Stockholders' Equity

9 Months Ended

Sep. 30, 2025

Equity [Abstract]

Stockholders' Equity

17. Stockholders' Equity

On the Closing Date, the Company consummated the Business Combination pursuant to the terms of the Merger Agreement. The Company’s Class A common stock and Public Warrants currently trade on the Nasdaq, under the ticker symbols “BETR” and “BETRW”, respectively. Each outstanding share of Pre-Business Combination Better common stock was exchanged for approximately 3.06 shares of the Company’s Class A or Class B common stock.

Private and Public Warrants—As of September 30, 2025 and December 31, 2024, the Company had a total of $6.8 million and $1.3 million of Private Warrants and Public Warrants, respectively, included as warrant and equity related liabilities within the condensed consolidated balance sheets. The change in fair value of Warrants for the three and nine months ended September 30, 2025, was a loss of $5.2 million and a loss of $5.5 million, respectively, and is included in other expenses within the condensed consolidated statements of operations and comprehensive loss. The change in fair value of Warrants for the three and nine months ended September 30, 2024, was a gain of $0.2 million and a gain of $0.7 million, respectively, and is included in other expenses within the condensed consolidated statements of operations and comprehensive loss.

Sponsor Locked-up Shares—As of September 30, 2025 and December 31, 2024, the Company had a total of $0.5 million and $0.1 million, respectively, of Sponsor Locked-up Share liabilities, which are included within warrant and equity liabilities in the condensed consolidated balance sheets. The change in fair value of Sponsor Locked-up Shares for both the three and nine months ended September 30, 2025, was loss of $0.4 million and was included in other expenses within the condensed consolidated statements of operations and comprehensive loss. The change in fair value of Sponsor Locked-up Shares for the three and nine months ended September 30, 2024, was none and a gain of $0.2 million, respectively, and was included in other expenses within the condensed consolidated statements of operations and comprehensive loss.

Notes Receivable from Stockholders—The Company, previously at times, entered into promissory note agreements with certain employees for the purpose of financing the exercise of the Company’s stock options. These employees had the ability to use the promissory notes to exercise stock options that have not yet been vested by the respective employees. Interest is compounded and accrued based on any unpaid principal balance and is due upon the earliest of maturity, 120 days after an employee leaves the Company, the date the employee sells shares acquired through the promissory note agreement without prior written consent of the Company, or the day prior to the date that any change in the employee’s status would cause the loan to be a prohibited extension or maintenance of credit under Section 402 of the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley Act”). The Company no longer enters into promissory note agreements for the purpose of financing the exercise of the Company’s stock options and no longer allows for the early exercise of stock options.

As of both September 30, 2025 and December 31, 2024 the Company had a total of $16.0 million of outstanding promissory notes.

Of the promissory notes outstanding as of both September 30, 2025 and December 31, 2024 $9.2 million were issued for the exercise of stock options vested, and are recorded as a component of stockholders’ equity within the condensed consolidated balance sheets. The balance as of September 30, 2025 does not include any promissory notes due from directors and officers of the Company.

Of the promissory notes outstanding as of both September 30, 2025 and December 31, 2024 $6.8 million were issued for the early exercise of stock options not yet vested. Promissory notes issued for the early exercise of stock options not yet

vested are not reflected within stockholders’ equity on the condensed consolidated balance sheets as they relate to unvested share awards and therefore are considered non-substantive exercises. As the unvested share awards vest and are exercised in conjunction with the notes, they are recognized in the statement of equity within vesting of common stock issued via promissory notes receivable from stockholders. The maturity of the promissory notes are in January 2026 and include interest rates ranging from 0.5% to 2.5% per annum.

At-the-Market Offering Program—On September 26, 2025, the Company implemented an “at-the-market” equity offering program (the “ATM Program”) pursuant to separate sales agreements (each, a “Sales Agreement” and collectively, the “Sales Agreements”) with Cantor Fitzgerald & Co. and BTIG, LLC (each an “Agent” and collectively, the “Agents”). Under the Sales Agreements, the Company may offer and sell shares of its Class A common stock, par value $0.0001 per share (the “Shares”), having an aggregate offering price of up to $75.0 million, from time to time, in “at-the-market” offerings as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended, through the Agents acting as sales agents or principals.

Sales of Shares, if any, will be made at prevailing market prices at the time of sale, or as otherwise agreed with the Agents. Each Agent is entitled to a commission of 2.0% of the gross sales price of Shares sold through it as sales agent under its Sales Agreement. The Shares will be issued pursuant to the Company’s registration statement on Form S-3 (File No. 333-287335), which was declared effective by the SEC on June 6, 2025, and the related prospectus supplement dated September 26, 2025 (“Prospectus Supplement”).

During the three and nine months ended September 30, 2025, the Company sold 9,917 shares of Class A common stock under the ATM Program for total gross proceeds of $0.6 million. The Company incurred commissions and other offering expenses of an immaterial amount. As of September 30, 2025, approximately $74.4 million remained available for issuance under the ATM Program. Subsequent to September 30, 2025 and through November 13, 2025, the Company sold 278,978 shares of Class A common stock under the ATM Program for total gross proceeds of $17.1 million and net proceeds of approximately $16.8 million, after deducting aggregate commissions and offering expenses of approximately $0.3 million. As of November 13, 2025, approximately $57.3 million remained available for issuance under the ATM Program.