0001801169-24-000177 | 10-Q | XBRL Viewer | Opendoor Technologies INC

GOODWILL AND INTANGIBLE ASSETS

9 Months Ended

Sep. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

For the nine months ended September 30, 2024 and the year ended December 31, 2023, there were no additions to goodwill. No impairment of goodwill was identified for the three and nine months ended September 30, 2024 and 2023.

Intangible assets subject to amortization consisted of the following as of September 30, 2024 and December 31, 2023, respectively (in millions, except years):


September 30, 2024	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Remaining Weighted Average Useful Life (Years)
Developed technology	$	9	$	(9)	$	—	0.0
Customer relationships	7		(7)		—		0.0
Trademarks	5		(5)		—		0.0

Intangible assets – net	$	21	$	(21)	$	—


December 31, 2023	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Remaining Weighted Average Useful Life (Years)
Developed technology	$	17	$	(13)	$	4	0.8
Customer relationships	7		(6)		1		0.7
Trademarks	5		(5)		—		0.7

Intangible assets – net	$	29	$	(24)	$	5

Amortization expense for intangible assets was $1 million and $4 million for the three and nine months ended September 30, 2024, respectively. Amortization expense for intangible assets was $2 million and $5 million for the three and nine months ended September 30, 2023, respectively.

SUBSEQUENT EVENTS	9 Months Ended
SUBSEQUENT EVENTS	Sep. 30, 2024
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	SUBSEQUENT EVENTS On November 7, 2024, the Company announced a workforce reduction of approximately 300 employees, representing 17% of its workforce at that time, as part of an organizational transformation aimed at prioritizing strategic growth initiatives, flattening reporting structures, and driving efficiencies. The Company is providing post-employment benefits to impacted employees for a total cash cost of approximately $9 million. The Company expects to incur an additional $8 million in expenses associated with activities related to the Company’s cost reduction efforts. The Company expects the expense will be substantially recognized during the three months ended December 31, 2024 and paid primarily in the same period, with remaining payments expected to be made through March 31, 2025.

FAIR VALUE DISCLOSURES - Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Marketable securities:
Total assets	$ 8	$ 69
Level 1
Marketable securities:
Total assets	8	15
Level 2
Marketable securities:
Total assets	0	54
Level 3
Marketable securities:
Total assets	0	0
Corporate debt securities
Marketable securities:
Marketable securities		54
Corporate debt securities \| Level 1
Marketable securities:
Marketable securities		0
Corporate debt securities \| Level 2
Marketable securities:
Marketable securities		54
Corporate debt securities \| Level 3
Marketable securities:
Marketable securities		0
Equity securities
Marketable securities:
Marketable securities	8	15
Equity securities \| Level 1
Marketable securities:
Marketable securities	8	15
Equity securities \| Level 2
Marketable securities:
Marketable securities	0	0
Equity securities \| Level 3
Marketable securities:
Marketable securities	$ 0	$ 0

SHARE-BASED AWARDS - Schedule of RSU Activity (Details) - Restricted Stock Units (RSUs) shares in Thousands	9 Months Ended
	Sep. 30, 2024 $ / shares shares
Number of RSUs
Beginning balance (in shares) \| shares	60,896
Granted (in shares) \| shares	25,283
Vested (in shares) \| shares	(30,729)
Forfeited (in shares) \| shares	(9,606)
Ending balance (in shares) \| shares	45,844
Weighted- Average Grant-Date Fair Value
Beginning balance (in dollars per share) \| $ / shares	$ 4.05
Granted (in dollars per share) \| $ / shares	2.60
Vested (in dollars per share) \| $ / shares	3.93
Forfeited (in dollars per share) \| $ / shares	4.43
Ending balance (in dollars per share) \| $ / shares	$ 3.25

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY - USD ($) $ in Millions	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive Loss
Beginning balance (in shares) at Dec. 31, 2022		637,387,025
Beginning balance at Dec. 31, 2022	$ 1,086	$ 0	$ 4,148	$ (3,058)	$ (4)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock for settlement of RSUs, net of shares withheld for participant taxes (in shares)		26,749,344
Exercise of stock options (in shares)		2,304,417
Exercise of stock options	2		2
Issuance of common stock under employee stock purchase plan, net of shares withheld for participant taxes (in shares)		2,151,794
Issuance of common stock under employee stock purchase plan, net of shares withheld for participant taxes	2		2
Stock-based compensation	111		111
Other comprehensive income	3				3
Net loss	(184)			(184)
Ending balance (in shares) at Sep. 30, 2023		668,592,580
Ending balance at Sep. 30, 2023	1,020	$ 0	4,263	(3,242)	(1)
Beginning balance (in shares) at Jun. 30, 2023		657,337,566
Beginning balance at Jun. 30, 2023	1,086	$ 0	4,224	(3,136)	(2)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock for settlement of RSUs, net of shares withheld for participant taxes (in shares)		9,613,088
Exercise of stock options (in shares)		134,563
Issuance of common stock under employee stock purchase plan, net of shares withheld for participant taxes (in shares)		1,507,363
Issuance of common stock under employee stock purchase plan, net of shares withheld for participant taxes	1		1
Stock-based compensation	38		38
Other comprehensive income	1				1
Net loss	(106)			(106)
Ending balance (in shares) at Sep. 30, 2023		668,592,580
Ending balance at Sep. 30, 2023	$ 1,020	$ 0	4,263	(3,242)	(1)
Beginning balance (in shares) at Dec. 31, 2023	677,636,163	677,636,163
Beginning balance at Dec. 31, 2023	$ 967	$ 0	4,301	(3,333)	(1)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock for settlement of RSUs, net of shares withheld for participant taxes (in shares)		30,590,634
Issuance of common stock for settlement of RSUs, net of shares withheld for participant taxes	$ 1
Exercise of stock options (in shares)	363,000	363,277
Issuance of common stock under employee stock purchase plan, net of shares withheld for participant taxes (in shares)		3,070,797
Issuance of common stock under employee stock purchase plan, net of shares withheld for participant taxes	$ 5		5
Stock-based compensation	106		106
Other comprehensive income	1				1
Net loss	$ (279)			(279)
Ending balance (in shares) at Sep. 30, 2024	711,660,871	711,660,871
Ending balance at Sep. 30, 2024	$ 801	$ 0	4,413	(3,612)	0
Beginning balance (in shares) at Jun. 30, 2024		698,843,166
Beginning balance at Jun. 30, 2024	845	$ 0	4,379	(3,534)	0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock for settlement of RSUs, net of shares withheld for participant taxes (in shares)		11,194,753
Issuance of common stock for settlement of RSUs, net of shares withheld for participant taxes	1
Exercise of stock options (in shares)		169,483
Issuance of common stock under employee stock purchase plan, net of shares withheld for participant taxes (in shares)		1,453,469
Issuance of common stock under employee stock purchase plan, net of shares withheld for participant taxes	3		3
Stock-based compensation	30		30
Other comprehensive income	0
Net loss	$ (78)			(78)
Ending balance (in shares) at Sep. 30, 2024	711,660,871	711,660,871
Ending balance at Sep. 30, 2024	$ 801	$ 0	$ 4,413	$ (3,612)	$ 0

RELATED PARTIES	9 Months Ended
RELATED PARTIES	Sep. 30, 2024
Related Party Transactions [Abstract]
RELATED PARTIES	RELATED PARTIES As a result of the Company’s continued investment in Mainstay, transactions between the Company and Mainstay subsequent to the Deconsolidation are considered to be related-party transactions. Prior to the Deconsolidation, transactions between Mainstay and Opendoor were eliminated upon consolidation. Subsequent to the Deconsolidation: •Mainstay will provide property tax compliance services (“Property Tax Services”) and brokerage services (“Brokerage Services”) to the Company in the normal course of business, which were nominal for the three months ended September 30, 2024. •The Company will provide certain transition administrative services for a limited period of time to Mainstay (“Transition Services”) which will be paid on a quarterly basis in arrears, in the form of Mainstay Series A Preferred Stock at the original Series A Preferred Stock issuance price. Services provided for the three months ended September 30, 2024 were immaterial. •The Company has no compensation arrangements with the management of Mainstay who are responsible for directing the activities that most significantly impact the economics of Mainstay (“Mainstay Management”). As of the Deconsolidation, outstanding Opendoor RSUs held by Mainstay employees, other than Mainstay Management, were modified so that the service-based vesting requirement will be satisfied as long as the Mainstay employee continues to provide services to Mainstay (“Post Deconsolidation RSUs”). During the three months ended September 30, 2024, subsequent to Deconsolidation, 342,596 shares of common stock were issued to Mainstay employees for the settlement of RSUs, net of shares withheld for participant taxes. As of September 30, 2024, 1,660,362 RSUs remained unvested and outstanding. •The Company is continuing to pay for the bonuses of certain Mainstay employees, other than Mainstay Management, through November 2025 (“Post Deconsolidation Bonuses”). Amounts paid during, and due as of, the three months ended September 30, 2024 were immaterial.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

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+ Details

FAIR VALUE DISCLOSURES - Schedule of Fair Value Disclosure of Assets and Liabilities Not Measured at Fair Value (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Liabilities:
Non-recourse asset-backed debt – net of current portion	$ 1,491	$ 2,134
Level 1
Assets:
Cash and cash equivalents and Restricted cash	829	999
Liabilities:
Convertible senior notes	0	0
Level 1 \| Non-Recourse Asset-Backed Debt, Current Portion
Liabilities:
Non-recourse asset-backed debt – current portion	0
Level 1 \| Non-Recourse Asset-Backed Debt, Net Of Current Portion
Liabilities:
Non-recourse asset-backed debt – current portion	0	0
Level 1 \| Restricted cash
Assets:
Cash and cash equivalents and Restricted cash	225	541
Level 2
Assets:
Cash and cash equivalents and Restricted cash	0	0
Liabilities:
Convertible senior notes	320	296
Level 2 \| Non-Recourse Asset-Backed Debt, Current Portion
Liabilities:
Non-recourse asset-backed debt – current portion	639
Level 2 \| Non-Recourse Asset-Backed Debt, Net Of Current Portion
Liabilities:
Non-recourse asset-backed debt – current portion	1,443	2,150
Level 2 \| Restricted cash
Assets:
Cash and cash equivalents and Restricted cash	0	0
Carrying Value
Assets:
Cash and cash equivalents and Restricted cash	829	999
Liabilities:
Convertible senior notes	377	376
Carrying Value \| Non-Recourse Asset-Backed Debt, Current Portion
Liabilities:
Non-recourse asset-backed debt – current portion	643
Carrying Value \| Non-Recourse Asset-Backed Debt, Net Of Current Portion
Liabilities:
Non-recourse asset-backed debt – current portion	1,491	2,134
Carrying Value \| Restricted cash
Assets:
Cash and cash equivalents and Restricted cash	225	541
Fair Value
Assets:
Cash and cash equivalents and Restricted cash	829	999
Liabilities:
Convertible senior notes	320	296
Fair Value \| Non-Recourse Asset-Backed Debt, Current Portion
Liabilities:
Non-recourse asset-backed debt – current portion	639
Fair Value \| Non-Recourse Asset-Backed Debt, Net Of Current Portion
Liabilities:
Non-recourse asset-backed debt – current portion	1,443	2,150
Fair Value \| Restricted cash
Assets:
Cash and cash equivalents and Restricted cash	$ 225	$ 541

PROPERTY AND EQUIPMENT (Tables)

9 Months Ended

Sep. 30, 2024

Property, Plant and Equipment [Abstract]

Schedule of Property, Plant and Equipment

Property and equipment as of September 30, 2024 and December 31, 2023, consisted of the following (in millions):


	September 30, 2024		December 31, 2023
Internally developed software	$	116	$	124
Computers	9		12
Security systems	6		19
Office equipment	2		3
Furniture and fixtures	2		2
Leasehold improvements	2		2
Software implementation costs	1		4
Total	138		166
Accumulated depreciation and amortization	(79)		(100)
Property and equipment – net	$	59	$	66

NET LOSS PER SHARE - Schedule of Net Loss Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Numerator:
Net loss - basic	$ (78)	$ (106)	$ (279)	$ (184)
Net loss – diluted	$ (78)	$ (106)	$ (279)	$ (184)
Denominator:
Weighted average shares outstanding - basic (in shares)	705,359	662,149	693,796	651,939
Weighted average shares outstanding - diluted (in shares)	705,359	662,149	693,796	651,939
Basic net loss per share (in dollars per share)	$ (0.11)	$ (0.16)	$ (0.40)	$ (0.28)
Diluted net loss per share (in dollars per share)	$ (0.11)	$ (0.16)	$ (0.40)	$ (0.28)

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

+ Details

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References

+ Details

- Definition

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.

+ References

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- Definition

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities, and addition from assumption of issuance of common shares for dilutive potential common shares; of income (loss) available to common shareholders.

+ References + Details

SHARE-BASED AWARDS - Stock-Based Compensation Expense (Details) - Unvested Stock Options and Restricted Shares $ in Millions	9 Months Ended
	Sep. 30, 2024 USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unamortized stock-based compensation	$ 119
Unamortized stock-based compensation period (in years)	1 year 9 months 18 days

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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+ Details

INCOME TAXES	9 Months Ended
INCOME TAXES	Sep. 30, 2024
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXES The Company's tax provision and the resulting effective tax rate for interim periods is determined based upon its estimated annual effective tax rate adjusted for the effect of discrete items arising in that quarter. The Company’s provision for income taxes, which consisted of state taxes in the United States and foreign income taxes in Canada and India was nominal and $1 million for the three and nine months ended September 30, 2024, respectively, with an effective tax rate of (0.38)% and (0.39)%, respectively. The Company's provision for income taxes was nominal and $1 million for the three and nine months ended September 30, 2023, respectively, with an effective tax rate of (0.09)% and (0.38)%, respectively. The effective tax rate differs from the U.S. statutory tax rate primarily due to the recording of a full valuation allowance against the net deferred tax assets. The Company evaluated the positive and negative evidence bearing upon the realizability of its deferred tax assets by jurisdiction. Based on the Company’s history of operating losses, including a three-year cumulative loss position, the Company believes that based on the weight of available evidence, it is more likely than not that all of the deferred tax assets in the U.S. will not be realized and recorded a full valuation allowance of its federal and state net deferred tax assets as of September 30, 2024 and December 31, 2023. In December 2021, the Organization for Economic Co-operation and Development Inclusive Framework on Base Erosion Profit Shifting released Model Global Anti-Base Erosion rules (“Model Rules”) under Pillar Two. The Model Rules set forth the “common approach” for a Global Minimum Tax at 15 percent for multinational enterprises with a turnover of more than 750 million Euros. Rules under Pillar Two were effective from January 1, 2024. The Company does not expect adoption of Pillar Two rules to have a significant impact on its consolidated financial statements during fiscal year 2024.

