Form 4: Fathom Holdings Director Flanders Acquires Convertible Note and Reports Beneficial Ownership

Director Scott N. Flanders reports acquisition of a convertible promissory note and updates on beneficial ownership of Fathom Holdings Inc. stock.

Summary

• On September 25, 2024, Scott N. Flanders, a director of Fathom Holdings Inc., reported the acquisition of a Senior Secured Convertible Promissory Note for $1,000,000.
• The note is convertible into 235,924 shares of common stock and expires on October 1, 2026.
• Flanders also reported beneficial ownership of 824,688 shares of common stock, with 120,668 shares held by the Scott N. Flanders SEP IRA Fathom, including 43,478 restricted stock units vesting on August 18, 2025.
• Additionally, Flanders owns a stock option (right to buy) 13,078 shares at an exercise price of $8.22, which vested in full on August 12, 2023.

Sentiment

Score: 7

Explanation: The sentiment is moderately positive due to the director's investment in a convertible note, indicating confidence in the company. However, potential dilution from conversion tempers the positivity.

Positives

• Director's investment in a convertible note signals confidence in the company's future.
• The conversion of the note into shares could increase the number of shares and liquidity.

Risks

• Conversion of the note could dilute existing shareholders.
• The value of the convertible note is dependent on the future performance of Fathom Holdings Inc.

Future Outlook

The document does not contain explicit forward-looking statements, but the director's investment suggests a positive outlook.

Industry Context

Directors purchasing convertible notes is a fairly common practice in the industry to show confidence in the company's future and provide additional capital.

Stakeholder Impact

• Shareholders may experience dilution if the convertible note is converted into common stock.
• The investment by a director could boost investor confidence.

Key Dates