Item 5. Other Information
ITEM 5. OTHER INFORMATION
Rule 10b5-1 Trading Arrangements
During the three months ended September 30, 2025, two of our officers adopted a “Rule 10b5-1 trading arrangement,” as defined in Item 408(c) of Regulation S-K, each of which is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. William C. Cobb , our Chief Executive Officer and Chairman of the Board of Directors , adopted a Rule 10b5-1 sales plan on August 7, 2025 . Such trading plan provides for an aggregate sale of up to 191,036 shares of the Company’s Common Stock that Mr. Cobb has an option to purchase. Mr. Cobb’s trading plan provides for sales from November 7, 2025 to August 7, 2026 , subject to early termination if all transactions under the trading plan are completed or upon certain specified events set forth therein. Jessica P. Ross , our Senior Vice President and Chief Financial Officer , adopted a Rule 10b5-1 sales plan on August 15, 2025 . Such trading plan pro vides for an aggregate sale of (a) up to the lesser of 15,000 shares or $750,000 worth of the Company’s Common Stock that Ms. Ross owns, and (b) up to 40,869 shares of the Company’s Common Stock that Ms. Ross has an option to purchase. Ms. Ross’s trading plan provides for sales from November 17, 2025 to June 5, 2026 , subject to early termination if all transactions under the trading plan are completed or upon certain specified events set forth therein. Both Mr. Cobb and Ms. Ross are expected to continue to satisfy the Company’s Stock Ownership Guidelines following the sale of the maximum number of shares and options contemplated under their trading plans.
During the three months ended September 30, 2025 none of the Company’s other directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K).
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ITEM 6. EXHIBITS
Exhibit
Number
Description
2.1
Share Purchase Agreement, dated June 3, 2024, by and among Frontdoor, Inc., 2-10 HBW Acquisition, L.P., and 2-10 Holdco, Inc. (incorporated by reference to Exhibit 2.1 to Frontdoor’s Current Report on Form 8-K filed on June 4, 2024).
3.1
Restated Certificate of Incorporation of Frontdoor, Inc. (incorporated by reference to Exhibit 3.1 to Frontdoor’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021).
3.2
Amended and Restated Bylaws of Frontdoor, Inc. (incorporated by reference to Exhibit 3.2 to Frontdoor’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023).
31.1*
Certification of Chief Executive Officer pursuant to Rule 13a - 14, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*
Certification of Chief Financial Officer pursuant to Rule 13a - 14, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**
Certification of Chief Executive Officer pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2**
Certification of Chief Financial Officer pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*
Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH*
Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents.
104*
Cover page formatted as Inline XBRL and included in Exhibit 101.
* Filed herewith.
** Furnished herewith.
The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by Frontdoor in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.
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SIGNATURE
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.
FRONTDOOR, INC.
Date: November 5, 2025
By:
/s/ Jessica P. Ross
Name:
Jessica P. Ross
Title:
Senior Vice President and Chief Financial Officer
(principal financial officer)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.