Sec Form 4 Filing - Ligon Austin @ Redfin Corp - 2025-07-01

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Ligon Austin
2. Issuer Name and Ticker or Trading Symbol
Redfin Corp [ RDFN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O REDFIN CORPORATION, 1099 STEWART STREET, SUITE 600
3. Date of Earliest Transaction (MM/DD/YY)
07/01/2025
(Street)
SEATTLE, WA98101
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Common Stock 07/01/2025 D( 1 ) 724,000 D 0 D
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Stock Option (right to buy) ( 2 ) $ 9.15 07/01/2025 D( 3 ) 37,567 ( 4 ) 05/11/2026 Common Stock 37,56 7 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ligon Austin
C/O REDFIN CORPORATION
1099 STEWART STREET, SUITE 600
SEATTLE, WA98101
X
Signatures
/s/ Anthony Kappus, attorney-in-fact 07/03/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The shares were disposed of pursuant to the Agreement and Plan of Merger, dated March 9, 2025 (the "Merger Agreement"), by and among Redfin Corporation (the "Company"), Rocket Companies, Inc. ("Parent"), and Neptune Merger Sub, Inc., a wholly owned subsidiary of Parent ("Merger Sub"). Pursuant to the Merger Agreement, on July 1, 2025, Merger Sub merged with and into Company (the "Merger"), with Company surviving the Merger as a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each issued and outstanding share of Company's common stock, par value $0.001 per share ("Company Common Stock") was converted into the right to receive 0.7926 shares of Class A Common Stock of Parent (the "Parent Common Stock" and such ratio, the "Exchange Ratio") and cash payable in lieu of fractional shares, as described in the Merger Agreement.
( 2 )Each stock option to purchase shares of Company Common Stock represents a contingent right to purchase one share of Company Common Stock.
( 3 )Pursuant to the Merger Agreement, at the Effective Time, each stock option to purchase shares of Company Common Stock (a "Company Option") that was unexpired, unexercised and outstanding as of the Effective Time (whether vested or unvested) was assumed by Parent and converted into an option to acquire that number of shares of Parent Common Stock equal to (i) the number of shares subject to such Company Option as of immediately prior to the Effective Time, multiplied by (ii) the Exchange Ratio, rounded down to the nearest whole number of shares of Parent Common Stock, at an exercise price per share equal to the quotient obtained by dividing the per share exercise price of the Company Option by the Exchange Ratio, rounded up to the nearest whole cent (each, an "Assumed Option"). Each such Assumed Option is otherwise subject to the same terms and conditions as applied to the corresponding Company Option immediately prior to the Effective Time, including vesting terms.
( 4 )The stock option is fully vested and exercisable.

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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