- Definition

The entire disclosure for income tax.

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+ Details

DESCRIPTION OF BUSINESS AND ACCOUNTING POLICIES - Performance Restricted Stock Units (Details)	3 Months Ended	9 Months Ended
	Mar. 31, 2024	Sep. 30, 2024
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Requisite service period		4 years
Maximum \| Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		4 years
Minimum \| Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		2 years
Weighted Average \| Restricted Stock Units (RSUs) \| Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Requisite service period	3 years

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

WARRANTS (Details) - Zillow - Marketing Warrants - shares	Sep. 30, 2024	Jul. 28, 2022
Class of Warrant or Right [Line Items]
Number of shares authorized to be purchased by warrant agreement (in shares)		6,000,000
Warrants to purchase shares (in shares)	0

PROPERTY AND EQUIPMENT

9 Months Ended

Sep. 30, 2024

Property, Plant and Equipment [Abstract]

PROPERTY AND EQUIPMENT

Property and equipment as of September 30, 2024 and December 31, 2023, consisted of the following (in millions):


	September 30, 2024		December 31, 2023
Internally developed software	$	116	$	124
Computers	9		12
Security systems	6		19
Office equipment	2		3
Furniture and fixtures	2		2
Leasehold improvements	2		2
Software implementation costs	1		4
Total	138		166
Accumulated depreciation and amortization	(79)		(100)
Property and equipment – net	$	59	$	66

Depreciation and amortization expense of $7 million and $25 million was recorded for the three and nine months ended September 30, 2024, respectively. Depreciation and amortization expense of $8 million and $27 million was recorded for the three and nine months ended September 30, 2023, respectively.

CREDIT FACILITIES AND LONG-TERM DEBT - Capped Calls (Details) $ / shares in Units, $ in Millions	1 Months Ended
	Aug. 31, 2021 USD ($) $ / shares
Debt Instrument [Line Items]
Capped calls cap price premium	100.00%
Call Option
Debt Instrument [Line Items]
Capped calls cost \| $	$ 119
Capped calls strike price (in dollars per share)	$ 19.23
Capped calls cap price (in dollars per share)	$ 29.59

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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+ Details

CASH, CASH EQUIVALENTS, AND INVESTMENTS (Tables)

9 Months Ended

Sep. 30, 2024

Cash and Cash Equivalents [Abstract]

Schedule of Available-For-Sale Securities Reconciliation

The amortized cost, gross unrealized gains and losses, and fair value of cash, cash equivalents, and marketable securities as of September 30, 2024 and December 31, 2023, are as follows (in millions):


	September 30, 2024
	Cost Basis		Unrealized Gains		Unrealized Losses		Fair Value		Cash and Cash Equivalents		Marketable Securities
Cash	$	62	$	—	$	—	$	62	$	62	$	—

Money market funds	767		—		—		767		767		—




Equity securities	8		—		—		8		—		8




Total	$	837	$	—	$	—	$	837	$	829	$	8


	December 31, 2023
	Cost Basis		Unrealized Gains		Unrealized Losses		Fair Value		Cash and Cash Equivalents		Marketable Securities
Cash	$	63	$	—	$	—	$	63	$	63	$	—
Money market funds	936		—		—		936		936		—

Corporate debt securities	55		—		(1)		54		—		54

Equity securities	15		—		—		15		—		15






Total	$	1,069	$	—	$	(1)	$	1,068	$	999	$	69

Schedule of Unrealized Loss on Investments

A summary of debt securities with unrealized losses aggregated by period of continuous unrealized loss as of December 31, 2023 is as follows (in millions):


	Less than 12 Months				12 Months or Greater				Total
December 31, 2023	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses

Corporate debt securities	$	—	$	—	$	54	$	(1)	$	54	$	(1)




Total	$	—	$	—	$	54	$	(1)	$	54	$	(1)

Schedule of Non-Marketable Equity Securities and Equity Method Investments

A summary of non-marketable equity securities and equity method investment balances as of September 30, 2024 and December 31, 2023 are as follows (in millions):


	September 30, 2024		December 31, 2023
Equity method investments	$	21	$	20
Non-marketable equity securities	39		—
Total	$	60	$	20

DESCRIPTION OF BUSINESS AND ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2024
Accounting Policies [Abstract]
Description of Business	Description of Business Opendoor Technologies Inc. (the “Company” and “Opendoor”) including its consolidated subsidiaries and certain variable interest entities (“VIEs”), is a managed marketplace for residential real estate. By leveraging its centralized digital platform, Opendoor is working towards a future that enables sellers and buyers of residential real estate to experience a simple and certain transaction that is dramatically improved from the traditional process. The Company was incorporated in Delaware on December 30, 2013. The Company completed a business combination with Social Capital Hedosophia Holdings Corp. II (“SCH”), a Cayman Islands exempted company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Business Combination, pursuant to which Opendoor Labs Inc. became a wholly owned subsidiary of SCH and SCH changed its name from “Social Capital Hedosophia Holdings Corp. II” to “Opendoor Technologies Inc.”, was completed on December 18, 2020, and was accounted for as a reverse recapitalization, in accordance with GAAP.
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to generally accepted accounting principles in the United States of America (“GAAP”). The condensed consolidated financial statements as of September 30, 2024 and December 31, 2023 and for the three and nine month periods ended September 30, 2024 and 2023 include the accounts of Opendoor, its wholly owned subsidiaries and VIEs where the Company is the primary beneficiary. The accompanying unaudited condensed consolidated financial statements reflect all adjustments which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. All significant intercompany accounts and transactions have been eliminated in the condensed consolidated financial statements herein. Certain prior period amounts in the condensed consolidated financial statements and accompanying notes have been reclassified to conform to the current period’s presentation. The accompanying interim condensed consolidated financial statements and these related notes should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (“Annual Report”) filed on February 15, 2024.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that have a material impact on the amounts reported in the financial statements and accompanying notes. Significant estimates, assumptions and judgments made by management include, among others, the determination of the fair value of common stock, share-based awards, warrants, and inventory valuation adjustment. Management believes that the estimates and judgments upon which management relies are reasonable based upon information available to management at the time that these estimates and judgments are made. To the extent there are material differences between these estimates, assumptions and judgments and actual results, the carrying values of the Company's assets and liabilities and the results of operations will be affected. The health of the residential housing market and interest rate environment have introduced additional uncertainty with respect to judgments, estimates and assumptions, which may materially impact the estimates previously listed, among others.
Significant Risks and Uncertainties	Significant Risks and Uncertainties The Company operates in a dynamic industry and, accordingly, can be affected by a variety of factors. For example, the Company believes that changes in any of the following areas could have a significant negative effect on the Company in terms of its future financial position, results of operations or cash flows: its rates of revenue growth; its ability to manage inventory; engagement and usage of its products; the effectiveness of its investment of resources to pursue strategies; competition in its market; the stability of the residential real estate market; the impact of interest rate changes on demand for and pricing of its products and on the cost of capital; changes in technology, products, markets or services by the Company or its competitors; its ability to maintain or establish relationships with listings and data providers; its ability to obtain or maintain licenses and permits to support its current and future businesses; actual or anticipated changes to its products and services; changes in government regulation affecting its business; the outcomes of legal proceedings; natural disasters and catastrophic events, such as pandemics or epidemics (including any future resurgence of COVID-19 or its variants); scaling and adaptation of existing technology and network infrastructure; its management of its growth; its ability to attract and retain qualified employees and key personnel; its ability to successfully integrate and realize the benefits of its past or future strategic acquisitions or investments; the protection of customers’ information and other privacy concerns; the protection of its brand and intellectual property; and intellectual property infringement and other claims, among other things.
Concentrations of Credit Risk	Concentrations of Credit Risk Financial instruments, which potentially subject the Company to concentrations of credit risk, consist primarily of cash and cash equivalents, restricted cash, and investments in marketable and non-marketable securities. The Company places cash and cash equivalents and investments with major financial institutions, which management assesses to be of high credit quality, in order to limit exposure of the Company’s investments.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets Long-lived assets, such as property and equipment and definite-lived intangible assets, among other long-lived assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment loss is recognized to the extent the carrying amount of the underlying asset exceeds its fair value.
Stock-Based Compensation	Stock-Based Compensation RSUs Prior to its listing, the Company granted restricted stock units (“RSUs”) with a performance condition, based on a liquidity event, as defined by the share agreement, as well as a service condition to vest, which was generally four years. The Company determined the fair value of RSUs based on the valuation of the Company’s common stock as of the grant date. No compensation expense was recognized for performance-based awards until the liquidity event occurred in February 2021. Subsequent to the occurrence of the liquidity event, compensation expense was recognized on an accelerated attribution basis over the requisite service period of the awards. After the Company became listed, the Company began granting RSUs subject to a service condition to vest, which is generally two to four years. Compensation expense is recognized on a straight-line basis subject to a floor of the vested number of shares for each award. In the quarter ended March 31, 2024, the Company began granting RSUs to certain executive employees that contain a performance condition and service condition to vest. If the award is deemed probable of being earned, compensation expense is recognized on an accelerated attribution basis over the requisite service period of the award, which is generally three years. The Company reassesses the probability of achieving the performance condition at each reporting date during the performance period. The Company determines the fair value of RSUs based on the Company’s grant date closing stock price and recognizes forfeitures as they occur.
Recently Issued Accounting Standards	Recently Issued Accounting Standards Recently Adopted Accounting Standards In July 2023, the FASB issued ASU 2023-03 which amends various paragraphs in the Accounting Standards Codification pursuant to the issuance of Commission Staff Bulletin No. 120. These updates were effective immediately and did not have a material impact on the Company’s condensed consolidated financial statements. Recently Issued Accounting Standards Not Yet Adopted In October 2023, the FASB issued ASU 2023-06 which is intended to clarify or improve disclosure and presentation requirements of a variety of topics. It will allow users to more easily compare entities subject to the U.S. Securities and Exchange Commission's ("SEC") existing disclosures with those entities that were not previously subject to the requirements and align the requirements in the FASB accounting standard codification with the SEC's regulations. The effective date for each amendment will be the date on which the SEC's removal of that related disclosure from Regulation S-X or Regulation S-K becomes effective, or if the SEC has not removed the applicable disclosure requirement by June 30, 2027, the amendment will not be effective for any entity. Early adoption is prohibited. The Company is currently assessing the impact on the Company's disclosures. In November 2023, the FASB issued ASU 2023-07, which expands reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. This guidance is effective for fiscal years beginning after December 15, 2023 and for interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted and retrospective application to all prior periods presented in the financials is required. The Company is currently assessing the impact on the Company's condensed consolidated financial statements and disclosures. In December 2023, the FASB issued ASU 2023-09, which expands income tax disclosure requirements to include additional information related to the rate reconciliation of effective tax rates to statutory rates as well as additional disaggregation of taxes paid. This guidance is effective for fiscal years beginning after December 15, 2024, and early adoption is permitted. The Company is currently assessing the impact on the Company's disclosures.

- Definition

Disclosure of accounting policy for award under share-based payment arrangement. Includes, but is not limited to, methodology and assumption used in measuring cost.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

REAL ESTATE INVENTORY

9 Months Ended

Sep. 30, 2024

Inventory Disclosure [Abstract]

REAL ESTATE INVENTORY

The following table presents the components of inventory, net of applicable inventory valuation adjustments of $36 million and $27 million, as of September 30, 2024 and December 31, 2023, respectively (in millions):


	September 30, 2024		December 31, 2023
Work in progress	$	275	$	640
Finished goods:
Listed for sale	1,416		882
Under contract for sale	454		253
Total real estate inventory	$	2,145	$	1,775

As of September 30, 2024, the Company was in contract to purchase 1,006 homes for an aggregate purchase price of $332 million.

During the three and nine months ended September 30, 2024, the Company recorded inventory valuation adjustments for real estate inventory of $10 million and $51 million, respectively, in Cost of revenue in the condensed consolidated statements of operations. During the three and nine months ended September 30, 2023, the Company recorded inventory valuation adjustments for real estate inventory of $17 million and $54 million, respectively, in Cost of revenue in the condensed consolidated statements of operations.

CASH, CASH EQUIVALENTS, AND INVESTMENTS - Amortized Cost (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023	Sep. 30, 2023
Cash and Cash Equivalents [Line Items]
Cash and cash equivalents	$ 829,000,000	$ 999,000,000	$ 1,154,000,000
Cost Basis	0
Unrealized Gains	0	0
Unrealized Losses	0	(1,000,000)
Equity securities	8,000,000	15,000,000
Equity securities, cash and cash equivalents	0	0
Equity securities, marketable securities	8,000,000	15,000,000
Total cost basis	837,000,000	1,069,000,000
Total fair value	837,000,000	1,068,000,000
Cash and Cash Equivalents	829,000,000	999,000,000
Marketable Securities	8,000,000	69,000,000
Corporate debt securities
Cash and Cash Equivalents [Line Items]
Cost Basis		55,000,000
Unrealized Gains		0
Unrealized Losses		(1,000,000)
Fair Value		54,000,000
Debt securities, available-for-sale, cash and cash equivalents		0
Debt securities, available-for-sale, marketable securities		54,000,000
Cash
Cash and Cash Equivalents [Line Items]
Cash and cash equivalents	62,000,000	63,000,000
Money market funds
Cash and Cash Equivalents [Line Items]
Cash and cash equivalents	$ 767,000,000	$ 936,000,000

SHARE-BASED AWARDS - ESPP (Details) - Employee Stock - Employee Stock Purchase Plan $ in Millions	9 Months Ended
	Sep. 30, 2024 USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Employee payroll contributions with held	$ 0.4
Estimated unrecognized compensation expense	$ 3.0
Recognized over remaining term of offering period	8 months 12 days

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

GOODWILL AND INTANGIBLE ASSETS (Tables)

9 Months Ended

Sep. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Finite-Lived Intangible Assets

Intangible assets subject to amortization consisted of the following as of September 30, 2024 and December 31, 2023, respectively (in millions, except years):


September 30, 2024	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Remaining Weighted Average Useful Life (Years)
Developed technology	$	9	$	(9)	$	—	0.0
Customer relationships	7		(7)		—		0.0
Trademarks	5		(5)		—		0.0

Intangible assets – net	$	21	$	(21)	$	—


December 31, 2023	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Remaining Weighted Average Useful Life (Years)
Developed technology	$	17	$	(13)	$	4	0.8
Customer relationships	7		(6)		1		0.7
Trademarks	5		(5)		—		0.7

Intangible assets – net	$	29	$	(24)	$	5

REAL ESTATE INVENTORY - Narrative (Details) $ in Millions	3 Months Ended		9 Months Ended
REAL ESTATE INVENTORY - Narrative (Details) $ in Millions	Sep. 30, 2024 USD ($) home	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) home	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)
Inventory Disclosure [Abstract]
Inventory valuation adjustments	$ 36		$ 36		$ 27
Number of homes under contract to be purchased \| home	1,006		1,006
Aggregate purchase price for homes	$ 332		$ 332
Valuation adjustments	$ 10	$ 17	$ 51	$ 54

DESCRIPTION OF BUSINESS AND ACCOUNTING POLICIES (Tables)

9 Months Ended

Sep. 30, 2024

Accounting Policies [Abstract]

Schedule of Impairment Loss Recognized

The impairment loss recognized during the periods presented is as follows (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
General and administrative	$	—	$	1	$	—	$	1
Technology and development	$	1	$	1	4		4
Total impairment loss	$	1	$	2	$	4	$	5

CREDIT FACILITIES AND LONG-TERM DEBT

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

CREDIT FACILITIES AND LONG-TERM DEBT

The following tables summarize certain details related to the Company's credit facilities and long-term debt as of September 30, 2024 and December 31, 2023 (in millions, except interest rates):


			Outstanding Amount
September 30, 2024	Borrowing Capacity		Current		Non-Current		Weighted Average Interest Rate		End of Revolving / Withdrawal Period	Final Maturity Date
Non-Recourse Asset-backed Debt:
Asset-backed Senior Revolving Credit Facilities
Revolving Facility 2018-2	$	1,000	$	—	$	—	—	%	June 24, 2026	June 24, 2026
Revolving Facility 2018-3	1,000		258		—		8.26	%	September 29, 2026	September 29, 2026
Revolving Facility 2019-1	300		—		—		—	%	August 15, 2025	August 15, 2025
Revolving Facility 2019-2	550		—		—		—	%	October 3, 2025	October 2, 2026
Revolving Facility 2019-3	100		35		—		8.21	%	April 4, 2025	April 3, 2026


Asset-backed Senior Term Debt Facilities
Term Debt Facility 2021-S1	100		100		—		3.48	%	January 2, 2025	April 1, 2025
Term Debt Facility 2021-S2	400		—		300		3.23	%	September 10, 2025	March 10, 2026
Term Debt Facility 2021-S3	1,000		—		750		3.75	%	January 31, 2027	July 31, 2027
Term Debt Facility 2022-S1	250		250		—		4.07	%	March 1, 2025	September 1, 2025

Total	$	4,700	$	643	$	1,050
Issuance Costs			—		(8)
Carrying Value			$	643	$	1,042

Asset-backed Mezzanine Term Debt Facilities

Term Debt Facility 2020-M1	1,800		—		300		10.00	%	April 1, 2025	April 1, 2026
Term Debt Facility 2022-M1	500		—		150		10.00	%	September 15, 2025	September 15, 2026
Total	$	2,300	$	—	$	450
Issuance Costs					(1)
Carrying Value					$	449

Total Non-Recourse Asset-backed Debt	$	7,000	$	643	$	1,491


	Outstanding Amount
December 31, 2023	Current		Non-Current		Weighted Average Interest Rate
Non-Recourse Asset-backed Debt:
Asset-backed Senior Revolving Credit Facilities

Revolving Facility 2018-2	$	—	$	—	7.49	%
Revolving Facility 2018-3	—		—		6.82	%
Revolving Facility 2019-1	—		—		7.34	%
Revolving Facility 2019-2	—		—		6.83	%
Revolving Facility 2019-3	—		—		—	%


Asset-backed Senior Term Debt Facilities
Term Debt Facility 2021-S1	—		100		3.48	%
Term Debt Facility 2021-S2	—		300		3.20	%
Term Debt Facility 2021-S3	—		750		3.75	%
Term Debt Facility 2022-S1	—		250		4.07	%

Total	$	—	$	1,400
Issuance Costs	—		(12)
Carrying Value	$	—	$	1,388

Asset-backed Mezzanine Term Debt Facilities

Term Debt Facility 2020-M1	$	—	$	600	10.00	%
Term Debt Facility 2022-M1	$	—	$	150	10.00	%
Total	$	—	$	750
Issuance Costs			(4)
Carrying Value			$	746

Total Non-Recourse Asset-backed Debt	$	—	$	2,134

Non-Recourse Asset-backed Debt

The Company utilizes inventory financing facilities consisting of asset-backed senior debt facilities and asset-backed mezzanine term debt facilities to provide financing for the Company’s real estate inventory purchases and renovation. These inventory financing facilities are typically secured by some combination of restricted cash, equity in real estate owning subsidiaries and related holding companies, and, for senior facilities, the real estate inventory financed by the relevant facility and/or beneficial interests in such inventory.

Each of the borrowers under the inventory financing facilities is a consolidated subsidiary of Opendoor and a separate legal entity. Neither the assets nor credit of any such borrower subsidiaries are generally available to satisfy the debts and other obligations of any other Opendoor entities. The inventory financing facilities are non-recourse to the Company and are non-recourse to Opendoor subsidiaries not party to the relevant facilities, except for limited guarantees provided by an Opendoor subsidiary for certain obligations involving “bad acts” by an Opendoor entity and certain other limited circumstances.

As of September 30, 2024, the Company had total borrowing capacity with respect to its non-recourse asset-backed debt of $7.0 billion. Borrowing capacity amounts under non-recourse asset-backed debt as reflected in the table above are in some cases not fully committed and any borrowings above the committed amounts are subject to the applicable lender’s discretion. Any amounts repaid for senior term and mezzanine term debt facilities reduce total borrowing capacity as repaid amounts are not available to be reborrowed. As of September 30, 2024, the Company had committed borrowing capacity with respect to the Company’s non-recourse asset-backed debt of $2.3 billion; this committed borrowing capacity is comprised of $400 million for senior revolving credit facilities, $1.4 billion for senior term debt facilities, and $450 million for mezzanine term debt facilities.

Asset-backed Senior Revolving Credit Facilities

The Company classifies the senior revolving credit facilities as current liabilities on the Company’s condensed consolidated balance sheets as amounts drawn to acquire and renovate homes are required to be repaid as the related real estate inventory is sold, which the Company expects to occur within 12 months.

The senior revolving credit facilities are typically structured with an initial revolving period of up to 24 months during which time amounts can be borrowed, repaid and borrowed again. The borrowing capacity is generally available until the end of the applicable revolving period as reflected in the table above. Outstanding amounts drawn under each senior revolving credit facility are required to be repaid on the facility maturity date or earlier if accelerated due to an event of default or other mandatory repayment event. The final maturity dates and revolving period end dates reflected in the table above are inclusive of any extensions that are at the sole discretion of the Company. These facilities may also have extensions subject to lender discretion that are not reflected in the table above.

Borrowings under the senior revolving credit facilities accrue interest at various floating rates based on a secured overnight financing rate (“SOFR”), plus a margin that varies by facility. The Company may also pay fees on certain unused portions of committed borrowing capacity. The Company’s senior revolving credit facility arrangements typically include upfront fees that may be paid at execution of the applicable agreements or be earned at execution and payable over time. These facilities are generally fully prepayable at any time without penalty other than customary breakage costs.

The senior revolving credit facilities have aggregated borrowing bases, which increase or decrease based on the cost and value of the properties financed under a given facility and the time that those properties are in the Company’s possession. When the Company resells a home, the proceeds are used to reduce the outstanding balance under the related senior revolving credit facility. The borrowing base for a given facility may be reduced as properties age beyond certain thresholds or the performance of the properties financed under that facility declines, and any borrowing base deficiencies may be satisfied through contributions of additional properties or partial repayment of the facility.

Asset-backed Senior Term Debt Facilities

The Company classifies its senior term debt facilities as current or non-current liabilities on the Company’s condensed consolidated balance sheets based on the applicable final maturity date.

The senior term debt facilities are typically structured with an initial withdrawal period up to 60 months during which the outstanding principal amounts are generally not required to be repaid when homes financed through those facilities are sold and instead are intended to remain outstanding until final maturity for each facility. Outstanding amounts drawn under each senior term debt facility are required to be repaid on the facility maturity date or earlier if accelerated due to an event of default or other mandatory repayment event. The final maturity dates and withdrawal period end dates reflected in the table above are inclusive of any extensions that are at the sole discretion of the Company. These facilities may also have extensions subject to lender discretion that are not reflected in the table above.

Borrowings under the senior term debt facilities accrue interest at a fixed rate. The Company's senior term debt facilities may include upfront issuance costs that are capitalized as part of the facilities' respective carrying values. These facilities are fully prepayable at any time but may be subject to certain customary prepayment penalties.

The senior term debt facilities have aggregated property borrowing bases, which increase or decrease based on the cost and value of the properties financed under a given facility, the time those properties are in the Company’s possession and the amount of cash collateral pledged by the relevant borrowers. The borrowing base for a given facility may be reduced as properties age or collateral performance declines beyond certain thresholds, and any borrowing base deficiencies may be satisfied through contributions of additional properties, cash or through partial repayment of the facility.

Asset-backed Mezzanine Term Debt Facilities

The Company classifies its mezzanine term debt facilities as current or non-current liabilities on the Company’s condensed consolidated balance sheets based on the applicable final maturity date. These facilities are structurally and contractually subordinated to the related asset-backed senior debt facilities.

The mezzanine term debt facilities have been structured with an initial 42-month withdrawal period during which the outstanding principal amounts are generally not required to be repaid when homes financed through those facilities are sold and instead are intended to remain outstanding until final maturity. Outstanding amounts drawn under the mezzanine term debt facilities are required to be repaid on the facility maturity date or earlier if accelerated due to an event of default or other mandatory repayment event. The final maturity date and withdrawal period end date reflected in the table above are inclusive of any extensions that are at the sole discretion of the Company. These facilities may also have extensions subject to lender discretion that are not reflected in the table above.

Borrowings under a given mezzanine term debt facility accrue interest at a fixed rate. The Company’s mezzanine term debt facilities include upfront issuance costs that are capitalized as part of the facilities’ respective carrying values. These facilities are fully prepayable at any time but may be subject to certain prepayment penalties.

The mezzanine term debt facilities have aggregated property borrowing bases, which increase or decrease based on the cost and value of the properties financed under a given facility and time in the Company’s possession of those properties and the amount of cash collateral pledged by the relevant borrowers. The borrowing base for a given facility may be reduced as properties age or collateral performance declines beyond certain thresholds, and any borrowing base deficiencies may be satisfied through contributions of additional properties, cash or through partial repayment of the facility.

Covenants

The Company’s inventory financing facilities include customary representations and warranties, covenants and events of default. Financed properties are subject to customary eligibility criteria and concentration limits.

The terms of these inventory financing facilities and related financing documents require an Opendoor subsidiary to comply with customary financial covenants, such as maintaining certain levels of liquidity, tangible net worth or leverage (ratio of debt to tangible net worth). Certain of these financial covenants are calculated by reference to Opendoor Labs Inc. and its consolidated subsidiaries’ assets and liabilities. As a result, under certain circumstances, this may limit the Company’s flexibility to transfer assets from Opendoor subsidiaries to the Parent Company. At September 30, 2024 and December 31, 2023, $276 million and $275 million, respectively, of the Company’s net assets were restricted as they reflect minimum net asset requirements at Opendoor Labs Inc. As of September 30, 2024, the Company was in compliance with all financial covenants and no event of default had occurred.

Convertible Senior Notes

In August 2021, the Company issued 0.25% senior notes due in 2026 (the “2026 Notes”) with an aggregate principal amount of $978 million. The tables below summarize certain details related to the 2026 Notes (in millions, except interest rates):


September 30, 2024	Remaining Aggregate Principal Amount		Unamortized Debt Issuance Costs		Net Carrying Amount
2026 Notes	$	381	$	(4)	$	377


September 30, 2024	Maturity Date	Stated Cash Interest Rate		Effective Interest Rate		Semi-Annual Interest Payment Dates	Conversion Rate	Conversion Price
2026 Notes	August 15, 2026	0.25	%	0.78	%	February 15; August 15	51.9926	$	19.23

The 2026 Notes will be convertible at the option of the holders before February 15, 2026 only upon the occurrence of certain events. Beginning on August 20, 2024, the Company has the option to redeem the 2026 Notes upon meeting certain conditions related to price of the Company's common stock. Beginning on February 15, 2026 and until the close of business on the second scheduled trading day immediately preceding the maturity date, the 2026 Notes are convertible at any time at election of each holder. The conversion rate and conversion price are subject to customary adjustments under certain

circumstances. In addition, if certain corporate events that constitute a make-whole fundamental change occur, then the conversion rate will be adjusted in accordance with the make-whole table within the Indenture. Upon conversion, the Company may satisfy its obligation by paying cash for the outstanding principal balance, and, a combination of cash and the Company's common stock, at the Company's election, for the remaining amount, if any, based on the applicable conversion rate.

During the year ended December 31, 2023, the Company entered into separate, privately negotiated transactions to repurchase a portion of the outstanding 2026 Notes (“Repurchased 2026 Notes”). The holders of the Repurchased 2026 Notes exchanged $597 million in aggregate principal amount for aggregate payments of $360 million in cash for full settlement of the principal value and accrued interest on such date. The Company accounted for the repurchase as a debt extinguishment. Accordingly, the Company: (i) reduced the carrying value of the Repurchased 2026 Notes by $597 million, (ii) reduced outstanding deferred issuance costs by $10 million, (iii) incurred fees of $2 million and (iv) recorded $225 million of gain on debt extinguishment. The Company elected to leave the Capped Calls associated with the Repurchased 2026 Notes outstanding.

For the three and nine months ended September 30, 2024, total interest expense on the Company's convertible senior notes was $1 million and $2 million, respectively. For the three and nine months ended September 30, 2023, total interest expense on the Company's convertible senior notes was $1 million and $4 million, respectively.

Capped Calls

In August 2021, in connection with the issuance of the 2026 Notes, the Company purchased capped calls (the “Capped Calls”) from certain financial institutions at a cost of $119 million. The Capped Calls cover, subject to customary adjustments, the number of shares of the Company's common stock underlying the 2026 Notes. By entering into the Capped Calls, the Company expects to reduce the potential dilution to its common stock (or, in the event of a conversion of the 2026 Notes settled in cash, to reduce its cash payment obligation) in the event that at the time of conversion of the 2026 Notes its common stock price exceeds the conversion price. The Capped Calls have an initial strike price of $19.23 per share and an initial cap price of $29.59 per share or a cap price premium of 100%.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481544/470-10-50-6

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481544/470-10-50-6

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 40
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-Section 50
-Paragraph 1
-Subparagraph (a)(3)
-Publisher FASB
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (SX 210.4-08(c))
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 1B
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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Reference 20: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
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Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1I

+ Details

VARIABLE INTEREST ENTITIES (Tables)

9 Months Ended

Sep. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Variable Interest Entities

The following table summarizes the assets and liabilities related to the VIEs consolidated by the Company as of September 30, 2024 and December 31, 2023 (in millions):


	September 30, 2024		December 31, 2023
Assets

Restricted cash	$	214	$	530
Real estate inventory, net	2,088		1,735
Other(1)	28		18
Total assets	$	2,330	$	2,283
Liabilities
Non-recourse asset-backed debt	$	2,134	$	2,134
Other(2)	36		29
Total liabilities	$	2,170	$	2,163

________________

(1)Includes escrow receivable and other current assets.

