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Christy Schwartz

Interim Chief Financial Officer at Opendoor TechnologiesOpendoor Technologies
Executive

About Christy Schwartz

Christy Schwartz is Opendoor’s interim Chief Financial Officer (as of September 30, 2025), previously serving as interim CFO from December 2022 to November 2024 and as Chief Accounting Officer from March 2021 to May 2, 2025; she joined Opendoor in August 2016 as Vice President, Corporate Controller, is age 46, and holds an M.S. in Accounting (University of Virginia) and a B.S. in Business Administration (UC Berkeley) . Opendoor’s executive pay shifted to performance-based metrics in 2024 and uses Adjusted Net Income (ANI) for cash bonuses and operational goals (homes acquired/sold) for PRSUs; 2024 PRSUs earned 42% of target, and annual cash bonuses paid zero under the plan, aligning incentives with profitable growth . Company pay-versus-performance disclosures show 2024 “Compensation Actually Paid” relationships to TSR, net income (loss), and ANI, with $100 invested in Opendoor stock valued at $5 by year-end 2024, net loss of $392 million, and ANI of $(258) million, underscoring the challenging backdrop during her tenure in finance leadership .

Past Roles

OrganizationRoleYearsStrategic Impact
Opendoor Technologies Inc.Interim Chief Financial OfficerDec 2022 – Nov 4, 2024 Led finance through transformation initiatives; compensation programs evolved to add formulaic ANI and PRSUs in 2024 .
Opendoor Technologies Inc.Chief Accounting OfficerMar 2021 – May 2, 2025 Supported CFO transition; transition agreement ensured continuity and accelerated vesting through Nov 2, 2025 .
Opendoor Technologies Inc.Vice President, Corporate ControllerAug 2016 – Mar 2021 Built controllership foundation through growth and public company transition .
Opendoor Technologies Inc.Interim Chief Financial OfficerSep 30, 2025 – up to May 15, 2026 (or 30 days post-permanent CFO appointment) Elevated to interim CFO with $1.2M base and three-tranche RSUs; offer includes make-whole and accelerated vesting if terminated .

External Roles

No external public-company directorships or external roles were disclosed in the reviewed 2024–2025 proxy and 8‑K filings .

Fixed Compensation

Component202220232024
Base Salary ($)$321,945 $352,042 $452,917 (includes transition-period increase Nov 4, 2024–May 2, 2025)
Target Bonus (%)40% of base salary
Actual Annual Bonus ($)$425,000 (retention) $200,000 (retention; no plan payout as ANI below threshold)
Total Compensation ($)$2,148,130 $777,042 $1,863,733
2025 Interim CFO Offer TermsDetails
Base Salary$1,200,000 (interim CFO appointment dated Sep 18–30, 2025)
RSU Grant400,641 RSUs, vest 1/3 on Nov 15, 2025; 1/3 on Feb 15, 2026; 1/3 on May 15, 2026
Termination EconomicsIf terminated by the Company other than for cause prior to May 15, 2026, or resigns 30 days after a CFO hire, or post–May 15, 2026 for any reason: lump-sum cash equal to ($1,200,000 minus salary already paid) and accelerated vesting of any unvested RSUs

Performance Compensation

ProgramMetricWeightingTargetActual/PayoutVesting
2024 Annual Cash BonusANI (non-GAAP) [definition per Annex A] 100%40% of base salary 0% (threshold ANI not attained) Two performance periods (H1 and full-year); payout reduced by any H1 amount; max 125% of target .
2024 PRSUsHomes acquired; Homes sold (equally weighted) 50% / 50%99,206 target PRSUs 42% of target earned (homes acquired below threshold; homes sold above threshold but below target) 1/3 vested Mar 15, 2025; remaining 2/3 vest in eight equal quarterly installments thereafter (service condition) .
2024 TRSUsTime-based RSUs297,619 TRSUs Service basedQuarterly vesting over 3 years commencing Apr 15, 2024 .

Equity Ownership & Alignment

CategoryDetail
Beneficial Ownership (as of Mar 26, 2025)432,834 shares held; 93,754 RSUs vesting within 60 days per transition agreement; 63,701 options exercisable within 60 days .
Outstanding Awards (12/31/2024)Unvested TRSUs: 248,016 (2/26/2024 grant); Earned but unvested PRSUs: 41,754; Options exercisable: 59,658 @ $0.97 exp. 9/27/2026; 4,043 @ $1.02 exp. 6/11/2027 .
Vested in 2024Stock vested: 299,958 shares; value realized $687,983 (based on close prior to vesting dates) .
Ownership GuidelinesExecutives must hold lesser of 3x salary in vested shares or 225,000 shares within five years; as of Dec 31, 2024, all current executive officers other than Mr. Freiha met guidelines (implies Ms. Schwartz met) .
Hedging/PledgingHedging prohibited; pledging prohibited without Chief Legal Officer consent; no margin accounts permitted .

Employment Terms

AgreementKey Terms
Transition Agreement (Sep 30, 2024)Continued employment as CAO through May 2, 2025 at interim-CFO compensation; monthly base increased from $33,333.33 to $66,666.67 Nov 4, 2024–May 2, 2025; upon termination on May 2, 2025 or earlier without cause: base salary and accelerated vesting of time-based equity (including earned PRSUs subject to time vesting) that would vest through Nov 2, 2025, plus Severance Plan benefits .
Executive Severance Plan (amended Feb 26, 2024)CIC double-trigger: CEO 1.5× salary + pro‑rata target bonus; other NEOs 1.0× salary + pro‑rata target bonus; 100% acceleration of time-based equity; COBRA up to 18 months/12 months . Non-CIC: CEO salary+target bonus; other NEOs 0.5× salary; partial acceleration for time-based awards vesting within 6 months (12 months if <12 months service); COBRA up to 12 months . No 280G tax gross‑ups .
Potential Payments for Ms. Schwartz (as of 12/31/2024)Termination without cause/good reason: Cash $200,000; Health $23,651; Accel TRSUs $96,189; Total $319,840 . CIC + termination: Cash $560,000; Health $23,651; Accel TRSUs $433,418; Accel PRSUs $66,806; Total $1,083,875 .
2025 Interim CFO Offer LetterSee Fixed Compensation table above; includes make‑whole, accelerated vesting on termination scenarios .

Compensation Structure Analysis

  • Increased performance linkage in 2024: introduction of formulaic ANI cash bonus and PRSUs tied to operational goals (equal weighting homes acquired/sold), moving performance-based target compensation from 0% in 2023 to 26% in 2024, with plans to reach 45% in 2025 across NEOs .
  • Ms. Schwartz’s 2024 annual bonus paid no plan amount (ANI below threshold), while retention payments bridged continuity during CFO transition—indicative of retention emphasis amid transformation .
  • TRSU-heavy mix continues to create quarterly supply from vesting; PRSUs earned at 42% with multi-quarter service-based vesting likely sustaining periodic insider vesting flows through 2027 unless forfeited .

Say-on-Pay & Peer Group

  • Say‑on‑Pay support increased to ~91% in 2024 from 75% in 2023 after compensation enhancements, indicating shareholder endorsement of stricter pay-for-performance design .
  • Peer group methodology uses revenue, market cap, gross profit, and industry adjacency; the Committee does not target specific pay percentiles, and benchmarks are one input rather than determinative .

Equity Detail: Vesting Schedules and Potential Selling Pressure

AwardGrant/TermsVesting CadenceNotes
TRSUs (2/26/2024)297,619 TRSUs target Successive equal quarterly installments over 3 years commencing Apr 15, 2024 Ongoing quarterly supply; unvested 248,016 at 12/31/2024 .
PRSUs (2024)Target 99,206; operational goals equally weighted 1/3 on Mar 15, 2025; remaining 2/3 over eight equal quarterly installments 42% of target became eligible; unvested earned units 41,754 at 12/31/2024 .
Stock Vested (2024)299,958 shares vested; $687,983 value realized .
Options59,658 @ $0.97 exp 9/27/2026; 4,043 @ $1.02 exp 6/11/2027 Exercisable63,701 options exercisable as of/within 60 days of Mar 26, 2025 .

Governance & Risk Indicators

  • Hedging prohibited; pledging restricted (consent required); no margin accounts—reduces misalignment and leverage risk .
  • Double-trigger CIC protections; no tax gross‑ups; clawback policy compliant with Nasdaq Rule 10D‑1—improves alignment and recovery of erroneous incentive comp .
  • Inducement Plan explicitly forbids option/SAR repricing without shareholder approval .

Investment Implications

  • Alignment: 2024 plan paid zero under ANI threshold and PRSUs earned only 42%, reinforcing pay-for-performance discipline; stock ownership guidelines met by executives (other than Mr. Freiha), indicating skin-in-the-game for Ms. Schwartz .
  • Retention/Continuity: Transition agreement and later interim CFO offer with make-whole and accelerated vesting provisions suggest high reliance on Schwartz’s finance leadership during executive turnover; near-term vesting cadence implies predictable supply from quarterly RSU vesting .
  • Severance/CIC Economics: Non‑CIC termination value of ~$320k and CIC value of ~$1.08m indicate modest cash exposure to shareholders, with acceleration limited primarily to time-based awards—a balanced approach to retention without excessive golden parachutes .
  • Trading Signals: Documented 2024 vesting volumes ($688k realized value) and multiple unvested TRSUs/PRSUs create ongoing vesting-driven supply; policies curb hedging/pledging risk, but monitor Form 4 activity for any incremental selling as vesting continues into 2025–2026 .
  • Execution Risk: Company PvP shows severe TSR drawdown by 2024 alongside net losses/negative ANI; performance metrics embedded in incentives should continue to pressure leadership to drive profitable growth, making interim CFO execution critical to future ANI and operational targets .