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What specific corporate events convert Opendoor warrants into common or preferred equity?

Checked on November 25, 2025
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Executive summary

Opendoor distributed three series of tradable warrants (Series K, A and Z) as a special dividend on or about November 21, 2025; each warrant can be exercised to purchase one share of common stock at $9 (K), $13 (A) and $17 (Z), expiring November 20, 2026, unless early-expiration VWAP triggers occur described in the warrant materials [1] [2]. The company filed the warrant agreement as an exhibit to a Form 8‑A and the SEC Form 8‑K sets the distribution mechanics and related financing transactions [3].

1. What Opendoor actually issued — three tradable warrant series

Opendoor’s special dividend delivered one Series K, one Series A and one Series Z warrant for every 30 shares held by record holders as of 5:00 p.m. New York time on November 18, 2025; the distribution occurred around November 21, 2025 and the warrants began trading on Nasdaq shortly after [2] [4]. Each warrant entitles the holder to acquire one share of common stock subject to the warrant agreement and the registration on Form 8‑A [2] [3].

2. Conversion into equity — primary mechanism is exercise for common stock

The public materials state each warrant “entitles the holder to purchase one [5] share of common stock” at the specified exercise price and are “exercisable for cash” on and after the Distribution Date, which is the standard route by which these warrants convert into common equity — i.e., holder pays the exercise price and receives one common share [1] [2]. The Form 8‑A/warrant agreement filed with the SEC governs the precise mechanics including exercise window and whether net exercise can be used [2] [3].

3. Early expiration and automatic conversion triggers (VWAP-based)

Opendoor’s public descriptions make clear the warrants can expire early if certain market-price conditions are met: an “Early Expiration Price Condition” tied to a 30‑day volume‑weighted average price (VWAP) at 120% of the exercise price can trigger early expiration for a given series (i.e., the warrants end before the November 20, 2026 maturity) — this is a de facto market‑price trigger affecting when holders can or must exercise [1] [6]. The press materials and secondary reporting identify that early-expiration triggers are part of the agreed terms [1] [6].

4. Who else received warrants and pro rata mechanics

Holders of certain convertible notes also received warrants on the same terms, calculated based on applicable conversion rates for those instruments, so these warrants were distributed not only to common stockholders of record but also to eligible convertible noteholders [7] [8]. The distribution ratio for common shareholders was explicitly one of each warrant per 30 common shares held, rounded down [2] [8].

5. What the filings do — where the exact legal conversion rules live

The company filed a form of the warrant agreement as an exhibit to a Form 8‑A registration statement and disclosed the Distribution Date and related financing in its Form 8‑K; those filings are the primary source for the legal conversion mechanics (exercise price, expiration, whether net exercise is allowed, early‑expiration triggers, eligibility) and should be read for operative detail [2] [3]. Public summaries repeat headline terms, but the warrant agreement and prospectus supplement contain the binding provisions [3] [1].

6. Market and investor context — why Opendoor structured it this way

Opendoor framed the dividend as “shareholder‑first” and a way to align management and investors; commentators noted the move supplies optionality to shareholders and can influence trading dynamics (including short sellers and retail buzz), which helps explain both the business rationale and market reaction [1] [9]. Media coverage also highlighted that the warrants trade on Nasdaq, creating a separate, tradable vehicle with different strike prices and expiries that may appeal to a range of investors [4] [6].

7. Limits of available reporting and what to check next

Available sources provide headline conversion mechanics (one warrant = right to buy one common share at specified prices; cash exercise; VWAP early-expiration triggers) and reference the filed warrant agreement, but available reporting does not quote the entire warrant agreement text or all technical provisions (e.g., anti-dilution adjustments, fractional share treatment, full net‑settlement formula). For definitive legal details on conversion, anti-dilution protections, settlement alternatives and any conversion into preferred equity (if any), consult the warrant agreement/prospectus supplement filed with the SEC referenced in the Form 8‑A and 8‑K [3] [2].

Note: available sources do not mention any mechanism by which these warrants convert into preferred equity instead of common stock; the public filings describe exercise into common stock subject to the warrant agreement [1] [3].

Want to dive deeper?
What are the trigger events in Opendoor's warrant agreement that cause automatic conversion into common or preferred stock?
How did the DTC (or sponsor) structure affect Opendoor warrant conversion mechanics during its SPAC merger?
Are Opendoor public warrants exercisable for cash, or can they be net-settled into equity — and what are the conditions?
How have past corporate actions (stock splits, reverse splits, mergers) historically affected Opendoor warrant holders?
What timeline and notice requirements does Opendoor provide to warrant holders before any mandatory conversion or redemption?