Sec Form 3 Filing - SOFTBANK GROUP CORP. @ 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 SOFTBANK GROUP CORP. 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) 1-7-1, KAIGAN 3. Date of Earliest Transaction (MM/DD/YY) 08/22/2023 (Street) MINATO-KU TOKYO, M0105-7537 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 ) ( 1 ) ( 1 ) Class A Common Stock 55,188,435 I By SVF II Beaver (DE) LLC ( 2 ) Class C Common Stock ( 3 ) ( 3 ) ( 3 ) Class A Common Stock 6,877,283 I By SVF II Beaver (DE) LLC ( 2 ) Convertible Notes ( 5 ) ( 4 ) 08/15/2028 Class A Common Stock 57,454,939 ( 5 ) I By SB Northstar LP ( 6 ) Warrants $ 11.5 09/22/2023 08/22/2028 Class A Common Stock 675,000 I By SB Northstar LP ( 6 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SOFTBANK GROUP CORP. 1-7-1, KAIGAN MINATO-KU TOKYO, M0105-7537 X SOFTBANK VISION FUND II-2 L.P. CRESTBRIDGE LIMITED, 47 ESPLANADE, ST. HELIER, Y9JE1 0BD X SVF II Aggregator (Jersey) L.P. CRESTBRIDGE LIMITED, 47 ESPLANADE, ST. HELIER, Y9JE1 0BD X SB Management Ltd C/O WALKERS, 190 ELGIN AVENUE GEORGE TOWN, E9KY1-9008 X Silver Brick Management PTE. LTD. 138 MARKET STREET #27-01A CAPITAGREEN, U0048926 X SB Global Advisers Ltd 69 GROSVENOR STREET, LONDON, X0W1K 3JP X SVF II Holdings (DE) LLC 251 LITTLE FALLS DRIVE, WILMINGTON, DE19808 X SVF II Beaver (DE) LLC 251 LITTLE FALLS DRIVE WILMINGTON, DE19808 X Signatures SoftBank Group Corp., By : /s/ Yuko Yamamoto, Head of Corporate Legal Department 09/01/2023 Signature of Reporting Person Date SB Global Advisers Limited, By : /s/ Alex Clavel, as Director 09/01/2023 Signature of Reporting Person Date SoftBank Vision Fund II-2 L.P., By : /s/ SB Global Advisers Limited, its Manager, By : /s/ Alex Clavel, as Director 09/01/2023 Signature of Reporting Person Date SVF II Aggregator (Jersey) LP, By : /s/ Michael Johnson, as Director 09/01/2023 Signature of Reporting Person Date SVF II Holdings (DE) LLC, By : /s/ Jonathan Duckles, as Director 09/01/2023 Signature of Reporting Person Date SVF II Beaver (DE) LLC, By : /s/ Jonathan Duckles, as Director 09/01/2023 Signature of Reporting Person Date Silver Brick Management PTE. LTD., By : /s/ Kozo Aramaki, as Director 09/01/2023 Signature of Reporting Person Date SB Northstar LP, By : /s/ Stephen Lam, as Director 09/01/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each outstanding 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 or Class C Common Stock. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, except for certain permitted transfers, whether or not for value. ( 2 )SoftBank Group Corp., which is a publicly traded company listed on the Tokyo Stock Exchange, is the sole shareholder of SB Global Advisers Limited, which has been appointed as manager and is responsible for making final decisions related to the acquisition, structuring, financing and disposal of SoftBank Vision Fund II-2 L.P.'s investments, including as held by SVF II Beaver (DE) LLC. SoftBank Vision Fund II-2 L.P. is the sole limited partner of SVF II Aggregator (Jersey) L.P., which is the sole member of SVF II Holdings (DE) LLC, which is the sole member of SVF II Beaver (DE) LLC. As a result of these relationships, each of these entities may be deemed to share beneficial ownership of the securities held of record by SVF II Beaver (DE) LLC. ( 3 )Each outstanding share of Class C Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock. In addition, each share of Class C Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, except for certain permitted transfers, whether or not for value. ( 4 )The Convertible Notes are convertible (1) any time on or after August 22, 2024, (2)(a) in the event of certain distributions to the holders of the Class A Common Stock, (2)(b) in the event of certain fundamental change events, and (3) in the event the Issuer redeems the Convertible Notes at a redemption price of 115% of par plus accrued interest in cash, at any time on or before the 30th trading day prior to the maturity date of the Convertible Notes if the last reported sale price of the Class A Common Stock has been at least 130% of the conversion price then in effect for at least 20 trading days during the 30 trading day period ending on, and including, the trading day immediately preceding the date of notice of optional redemption. ( 5 )The Convertible Notes are convertible, at the option of the holder, into shares of Class A Common Stock, with an initial conversion rate per $1,000 of the $528,585,444 principal amount of Convertible Notes equal to (a) $1,000 divided by (b) a dollar amount equal to 115% of the average daily VWAP over the 20 VWAP trading days immediately prior to August 22, 2024 (the "First Anniversary VWAP"), subject to adjustments as described therein. The Indenture provides that the First Anniversary VWAP may be no less than $8.00 and no greater than $12.00, subject to adjustments as described therein. The number of shares of Class A Common Stock presented herein assumes a First Anniversary VWAP of $8.00. ( 6 )SoftBank Group Corp. is the parent company of Silver Brick Management PTE. LTD., which has been appointed as investment manager of SB Northstar LP and is responsible for making voting and investment decisions with respect to SB Northstar LP's investments. As a result of these relationships, each of these entities may be deemed to share beneficial ownership of the securities held of record by SB Northstar LP.

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).

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