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Vishal Garg Regains Control of Better Board After 52.02% Shareholder Vote

An independent election inspector certified 52.02% shareholder support for removing five Better directors, returning board control to founder Vishal Garg as the lender begins a new governance reset.

Vishal Garg, founder, director and former CEO of Better Home & Finance
Vishal Garg, founder, director and former CEO of Better Home & Finance. (Better)

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Summary

Independent certification of a 52.02% shareholder vote returns control of Better's board to founder Vishal Garg; the CEO appointment and turnaround execution remain ahead.

An independent election inspector has certified Vishal Garg’s victory in the fight for control of Better Home & Finance, converting what had been a contested shareholder campaign into a completed boardroom change at the digital mortgage lender.

According to the Garg Group’s Oct. 5 announcement, shareholders representing 52.02% of Better’s outstanding voting power supported removing five incumbent directors: Chairman Harit Talwar, interim CEO Daniel Lewis, Arnaud Massenet, Bhaskar Menon and Prabhu Narasimhan. The result was certified by an independent inspector of election.

The certification is a material change from the earlier stage of the fight. WRE News previously reported Better’s investigation and the escalating consent battle, when control remained disputed and the company was challenging Garg’s effort. The question is no longer whether Garg has enough consents. The certified result gives his side control of the board.

A five-seat board and a CEO decision still to come

The reconstituted board has been reduced from nine seats to five. Garg, who remained a director after being removed as chief executive in August, appointed technology investor Bing Gordon, Activant Capital founder Steve Sarracino and two Better employees to the board, according to the announcement.

That does not mean Garg is returning as CEO. The group said an interim chief executive candidate has been identified and that the board is working to finalize the engagement. Until that appointment is completed, investors still do not know who will run Better day to day.

The new board also said it is taking steps to remove the company’s stockholder rights plan, commonly called a poison pill, and dismiss Better’s federal litigation against Garg. Those are announced actions by the reconstituted board; WRE is not treating them as completed until the relevant corporate or court records reflect the changes.

The turnaround plan now moves from proxy fight to execution

Garg’s group has branded the next phase “Better 2.0.” Its previously announced 90-day plan calls for higher operating-efficiency targets, growth in Better’s Tinman AI platform and home-equity lending, sales of non-core assets and a potential return of capital to shareholders.

Earlier SEC-filed solicitation materials called for increasing annual cost-savings targets from $45 million to $60 million, scaling combined mortgage and HELOC production to $2 billion per quarter, selling the company’s U.K. banking operations and authorizing a $30 million share-repurchase program after asset sales and efficiency gains. Those remain plans and targets, not achieved results.

The distinction matters because Better’s governance fight unfolded against a difficult financial backdrop. The company reported a $30.6 million net loss for the second quarter, and its public-market valuation has fallen dramatically from the valuation attached to its earlier SPAC transaction.

The board fight also generated litigation and competing allegations. Better’s August federal complaint accused Garg of misconduct and attacked his record at the company. Garg disputed the company’s position and pursued the consent solicitation that has now succeeded. The election certification resolves control of the board; it does not by itself adjudicate the allegations made during the dispute.

What happens next

The immediate milestones are concrete: appointment of the interim CEO, formal action on the poison pill, disposition of the federal litigation and evidence that the 90-day operating plan is translating into mortgage volume, revenue and lower expenses.

For the mortgage industry, the significance is larger than a personnel change. Better remains one of the most visible experiments in technology-driven mortgage origination, and Garg’s return to board control puts the company’s AI-heavy operating thesis back under his direction after an extraordinary two-month governance fight.

The shareholder vote is finished. The harder test starts now: whether the new board can turn control into operating improvement.

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