominations.