SecProbe.io

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 Offerpad Solutions Inc.
 433 S. Farmer Avenue, Suite 500
 Tempe, Arizona 85281 August 28, 2025
 VIA EDGAR United States Securities and Exchange
Commission Division of Corporation Finance Office of Real
Estate and Construction 100 F. Street, N.E. Washington,
D.C. 20549 Attention: Benjamin Holt

 Re:
 Offerpad Solutions Inc.
 Registration Statement on Form S-1 (File
 No. 333-289758) Request for Acceleration of Effectiveness
 Ladies and Gentlemen: In accordance with Rule
461 of the General Rules and Regulations under the Securities Act of 1933, as amended (the “Securities Act”), Offerpad Solutions Inc. (the “Company”) respectfully requests that the effective date of the Registration Statement
on Form S-1 (File No. 333-289758) (the “Registration Statement”) of the Company be accelerated so that the Registration Statement shall become
effective at 4:00 p.m. Eastern time on September 2, 2025, or as soon thereafter as practicable. The undersigned, in making this
request for acceleration, hereby states that it is aware of its obligations under Rule 461 and the other applicable provisions of the Securities Act.
 The Company requests that notification of such effectiveness be made by telephone call to Drew Capurro of Latham & Watkins LLP, legal
counsel to the Company, at (714) 755-8008.

 Very truly yours,

 /s/ Adam Martinez

 Adam Martinez

 Chief Legal Officer

 Cc:
 Brian Bair, Chief Executive Officer
 Drew Capurro, Latham & Watkins LLP

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 August 27, 2025

Brian Bair
Chief Executive Officer
Offerpad Solutions Inc.
433 S. Farmer Avenue, Suite 500
Tempe, AZ 85281

 Re: Offerpad Solutions Inc.
 Registration Statement on Form S-1
 Filed August 21, 2025
 File No. 333-289758
Dear Brian Bair:

 This is to advise you that we have not reviewed and will not review your
registration
statement.

 Please refer to Rules 460 and 461 regarding requests for acceleration.
We remind you
that the company and its management are responsible for the accuracy and
adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action
by the staff.

 Please contact Benjamin Holt at 202-551-6614 with any questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Real
Estate & Construction
cc: Drew Capurro
</TEXT>
</DOCUMENT>

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 Offerpad Solutions Inc.

2150 E. Germann Road

 Chandler,
Arizona 85286

 April 24, 2023

 VIA EDGAR AND E-MAIL

 United States Securities and Exchange Commission

Division of Corporation Finance

 100 F Street, N.E.

Washington, D.C. 20549-6010

 Attention:
    Kibum Park

Re:
 Offerpad Solutions Inc. Registration Statement on Form S-3
(Registration No. 333-270994)

 To the addressee set forth above:

In accordance with Rule 461 under the Securities Act of 1933, as amended, we hereby request acceleration of the effective date of the
Registration Statement on Form S-3 (Registration No. 333-270994) (the “Registration Statement”) of Offerpad Solutions Inc. (the
“Company”). We respectfully request that the Registration Statement become effective as of 4:00 p.m., Washington, D.C. time, on April 26, 2023, or as soon as practicable thereafter, or at such other time thereafter as
our counsel, Latham & Watkins LLP, may request by telephone. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Latham & Watkins LLP, by calling Jacob Walsh at (714) 755-2254.

 Thank you for your assistance in this matter.

 Very truly yours,

 OFFERPAD SOLUTIONS
INC.

 By:

 /s/ Benjamin Aronovitch

 Benjamin Aronovitch

 Chief Legal Officer

cc:
 Brian Bair, Offerpad Solutions Inc.

Michael Burnett, Offerpad Solutions Inc.

Drew Capurro, Latham & Watkins LLP

Jacob Walsh, Latham & Watkins LLP

United States securities and exchange commission logo
April 4, 2023
Brian Bair
Chief Executive Officer
Offerpad Solutions Inc.
2150 E. Germann Road, Suite 1
Chandler, AZ 85286
Re:Offerpad Solutions Inc.
Registration Statement on Form S-3
Filed March 30, 2023
File No. 333-270994
Dear Brian Bair:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact Kibum Park at 202-551-6836 with any questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc:       Drew Capurro, Esq.

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 Offerpad Solutions Inc.

2150 E. Germann Road, Suite 1

Chandler, Arizona 85286

September 30, 2021

 VIA EDGAR

 United States Securities and Exchange Commission

Division of Corporation Finance

 100 F Street, N.E.

Washington, D.C. 20549-6010

 Attention: Melanie Singh

Re:
 Offerpad Solutions Inc.

Registration Statement on Form S-1

File No. 333-259790

Ladies and Gentlemen:

 In accordance with Rule
461 of Regulation C of the General Rules and Regulations under the Securities Act of 1933, as amended, we hereby request acceleration of the effective date of the above-referenced Registration Statement on
Form S-1 (the “Registration Statement”) of Offerpad Solutions Inc. (the “Company”). We respectfully request that the Registration Statement become effective as of 4:00 p.m. Eastern Time on
October 1, 2021, or as soon as practicable thereafter. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Latham & Watkins LLP, by calling Drew Capurro at (714) 755-8008.

 Thank you for your assistance in this matter.

Very truly yours,

Offerpad Solutions Inc.

By:

 /s/ Benjamin Aronovitch

Benjamin Aronovitch

Chief Legal Officer

cc:
 Brian Bair, Offerpad Solutions Inc.

Michael Burnett, Offerpad Solutions Inc.

Justin Hamill, Latham & Watkins LLP

Drew Capurro, Latham & Watkins LLP

United States securities and exchange commission logo
September 30, 2021
Benjamin Aronovitch
Chief Legal Officer
Offerpad Solutions Inc.
2150 E. Germann Road, Suite 1
Chandler, Arizona 85286
Re:Offerpad Solutions Inc.
Registration Statement on Form S-1
Filed September 24, 2021
File No. 333-259790
Dear Mr. Aronovitch:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact Melanie Singh at 202-551-4074 or Maryse Mills-Apenteng at 202-551-
3457 with any questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc:       Drew Capurro

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 Supernova Partners Acquisition Company, Inc.

4301 50th Street NW

Suite 300, PMB 1044

 Washington,
D.C. 20016

 August 11, 2021

 Securities
and Exchange Commission

 Division of Corporation Finance

 100
F Street NE

 Washington, D.C. 20549-3561

Attn:
 Ruairi Regan; James Lopez

Re:
 Supernova Partners Acquisition Company, Inc.

 Amendment No. 3 to Registration Statement on Form S-4

 Filed August 9, 2021

 File No. 333-255079

Dear Messrs. Regan and Lopez:

 Supernova
Partners Acquisition Company, Inc. (the “Company”) hereby requests that the U.S. Securities and Exchange Commission take appropriate action to cause the above-referenced Registration Statement
on Form S-4 to become effective no later than 9:00 am on Thursday, August 12, 2021. The Company also hereby requests a copy of the written order verifying the effective date and time.

 Should any questions arise in connection with the filing or this response letter, please contact Jonathan Corsico at (202) 440-2526 or Jonathan.Corsico@stblaw.com. Thank you for your assistance.

Sincerely,

 /s/ Robert D. Reid

Robert D. Reid

Chief Executive Officer

Supernova Partners Acquisition Company, Inc.

cc:
 Jonathan Corsico

 Simpson Thacher & Bartlett LLP

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 August 9, 2021

Securities and Exchange Commission

 Division of Corporation
Finance

 100 F Street NE

 Washington, D.C. 20549-3561

Attn: Ruairi Regan; James Lopez

 Re:
Supernova Partners Acquisition Company, Inc.

 Amendment No. 3 to Registration Statement on
Form S-4

 Filed August 9, 2021

File No. 333-255079

Dear Messrs. Regan and Lopez:

 Per my
discussion with Mr. Regan on Monday, August 9, 2021, we hereby submit Amendment No. 3 (“Amendment No. 3”) to the abovementioned Registration Statement via EDGAR.

Should any questions arise in connection with the filing or this response letter, please contact the undersigned at (202) 440-2526 or
jonathan.l.corsico@stblaw.com. Thank you for your assistance.

Sincerely,

/s/ Jonathan Corsico

Jonathan Corsico

Simpson Thacher & Bartlett LLP

 cc: Robert D. Reid

 Chief
Executive Officer

 Supernova Partners Acquisition Company, Inc.

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 Simpson Thacher & Bartlett LLP

900 G STREET, N.W.

WASHINGTON, D.C. 20001

TELEPHONE:
+1-202-636-5500

July 30, 2021

 Securities and Exchange
Commission

 Division of Corporation Finance

 100 F Street NE

 Washington, D.C. 20549-3561

 Attn: Ruairi Regan, James
Lopez

 Re: Supernova Partners Acquisition Company, Inc.

Amendment No. 2 to Registration Statement on Form S-4

Filed June 24, 2021

File No. 333-255079

Dear Messrs. Regan and Lopez:

 We hereby file
on Edgar as correspondence the following documents: (i) a draft response letter addressing the Staff’s comments in its letter of July 28, 2021, and (ii) draft revisions to the Form S-4
Registration Statement. Please note that the redline to the Form S-4 Registration Statement is cumulative, and shows all changes that we propose to make in comparison to Supernova’s filing on
June 24.

 We would greatly appreciate if you could confirm that, should Supernova file the foregoing draft Registration Statement on
Edgar as an actual registration statement (rather than correspondence), the Staff would have no further comments on the filing.

 Should
you have any questions, please feel free to contact the undersigned at (202) 440-2526 or jonathan.corsico@stblaw.com.

Sincerely,

/s/ Jonathan Corsico

Jonathan Corsico

Simpson Thacher & Bartlett LLP

 July [    ], 2021

Securities and Exchange Commission

 Division of Corporation
Finance

 100 F Street NE

 Washington, D.C. 20549-3561

Attn: Ruairi Regan; James Lopez

 Re:
Supernova Partners Acquisition Company, Inc.

 Amendment No. 2 to Registration Statement on Form
S-4

 Filed June 24, 2021

File No. 333-255079

Dear Messrs. Regan and Lopez:

 On behalf of our
client, Supernova Partners Acquisition Company, Inc., a Delaware corporation (the “Company”), set forth below are the Company’s responses to the comments of the Staff communicated in its letter addressed to the Company, dated
July 28, 2021, with respect to the above-referenced Registration Statement on Form S-4 (the “Registration Statement”) in relation to the proposed business combination between the Company and
OfferPad, Inc., a Delaware corporation (“Offerpad”). In connection with such responses, we are also submitting, electronically via EDGAR, Amendment No. 3 (“Amendment No. 3”) to the Registration Statement.

For ease of reference, each of the Staff’s comments is reproduced below in bold and is followed by the Company’s response. In
addition, unless otherwise indicated, all references to page numbers in such responses are to page numbers in Amendment No. 3. Capitalized terms used in this letter but not otherwise defined herein shall have the meanings ascribed to such terms
in Amendment No. 3.

 Offerpad’s Related Person Transaction , page 279

1.
 We note your response to comment 1. Please revise here to address Mr. Sella’s relationship with
the LL entities.

 The Company has revised page 280 and 281 of the Registration Statement in response to the
Staff’s comments to note that Mr. Sella is the managing partner of LL Funds.

