Offerpad Solutions Inc DEFA14A, filed Apr 24, 2023
Offerpad Solutions Inc. (OPAD)
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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Your Vote Counts!OFFERPAD SOLUTIONS INC. (OPAD)2023 Annual MeetingVote by June 7, 2023 11:59 PM ETOFFERPAD SOLUTIONS INC. (OPAD) 2150 E. GERMANN ROAD, SUITE 1 CHANDLER, ARIZONA 85286V12172-P89204You invested in OFFERPAD SOLUTIONS INC. (OPAD) and its time to vote!You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy material for the stockholder meeting to be held on June 8, 2023.Get informed before you voteView the Annual Report and Notice and Proxy Statement online OR you can receive a free paper or email copy of the material(s) by requesting prior to May 25, 2023. If you would like to request a copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.For complete information and to vote, visit www.ProxyVote.com Control #Smartphone usersPoint your camera here and vote without entering a control numberVote Virtually at the Meeting*June 8, 2023 8:00 a.m. PTVirtually at: www.virtualshareholdermeeting.com/OPAD2023*Please check the meeting materials for any special requirements for meeting attendance.V1.1
Vote at www.ProxyVote.comTHIS IS NOT A VOTABLE BALLOTThis is an overview of the proposals being presented at the upcoming stockholder meeting. Please follow the instructions on the reverse side to vote these important matters.Voting Items Board Recommends1. Election of Directors Nominees:01) Katie Curnutte For 02) Alexander M. Klabin2. Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the For fiscal year ending December 31, 2023.3. Approval, on an advisory (non-binding) basis, of the compensation of the Companys named executive officers. For4. Approval of amendments to the Companys certificate of incorporation to effect a reverse stock split of our Class A For Common Stock and Class B Common Stock at a ratio ranging from any whole number between 1-for-10 and 1-for-60, as determined by our Board of Directors in its discretion.5. Approval of three separate proposals to amend our certificate of incorporation to:5a. Eliminate the authorization of and references to Class B Common Stock and Class C Common Stock and make related For technical, non-substantive and conforming changes;5b. Revise the definition of the Sunset Date to mean the first date on which LL Capital Partners I, L.P. and Roberto For Sella (and their respective affiliates) cease to own, in the aggregate, 17.5% of the outstanding shares of our Class A Common Stock; and5c. Provide that, prior to the Sunset Date, vacancies on the Board may be filled by the affirmative vote of a majority of the For directors then in office, even though less than a quorum, or by a sole remaining director, in addition to the stockholders.NOTE: To transact such other business as may properly come before the meeting or any adjournments or postponements of the Annual Meeting.Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click Delivery Settings.V12173-P89204