(2)Includes accounts payable and other accrued liabilities and interest payable.

- Definition

Tabular disclosure of the significant judgments and assumptions made in determining whether a variable interest (as defined) held by the entity requires the variable interest entity (VIE) (as defined) to be consolidated and (or) disclose information about its involvement with the VIE, individually or in aggregate (as applicable); the nature of restrictions, if any, on the consolidated VIE's assets and on the settlement of its liabilities reported by an entity in its statement of financial position, including the carrying amounts of such assets and liabilities; the nature of, and changes in, the risks associated with involvement in the VIE; how involvement with the VIE affects the entity's financial position, financial performance, and cash flows; the lack of recourse if creditors (or beneficial interest holders) of the consolidated VIE have no recourse to the general credit of the primary beneficiary (if applicable); the terms of arrangements, giving consideration to both explicit arrangements and implicit variable interests, if any, that could require the entity to provide financial support to the VIE, including events or circumstances that could expose the entity to a loss; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; the significant factors considered and judgments made in determining that the power to direct the activities of a VIE that most significantly impact the VIE's economic performance are shared (as defined); the carrying amounts and classification of assets and liabilities of the VIE included in the statement of financial position; the entity's maximum exposure to loss, if any, as a result of its involvement with the VIE, including how the maximum exposure is determined and significant sources of the entity's exposure to the VIE; a comparison of the carrying amounts of the assets and liabilities and the entity's maximum exposure to loss; information about any liquidity arrangements, guarantees, and (or) other commitments by third parties that may affect the fair value or risk of the entity's variable interest in the VIE; whether or not the entity has provided financial support or other support (explicitly or implicitly) to the VIE that it was not previously contractually required to provide or whether the entity intends to provide that support, including the type and amount of the support and the primary reasons for providing the support; and supplemental information the entity determines necessary to provide.

+ References + Details

VARIABLE INTEREST ENTITIES (Details) - USD ($)
$ in Millions

Sep. 30, 2024

Dec. 31, 2023

Assets

Restricted cash

$ 225

$ 541

Real estate inventory, net

2,145

1,775

TOTAL ASSETS

^[1]

3,411

3,567

Liabilities

Total liabilities

^[2]

2,610

2,600

Variable Interest Entity, Primary Beneficiary

Assets

Restricted cash

214

530

Real estate inventory, net

2,088

1,735

Other

TOTAL ASSETS

2,330

2,283

Liabilities

Non-recourse asset-backed debt

2,134

Other

Total liabilities

$ 2,170

$ 2,163

[1]

The Company’s consolidated assets at September 30, 2024 and December 31, 2023 include the following assets of certain variable interest entities (“VIEs”) that can only be used to settle the liabilities of those VIEs: Restricted cash, $214 and $530; Real estate inventory, net, $2,088 and $1,735; Escrow receivable, $14 and $8; Other current assets, $14 and $10; and Total assets of $2,330 and $2,283, respectively.

[2]

The Company’s consolidated liabilities at September 30, 2024 and December 31, 2023 include the following liabilities for which the VIE creditors do not have recourse to Opendoor: Accounts payable and other accrued liabilities, $34 and $28; Current portion of non-recourse asset-backed debt, $643 and $—; Interest payable, $2 and $1; Non-recourse asset-backed debt, net of current portion, $1,491 and $2,134; and Total liabilities, $2,170 and $2,163, respectively.

SHARE-BASED AWARDS - Schedule of Stock Option Activity (Details) $ / shares in Units, shares in Thousands, $ in Millions	9 Months Ended	12 Months Ended
	Sep. 30, 2024 USD ($) $ / shares shares	Dec. 31, 2023 USD ($) $ / shares shares
Number of Options (in thousands)
Beginning balance (in shares) \| shares	7,820
Exercised (in shares) \| shares	(363)
Expired (in shares) \| shares	(98)
Ending balance (in shares) \| shares	7,359	7,820
Exercisable (in shares) \| shares	7,359
Weighted- Average Exercise Price
Beginning balance (in dollars per share) \| $ / shares	$ 2.44
Exercised (in dollars per share) \| $ / shares	1.05
Expired (in dollars per share) \| $ / shares	2.72
Ending balance (in dollars per share) \| $ / shares	2.51	$ 2.44
Exercisable (in dollars per share) \| $ / shares	$ 2.51
Weighted- Average Remaining Contractual Term (in years)
Weighted-average remaining contractual term (in years), outstanding	2 years 7 months 6 days	3 years 3 months 18 days
Weighted-average remaining contractual term (in years), exercisable	2 years 7 months 6 days
Aggregate intrinsic values \| $	$ 3	$ 16
Exercisable, aggregate intrinsic value \| $	$ 3

COMMITMENTS AND CONTINGENCIES	9 Months Ended
COMMITMENTS AND CONTINGENCIES	Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	COMMITMENTS AND CONTINGENCIES Lease Commitments In May 2023, the Company amended its Tempe, Arizona office lease to partially terminate the Company’s obligation with respect to a portion of the leased premises (“Partial Lease Termination”). The Partial Lease Termination resulted in a decrease of undiscounted, future lease payments of $19 million. As a result of the Partial Lease Termination, the Company remeasured its operating lease liabilities and recorded a decrease of $10 million to reflect the reduced lease payments and termination penalties. The Company also recorded a decrease to right-of-use assets of $9 million based on the proportionate decrease in the right-of-use asset, which resulted in a gain of $1 million recognized in general and administrative expense on the consolidated statements of operations for the nine months ended September 30, 2023. Legal Matters From time to time, the Company may be subject to potential liability relating to the ownership and operations of the Company’s properties. Accruals are recorded when the outcome is probable and can be reasonably estimated. There are various claims and lawsuits arising in the normal course of business pending against the Company, some of which seek damages and other relief which, if granted, may require future cash expenditures. In addition, from time to time the Company receives inquiries and audit requests from various government agencies and fully cooperates with these requests. The Company does not believe that it is reasonably possible that the resolution of these matters would result in any liability that would materially affect the Company’s condensed consolidated results of operations or financial condition except as noted below. On October 7, 2022 and November 22, 2022, purported securities class action lawsuits were filed in the United States District Court for the District of Arizona, captioned Alich v. Opendoor Technologies Inc., et al. (Case No. 2:22-cv-01717-JFM) (“Alich”) and Oakland County Voluntary Employee’s Beneficiary Association, et al. v. Opendoor Technologies Inc., et al. (Case No. 2:22-cv-01987-GMS) (“Oakland County”), respectively. The lawsuits were consolidated into a single action, captioned In re Opendoor Technologies Inc. Securities Litigation (Case No. 2:22-CV-01717-MTL). The consolidated amended complaint names as defendants the Company, Social Capital Hedosophia Holdings Corp. II (SCH"), certain of the Company’s current and former officers and directors and the underwriters of a securities offering the Company made in February 2021. The complaint alleges that the Company and certain officers violated Section 10(b) of the Exchange Act and SEC Rule 10b-5, and that the Company, SCH, certain officers and directors and the underwriters violated Section 11 of the Securities Act, in each case by making materially false or misleading statements related to the effectiveness of the Company’s pricing algorithm. The plaintiffs also allege that certain defendants violated Section 20(a) of the Exchange Act and Section 15 of the Securities Act, respectively, which provide for control person liability. The complaint asserts claims on behalf of all persons and entities that purchased, or otherwise acquired, Company common stock between December 21, 2020 and November 3, 2022 or pursuant to offering documents issued in connection with our business combination with SCH and the secondary public offering conducted by the Company in February 2021. The plaintiffs seek class certification, an award of unspecified compensatory damages, an award of interest and reasonable costs and expenses, including attorneys’ fees and expert fees, and other and further relief as the court may deem just and proper. The defendants filed motions to dismiss on June 30, 2023, which the court granted on February 27, 2024 without prejudice. On May 14, 2024, the court granted plaintiffs’ motion for reconsideration of certain portions of the court’s order dismissing the complaint. The court’s orders on the motion to dismiss and motion for reconsideration dismissed all Exchange Act claims and Securities Act claims except for a portion of plaintiffs’ claims brought under Section 11 and Section 15 of the Securities Act. Defendants filed answers to the complaint on July 12, 2024. The Company continues to believe that the allegations in the complaint are without merit and intends to vigorously defend itself in the matter. On March 1, 2023 and March 15, 2023, shareholder derivative lawsuits were filed in the United States District Court for the District of Arizona, captioned Carlson v. Rice, et al. (Case No. 2:23-cv-00367-GMS) and Van Dorn v. Wu, et al. (Case No. 2:23-cv-00455-DMF), respectively, which were subsequently consolidated into a single action, captioned Carlson v. Rice (Case No. 2:23-CV-00367-GMS). Plaintiffs voluntarily dismissed the matter on June 22, 2023, and thereafter re-filed complaints in the Court of Chancery of the State of Delaware, captioned Carlson v. Rice, et al. (Case No. 2023-0642) and Van Dorn v. Rice, et al. (Case No. 2023-0643). The cases have been consolidated into a single action, captioned Opendoor Technologies Inc. Stockholder Derivative Litigation (Case No. 2023-0642). On June 29, 2023, a shareholder derivative lawsuit was filed in the United States District Court for the District of Delaware, captioned Juul v. Wu, et al. (Case No. 1:23-cv-00705-UNA). The complaints in each matter are based on the same facts and circumstances as In re Opendoor Technologies Inc. Securities Litigation and name certain officers and directors of the Company as defendants. The defendants are alleged to have violated Section 10(b) of the Exchange Act and SEC Rule 10b-5 and breached fiduciary duties. The plaintiffs seek to maintain the derivative actions on behalf of the Company, an award of unspecified compensatory damages, an order directing the Company to reform its corporate governance and internal procedures, restitutionary relief, an award of interest and expenses, including attorneys’ fees and expert fees, and other and further relief as the court may deem just and proper. These derivative actions have been stayed pending further developments in In re Opendoor Technologies Inc. Securities Litigation. On October 13, 2023, a shareholder derivative lawsuit was filed in the United States District Court for the District of Delaware, captioned Woods, et al. v. Bain, et al. (Case No. 1:23-cv-01158-UNA). The complaint is based on facts and circumstances related to In re Opendoor Technologies Inc. Securities Litigation. The plaintiffs have brought claims against certain current and former directors and officers of the Company for breach of fiduciary duty, contribution under Sections 10(b) and 21D of the Exchange Act, SEC Rule 10b-5, violations of Section 14(a) of the Exchange Act, and SEC Rule 14a-9 promulgated thereunder. The plaintiffs seek to maintain the derivative action on behalf of the Company, an award of unspecified compensatory damages, an order directing one of the defendants to disgorge monies allegedly obtained from certain personal sales of Company stock, equitable relief, an award of interest and expenses, including attorneys’ fees and expert fees, and other and further relief as the court may deem just and proper. This derivative action has been stayed pending further developments in In re Opendoor Technologies Inc. Securities Litigation. On October 18, 2023, a shareholder derivative lawsuit was filed in the United States District Court for the District of Arizona, captioned Gera v. Palihapitiya, et al. (Case No. 2:23-cv-02164-SMB). The complaint is based on facts and circumstances related to In re Opendoor Technologies Inc. Securities Litigation, and names as defendants certain current and former officers and directors of the Company and SCH Sponsor II LLC. The complaint alleges that the defendants violated Section 14(a) of the Exchange Act, and SEC Rule 14a-9 promulgated thereunder. The plaintiff seeks to maintain the derivative action on behalf of the Company, an award of unspecified compensatory damages, an order directing the Company to reform certain corporate governance and internal procedures, restitution, an award of cost and expenses, including attorneys’ fees and expert fees, and other and further relief as the court may deem just and proper. The defendants filed motions to dismiss on February 8, 2024, which were granted without prejudice on August 14, 2024, and the plaintiff filed an amended complaint on September 12, 2024. On October 28, 2024, the defendants filed motions to dismiss the complaint, which are pending before the court.

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Millions

Sep. 30, 2024

Dec. 31, 2023

Statement of Financial Position [Abstract]

Common stock, par value (in dollars per share)

$ 0.0001

Common stock authorized (in shares)

3,000,000,000

Common stock issued (in dollars per share)

711,660,871

677,636,163

Common stock outstanding (in dollars per share)

711,660,871

677,636,163

Restricted cash

$ 225

$ 541

Real estate inventory, net

2,145

1,775

Escrow receivable

Other current assets

Assets

^[1]

3,411

3,567

Accounts payable and other accrued liabilities

Non-recourse asset-backed debt – current portion

643

Interest payable

Non-recourse asset-backed debt – net of current portion

1,491

2,134

Liabilities

^[2]

2,610

2,600

Variable Interest Entity, Primary Beneficiary

Restricted cash

214

530

Real estate inventory, net

2,088

1,735

Escrow receivable

Other current assets

Assets

2,330

2,283

Accounts payable and other accrued liabilities

Non-recourse asset-backed debt – current portion

643

Interest payable

Non-recourse asset-backed debt – net of current portion

1,491

2,134

Liabilities

$ 2,170

$ 2,163

[1]

[2]

CREDIT FACILITIES AND LONG-TERM DEBT - Asset-Backed Facilities (Details) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Other restricted assets	$ 276	$ 275
Asset-backed Mezzanine Term Debt Facilities \| Revolving Credit Facility
Debt Instrument [Line Items]
Debt instrument, term, withdrawal period, maximum	42 months
Multiple Senior Revolving Credit Facilities \| Revolving Credit Facility
Debt Instrument [Line Items]
Term	24 months
Multiple Term Loan Facilities \| Asset-backed Senior Term Debt Facilities \| Revolving Credit Facility
Debt Instrument [Line Items]
Debt instrument, term, withdrawal period, maximum	60 months

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Statement [Abstract]
REVENUE	$ 1,377	$ 980	$ 4,069	$ 6,076
COST OF REVENUE	1,272	884	3,721	5,661
GROSS PROFIT	105	96	348	415
OPERATING EXPENSES:
Sales, marketing and operations	96	85	325	397
General and administrative	46	48	141	158
Technology and development	30	42	108	121
Restructuring	0	0	0	10
Total operating expenses	172	175	574	686
LOSS FROM OPERATIONS	(67)	(79)	(226)	(271)
(LOSS) GAIN ON EXTINGUISHMENT OF DEBT	0	0	(1)	182
INTEREST EXPENSE	(34)	(47)	(101)	(174)
OTHER INCOME – Net	23	20	50	80
LOSS BEFORE INCOME TAXES	(78)	(106)	(278)	(183)
INCOME TAX EXPENSE	0	0	(1)	(1)
NET LOSS	$ (78)	$ (106)	$ (279)	$ (184)
Net loss per share attributable to common shareholders:
Basic (in dollars per share)	$ (0.11)	$ (0.16)	$ (0.40)	$ (0.28)
Diluted (in dollars per share)	$ (0.11)	$ (0.16)	$ (0.40)	$ (0.28)
Weighted-average shares outstanding:
Basic (in shares)	705,359	662,149	693,796	651,939
Diluted (in shares)	705,359	662,149	693,796	651,939

CASH, CASH EQUIVALENTS, AND INVESTMENTS - Non-marketable Equity Securities and Equity Method Investment (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Cash and Cash Equivalents [Abstract]
Equity method investments	$ 21	$ 20
Non-marketable equity securities	39	0
Total	$ 60	$ 20

- Definition

Amount of investment in equity security measured at fair value with change in fair value recognized in net income (FV-NI).

