During the fourth quarter of 2024, management enacted a plan to sell several entities in the U.K. and were classified within assets held for sale. During the first quarter of 2026, the Company completed the sale of its Better HomeOwnership Ltd subsidiary, which had previously been classified as held for sale. In connection with the transaction and pursuant to a share sale and settlement agreement executed in March 2026, the Company transferred 100% of the issued share capital of the BHO Group and settled certain related obligations. Total consideration associated with the transaction was approximately $2.3 million (£1.8 million), which reflects the net proceeds received by the Company after consideration of amounts settled on behalf of third parties and other transaction-related adjustments. As a result of this transaction, the Company recognized a gain on the disposal of approximately $1.0 million, which is included within other expense in the condensed consolidated statements of operations and comprehensive loss.

As of the first quarter of 2026, one of these disposal groups remains unsold and is classified as held for sale. The remaining disposal group is being actively marketed, is available for immediate sale in its present condition, and management continues to expect that the sale will be completed within 12 months. Management has evaluated the criteria under ASC 360 and concluded that the held-for-sale classification remains appropriate as of March 31, 2026. For the three months ended March 31, 2026, the Company recorded an immaterial write up of the remaining U.K. entity classified as held for sale to fair value, less cost to sell, which is included in other expenses on the condensed consolidated statements of operations and comprehensive loss.


(Amounts in thousands)	March 31, 2026		December 31, 2025
Cash and cash equivalents	$	574	$	710
Restricted cash	5,961		4,256

Mortgage loans held for sale, at fair value	—		1,954

Other receivables, net	677		706
Property and equipment, net	—		2
Internal use software and other intangible assets, net	991		2,357

Goodwill	—		711
Prepaid expenses and other assets	9		69
Write down of assets to fair value less cost to sell	(1,954)		(2,078)
Total assets held for sale	$	6,258	$	8,687

Accounts payable and accrued expenses	$	118	$	424
Escrow payable and other customer accounts	5,961		4,256


Other liabilities	—		122
Total liabilities held for sale	$	6,079	$	4,802

During the fourth quarter of 2025, management approved a plan to sell its Birmingham Bank business, which represents the Company’s reportable banking segment. Although the decision to pursue a sale was made in the fourth quarter of 2025, the criteria for held-for-sale classification under ASC 360 were not met as of December 31, 2025 because a sale was not yet considered probable.

During the first quarter of 2026, the Company advanced the sale process by actively engaging with potential buyers, receiving a non-binding indicative offer, and progressing negotiations related to a potential sale transaction. Based on these developments, management concluded that the held-for-sale criteria under ASC 360 were met as of March 31, 2026, including that the sale was probable and expected to be completed within twelve months, subject to regulatory approvals

The Company evaluated the held-for-sale criteria under ASC 360 and determined that such criteria were met as of the first quarter of 2026. As a result, the assets and liabilities of the Birmingham Bank disposal group have been classified as held for sale in the condensed consolidated balance sheet as of March 31, 2026. In addition, the assets and liabilities of the discontinued operation have been presented separately in the consolidated balance sheets for all periods presented. Prior-period amounts have been reclassified to conform to the current-period presentation. Such reclassification did not affect total assets, total liabilities, net loss, or shareholders’ equity.

Assets and liabilities classified as held for sale are measured at the lower of their carrying amount or estimated fair value less costs to sell. For the three months ended March 31, 2026, the Company recorded a write down of the Birmingham disposal group to fair value, less cost to sell, in the amount of $18.1 million. The estimated fair value of the Birmingham Bank disposal group is based on management’s assessment of expected proceeds from a potential sale, considering available market information and discussions with potential buyers. Costs to sell primarily include legal, advisory, and other transaction-related costs. The determination of fair value less cost to sell involves judgment and may change as additional information becomes available. In addition, the Company recorded an impairment to internal use software related to the Birmingham disposal group of $0.3 million which is included within discontinued operations on the condensed consolidated statements of operations and comprehensive loss.


(Amounts in thousands)	March 31, 2026		December 31, 2025
Cash and cash equivalents	$	6,392	$	20,470
Restricted cash	608		7,861
Short-Term investment	103,616		103,607

Loans held for investment (net of allowance for credit losses of $2,652 and $2,251)	728,284		723,333
Other receivables, net	4,098		4,092
Property and equipment, net	119		129
Internal use software and other intangible assets, net	4,407		4,636
Derivative assets	4,929		—

Prepaid expenses and other assets	671		749
Write down of assets to fair value less cost to sell	(18,128)		—
Total assets of discontinued operations	$	834,996	$	864,877

Accounts payable and accrued expenses	$	17,557	$	15,567

Customer deposits	755,085		762,984
Derivative liabilities	—		1,627

Total liabilities of discontinued operations	$	772,642	$	780,178

The following table represents the results of operations of the Birmingham Bank business, which have been classified as discontinued operations in the condensed consolidated statements of operations and comprehensive loss for the periods presented:


	Three Months Ended March 31,
(Amounts in thousands, except per share amounts)	2026		2025
Revenues:
Other revenue	$	(22)	$	380
Net interest income
Interest income	11,284		2,850
Interest expense	(8,606)		(2,005)
Net interest income	2,678		845
Total net revenues from discontinued operations	2,656		1,225
Expenses:
Compensation and benefits	2,765		2,776
General and administrative	1,069		853
Technology	591		533
Marketing and advertising	2		8
Depreciation and amortization	286		202
Other expenses	18,904		1,438
Total expenses from discontinued operations	23,617		5,810
Net loss discontinued operations	$	(20,961)	$	(4,585)

Loss per share attributable to common stockholders, basic and diluted:
Net loss from discontinued operations	$	(1.28)	$	(0.30)
Weighted average common shares outstanding — basic and diluted	16,410,119		15,166,729