Sec Form 3 Filing - PBRA, LLC @ Better Home & Finance Holding Co - 2023-08-22

FORM 3 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 PBRA, LLC 2. Issuer Name and Ticker or Trading Symbol Better Home & Finance Holding Co [ BETR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O PINE BROOK ROAD PARTNERS, LLC, 60 EAST 42ND STREET, SUITE 3014 3. Date of Earliest Transaction (MM/DD/YY) 08/22/2023 (Street) NEW YORK, NY10165 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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

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 Class B Common Stock ( 1 ) ( 2 ) ( 1 )( 2 ) ( 1 )( 2 ) Class A Common Stock 49,783,028 I By Pine Brook Capital Partners II, L.P. ( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other PBRA, LLC C/O PINE BROOK ROAD PARTNERS, LLC 60 EAST 42ND STREET, SUITE 3014 NEW YORK, NY10165 X Pine Brook Road Associates II, L.P. C/O PINE BROOK ROAD PARTNERS, LLC 60 EAST 42ND STREET, SUITE 3014 NEW YORK, NY10165 X Pine Brook Capital Partners II, L.P. C/O PINE BROOK ROAD PARTNERS, LLC 60 EAST 42ND STREET, SUITE 3014 NEW YORK, NY10165 X NEWMAN HOWARD H C/O PINE BROOK ROAD PARTNERS, LLC 60 EAST 42ND STREET, SUITE 3014 NEW YORK, NY10165 X Pine Brook Road Advisors, L.P. C/O PINE BROOK ROAD PARTNERS, LLC 60 EAST 42ND STREET, SUITE 3014 NEW YORK, NY10165 X Signatures PBRA, LLC, By: /s/ Howard Newman, Chairman, Chief Executive Officer 08/24/2023 Signature of Reporting Person Date Pine Brook Road Associates II, L.P., By: PBRA, LLC, its General Partner, By: /s/ Howard Newman, Chairman, Chief Executive Officer 08/24/2023 Signature of Reporting Person Date Pine Brook Capital Partners II, L.P., By: Pine Brook Associates II, L.P., its General Partner, By: PBRA, LLC, its General Partner, By: /s/ Howard Newman, Chairman, Chief Executive Officer 08/24/2023 Signature of Reporting Person Date /s/ Howard Newman 08/24/2023 Signature of Reporting Person Date Pine Brook Road Advisors, L.P., By PBRA, LLC, its General Partner, By: /s/ Howard Newman, Chairman, Chief Executive Officer 08/24/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. Each share of Class B Common Stock will convert automatically into one share of Class A Common Stock: (i) in connection with any transfer, whether or not for value, except for certain permitted transfers described in the Issuer's amended and restated certificate of incorporation, (ii) on the trading day falling on or immediately after the date on which the aggregate number of shares of Class B Common Stock outstanding ceases to represent 5% of the aggregate number of shares of Common Stock outstanding, (continued in Footnote 2) ( 2 )(Continued from Footnote 1) (iii) on the trading day falling on or immediately after the affirmative vote of 85% of the voting power of the then outstanding shares of Class B Common Stock, voting as a single class; and (iv) on any trading day specified by the board of directors of Better Home & Finance Holding Company ("Better") no less than sixty nor more than 180 days following the date of the death or permanent disability of Better's founder. ( 3 )Pine Brook Road Associates II, L.P. ("PBRA II") is the general partner of Pine Brook Capital Partners II, L.P. PBRA, LLC is the general partner of PBRA II. Pine Brook Road Advisors, L.P. controls the investment advisor of Pine Brook Capital Partners II, L.P. PBRA, LLC is the general partner of Pine Brook Road Advisors, L.P. Howard Newman is the managing member of PBRA, LLC. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein, and 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.

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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