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
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-Name Accounting Standards Codification
-Section 55
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+ Details

CREDIT FACILITIES AND LONG-TERM DEBT (Tables)

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

Schedule of Credit Facilities and Long Term Debt

The following tables summarize certain details related to the Company's credit facilities and long-term debt as of September 30, 2024 and December 31, 2023 (in millions, except interest rates):


			Outstanding Amount
September 30, 2024	Borrowing Capacity		Current		Non-Current		Weighted Average Interest Rate		End of Revolving / Withdrawal Period	Final Maturity Date
Non-Recourse Asset-backed Debt:
Asset-backed Senior Revolving Credit Facilities
Revolving Facility 2018-2	$	1,000	$	—	$	—	—	%	June 24, 2026	June 24, 2026
Revolving Facility 2018-3	1,000		258		—		8.26	%	September 29, 2026	September 29, 2026
Revolving Facility 2019-1	300		—		—		—	%	August 15, 2025	August 15, 2025
Revolving Facility 2019-2	550		—		—		—	%	October 3, 2025	October 2, 2026
Revolving Facility 2019-3	100		35		—		8.21	%	April 4, 2025	April 3, 2026


Asset-backed Senior Term Debt Facilities
Term Debt Facility 2021-S1	100		100		—		3.48	%	January 2, 2025	April 1, 2025
Term Debt Facility 2021-S2	400		—		300		3.23	%	September 10, 2025	March 10, 2026
Term Debt Facility 2021-S3	1,000		—		750		3.75	%	January 31, 2027	July 31, 2027
Term Debt Facility 2022-S1	250		250		—		4.07	%	March 1, 2025	September 1, 2025

Total	$	4,700	$	643	$	1,050
Issuance Costs			—		(8)
Carrying Value			$	643	$	1,042

Asset-backed Mezzanine Term Debt Facilities

Term Debt Facility 2020-M1	1,800		—		300		10.00	%	April 1, 2025	April 1, 2026
Term Debt Facility 2022-M1	500		—		150		10.00	%	September 15, 2025	September 15, 2026
Total	$	2,300	$	—	$	450
Issuance Costs					(1)
Carrying Value					$	449

Total Non-Recourse Asset-backed Debt	$	7,000	$	643	$	1,491


	Outstanding Amount
December 31, 2023	Current		Non-Current		Weighted Average Interest Rate
Non-Recourse Asset-backed Debt:
Asset-backed Senior Revolving Credit Facilities

Revolving Facility 2018-2	$	—	$	—	7.49	%
Revolving Facility 2018-3	—		—		6.82	%
Revolving Facility 2019-1	—		—		7.34	%
Revolving Facility 2019-2	—		—		6.83	%
Revolving Facility 2019-3	—		—		—	%


Asset-backed Senior Term Debt Facilities
Term Debt Facility 2021-S1	—		100		3.48	%
Term Debt Facility 2021-S2	—		300		3.20	%
Term Debt Facility 2021-S3	—		750		3.75	%
Term Debt Facility 2022-S1	—		250		4.07	%

Total	$	—	$	1,400
Issuance Costs	—		(12)
Carrying Value	$	—	$	1,388

Asset-backed Mezzanine Term Debt Facilities

Term Debt Facility 2020-M1	$	—	$	600	10.00	%
Term Debt Facility 2022-M1	$	—	$	150	10.00	%
Total	$	—	$	750
Issuance Costs			(4)
Carrying Value			$	746

Total Non-Recourse Asset-backed Debt	$	—	$	2,134

Schedule of Convertible Debt

The tables below summarize certain details related to the 2026 Notes (in millions, except interest rates):


September 30, 2024	Remaining Aggregate Principal Amount		Unamortized Debt Issuance Costs		Net Carrying Amount
2026 Notes	$	381	$	(4)	$	377


September 30, 2024	Maturity Date	Stated Cash Interest Rate		Effective Interest Rate		Semi-Annual Interest Payment Dates	Conversion Rate	Conversion Price
2026 Notes	August 15, 2026	0.25	%	0.78	%	February 15; August 15	51.9926	$	19.23

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

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+ Details

SHARE-BASED AWARDS - Schedule of Stock-Based Compensation Expense in the Statements of Operations (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	$ 25	$ 31	$ 91	$ 94
General and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	16	15	49	47
Sales, marketing and operations
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	2	4	11	12
Technology and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	$ 7	$ 12	$ 31	$ 35

NET LOSS PER SHARE (Tables)

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

Schedule of Net Loss Per Share, Basic and Diluted

The following table sets forth the computation of the Company’s basic and diluted net loss per share attributable to common shareholders for the three and nine months ended September 30, 2024 and 2023 (in millions, except share amounts which are presented in thousands, and per share amounts):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Basic and diluted net loss per share:
Numerator:



Net loss	$	(78)	$	(106)	$	(279)	$	(184)
Denominator:
Weighted average shares outstanding – basic and diluted	705,359		662,149		693,796		651,939
Basic and diluted net loss per share	$	(0.11)	$	(0.16)	$	(0.40)	$	(0.28)

RELATED PARTIES (Details) - USD ($) $ in Millions	3 Months Ended
RELATED PARTIES (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Mainstay Labs, Inc.
Related Party Transaction [Line Items]
Property tax compliance and brokerage services expense	$ 0
Transition administrative services expense	0
Certain Employees, Excluding Management \| Mainstay Labs, Inc.
Related Party Transaction [Line Items]
Payments to employees	$ 0
Restricted Stock Units (RSUs)
Related Party Transaction [Line Items]
RSU unvested (in shares)	45,844,000	60,896,000
Restricted Stock Units (RSUs) \| Mainstay Labs, Inc.
Related Party Transaction [Line Items]
RSU unvested (in shares)	1,660,362
Common Stock \| Mainstay Labs, Inc.
Related Party Transaction [Line Items]
Shares issued during period (in shares)	342,596

SUBSEQUENT EVENTS (Details) - Subsequent Event $ in Millions	Nov. 07, 2024 USD ($) employee
Subsequent Event [Line Items]
Number of employees, (approximately) \| employee	300
Reduction in workforce, percent of employees (approximately)	17.00%
Post-employment benefits,(approximately)	$ 9
Expected remaining restructuring cost	$ 8

CREDIT FACILITIES AND LONG-TERM DEBT - Non-Recourse Asset-backed Debt (Details) $ in Millions	Sep. 30, 2024 USD ($)
Line of Credit
Debt Instrument [Line Items]
Borrowing capacity	$ 7,000
Non-Recourse Asset Backed Debt \| Line of Credit
Debt Instrument [Line Items]
Fully committed borrowing capacity, maximum	2,300
Asset-backed Senior Revolving Credit Facilities \| Revolving Credit Facility \| Multiple Senior Revolving Credit Facilities
Debt Instrument [Line Items]
Fully committed borrowing capacity	400
Asset-backed Senior Term Debt Facilities \| Revolving Credit Facility \| Multiple Term Loan Facilities
Debt Instrument [Line Items]
Fully committed borrowing capacity	1,400
Asset-backed Mezzanine Term Debt Facilities \| Line of Credit
Debt Instrument [Line Items]
Borrowing capacity	2,300
Asset-backed Mezzanine Term Debt Facilities \| Revolving Credit Facility \| Multiple Senior Revolving Credit Facilities
Debt Instrument [Line Items]
Fully committed borrowing capacity	$ 450

Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2024	Oct. 31, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2024
Document Transition Report	false
Entity File Number	001-39253
Entity Registrant Name	Opendoor Technologies Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	30-1318214
Entity Address, Address Line One	410 N. Scottsdale Road,
Entity Address, Address Line Two	Suite 1600
Entity Address, City or Town	Tempe,
Entity Address, State or Province	AZ
Entity Address, Postal Zip Code	85288
City Area Code	480
Local Phone Number	618-6760
Title of 12(b) Security	Common stock, $0.0001 par value per share
Trading Symbol	OPEN
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		715,069,751
Entity Central Index Key	0001801169
Amendment Flag	false
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Current Fiscal Year End Date	--12-31

DECONSOLIDATION	9 Months Ended
DECONSOLIDATION	Sep. 30, 2024
Noncontrolling Interest [Abstract]
DECONSOLIDATION	DECONSOLIDATION On July 31, 2024, a consolidated subsidiary of the Company, Mainstay Labs Inc. (“Mainstay”), formerly Open Exchange Labs Inc., issued its Series A Preferred Stock to third-party investors (the “Private Investment”). Mainstay is a market intelligence and transaction platform for the single-family rental industry. As a result of the Private Investment, the Company no longer had a controlling financial interest in Mainstay in accordance with ASC Topic 810, Consolidation, and Mainstay was deconsolidated from the Company’s condensed consolidated financial statements as of July 31, 2024 (the “Deconsolidation”). The Company determined that the Deconsolidation does not meet the criteria requiring presentation as discontinued operations in accordance with U.S. GAAP because it does not represent a strategic shift that will have a major effect on the Company’s operations or financial results. Upon Deconsolidation, the Company recognized a $14 million gain in Other income – net in the condensed consolidated statement of operations during the three months ended September 30, 2024, which represented the fair value of the Company’s retained interest in Mainstay less the carrying value of Mainstay’s net assets and the Company’s liabilities due to Mainstay as of July 31, 2024. The Company’s retained interest in Mainstay as of July 31, 2024 was recognized as a non-marketable equity security investment under ASC 321, Investment – Equity Securities. As of September 30, 2024, the fair value of the retained interest in Mainstay was $39 million, which is presented in Other assets in the condensed consolidated balance sheets. The fair value was calculated using the option pricing method utilizing a back-solve methodology to infer the total equity value based on the pricing of the Private Investment. See “Part II – Item 8. Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 1. Description of Business and Accounting Policies – Investments” in our Annual Report on Form 10-K for the year ended December 31, 2023. See “Note 14 — Related Parties” for further information on the Company’s ongoing relationship and transactions with Mainstay.

COMMITMENTS AND CONTINGENCIES (Details) - Arizona Office Lease - USD ($) $ in Millions	1 Months Ended	9 Months Ended
	May 31, 2023	Sep. 30, 2023
Other Commitments [Line Items]
Decrease in future lease liability payments	$ 19
Decrease in operating lease liability	$ 10
Decrease in operating lease right of use asset		$ 9
Gain on settlement of lease liabilities		$ 1

SHARE-BASED AWARDS

9 Months Ended

Sep. 30, 2024

Share-Based Payment Arrangement [Abstract]

SHARE-BASED AWARDS

Stock options and RSUs

Option awards are generally granted with an exercise price equal to the fair value of the Company’s common stock at the date of grant.

A summary of the stock option activity for the nine months ended September 30, 2024, is as follows:


	Number of Options (in thousands)	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value (in millions)
Balance-December 31, 2023	7,820	$	2.44	3.3	$	16

Exercised	(363)	1.05

Expired	(98)	2.72
Balance-September 30, 2024	7,359	$	2.51	2.6	$	3
Exercisable-September 30, 2024	7,359	$	2.51	2.6	$	3

A summary of the RSU activity for the nine months ended September 30, 2024, is as follows:


	Number of RSUs (in thousands)	Weighted- Average Grant-Date Fair Value
Unvested and outstanding-December 31, 2023	60,896	$	4.05
Granted	25,283	2.60
Vested	(30,729)	3.93
Forfeited	(9,606)	4.43
Unvested and outstanding-September 30, 2024	45,844	$	3.25

Restricted Shares

The Company has granted Restricted Shares to certain continuing employees, primarily in connection with acquisitions.

ESPP

The first offering period for the Company's 2020 Employee Stock Purchase Plan (“ESPP”) began on March 1, 2022. ESPP employee payroll contributions withheld as of September 30, 2024 were $0.4 million and are included within Accounts payable and other accrued liabilities in the condensed consolidated balance sheets. Payroll contributions withheld as of September 30, 2024 will be used to purchase shares at the end of the current ESPP purchase period ending on

February 28, 2025.

The fair value of ESPP purchase rights is estimated at the date of grant using the Black-Scholes option-pricing valuation model. The following assumptions were applied in the model to estimate the grant-date fair value of the ESPP.



			Nine Months Ended September 30, 2024
Fair value			$0.83 - $1.56
Volatility			88.7% - 121.1%
Risk-free rate			4.35% - 5.27%
Expected life (in years)			0.5 - 1.0
Expected dividend			$—

As of September 30, 2024, total estimated unrecognized compensation expense related to the ESPP was $3 million. The unamortized compensation costs are expected to be recognized over the remaining term of the offering period of 0.7 years.

Stock-based compensation expense

Stock-based compensation expense is allocated based on the cost center to which the award holder belongs. The following table summarizes total stock-based compensation expense by function as presented in the condensed consolidated statements of operations for the three and nine months ended September 30, 2024 and 2023 (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
General and administrative	$	16	$	15	$	49	$	47
Sales, marketing and operations	2		4		11		12
Technology and development	7		12		31		35
Total stock-based compensation expense	$	25	$	31	$	91	$	94

As of September 30, 2024, there was $119 million of unamortized stock-based compensation costs related to unvested RSUs. The unamortized compensation costs are expected to be recognized over a weighted-average period of approximately 1.8 years.

RESTRUCTURING

9 Months Ended

Sep. 30, 2024

Restructuring and Related Activities [Abstract]

RESTRUCTURING

In 2023, the Company initiated workforce reductions, impacting approximately 680 employees. The Company provided severance and other termination benefits (“Post-Employment Benefits”) to impacted employees.

The following table presents the activity of the restructuring liability as of September 30, 2024 (in millions):


	September 30, 2024



Balance-December 31, 2023	$	3
Additions charged to expense	—
Cash payments	(3)
Balance- September 30, 2024	$	—

PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Millions	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Property, plant and equipment	$ 138		$ 138		$ 166
Accumulated depreciation and amortization	(79)		(79)		(100)
Property and equipment – net	59		59		66
Depreciation and amortization expense	7	$ 8	25	$ 27
Internally developed software
Property, Plant and Equipment [Line Items]
Property, plant and equipment	116		116		124
Computers
Property, Plant and Equipment [Line Items]
Property, plant and equipment	9		9		12
Security systems
Property, Plant and Equipment [Line Items]
Property, plant and equipment	6		6		19
Office equipment
Property, Plant and Equipment [Line Items]
Property, plant and equipment	2		2		3
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property, plant and equipment	2		2		2
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property, plant and equipment	2		2		2
Software implementation costs
Property, Plant and Equipment [Line Items]
Property, plant and equipment	$ 1		$ 1		$ 4

INCOME TAXES (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
INCOME TAXES (Details) - USD ($) $ in Millions	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Tax Disclosure [Abstract]
Income tax provision	$ 0	$ 0	$ 1	$ 1
Effective tax rate	(0.38%)	(0.09%)	(0.39%)	(0.38%)

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (78)	$ (106)	$ (279)	$ (184)
Adjustments to reconcile net loss to cash, cash equivalents, and restricted cash (used in) provided by operating activities:
Depreciation and amortization			37	50
Amortization of right of use asset			4	5
Stock-based compensation			91	94
Inventory valuation adjustment			51	54
Changes in fair value of equity securities			7	4
Other			6	6
Proceeds from sale and principal collections of mortgage loans held for sale			0	1
Loss (gain) on extinguishment of debt	0	0	1	(182)
Gain on deconsolidation, net			(14)	0
Changes in operating assets and liabilities:
Escrow receivable			(6)	19
Real estate inventory			(422)	3,082
Other assets			9	(15)
Accounts payable and other accrued liabilities			4	(29)
Interest payable			1	(10)
Lease liabilities			(5)	(9)
Net cash (used in) provided by operating activities			(515)	2,886
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment			(22)	(28)
Proceeds from sales, maturities, redemptions and paydowns of marketable securities			55	75
Proceeds from sale of non-marketable equity securities			0	1
Cash impact of deconsolidation of subsidiaries			(2)	0
Net cash provided by investing activities			31	48
CASH FLOWS FROM FINANCING ACTIVITIES:
Repurchase of convertible senior notes			0	(270)
Proceeds from exercise of stock options			0	2
Proceeds from issuance of common stock for ESPP			5	2
Proceeds from non-recourse asset-backed debt			417	238
Principal payments on non-recourse asset-backed debt			(424)	(2,315)
Payment for early extinguishment of debt			0	(4)
Net cash used in financing activities			(2)	(2,347)
NET (DECREASE) INCREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH			(486)	587
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH – Beginning of period			1,540	1,791	$ 1,791
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH – End of period	1,054	2,378	1,054	2,378	1,540
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION – Cash paid during the period for interest			93	169
DISCLOSURES OF NONCASH INVESTING AND FINANCING ACTIVITIES:
Stock-based compensation expense capitalized for internally developed software			15	17
Investment in non-marketable equity securities due to deconsolidation			39	0
RECONCILIATION TO CONDENSED CONSOLIDATED BALANCE SHEETS:
Cash and cash equivalents	829	1,154	829	1,154	999
Restricted cash	225	1,224	225	1,224
Cash, cash equivalents, and restricted cash	$ 1,054	$ 2,378	$ 1,054	$ 2,378	$ 1,540

CREDIT FACILITIES AND LONG-TERM DEBT - Schedule of Credit Facilities and Long Term Debt (Details) - Line of Credit - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Borrowing Capacity	$ 7,000
Outstanding, current	643	$ 0
Net Carrying Amount	1,491	2,134
Asset-Backed Senior Facilities
Debt Instrument [Line Items]
Borrowing Capacity	4,700
Outstanding amount, current	643	0
Issuance Costs	0	0
Carrying Value	643	0
Outstanding amount, noncurrent	1,050	1,400
Issuance Costs	(8)	(12)
Net Carrying Amount	1,042	1,388
Asset-backed Mezzanine Term Debt Facilities
Debt Instrument [Line Items]
Borrowing Capacity	2,300
Outstanding amount, current	0	0
Outstanding amount, noncurrent	450	750
Issuance Costs	(1)	(4)
Net Carrying Amount	449	746
Revolving Facility 2018-2 \| Asset-backed Senior Revolving Credit Facilities
Debt Instrument [Line Items]
Borrowing Capacity	1,000
Outstanding amount, current	0	0
Outstanding amount, noncurrent	$ 0	$ 0
Weighted average interest rate (in percent)	0.00%	7.49%
Revolving Facility 2018-3 \| Asset-backed Senior Revolving Credit Facilities
Debt Instrument [Line Items]
Borrowing Capacity	$ 1,000
Outstanding amount, current	258	$ 0
Outstanding amount, noncurrent	$ 0	$ 0
Weighted average interest rate (in percent)	8.26%	6.82%
Revolving Facility 2019-1 \| Asset-backed Senior Revolving Credit Facilities
Debt Instrument [Line Items]
Borrowing Capacity	$ 300
Outstanding amount, current	0	$ 0
Outstanding amount, noncurrent	$ 0	$ 0
Weighted average interest rate (in percent)	0.00%	7.34%
Revolving Facility 2019-2 \| Asset-backed Senior Revolving Credit Facilities
Debt Instrument [Line Items]
Borrowing Capacity	$ 550
Outstanding amount, current	0	$ 0
Outstanding amount, noncurrent	$ 0	$ 0
Weighted average interest rate (in percent)	0.00%	6.83%
Revolving Facility 2019-3 \| Asset-backed Senior Revolving Credit Facilities
Debt Instrument [Line Items]
Borrowing Capacity	$ 100
Outstanding amount, current	35	$ 0
Outstanding amount, noncurrent	$ 0	$ 0
Weighted average interest rate (in percent)	8.21%	0.00%
Term Debt Facility 2021-S1 \| Asset-backed Senior Term Debt Facilities
Debt Instrument [Line Items]
Borrowing Capacity	$ 100
Outstanding amount, current	100	$ 0
Outstanding amount, noncurrent	$ 0	$ 100
Weighted average interest rate (in percent)	3.48%	3.48%
Term Debt Facility 2021-S2 \| Asset-backed Senior Term Debt Facilities
Debt Instrument [Line Items]
Borrowing Capacity	$ 400
Outstanding amount, current	0	$ 0
Outstanding amount, noncurrent	$ 300	$ 300
Weighted average interest rate (in percent)	3.23%	3.20%
Term Debt Facility 2021-S3 \| Asset-backed Senior Term Debt Facilities
Debt Instrument [Line Items]
Borrowing Capacity	$ 1,000
Outstanding amount, current	0	$ 0
Outstanding amount, noncurrent	$ 750	$ 750
Weighted average interest rate (in percent)	3.75%	3.75%
Term Debt Facility 2022-S1 \| Asset-backed Senior Term Debt Facilities
Debt Instrument [Line Items]
Borrowing Capacity	$ 250
Outstanding amount, current	250	$ 0
Outstanding amount, noncurrent	$ 0	$ 250
Weighted average interest rate (in percent)	4.07%	4.07%
Term Debt Facility 2020-M1 \| Asset-backed Mezzanine Term Debt Facilities
Debt Instrument [Line Items]
Borrowing Capacity	$ 1,800
Outstanding amount, current	0	$ 0
Outstanding amount, noncurrent	$ 300	$ 600
Weighted average interest rate (in percent)	10.00%	10.00%
Term Debt Facility 2022-M1 \| Asset-backed Mezzanine Term Debt Facilities
Debt Instrument [Line Items]
Borrowing Capacity	$ 500
Outstanding amount, current	0	$ 0
Outstanding amount, noncurrent	$ 150	$ 150
Weighted average interest rate (in percent)	10.00%	10.00%

GOODWILL AND INTANGIBLE ASSETS - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill additions			$ 0		$ 0
Goodwill, impairment loss	$ 0	$ 0	0	$ 0
Amortization expense of intangible assets	$ 1,000,000	$ 2,000,000	$ 4,000,000	$ 5,000,000

CASH, CASH EQUIVALENTS, AND INVESTMENTS - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Cash and Cash Equivalents [Line Items]
Unrealized losses on marketable securities	$ (3,000,000)	$ (6,000,000)	$ (7,000,000)	$ 1,000,000
Available-for-sale debt securities	0		0
Unrealized losses					$ 1,000,000
Allowance for credit loss	0		0		0
Non-marketable security, unrealized losses	$ 0	$ 5,000,000	$ 0	$ 5,000,000
Corporate debt securities
Cash and Cash Equivalents [Line Items]
Available-for-sale debt securities					55,000,000
Unrealized losses					$ 1,000,000

SHARE-BASED AWARDS (Tables)

9 Months Ended

Sep. 30, 2024

Share-Based Payment Arrangement [Abstract]

Schedule of the Stock Option Activity

A summary of the stock option activity for the nine months ended September 30, 2024, is as follows:


	Number of Options (in thousands)	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value (in millions)
Balance-December 31, 2023	7,820	$	2.44	3.3	$	16

Exercised	(363)	1.05

Expired	(98)	2.72
Balance-September 30, 2024	7,359	$	2.51	2.6	$	3
Exercisable-September 30, 2024	7,359	$	2.51	2.6	$	3

Schedule of the RSU Activity

A summary of the RSU activity for the nine months ended September 30, 2024, is as follows:


	Number of RSUs (in thousands)	Weighted- Average Grant-Date Fair Value
Unvested and outstanding-December 31, 2023	60,896	$	4.05
Granted	25,283	2.60
Vested	(30,729)	3.93
Forfeited	(9,606)	4.43
Unvested and outstanding-September 30, 2024	45,844	$	3.25

Schedule of Assumptions Used in the Black-Scholes Model for Employee and Non-Employee Stock Options



			Nine Months Ended September 30, 2024
Fair value			$0.83 - $1.56
Volatility			88.7% - 121.1%
Risk-free rate			4.35% - 5.27%
Expected life (in years)			0.5 - 1.0
Expected dividend			$—

Schedule of Stock-Based Compensation Expense in the Statements of Operations


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
General and administrative	$	16	$	15	$	49	$	47
Sales, marketing and operations	2		4		11		12
Technology and development	7		12		31		35
Total stock-based compensation expense	$	25	$	31	$	91	$	94

FAIR VALUE DISCLOSURES (Tables)

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

Schedule of Fair Value Measurement Methodologies

The following table summarizes the fair value measurement methodologies, including significant inputs and assumptions, and classification of the Company’s assets and liabilities recorded at fair value on a recurring basis.

Asset/Liability Class

Valuation Methodology, Inputs and

Assumptions

Classification

Marketable securities

Debt securities

Prices obtained from third-party vendors that compile prices from various sources and often apply matrix pricing for similar securities when no price is observable.

Level 2 recurring fair value measurement.

Equity securities

Price is quoted given the securities are traded on an exchange.

Level 1 recurring fair value measurement.

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis

The following tables present the levels of the fair value hierarchy for the Company’s assets measured at fair value on a recurring basis (in millions):


September 30, 2024	Balance at Fair Value		Level 1		Level 2		Level 3
Marketable securities:



Equity securities	8		8		—		—









Total assets	$	8	$	8	$	—	$	—


December 31, 2023	Balance at Fair Value		Level 1		Level 2		Level 3
Marketable securities:
Corporate debt securities	$	54	$	—	$	54	$	—

Equity securities	15		15		—		—










Total assets	$	69	$	15	$	54	$	—

Schedule of Fair Value Disclosure of Asset and Liability Not Measured at Fair Value

The following presents the carrying value, estimated fair value and the levels of the fair value hierarchy for the Company’s financial instruments other than assets and liabilities measured at fair value on a recurring basis (in millions):


	September 30, 2024
	Carrying Value		Fair Value		Level 1		Level 2
Assets:
Cash and cash equivalents	$	829	$	829	$	829	$	—
Restricted cash	225		225		225		—

Liabilities:
Non-recourse asset-backed debt – current portion	$	643	$	639	$	—	$	639

Non-recourse asset-backed debt – net of current portion	1,491		1,443		—		1,443
Convertible senior notes	377		320		—		320


	December 31, 2023
	Carrying Value		Fair Value		Level 1		Level 2
Assets:
Cash and cash equivalents	$	999	$	999	$	999	$	—
Restricted cash	541		541		541		—

Liabilities:


Non-recourse asset-backed debt – net of current portion	2,134		2,150		—		2,150
Convertible senior notes	376		296		—		296

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Millions

Sep. 30, 2024

Dec. 31, 2023

CURRENT ASSETS:

Cash and cash equivalents

$ 829

$ 999

Restricted cash

225

541

Marketable securities

Escrow receivable

Real estate inventory, net

2,145

1,775

Other current assets

Total current assets

3,263

3,445

PROPERTY AND EQUIPMENT – Net

^[1]

3,411

3,567

CURRENT LIABILITIES:

Accounts payable and other accrued liabilities

Non-recourse asset-backed debt – current portion

643

Interest payable

Lease liabilities – current portion

Total current liabilities

721

NON-RECOURSE ASSET-BACKED DEBT – Net of current portion

1,491

2,134

CONVERTIBLE SENIOR NOTES

377

376

LEASE LIABILITIES – Net of current portion

OTHER LIABILITIES

Total liabilities

^[2]

2,610

2,600

COMMITMENTS AND CONTINGENCIES (See Note 15)

SHAREHOLDERS’ EQUITY:

Common stock, $0.0001 par value; 3,000,000,000 shares authorized; 711,660,871 and 677,636,163 shares issued, respectively; 711,660,871 and 677,636,163 shares outstanding, respectively

Additional paid-in capital

4,413

4,301

Accumulated deficit

(3,612)

(3,333)

Accumulated other comprehensive loss

(1)

Total shareholders’ equity

801

967

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

$ 3,411

$ 3,567

[1]

[2]

REAL ESTATE INVENTORY - Schedule of Real Estate Inventory (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Work in progress	$ 275	$ 640
Finished goods:
Listed for sale	1,416	882
Under contract for sale	454	253
Total real estate inventory	$ 2,145	$ 1,775

RESTRUCTURING (Tables)

9 Months Ended

Sep. 30, 2024

Restructuring and Related Activities [Abstract]

Schedule of Restructuring and Related Costs

The following table presents the activity of the restructuring liability as of September 30, 2024 (in millions):


	September 30, 2024



Balance-December 31, 2023	$	3
Additions charged to expense	—
Cash payments	(3)
Balance- September 30, 2024	$	—

NET LOSS PER SHARE - Narrative (Details) - USD ($) shares in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Earnings Per Share [Abstract]
Dividends declared	$ 0	$ 0	$ 0	$ 0
Preferred dividends declared	$ 0	$ 0	$ 0	$ 0
Anti-dilutive securities (in shares)	55,711	70,800	55,711	70,800

CASH, CASH EQUIVALENTS, AND INVESTMENTS - Schedule of Debt Securities (Details) $ in Millions	Dec. 31, 2023 USD ($)
Cash and Cash Equivalents [Line Items]
Fair value, less than 12 months	$ 0
Unrealized losses, less than 12 months	0
Fair value, 12 months or greater	54
Unrealized losses 12 months or greater	(1)
Fair value, total	54
Unrealized losses, total	(1)
Corporate debt securities
Cash and Cash Equivalents [Line Items]
Fair value, less than 12 months	0
Unrealized losses, less than 12 months	0
Fair value, 12 months or greater	54
Unrealized losses 12 months or greater	(1)
Fair value, total	54
Unrealized losses, total	$ (1)

FAIR VALUE DISCLOSURES

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

FAIR VALUE DISCLOSURES

The Company uses fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures.

Following is a discussion of the fair value hierarchy and the valuation methodologies used for assets and liabilities recorded at fair value on a recurring and nonrecurring basis and for estimating fair value for financial instruments not recorded at fair value.

Fair Value Hierarchy

Fair value measurements of assets and liabilities are categorized based on the following hierarchy:

Level 1 — Fair value determined based on quoted prices in active markets for identical assets or liabilities.

Level 2 — Fair value determined using significant observable inputs, such as quoted prices for similar assets or liabilities or quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability, or inputs that are derived principally from or corroborated by observable market data, by correlation or other means.

Level 3 — Fair value determined using significant unobservable inputs, such as pricing models, discounted cash flows, or similar techniques.

Estimation of Fair Value

Asset/Liability Class

Valuation Methodology, Inputs and

Assumptions

Classification

Marketable securities

Debt securities

Prices obtained from third-party vendors that compile prices from various sources and often apply matrix pricing for similar securities when no price is observable.

Level 2 recurring fair value measurement.

Equity securities

Price is quoted given the securities are traded on an exchange.

Level 1 recurring fair value measurement.

Assets and Liabilities Recorded at Fair Value on a Recurring Basis

The following tables present the levels of the fair value hierarchy for the Company’s assets measured at fair value on a recurring basis (in millions):


September 30, 2024	Balance at Fair Value		Level 1		Level 2		Level 3
Marketable securities:



Equity securities	8		8		—		—









Total assets	$	8	$	8	$	—	$	—


December 31, 2023	Balance at Fair Value		Level 1		Level 2		Level 3
Marketable securities:
Corporate debt securities	$	54	$	—	$	54	$	—

Equity securities	15		15		—		—










Total assets	$	69	$	15	$	54	$	—

Fair Value of Financial Instruments


	September 30, 2024
	Carrying Value		Fair Value		Level 1		Level 2
Assets:
Cash and cash equivalents	$	829	$	829	$	829	$	—
Restricted cash	225		225		225		—

Liabilities:
Non-recourse asset-backed debt – current portion	$	643	$	639	$	—	$	639

Non-recourse asset-backed debt – net of current portion	1,491		1,443		—		1,443
Convertible senior notes	377		320		—		320


	December 31, 2023
	Carrying Value		Fair Value		Level 1		Level 2
Assets:
Cash and cash equivalents	$	999	$	999	$	999	$	—
Restricted cash	541		541		541		—

Liabilities:


Non-recourse asset-backed debt – net of current portion	2,134		2,150		—		2,150
Convertible senior notes	376		296		—		296

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 107
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-107

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 100
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-100

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2E
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2E

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 940
-SubTopic 820
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478119/940-820-50-1

+ Details

CREDIT FACILITIES AND LONG-TERM DEBT - Convertible Senior Notes (Details)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2024 USD ($) $ / shares	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) $ / shares	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)	Aug. 31, 2021 USD ($)
Debt Instrument [Line Items]
Repurchase of convertible senior notes			$ 0	$ 270,000,000
Loss (gain) on extinguishment of debt	$ 0	$ 0	$ (1,000,000)	182,000,000
Senior Convertible Notes 2026 \| Convertible Debt
Debt Instrument [Line Items]
Stated Cash Interest Rate	0.25%		0.25%			0.25%
Principal amount						$ 978,000,000
Remaining Aggregate Principal Amount	$ 381,000,000		$ 381,000,000
Unamortized Debt Issuance Costs	(4,000,000)		(4,000,000)
Net Carrying Amount	$ 377,000,000		$ 377,000,000
Effective Interest Rate	0.78%		0.78%
Conversion Rate			0.0519926
Conversion price (in dollars per share) \| $ / shares	$ 19.23		$ 19.23
Deferred issuance costs	$ 4,000,000		$ 4,000,000
Interest expense (current year QTD less than)	$ 1,000,000	$ 1,000,000	$ 2,000,000	$ 4,000,000
Repurchased 2026 Notes \| Convertible Debt
Debt Instrument [Line Items]
Unamortized Debt Issuance Costs					$ (10,000,000)
Repurchased face amount					597,000,000
Repurchase of convertible senior notes					360,000,000
Deferred issuance costs					10,000,000
Loss (gain) on extinguishment of debt					225,000,000
Additional Repurchased 2026 Notes \| Convertible Debt
Debt Instrument [Line Items]
Fee amount					$ 2,000,000

GOODWILL AND INTANGIBLE ASSETS - Schedule of Intangible Assets Subject to Amortization (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Indefinite-lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 21	$ 29
Accumulated Amortization	(21)	(24)
Net Carrying Amount	0	5
Developed technology
Indefinite-lived Intangible Assets [Line Items]
Gross Carrying Amount	9	17
Accumulated Amortization	(9)	(13)
Net Carrying Amount	$ 0	$ 4
Remaining Weighted Average Useful Life (Years)	0 years	9 months 18 days
Customer relationships
Indefinite-lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 7	$ 7
Accumulated Amortization	(7)	(6)
Net Carrying Amount	$ 0	$ 1
Remaining Weighted Average Useful Life (Years)	0 years	8 months 12 days
Trademarks
Indefinite-lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 5	$ 5
Accumulated Amortization	(5)	(5)
Net Carrying Amount	$ 0	$ 0
Remaining Weighted Average Useful Life (Years)	0 years	8 months 12 days

Insider Trading Arrangements

3 Months Ended

9 Months Ended

Sep. 30, 2024

Trading Arrangements, by Individual

Material Terms of Trading Arrangement

The following table describes contracts, instructions or written plans for the sale or purchase of our securities that were intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement” by our directors or executive officers during the three-month period ended September 30, 2024.

Trading Arrangement

Action

Date

Rule 10b5-1 (1)

Non-Rule 10b5-1 (2)

Maximum Shares to be Sold

Expiration Date

Megan Meyer Toolson (President, Sell Direct & Services)

Adopt

9/9/2024

380,000

11/25/2025

Sydney Schaub (Chief Legal Officer)

Adopt

9/3/2024

1,194,668(3)

12/15/2025

Christina Schwartz (Chief Accounting Officer and former interim Chief Financial Officer)

Adopt

8/18/2024

414,489(4)

10/31/2025

______________

(1)Intended to satisfy the affirmative defense of Rule 10b5-1(c)

(2)Not intended to satisfy the affirmative defense of Rule 10b5-1(c)

(3)At the time of adoption, the maximum number of shares that could be sold was unknown. The Rule 10b5-1 trading arrangement contemplated, as of the adoption date, the sale of up to 393,260 shares of common stock; however, 373,382 of such shares may be sold pursuant to a prior Rule 10b5-1 trading arrangement that will expire prior to the commencement of sales under the plan adopted on September 3, 2024. The Rule 10b5-1 trading arrangement also contemplated, as of the adoption date, the sale of up to 801,408 shares of common stock subject to RSUs previously granted to Ms. Schaub that will vest or vested at various dates between September 15, 2024 and October 15, 2025, as well as an unknown number of shares to be purchased in the future pursuant to the Company’s Employee Stock Purchase Plan. The aggregate number of Ms. Schaub’s RSU shares that will be available for sale under the Plan is not yet determinable because the shares available will be net of shares sold to satisfy tax withholding obligations that arise in connection with the vesting and settlement of such RSU awards.

(4)At the time of adoption, the maximum number of shares that could be sold was unknown. The trading arrangement contemplated, as of the adoption date, the sale of up to 414,489 shares of common stock. This number included up to 116,841 shares of common stock subject to RSUs previously granted to Ms. Schwartz that vested or will vest at various dates between September 15, 2024 and October 15, 2025. The aggregate number of Ms. Schwartz’s RSU shares that will be available for sale under the Plan is not yet determinable because the shares available will be net of shares sold to satisfy tax withholding obligations that arise in connection with the vesting and settlement of such RSU awards. As such, for purposes of this disclosure, the shares included in this table reflect the shares held by Ms. Schwartz plus the aggregate maximum number of shares underlying Ms. Schwartz’s RSUs without excluding the shares that will be sold to satisfy the tax withholding obligations.

Non-Rule 10b5-1 Arrangement Adopted

false

Rule 10b5-1 Arrangement Terminated

false

Non-Rule 10b5-1 Arrangement Terminated

false

Megan Meyer Toolson [Member]

Trading Arrangements, by Individual

Name

Megan Meyer Toolson

Title

President, Sell Direct & Services

Rule 10b5-1 Arrangement Adopted

true

9/9/2024

11/25/2025

442 days

380,000

Sydney Schaub [Member]

Trading Arrangements, by Individual

Name

Sydney Schaub

Title

Chief Legal Officer

Rule 10b5-1 Arrangement Adopted

true

9/3/2024

12/15/2025

468 days

1,194,668

Christina Schwartz [Member]

Trading Arrangements, by Individual

Name

Christina Schwartz

Title

Chief Accounting Officer and former interim Chief Financial Officer

Rule 10b5-1 Arrangement Adopted

true

8/18/2024

10/31/2025

439 days

414,489

DESCRIPTION OF BUSINESS AND ACCOUNTING POLICIES - At-The-Market Equity Offering (Details) $ in Millions	May 31, 2024 USD ($)
At-The-Market Equity Offering
Subsidiary, Sale of Stock [Line Items]
Maximum aggregate consideration to be received for At-The-Market-Offering	$ 200

DESCRIPTION OF BUSINESS AND ACCOUNTING POLICIES - Schedule of Impairment of Long-Lived Assets (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Impairment of long-lived assets held-for-use	$ 1	$ 2	$ 4	$ 5
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Impairment, long-lived asset, held-for-use, statement of income or comprehensive income [Extensible Enumeration]	General and administrative	General and administrative	General and administrative	General and administrative
Impairment of long-lived assets held-for-use	$ 0	$ 1	$ 0	$ 1
Technology and development
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Impairment, long-lived asset, held-for-use, statement of income or comprehensive income [Extensible Enumeration]	Technology and development	Technology and development	Technology and development	Technology and development
Impairment of long-lived assets held-for-use	$ 1	$ 1	$ 4	$ 4

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

DESCRIPTION OF BUSINESS AND ACCOUNTING POLICIES

9 Months Ended

Sep. 30, 2024

Accounting Policies [Abstract]

DESCRIPTION OF BUSINESS AND ACCOUNTING POLICIES

Description of Business

Opendoor Technologies Inc. (the “Company” and “Opendoor”) including its consolidated subsidiaries and certain variable interest entities (“VIEs”), is a managed marketplace for residential real estate. By leveraging its centralized digital platform, Opendoor is working towards a future that enables sellers and buyers of residential real estate to experience a simple and certain transaction that is dramatically improved from the traditional process. The Company was incorporated in Delaware on December 30, 2013.

The Company completed a business combination with Social Capital Hedosophia Holdings Corp. II (“SCH”), a Cayman Islands exempted company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Business Combination, pursuant to which Opendoor Labs Inc. became a wholly owned subsidiary of SCH and SCH changed its name from “Social Capital Hedosophia Holdings Corp. II” to “Opendoor Technologies Inc.”, was completed on December 18, 2020, and was accounted for as a reverse recapitalization, in accordance with GAAP.

Basis of Presentation and Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to generally accepted accounting principles in the United States of America (“GAAP”). The condensed consolidated financial statements as of September 30, 2024 and December 31, 2023 and for the three and nine month periods ended September 30, 2024 and 2023 include the accounts of Opendoor, its wholly owned subsidiaries and VIEs where the Company is the primary beneficiary. The accompanying unaudited condensed consolidated financial statements reflect all adjustments which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. All significant intercompany accounts and transactions have been eliminated in the condensed consolidated financial statements herein. Certain prior period amounts in the condensed consolidated financial statements and accompanying notes have been reclassified to conform to the current period’s presentation.

The accompanying interim condensed consolidated financial statements and these related notes should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (“Annual Report”) filed on February 15, 2024.

At-The-Market Equity Offering

In May 2024, the Company entered into an at-the-market equity offering sales agreement (the “ATM Agreement”) with Barclays Capital Inc. and Virtu Americas LLC, as sales agents (the "Agents"), pursuant to which the Company may offer and sell, from time to time, through the Agents, shares of the Company’s common stock having an aggregate offering price of up to $200 million. Under the ATM Agreement, the Agents may sell shares by any method deemed to be an “at-the-market offering.” During the three and nine months ended September 30, 2024, there was no activity pursuant to the ATM Agreement.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that have a material impact on the amounts reported in the financial statements and accompanying notes. Significant estimates, assumptions and judgments made by management include, among others, the determination of the fair value of common stock, share-based awards, warrants, and inventory valuation adjustment. Management believes that the estimates and judgments upon which management relies are reasonable based upon information available to management at the time that these estimates and judgments are made. To the extent there are material differences between these estimates, assumptions and judgments and actual results, the carrying values of the Company's assets and liabilities and the results of operations will be affected. The health of the residential housing market and interest rate environment have introduced additional uncertainty with respect to judgments, estimates and assumptions, which may materially impact the estimates previously listed, among others.

Significant Risks and Uncertainties

The Company operates in a dynamic industry and, accordingly, can be affected by a variety of factors. For example, the Company believes that changes in any of the following areas could have a significant negative effect on the Company in terms of its future financial position, results of operations or cash flows: its rates of revenue growth; its ability to manage inventory; engagement and usage of its products; the effectiveness of its investment of resources to pursue strategies; competition in its market; the stability of the residential real estate market; the impact of interest rate changes on demand for and pricing of its products and on the cost of capital; changes in technology, products, markets or services by the Company or its competitors; its ability to maintain or establish relationships with listings and data providers; its ability to obtain or maintain licenses and permits to support its current and future businesses; actual or anticipated changes to its products and services; changes in government regulation affecting its business; the outcomes of legal proceedings; natural disasters and catastrophic events, such as pandemics or epidemics (including any future resurgence of COVID-19 or its variants); scaling and adaptation of existing technology and network infrastructure; its management of its growth; its ability to attract and retain qualified employees and key personnel; its ability to successfully integrate and realize the benefits of its past or future strategic acquisitions or investments; the protection of customers’ information and other privacy concerns; the protection of its brand and intellectual property; and intellectual property infringement and other claims, among other things.

Concentrations of Credit Risk

Financial instruments, which potentially subject the Company to concentrations of credit risk, consist primarily of cash and cash equivalents, restricted cash, and investments in marketable and non-marketable securities. The Company places cash and cash equivalents and investments with major financial institutions, which management assesses to be of high credit quality, in order to limit exposure of the Company’s investments.

Significant Accounting Policies

The Company’s significant accounting policies are discussed in “Part II – Item 8 – Financial Statements and Supplementary Data – Note 1. Description of Business and Accounting Policies” in the Annual Report. There have been no changes to these significant accounting policies for the nine-month period ended September 30, 2024, except as noted below.

Impairment of Long-Lived Assets

Long-lived assets, such as property and equipment and definite-lived intangible assets, among other long-lived assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment loss is recognized to the extent the carrying amount of the underlying asset exceeds its fair value. The impairment loss recognized for the periods presented is primarily related to impairment of certain internally developed software projects. The impairment loss recognized during the periods presented is as follows (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
General and administrative	$	—	$	1	$	—	$	1
Technology and development	$	1	$	1	4		4
Total impairment loss	$	1	$	2	$	4	$	5

Stock-Based Compensation

RSUs

Prior to its listing, the Company granted restricted stock units (“RSUs”) with a performance condition, based on a liquidity event, as defined by the share agreement, as well as a service condition to vest, which was generally four years. The

Company determined the fair value of RSUs based on the valuation of the Company’s common stock as of the grant date. No compensation expense was recognized for performance-based awards until the liquidity event occurred in February 2021. Subsequent to the occurrence of the liquidity event, compensation expense was recognized on an accelerated attribution basis over the requisite service period of the awards.

After the Company became listed, the Company began granting RSUs subject to a service condition to vest, which is generally two to four years. Compensation expense is recognized on a straight-line basis subject to a floor of the vested number of shares for each award. In the quarter ended March 31, 2024, the Company began granting RSUs to certain executive employees that contain a performance condition and service condition to vest. If the award is deemed probable of being earned, compensation expense is recognized on an accelerated attribution basis over the requisite service period of the award, which is generally three years. The Company reassesses the probability of achieving the performance condition at each reporting date during the performance period. The Company determines the fair value of RSUs based on the Company’s grant date closing stock price and recognizes forfeitures as they occur.

Recently Issued Accounting Standards

Recently Adopted Accounting Standards

In July 2023, the FASB issued ASU 2023-03 which amends various paragraphs in the Accounting Standards Codification pursuant to the issuance of Commission Staff Bulletin No. 120. These updates were effective immediately and did not have a material impact on the Company’s condensed consolidated financial statements.

Recently Issued Accounting Standards Not Yet Adopted

In October 2023, the FASB issued ASU 2023-06 which is intended to clarify or improve disclosure and presentation requirements of a variety of topics. It will allow users to more easily compare entities subject to the U.S. Securities and Exchange Commission's ("SEC") existing disclosures with those entities that were not previously subject to the requirements and align the requirements in the FASB accounting standard codification with the SEC's regulations. The effective date for each amendment will be the date on which the SEC's removal of that related disclosure from Regulation S-X or Regulation S-K becomes effective, or if the SEC has not removed the applicable disclosure requirement by June 30, 2027, the amendment will not be effective for any entity. Early adoption is prohibited. The Company is currently assessing the impact on the Company's disclosures.

In November 2023, the FASB issued ASU 2023-07, which expands reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. This guidance is effective for fiscal years beginning after December 15, 2023 and for interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted and retrospective application to all prior periods presented in the financials is required. The Company is currently assessing the impact on the Company's condensed consolidated financial statements and disclosures.

In December 2023, the FASB issued ASU 2023-09, which expands income tax disclosure requirements to include additional information related to the rate reconciliation of effective tax rates to statutory rates as well as additional disaggregation of taxes paid. This guidance is effective for fiscal years beginning after December 15, 2024, and early adoption is permitted. The Company is currently assessing the impact on the Company's disclosures.

RESTRUCTURING - Narrative (Details)	12 Months Ended
RESTRUCTURING - Narrative (Details)	Dec. 31, 2023 employee
2023 Restructuring Activities
Restructuring Cost and Reserve [Line Items]
Number of employees, (approximately)	680

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

SHARE-BASED AWARDS - Schedule of Fair Value Assumptions (Details) - Employee Stock - Employee Stock Purchase Plan	9 Months Ended
	Sep. 30, 2024 $ / shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Volatility rate, minimum	88.70%
Volatility rate, maximum	121.10%
Risk free rate, minimum	4.35%
Risk free rate, maximum	5.27%
Expected dividend	0.00%
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fair value	$ 0.83
Expected life (in years)	6 months
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fair value	$ 1.56
Expected life (in years)	1 year

DECONSOLIDATION (Details) - USD ($) $ in Millions	3 Months Ended	9 Months Ended
DECONSOLIDATION (Details) - USD ($) $ in Millions	Sep. 30, 2024	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Noncontrolling Interest [Line Items]
Gain on deconsolidation, net		$ 14	$ 0
Non-marketable equity securities	$ 39	39		$ 0
Mainstay Labs, Inc.
Noncontrolling Interest [Line Items]
Gain on deconsolidation, net	14
Non-marketable equity securities	$ 39	$ 39

Pay vs Performance Disclosure - USD ($) $ in Millions	3 Months Ended		9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Millions	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net loss	$ (78)	$ (106)	$ (279)	$ (184)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

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-Topic 942
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-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478524/942-220-S99-1

+ Details

RESTRUCTURING - Schedule of Activity in Restructuring Reserves (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Restructuring Reserve [Roll Forward]
Beginning balance			$ 3
Additions charged to expense	$ 0	$ 0	0	$ 10
Cash payments			(3)
Ending balance	$ 0		$ 0

NET LOSS PER SHARE

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

NET LOSS PER SHARE

Basic net loss per share is computed based on the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed based on the weighted average number of common shares outstanding plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method. During the periods when there is a net loss, potentially dilutive common stock equivalents have been excluded from the calculation of diluted net loss per share as their effect is anti-dilutive. No dividends were declared or paid for the three and nine months ended September 30, 2024 or 2023.

The Company uses the two-class method to calculate net loss per share and apply the more dilutive of the two-class method, treasury stock method or if-converted method to calculate diluted net loss per share. Undistributed earnings for each period are allocated to participating securities, based on the contractual participation rights of the security to share in the current earnings as if all current period earnings had been distributed. As there is no contractual obligation for participating securities to share in losses, the Company’s basic net loss per share is computed by dividing the net loss attributable to common shareholders by the weighted-average shares of common stock outstanding during periods with undistributed losses.


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Basic and diluted net loss per share:
Numerator:



Net loss	$	(78)	$	(106)	$	(279)	$	(184)
Denominator:
Weighted average shares outstanding – basic and diluted	705,359		662,149		693,796		651,939
Basic and diluted net loss per share	$	(0.11)	$	(0.16)	$	(0.40)	$	(0.28)

There were no preferred dividends declared or accumulated for the periods presented.

For both the three and nine months ended September 30, 2024, 55,711 thousand shares were not included in the computation of diluted shares outstanding because the effect would be anti-dilutive, or issuance of such shares is contingent upon the satisfaction of certain conditions which were not satisfied by the end of the period. For both the three and nine months

ended September 30, 2023, 70,800 thousand shares were not included in the computation of diluted shares outstanding because the effect would be anti-dilutive, or issuance of such shares is contingent upon the satisfaction of certain conditions which were not satisfied by the end of the period.

REAL ESTATE INVENTORY (Tables)

9 Months Ended

Sep. 30, 2024

Inventory Disclosure [Abstract]

Schedule of Real Estate Inventory


	September 30, 2024		December 31, 2023
Work in progress	$	275	$	640
Finished goods:
Listed for sale	1,416		882
Under contract for sale	454		253
Total real estate inventory	$	2,145	$	1,775

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Statement of Other Comprehensive Income [Abstract]
NET LOSS	$ (78)	$ (106)	$ (279)	$ (184)
OTHER COMPREHENSIVE INCOME:
Unrealized gain on marketable securities	0	1	1	3
COMPREHENSIVE LOSS	$ (78)	$ (105)	$ (278)	$ (181)

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

CASH, CASH EQUIVALENTS, AND INVESTMENTS

9 Months Ended

Sep. 30, 2024

Cash and Cash Equivalents [Abstract]

CASH, CASH EQUIVALENTS, AND INVESTMENTS


	September 30, 2024
	Cost Basis		Unrealized Gains		Unrealized Losses		Fair Value		Cash and Cash Equivalents		Marketable Securities
Cash	$	62	$	—	$	—	$	62	$	62	$	—

Money market funds	767		—		—		767		767		—




Equity securities	8		—		—		8		—		8




Total	$	837	$	—	$	—	$	837	$	829	$	8


	December 31, 2023
	Cost Basis		Unrealized Gains		Unrealized Losses		Fair Value		Cash and Cash Equivalents		Marketable Securities
Cash	$	63	$	—	$	—	$	63	$	63	$	—
Money market funds	936		—		—		936		936		—

Corporate debt securities	55		—		(1)		54		—		54

Equity securities	15		—		—		15		—		15






Total	$	1,069	$	—	$	(1)	$	1,068	$	999	$	69

During the three and nine months ended September 30, 2024, the Company recognized $3 million and $7 million of net unrealized losses, respectively in the condensed consolidated statements of operations related to marketable equity securities held as of September 30, 2024. During the three and nine months ended September 30, 2023, the Company recognized $(6) million and $1 million of net unrealized (losses) gains, respectively, in the condensed consolidated statements of operations related to marketable equity securities held as of September 30, 2023.

The Company had no available-for-sale debt securities as of September 30, 2024. A summary of debt securities with unrealized losses aggregated by period of continuous unrealized loss as of December 31, 2023 is as follows (in millions):


	Less than 12 Months				12 Months or Greater				Total
December 31, 2023	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses

Corporate debt securities	$	—	$	—	$	54	$	(1)	$	54	$	(1)




Total	$	—	$	—	$	54	$	(1)	$	54	$	(1)

Net unrealized losses of the Company's available-for-sale debt securities as of December 31, 2023 were $1 million. These unrealized losses are associated with the Company’s investments in corporate debt securities and were due to interest rate increases, and not credit-related events. The Company does not expect to be required to sell the investments before recovery of the amortized cost bases. As such, no allowance for credit losses is required as of September 30, 2024 or December 31, 2023.

A summary of non-marketable equity securities and equity method investment balances as of September 30, 2024 and December 31, 2023 are as follows (in millions):


	September 30, 2024		December 31, 2023
Equity method investments	$	21	$	20
Non-marketable equity securities	39		—
Total	$	60	$	20

No unrealized losses were recognized during the three and nine months ended September 30, 2024 in the condensed consolidated statements of operations related to non-marketable equity securities held as of September 30, 2024. During both the three and nine months ended September 30, 2023, the Company recognized $5 million of net unrealized losses in the condensed consolidated statements of operations related to non-marketable equity securities held as of September 30, 2023.

WARRANTS	9 Months Ended
WARRANTS	Sep. 30, 2024
Equity [Abstract]
WARRANTS	WARRANTS Marketing Warrants On July 28, 2022, the Company entered into a warrant agreement with Zillow, Inc. (“Zillow”) in connection with a partnership arrangement that allows for Zillow to purchase up to 6 million shares of common stock that will vest in tranches (each, a “Tranche”) upon Zillow providing resale marketing services to the Company. As of September 30, 2024, no warrant shares had vested.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 505
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478448/946-505-50-6

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480237/815-40-50-6

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480008/505-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/505/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 16
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-16

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

+ Details

VARIABLE INTEREST ENTITIES

9 Months Ended

Sep. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

VARIABLE INTEREST ENTITIES

The Company utilizes VIEs in the normal course of business to support the Company’s financing needs. The Company determines whether the Company is the primary beneficiary of a VIE at the time it becomes involved with the VIE and reconsiders that conclusion on an on-going basis.

The Company established certain special purpose entities (“SPEs”) for the purpose of financing the Company’s purchase and renovation of real estate inventory through the issuance of asset-backed debt. The Company is the primary beneficiary of the various VIEs within these financing structures and consolidates these VIEs. The Company is determined to be the primary beneficiary based on its power to direct the activities that most significantly impact the economic outcomes of the SPEs through its role in designing the SPEs and managing the real estate inventory they purchase and sell. The Company has a potentially significant variable interest in the entities based upon the equity interest the Company holds in the VIEs.

The following table summarizes the assets and liabilities related to the VIEs consolidated by the Company as of September 30, 2024 and December 31, 2023 (in millions):


	September 30, 2024		December 31, 2023
Assets

Restricted cash	$	214	$	530
Real estate inventory, net	2,088		1,735
Other(1)	28		18
Total assets	$	2,330	$	2,283
Liabilities
Non-recourse asset-backed debt	$	2,134	$	2,134
Other(2)	36		29
Total liabilities	$	2,170	$	2,163

________________

(1)Includes escrow receivable and other current assets.

(2)Includes accounts payable and other accrued liabilities and interest payable.

The creditors of the VIEs generally do not have recourse to the Company’s general credit solely by virtue of being creditors of the VIEs. However, certain of the financial covenants included in the inventory financing facilities to which the VIEs are party are calculated by reference to Opendoor Labs Inc. and its consolidated subsidiaries' assets and liabilities. As a result, under certain circumstances, this may limit the Company's flexibility to transfer assets from Opendoor subsidiaries to the Parent Company. See “Note 5 — Credit Facilities and Long-Term Debt” for further discussion of the recourse obligations with respect to the VIEs.