 General

2.
 We note your response to prior comment 2 and proposed revisions. It remains unclear on what basis you are
making these projections both for the increases in your flex offering and ancillary services and the projected increases in contribution margin. Please revise to disclose the material assumptions underlying the proportionate increase in Flex
revenues and their associated higher margins. For example, what assumptions—other than the percentage of revenues in an

unspecified time period—support the Flex contribution margins? What level of Flex revenues and other revenues are assumed for the 6%-8% margins, and
what is the basis for such assumptions? Please advise us if the board of directors considered the illustrative case in its decision making and, if so, what time period it assumed Offerpad would achieve this performance.

Following discussions with the Staff, and given the long-term nature of the illustrative 6%-8% target
contribution margins after interest, the Company has determined not to include these illustrative targets in its Registration Statement. In addition, the Company advises the Staff that it will file a revised Investor Presentation that eliminates
these targets from such Investor Presentation and which will show contribution margin per home after interest metrics solely on a historical basis and through the projections period ending 2023.

Additionally, the Company confirms to the Staff that its board did not actively consider the 6%-8% illustrative long-term target in its
decision making process.

 Should any questions arise in connection with the filing or this response letter, please contact the undersigned
at (202) 636-5500.

Sincerely,

Jonathan Corsico

Simpson Thacher & Bartlett LLP

 cc: Robert D. Reid

 Chief
Executive Officer

 Supernova Partners Acquisition Company, Inc.

United States securities and exchange commission logo
July 28, 2021
Robert D. Reid
Chief Executive Officer
Supernova Partners Acquisition Company, Inc.
4301 50th Street NW
Suite 300, PMB 1044
Washington, D.C. 20016
Re:Supernova Partners Acquisition Company, Inc.
Amendment No. 2 to Registration Statement on Form S-4
Response dated July 22, 2021
File No. 333-255079
Dear Mr. Reid:
            We have reviewed your supplemental response and have the following comments. In
some of our comments, we may ask you to provide us with information so we may better
understand your disclosure. Please respond to this letter by amending your registration statement
and providing the requested information.
            If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.
            After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments. Unless we note
otherwise, our references to prior comments are to comments in our July 20, 2020 letter.
Registration Statement on Form S-4
Offerpad's Related Party Transactions, page 279
1.We note your response to comment 1.  Please revise here to address Mr. Sella's
relationship with the LL entities.
General
2.We note your response to prior comment 2 and proposed revisions.  It remains unclear on
what basis you are making these projections both for the increases in your flex offering
and ancillary services and the projected increases in contribution margin.  Please revise to
disclose the material assumptions underlying the proportionate increase in Flex revenues
and their associated higher margins. For example, what assumptions--other than the

 FirstName LastNameRobert D. Reid
 Comapany NameSupernova Partners Acquisition Company, Inc.
 July 28, 2021 Page 2
 FirstName LastName
Robert D. Reid
Supernova Partners Acquisition Company, Inc.
July 28, 2021
Page 2
percentage of revenues in an unspecified time period--support the Flex contribution
margins?  What level of Flex revenues and other revenues are assumed for the 6%-8%
margins, and what is the basis for such assumptions?  Please advise us if the board of
directors considered the illustrative case in its decision making and, if so, what time
period it assumed Offerpad would achieve this performance.
            You may contact Isaac Esquivel at 202-551-3395 or Shannon Menjivar at 202-551- 3856
if you have questions regarding comments on the financial statements and related matters. Please
contact Ruairi Regan at 202-551-32699 or James Lopez at 202-551-3536 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc:       Jonathan Corsico, Esq.

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 Simpson Thacher & Bartlett LLP

900 G STREET, N.W.

WASHINGTON, D.C. 20001

TELEPHONE:
+1-202-636-5500

July 22, 2021

 Securities and Exchange
Commission

 Division of Corporation Finance

 100 F Street NE

 Washington, D.C. 20549-3561

 Attn: Ruairi Regan, James
Lopez

Re:
 Supernova Partners Acquisition Company, Inc.

 Amendment No. 2 to Registration Statement on Form S-4

 Filed June 24, 2021

 File No. 333-255079

Dear Messrs. Regan and Lopez:

 We hereby file
on Edgar as correspondence the following documents: (i) a draft response letter addressing the Staff’s comments in its letter of July 20, 2021, and (ii) draft revisions to the Form S-4
Registration Statement.

 We would greatly appreciate if you could confirm that, should Supernova file the foregoing draft Registration
Statement on Edgar as an actual registration statement (rather than correspondence), the Staff would have no further comments on the filing.

Should you have any questions, please feel free to contact the undersigned at (202) 440-2526 or
jonathan.corsico@stblaw.com.

Sincerely,

/s/ Jonathan Corsico

 Jonathan Corsico

 Simpson Thacher &
Bartlett LLP

 July [    ], 2021

Securities and Exchange Commission

 Division of Corporation
Finance

 100 F Street NE

 Washington, D.C. 20549-3561

Attn: Ruairi Regan; James Lopez

Re:
 Supernova Partners Acquisition Company, Inc.

 Amendment No. 2 to Registration Statement on Form S-4

 Filed June 24, 2021

 File No. 333-255079

Dear Messrs. Regan and Lopez:

 On behalf of our
client, Supernova Partners Acquisition Company, Inc., a Delaware corporation (the “Company”), set forth below are the Company’s responses to the comments of the Staff communicated in its letter addressed to the Company, dated
July 20, 2021, with respect to the above-referenced Registration Statement on Form S-4 (the “Registration Statement”) in relation to the proposed business combination between the Company
and OfferPad, Inc., a Delaware corporation (“Offerpad”). In connection with such responses, we are also submitting, electronically via EDGAR, Amendment No. 3 (“Amendment No. 3”) to the Registration Statement.

For ease of reference, each of the Staff’s comments is reproduced below in bold and is followed by the Company’s response. In
addition, unless otherwise indicated, all references to page numbers in such responses are to page numbers in Amendment No. 3. Capitalized terms used in this letter but not otherwise defined herein shall have the meanings ascribed to such terms
in Amendment No. 3.

 Certain Relationships and Related Person Transaction , page 278

1.
 Please revise to disclose the basis on which the person is a related person. See Item 404(a)(1) of Regulation S-K.

 The Company has revised page 278 of the Registration
Statement in response to the Staff’s comments.

 General

2.
 We note your response and proposed changes in response to prior comment 3 regarding your long term
projected contribution margins. Please advise us what years’ (e.g., 2023, 2024, etc.) margins are presented as 5.5% on the left and 6% to 8% on the right of the dotted line on page 14 of the investor presentation. Please also clarify for
us how “illustrative” margins for future periods are distinct from “forecasted” margins for future periods. Please advise us of the company’s

reasonable basis for the projections, including material assumptions used to arrive at the forecasted or illustrated margins. Refer to Item 10(b)(2) of Regulation
S-K for guidance.

 The Company respectfully advises the Staff that the 5.5%
figure for contribution margin after interest included in the investor presentation filed June 8, 2021 (the “Investor Presentation”) represents Offerpad’s historical contribution margin after interest for the twelve month period
ended March 31, 2021. Offerpad has also informed the Company that the illustrative 6% to 8% figures in the Investor Presentation are not tied to a specific future time period, but rather a reflection of Offerpad’s belief of what its
contribution margins after interest can reach if and when revenue from its “Flex” offering and other ancillary products and services, which carry higher margins, combine to reach between approximately 6% to 10% of Offerpad’s total
revenue. As noted in the Registration Statement1, Offerpad’s “Flex” offering and ancillary services generate higher margins than its “Express” offering and Offerpad’s
growth strategy includes a shift in revenue mix more heavily weighted towards existing ancillary services and driving greater roll-out of its “Flex” offering across its platform (also as noted in the
Registration Statement, the “Flex” offering and ancillary services accounted for less than 1% of Offerpad’s total revenue in both 2020 and the first quarter of 2021).

