EXPI eXp World Holdings Inc

​

​

​

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D/A

Under the Securities Exchange Act of 1934

(Amendment No. 8)*

EXP WORLD HOLDINGS, INC.

(Name of Issuer)

​

​

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

Copy to: Christopher J. Voss K&L Gates LLP

925 Fourth Avenue, Suite 2900

Seattle, Washington 98104

Tel: (206) 370-7609

​

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d -1(e), 240.13d -1(f) or 240.13d -1(g), check the following box [ ].

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Act”), or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

​

SCHEDULE 13D/A

​

​

​

​

​

​

SCHEDULE 13D/A

​

​

Explanatory Note

This Amendment No. 8 to Schedule 13D (“Amendment No. 8”) amends and supplements the statement on Schedule 13D filed with the Securities and Exchange Commission on June 11, 2017 as amended by that certain Amendment No. 1 to Schedule 13D filed on March 8, 2021 (“Amendment No. 1”), as further amended by that certain Amendment No. 2 to Schedule 13D filed on April 23, 2021, as further amended by that certain Amendment No. 3 to Schedule 13D filed on August 24, 2021, as further amended by that certain Amendment No. 4 to Schedule 13D filed on January 25, 2022, as further amended by that certain Amendment No. 5 to Schedule 13D filed on May 9, 2022, as further amended by that certain Amendment No. 6 to Schedule 13D filed on November 2, 2022, as further amended by that certain Amendment No. 7 to Schedule 13D filed on July 31, 2023 (as amended, the “Schedule 13D”). This Amendment No. 8 is being filed to reflect subsequent dispositions of shares of Common Stock by Mr. Sanford and Ms. Sanford and their reported households, including dispositions pursuant to their respective 10b5-1 Sale Plans, and the change in the composition of the “group” reporting its beneficial ownership of the securities of the Issuer on this Schedule 13D. Information reported in the Schedule 13D remains in effect except to the extent that it is amended, restated or superseded by information contained in this Amendment No. 8. Capitalized terms used herein and not otherwise defined in this Amendment No. 8 have the meanings set forth in the Schedule 13D.

Item 1. Security and Issuer

This Statement relates to shares of common stock, $0.00001 par value (“Common Stock”), of eXp World Holdings, Inc. (the “Issuer”). The principal executive offices of the Issuer are located at 2219 Rimland Drive, Suite 301, Bellingham, WA 98226.

Item 2. Identity and Background

Item 4. Purpose of Transaction

The Reporting Persons each acquired the shares of Common Stock of the Issuer for investment purposes. Except as set forth below, none of the Reporting Persons has any plans or proposals which relate to, or could result in, any of the matters referred to in paragraphs (a) through (j), inclusive, of the instructions to Item 4 of Schedule 13D. The Reporting Persons may, at any time and from time to time, review or reconsider their position and/or change their purpose and/or formulate plans or proposals with respect thereto.

Mr. Sanford is eligible to receive awards under the Issuer’s equity incentive plan as an officer of the Issuer. Mr. Sanford has entered into Rule 10b5-1 trading plans pursuant to which he may dispose of shares of Common Stock of the Issuer from time to time. Ms. Sanford has entered into Rule 10b5-1 trading plans pursuant to which she may dispose of shares of Common Stock of the Issuer from time to time.

Item 5. Interest in Securities of the Issuer

​

As of November 30, 2023, the Reporting Persons as a group are the beneficial owners of 70,592,639 shares of Common Stock. Such shares of Common Stock represent beneficial ownership of 45.73% of the outstanding shares of Common Stock.

​

By virtue of the relationship described in Amendment No. 1, the Reporting Persons may be deemed to constitute a “group” within the meaning of Rule 13d-5 under the Act. As a member of a group, each Reporting Person may be deemed to share voting and dispositive power with respect to, and therefore beneficially own, the securities of the Issuer beneficially owned by members of the group as a whole. The filing of this Statement shall not be construed as an admission that the Reporting Persons beneficially own those securities held by another member of such group. In addition, each Reporting Person expressly disclaims beneficial ownership of any securities reported herein except to the extent such Reporting Person actually exercises voting or dispositive power with respect to such securities.

​

​

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

As of January 10, 2024, Jason Gesing has elected to no longer vote together with the Reporting Persons, as a voting group, with respect to the election of directors of the Issuer and on any other matter on which any shares of common stock of the Issuer are entitled to vote. The resulting group is now comprised solely of Mr. Sanford and Ms. Sanford.

​

​

SIGNATURES

​

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

​

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of this filing person), evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001).

​

SCHEDULE A

Transactions in Shares of Common Stock in the last 60 days

​

Glenn Sanford

​

​

¹ Vesting of restricted stock units (“RSUs”) previously granted to the Reporting Person.

² The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $14.60 to $14.895, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of eXp World Holdings, Inc. (the “Issuer”), or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.