Better Home & Finance, also known as Better.com, has turned a leadership transition into a fight over control of the company and the accuracy of its own disclosure trail, with its board accusing founder Vishal Garg of causing a late SEC filing just as Garg says he has enough shareholder support to replace most of the directors.
The most immediate dispute concerns Better’s second-quarter Form 10-Q. On August 10, Better filed a notification of late filing with the SEC, saying additional time was required to complete its quarter-end closing procedures. The company said it expected to submit the report within the five-day extension allowed under SEC rules.
Better’s 10-Q was then signed August 11. Interim CEO Daniel Lewis separately certified that he had reviewed the report and that, based on his knowledge, it did not contain a materially false statement or material omission.
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Three days later, Better offered a substantially different account of why the filing had been late. The board said Garg had refused to timely sign mandatory representation letters needed for the 10-Q, allegedly while trying to obtain concessions from the company and directors.
It called his refusal the “sole cause” of the delay.
The statement did not reconcile that explanation with the August 10 SEC filing, which only cited unfinished closing procedures and did not mention Garg or representation letters.
Board raises securities law allegations
The board escalated the dispute further by saying it reviewed communications that, according to its legal counsel, show Garg’s direct involvement in conduct that may constitute violations of US securities laws.
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Better did not identify the conduct nor disclose saud communications.
The statement came after Garg launched his own attempt to regain influence over Better. In an August 13 announcement issued on his behalf, Garg said he had retained attorney Alex Spiro and obtained signed declarations from shareholders representing a majority of Better’s voting power. Spiro is best known for representing Elon Musk in major litigations.
Garg demanded the resignation of every director except himself, Michael Farello, and Hugh Frater. If the directors refuse, Garg and supporting shareholders say they are prepared to seek a special shareholder meeting.
Better’s April proxy confirms Garg has substantial voting influence, although it does not establish his current claim of majority backing. As of April 15, Garg beneficially owned 13.2% of the company’s Class A shares and 40.4% of its Class B shares. Each Class B share carries three votes, compared with one vote for each Class A share.
$1 salary and $30 million buyback
Garg’s proposed turnaround calls for him to receive a $1 salary until Better becomes profitable, personally invest $5 million through a 10b5-1 trading plan, and have the company conduct a $30 million stock repurchase. He also wants a new board to run a search for a permanent CEO, after which he would move into a chairman or product and innovation role.
He is also proposing completion of Better’s planned sale of its UK banking business, which his announcement said is expected to generate approximately $74 million in gross proceeds, subject to regulatory approval.
Better shares were trading around $14.33 on Friday, down about 4.5% for the session, giving the company a market capitalization of roughly $267 million. At that valuation, the proposed $30 million repurchase would represent roughly 11% of Better’s current equity value.
The company’s operating results give both sides numbers to point to. Q2 2026 revenue rose 28% year over year to $54.7 million, while funded loan volume increased 38% to $1.67 billion. Net loss narrowed to $30.6 million from $36.3 million, and adjusted EBITDA loss improved to $14.0 million from $22.9 million.
For the first six months of 2026, however, Better’s net loss widened to $100.9 million from $86.8 million a year earlier.
The board, meanwhile, said Better accumulated more than $1.5 billion in net losses since 2022 and that its stock declined more than 90% during Garg’s leadership.
There is also now a direct conflict over how Garg lost that position. Better said on August 3 that Garg and the board had “mutually agreed” on his transition from the CEO role and thanked him for his contributions. The associated SEC filing said he had stepped down.
On August 14, the board changed tune and said that directors excluding Garg had unanimously voted to terminate him after decisions and actions raised concerns about his judgment, temperament, and credibility.
The control battle comes while Better is already dealing with a separate governance problem. Its newly filed 10-Q says only four of its eight directors currently qualify as independent following Lewis’s appointment as interim CEO, leaving Better out of compliance with Nasdaq’s requirement that a majority of directors be independent. Better notified Nasdaq on August 4 and said it expects an opportunity to restore compliance.
Garg’s attempt to remake most of the board now puts that existing governance problem inside a larger fight over who gets to determine Better’s leadership and what shareholders should believe about how the split began.
