SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
LL Capital Partners I, L.P.

(Last) (First) (Middle)
C/O LL FUNDS, LLC, 2400 MARKET STREET

(Street)
PHILADELPHIA PA 19103

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Offerpad Solutions Inc. [ OPAD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 09/30/2025 J(1) 5,816,959 D (1) 866,372 I See Footnote(2)(6)
Class A Common Stock 09/30/2025 J(1) 931,385 A (1) 1,797,757 I See Footnote(3)(6)
Class A Common Stock 09/30/2025 J(1) 16,012 A (1) 1,813,769(5) I See Footnote(4)(6)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
Explanation of Responses:
1. This filing reports in-kind distribution of Issuer shares to the limited partners of special purpose vehicles LL Capital Partners I, L.P. and SIF V, LLC. No consideration was paid in connection with these distributions.
2. LLCP I GP, LLC is the general partner of LL Capital Partners I, L.P. and exercises voting and dispositive power over the shares noted herein held by LL Capital Partners I, L.P. Roberto Sella is the sole manager of LLCP I GP, LLC. As the sole manager of LLCP I GP, LLC Roberto Sella may be deemed to have voting and dispositive power over shares held by LL Capital Partners I, L.P.
3. LLCP I SLP, L.P. is a limited partner of LL Capital Partners I, L.P. LLCP I SLP GP, LLC is the general partner of LLCP I SLP, L.P. Roberto Sella is the managing member of LLCP I SLP GP, LLC and may be deemed to have voting and dispositive power over shares held by LLCP I SLP, L.P.
4. LLSO SLP, LLC is a limited partner of LL Capital Partners I, L.P. Roberto Sella is sole member of LLSO SLP, LLC and may be deemed to have voting and dispositive power over shares held by LLSO SLP, LLC.
5. Includes 866,372 shares held by LL Capital Partners I, L.P., 931,385 shares held by LLCP I SLP, L.P., and 16,012 shares held by LLSO SLP, LLC.
6. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
LL Capital Partners I, L.P., By LLCP I GP, LLC, its General Partner, By: /s/ Roberto Sella, sole manager 10/02/2025
SIF V, LLC, By LLCP II GP, LLC, its Managing Member, By: /s/ Roberto Sella, sole manager 10/02/2025
LLCP I SLP, L.P., By LLCP I SLP GP, LLC its General Partner, By: /s/ Roberto Sella, managing member 10/02/2025
LLSO SLP, LLC, By: /s/ Roberto Sella, sole member 10/02/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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