Statement of Changes in Beneficial Ownership (4)
September 03 2021 - 6:43PM
Edgar (US Regulatory)
FORM 4
[X]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Supernova Partners LLC |
2. Issuer Name and Ticker or Trading Symbol
Offerpad Solutions Inc.
[
OPAD
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O SUPERNOVA PRTNR ACQUISITION CO. INC., 4301 50TH STREET NW SUITE 300 PMB 1044 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/1/2021 |
(Street)
WASHINGTON, DC 20016
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock | 9/1/2021 | | C | | 9861250 | A | (1) | 9861250 | D (2) | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Class B Common Stock | (1) | 9/1/2021 | | C | | | 9861250 | (1) | (1) | Class A Common Stock | 9861250 | (1) | 0 | D (2) | |
Explanation of Responses: |
(1) | On September 1, 2021, pursuant to that certain Agreement and Plan of Merger, dated as of March 17, 2021, by and among the Issuer, Orchids Merger Sub LLC ("Merger Sub") and OfferPad, Inc. ("Old Offerpad"), Merger Sub merged with and into Old Offerpad with Old Offerpad surviving as a wholly owned subsidiary of Supernova Partners Acquisition Company, Inc., who changed its name to Offerpad Solutions, Inc. (the "Merger"). Upon consummation of the Merger, each issued and outstanding share of Class B common stock was automatically converted on a one-for one basis into shares of Class A common stock of the Issuer. The Class B common stock was not subject to vesting and did not have an expiration date. |
(2) | The Form 3 filed on October 20, 2020, and Form 4 filed on October 27, 2020 by Supernova Partners LLC, included Messrs. Rascoff, Klabin, Clifton and Reid as beneficial owners of the Class B Common Stock and Warrants held by Supernova Partners LLC. Messrs. Rascoff, Klabin, Clifton and Reid are not deemed to be beneficials owners and were inlcuded on the Form 3 and Form 4 in error. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Supernova Partners LLC C/O SUPERNOVA PRTNR ACQUISITION CO. INC. 4301 50TH STREET NW SUITE 300 PMB 1044 WASHINGTON, DC 20016 |
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Signatures
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/s/ Michael Clifton | | 9/3/2021 |
**Signature of Reporting Person | Date |
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