The Company proposes to revise page 233 of the Registration Statement to include this additional quantitative detail regarding the revenue
contribution from its “Flex” offering and other ancillary products and services expected to be needed to achieve contribution margins after interest between 6% and 8%.

Additionally, the Company respectfully advises the Staff that the “forecasted” margins and other figures included in the section of
the Registration Statement titled “Certain Forecasted Financial Information for Offerpad” reflect summarized prospective financial information for 2021 through 2023 from an internal forecast prepared and provided to the Company’s
management in connection with its evaluation of the business combination with Offerpad. In contrast, the “illustrative” contribution margin after interest is not tied to a particular time period or as part of a particular forecast of
Offerpad, but rather an illustrative target based primarily on the initiatives described on page 233 of the Registration Statement in the section titled “Unit Economics” and on pages 194-195 in the
section titled “Our Growth Strategies”, including the increased revenue contribution from Offerpad’s “Flex” offering and ancillary products and services which have higher margins as described above.

1
 For example, page 191 of the Registration Statement states that “Our ‘Flex’ offering generates
higher margins than our ‘Express’ offering but accounted for less than 1% of our total revenue in both 2020 and the first quarter of 2021, although we intend to drive greater roll-out of the
“Flex” offering across our platform”, and page 232 of the Registration Statement states that “Generally, the revenue and margin profiles of our ancillary products and services are different from our ‘Express’ offering
that accounted for more than 99% of our revenue in the year ended December 31, 2020 and the three months ended March 31, 2021, with most ancillary products and services having a smaller average revenue per transaction than our
‘Express’ offering, but a higher margin.”

 Should any questions arise in connection with the filing or this response letter, please
contact the undersigned at (202) 636-5500.

Sincerely,

 Jonathan Corsico

 Simpson Thacher &
Bartlett LLP

cc:
 Robert D. Reid

Chief Executive Officer

Supernova Partners Acquisition Company, Inc.

United States securities and exchange commission logo
July 20, 2021
Robert D. Reid
Chief Executive Officer
Supernova Partners Acquisition Company, Inc.
4301 50th Street NW
Suite 300, PMB 1044
Washington, D.C. 20016
Re:Supernova Partners Acquisition Company, Inc.
Amendment No. 2 to Registration Statement on Form S-4
Response dated July 14, 2021
File No. 333-255079
Dear Mr. Reid:
            We have reviewed your supplemental response and have the following comments.  In
some of our comments, we may ask you to provide us with information so we may better
understand your disclosure.
            Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.  Unless we note
otherwise, our references to prior comments are to comments in our July 11, 2021 letter.
Registration Statement on Form S-4
Certain Relationships and Related Person Transactions , page 278
1.Please revise to disclose the basis on which the person is a related person. See Item
404(a)(1) of Regulation S-K.
General
2.We note your response and proposed changes in response to prior comment 3 regarding
your long term projected contribution margins.  Please advise us what years' (e.g., 2023,
2024, etc.) margins are presented as 5.5% on the left and 6% to 8% on the right of the
dotted line on page 14 of the investor presentation. Please also clarify for us how

 FirstName LastNameRobert D. Reid
 Comapany NameSupernova Partners Acquisition Company, Inc.
 July 20, 2021 Page 2
 FirstName LastName
Robert D. Reid
Supernova Partners Acquisition Company, Inc.
July 20, 2021
Page 2
"illustrative" margins for future periods are distinct from "forecasted" margins for future
periods. Please advise us of the company's reasonable basis for the projections, including
material assumptions used to arrive at the forecasted or illustrated margins. Refer to Item
10(b)(2) of Regulation S-K for guidance.
            You may contact Isaac Esquivel at 202-551-3395 or Shannon Menjivar at 202-551-
3856 if you have questions regarding comments on the financial statements and related
matters.  Please contact Ruairi Regan at 202-551-32699 or James Lopez at 202-551-3536 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc:       Jonathan Corsico, Esq.

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 July 14, 2021

Securities and Exchange Commission

 Division of Corporation
Finance

 100 F Street NE

 Washington, D.C. 20549-3561

Attn:
 Jonathan Burr, James Lopez

 Re: Supernova Partners Acquisition Company, Inc.

 Amendment No. 2 to Registration Statement on Form S-4

 Filed June 24, 2021

 File No. 333-255079

Dear Messrs. Burr and Lopez:

 Per my discussion
with Jonathan Burr on Monday, July 12, 2021, we hereby file on Edgar as correspondence the following documents: (i) a draft response letter addressing the Staff’s comments in its letter of July 11, 2021, and (ii) draft
revisions to the Form S-4 Registration Statement.

 We would greatly appreciate if you could
confirm that, should Supernova file the foregoing draft Registration Statement on Edgar as an actual registration statement (rather than correspondence), the Staff would have no further comments on the filing.

Should you have any questions, please feel free to contact the undersigned at (202) 440-2526 or
jonathan.corsico@stblaw.com.

Sincerely,

 /s/ Jonathan Corsico

Jonathan Corsico

Simpson Thacher & Bartlett LLP

CORRESP
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CORRESP

 July 14, 2021

Securities and Exchange Commission

 Division of Corporation
Finance

 100 F Street NE

 Washington, D.C. 20549-3561

Attn:
 Jonathan Burr, James Lopez

 Re: Supernova Partners Acquisition Company, Inc.

 Amendment No. 2 to Registration Statement on Form S-4

 Filed June 24, 2021

 File No. 333-255079

Dear Messrs. Burr and Lopez:

 Per my discussion
with Jonathan Burr on Monday, July 12, 2021, we hereby file on Edgar as correspondence the following documents: (i) a draft response letter addressing the Staff’s comments in its letter of July 11, 2021, and (ii) draft
revisions to the Form S-4 Registration Statement.

 We would greatly appreciate if you could
confirm that, should Supernova file the foregoing draft Registration Statement on Edgar as an actual registration statement (rather than correspondence), the Staff would have no further comments on the filing.

Should you have any questions, please feel free to contact the undersigned at (202) 440-2526 or
jonathan.corsico@stblaw.com.

Sincerely,

 /s/ Jonathan Corsico

Jonathan Corsico

Simpson Thacher & Bartlett LLP

 July [    ], 2021

Securities and Exchange Commission

 Division of Corporation
Finance

 100 F Street NE

 Washington, D.C. 20549-3561

Attn: Jonathan Burr, James Lopez

 Re:
Supernova Partners Acquisition Company, Inc.

 Amendment No. 2 to Registration Statement on Form
S-4

 Filed June 24, 2021

File No. 333-255079

Dear Messrs. Burr and Lopez:

 On behalf of our
client, Supernova Partners Acquisition Company, Inc., a Delaware corporation (the “Company”), set forth below are the Company’s responses to the comments of the Staff communicated in its letter addressed to the Company, dated
July 11, 2021, with respect to the above-referenced Registration Statement on Form S-4 (the “Registration Statement”) in relation to the proposed business combination between the Company and
OfferPad, Inc., a Delaware corporation (“Offerpad”). In connection with such responses, we are also submitting, electronically via EDGAR, Amendment No. 3 (“Amendment No. 3”) to the Registration Statement.

For ease of reference, each of the Staff’s comments is reproduced below in bold and is followed by the Company’s response. In
addition, unless otherwise indicated, all references to page numbers in such responses are to page numbers in Amendment No. 3. Capitalized terms used in this letter but not otherwise defined herein shall have the meanings ascribed to such terms
in Amendment No. 3.

 U.S. Federal Income Tax Consequences of the Business Combination to Holders of Offerpad Stock, page 165

1.
 We note the statement on page 166 that “Assuming the Business Combination qualifies as a reorganization
. . . Offerpad stockholders will not recognize gain or loss . . ..” It appears that the tax opinion is assuming the legal conclusion underlying the tax opinion. Please revise. Refer to Section III.C.3 of Staff Legal Bulletin 19.

 The Company has revised page 166 in response to the Staff’s comments.

Certain Relationships and Related Person Transaction , page 278

2.
 We note that Mr. Sella is LL Funds’ managing partner. Please revise this section where appropriate
to address Mr. Sella given his relationship with the LL entities. See Item 404 of Regulation S-K.

The Company has revised pages 279-280 in response to the Staff’s comments.

 General

3.
 We note the investor presentation filed June 8 presents long term contribution margin of
6% to 8%. With a view to revised disclosure please advise us why this estimate differs from the 3.6% to 4.3% figures provided on page 135.

The Company respectfully advises the Staff that the long-term contribution margin after interest figures included in the investor presentation
filed June 8, 2021 (the “Investor Presentation”) is distinct from the contribution margin after interest percentages on page 135 of the Registration Statement. The figures in the Registration Statement reflect Offerpad’s internal
forecasts through 2023 that were reviewed by the Company’s board and part of their basis for recommending the transaction be approved by the Company’s stockholders (the “Forecasts”). In contrast, the figures in the Investor
Presentation reflect Offerpad’s illustrative contribution margin after interest, rather than a forecasted contribution margin after interest, that Offerpad believes it has the opportunity to reach over a longer term period that extends several
years beyond the period included in the Forecasts. As reflected on page 233 of the Registration Statement under the heading “Unit Economics”, Offerpad expects future improvements in unit economics to be driven through initiatives such as:

•

 continued optimization of acquisition, renovation, and resale processes, as Offerpad expands its market footprint
and increase penetration in existing markets;

•

 effectively increasing its Flex business alongside the Express business, optimizing customer engagement and
increasing conversion of requests for home purchases; and

•

 introducing and scaling additional ancillary services to complement its core Express and Flex products.

 The Company further advises that page 233 of the Registration Statement has been revised to make reference to the
long-term opportunity included in the Investor Presentation.

 Should any questions arise in connection with the filing or this response
letter, please contact the undersigned at (202) 636-5500.

Sincerely,

/s/    Jonathan Corsico

 Jonathan Corsico

 Simpson Thacher &
Bartlett LLP

 cc: Robert D. Reid

 Chief
Executive Officer

 Supernova Partners Acquisition Company, Inc.

United States securities and exchange commission logo
July 11, 2021
Robert D. Reid
Chief Executive Officer
Supernova Partners Acquisition Company, Inc.
4301 50th Street NW
Suite 300, PMB 1044
Washington, D.C. 20016
Re:Supernova Partners Acquisition Company, Inc.
Amendment No. 2 to Registration Statement on Form S-4
Filed June 24, 2021
File No. 333-255079
Dear Mr. Reid:
            We have reviewed your amended registration statement and have the following
comments.  In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
            Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.  Unless we note
otherwise, our references to prior comments are to comments in our June 18, 2021 letter.
Amendment No. 2 to Registration Statement on S-4 filed June 24, 2021
U.S. Federal Income Tax Consequences of the Business Combination to Holders of Offerpad
Stock, page 165
1.We note the statement on page 166 that "Assuming the Business Combination qualifies as
a reorganization . . . Offerpad stockholders will not recognize gain or loss . . .."  It appears
that the tax opinion is assuming the legal conclusion underlying the tax opinion.  Please
revise.  Refer to Section III.C.3 of Staff Legal Bulletin 19.
Certain Relationships and Related Person Transaction , page 278
2.We note that Mr. Sella is LL Funds’ managing partner. Please revise this section where

 FirstName LastNameRobert D. Reid
 Comapany NameSupernova Partners Acquisition Company, Inc.
 July 11, 2021 Page 2
 FirstName LastName
Robert D. Reid
Supernova Partners Acquisition Company, