EXP World Holdings, Inc. (Form: 8-K, Received: 12/27/2022 14:22:48)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 27, 2022

EXP WORLD HOLDINGS, INC.

(Exact name of registrant as specified in its charter)


Delaware	001-38493	98-0681092
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

2219 Rimland Drive, Suite 301

Bellingham, WA 98226

(Address of principal executive offices and Zip Code)

Registrant’s telephone number, including area code: (360) 685-4206

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to section 12(g) of the Act:


Common Stock, par value $0.00001 per share	EXPI	NASDAQ
(Title of Each Class)	(Trading Symbol)	(Name of each exchange on which registered)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01Other Events.

On December 27, 2022, eXp World Holdings, Inc. (the “Company”) entered into a Third Amendment to Issuer Repurchase Plan attached hereto as Exhibit 10.10.

The information in this Item 8.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing by the Company under the Exchange Act or the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.


Exhibit No.	Description
10.10	Third Amendment to eXp World Holdings, Inc. Stock Repurchase Program
104	Cover Page Interactive Data File (embedded within the inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


	eXp World Holdings, Inc.
	(Registrant)

Date: December 27, 2022	/s/ James Bramble
	James Bramble
	General Counsel

Exhibit 10.10

Third Amendment to Issuer Repurchase Plan

(under Rules 10b-18 and 10b5-1 of the Securities Exchange Act of 1934)

This Third Amendment to Issuer Repurchase Plan dated December 27, 2022 (the “Third Amendment”), entered into by and between eXp World Holdings, Inc. (“Purchaser” or “Issuer”) and Stephens Inc. (“Stephens”), amends that certain Issuer Repurchase Plan dated January 10, 2022 (the “2022 Purchase Plan”), which was previously amended by the First Amendment to Issuer Repurchase Plan, dated May 6, 2022 (the “First Amendment”), and the Second Amendment to Issuer Repurchase Plan, dated September 27, 2022 (the “Second Amendment”). The 2022 Purchase Plan as amended by the First Amendment, the Second Amendment, and this Third Amendment, is hereinafter referred to as the “Purchase Plan.”

Purchaser and Stephens hereby agree as follows:

1.All capitalized terms used in this Third Amendment and not defined herein shall have the meanings set forth in the Purchase Plan unless the context clearly requires otherwise.

2. Section C.2. of the Purchase Plan is hereby deleted in its entirety and replaced with the following:

2. Stephens is authorized to begin purchasing Stock in the open market pursuant to this Purchase Plan on January 11, 2022 and shall cease purchasing Stock on the earliest to occur of (i) the date on which the Purchase Plan is terminated in accordance with Paragraph D.1 below, (ii) the date on which Stephens receives notice of the commencement or impending commencement of any proceedings in respect of or triggered by Purchaser’s bankruptcy or insolvency, and (iii) the earlier to occur of (specify one or more dates or occurrences that will mark the last day on which purchases may occur):

X close of the Principal Market on December 31, 2024; or

X the aggregate price of all purchases pursuant to (i) the Purchase Plan, (ii) the Issuer Repurchase Plan dated December 28, 2018, as amended, by and between Purchaser and Stephens, and (iii) the Issuer Repurchase Plan dated June 1, 2020, as amended, by and between Purchaser and Stephens, after including all commissions, and other expenses of purchase, reaches $500,000,000.

(the “Plan Purchase Period”).

3. Section C.3.(c) of the Purchase Plan is hereby deleted in its entirety and replaced with the following:

(c)The “Daily Purchase Amount” for any Purchase Day shall be the maximum number of shares allowed under Rule 10b-18(b)(4) (using 25% of average daily trading volume reported for the Stock during the four calendar weeks preceding

the week in which the purchase is to be effected); provided, however, that the total dollar amount of all aggregate purchases under the Purchase Plan during any calendar month through and including December 2022 shall not exceed $13,300,000, including any commissions or fees, and the total dollar amount of all aggregate purchases under the Purchase Plan during any calendar month commencing January 1, 2023 shall not exceed $10,000,000, including any commissions or fees.

4. Purchaser hereby represents, warrants and covenants that (i) Purchaser is not aware of any material nonpublic information concerning the Purchaser or its securities, (ii) Purchaser is entering into this Third Amendment in good faith and not as part of a plan or scheme to evade compliance with the federal securities laws, and (iii) there are no legal, contractual or regulatory restrictions applicable to Purchaser or its affiliates that would prohibit Purchaser from entering into this Third Amendment or prohibit any purchase pursuant to the Purchase Plan, as amended hereby.

5. Except as expressly provided in this Third Amendment, the provisions of the Purchase Plan, as previously amended, shall remain unchanged and in full force and effect.

IN WITNESS WHEREOF, the undersigned have signed this Third Amendment as of the date first written above.

eXp World Holdings, Inc.Stephens Inc.

By: /s/ Kent Cheng_____________________By: /s/ Leon Lants_____________________

Printed Name: Kent Cheng Printed Name: Leon Lants

Title: Chief Accounting Officer Title: Director of Trading Operations