reAlpha Tech Corp. enters into definitive agreement to acquire InstaMortgage for $8.5 million

reAlpha Tech Corp.

Total consideration of $8.5 million: $500,000 cash, $1.5 million in reAlpha stock at closing, and $6.5 million deferred over 3 years.
InstaMortgage is an originations-focused mortgage lender founded in 2008, with over $4 billion in volume over the past five years.
Transaction expected to close in the first half of 2026, subject to regulatory approvals and customary closing conditions.
Merger Sub will merge into InstaMortgage, which will survive as a wholly-owned subsidiary of reAlpha.
Stock issuance capped at 19.99% of reAlpha's outstanding shares and 4.99% per stockholder unless shareholder approval is obtained.

item 1.01 item 3.02 item 7.01 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

reAlpha Tech Corp. entered into Agreement and Plan of Merger with InstaMortgage Inc., reAlpha Merger Sub I, Inc., Shashank Shekhar and Ankur Dhingra valued at $8,500,000 (effective 2025-12-19).

Action: entry
Agreement: merger
Counterparty: InstaMortgage Inc., reAlpha Merger Sub I, Inc., Shashank Shekhar and Ankur Dhingra
Value: $8,500,000
Effective: 2025-12-19

Exact text from the filing

On December 19, 2025, reAlpha Tech Corp. (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with InstaMortgage Inc., a California corporation (“InstaMortgage”), reAlpha Merger Sub I, Inc., a Delaware corporation and a newly formed wholly-owned subsidiary of the Company (the “Merger Sub”) and Shashank Shekhar (“Shekhar”) and Ankur Dhingra (“Dhingra” and together with Shekhar, the “Stockholders” and each a “Stockholder”).

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Source: SEC EDGAR

accession 0001213900-25-124602

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