Entry into a Material Definitive Agreement · Unregistered Sales of Equity Securities · Regulation FD Disclosure
Item 3.02. Unregistered Sales of Equity Securities. The information set forth in Item 1.01 under “Consideration; Use of Porch Shares” is incorporated by reference into this Item 3.02.
Filed Oct 13, 2026Accepted Oct 13, 2026, 5:00 PM EDTCIK 1784535Accession 0001784535-26-000054
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Item 3.02Item 3.02 - Unregistered Sales of Equity
Item 3.02. Unregistered Sales of Equity Securities.
The information set forth in Item 1.01 under “Consideration; Use of Porch Shares” is incorporated by reference into this Item 3.02.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure.
On October 13, 2026, the Company issued a press release announcing the entry into the Purchase Agreement and the Acquisition. A copy of the press release is furnished as Exhibit 99.1 and is incorporated by reference into this Item 7.01.
The information contained in, or incorporated into, this Item 7.01 (including Exhibit 99.1 hereto) is being furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any filing of the Company under the Securities Act or the Exchange Act, regardless of any general incorporation language contained in any such filing.
Cautionary Note Regarding Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the meaning of the federal securities laws, including statements regarding the expected timing and completion of the Acquisition, the receipt of required regulatory approvals, the amount and form of the consideration payable under the Purchase Agreement, and the anticipated benefits of the Acquisition. Forward-looking statements are not guarantees of performance and are subject to risks and uncertainties, including delays or failures in obtaining regulatory approvals or satisfying closing conditions; termination of the Purchase Agreement; and the Company’s ability to fund required payments. They also include fluctuations in the common stock’s trading price, integration risks, failure to realize anticipated benefits, and catastrophe or severe-weather exposure, and the other risks described in Part I, Item 1A, “Risk Factors,” of the Company’s Annual Report on Form 10-K for 2025 and subsequent filings with the Securities and Exchange Commission. You should not place undue reliance on forward-looking statements, which speak only as of the date hereof. Except as required by law, the Company disclaims any obligation to update any forward-looking statements.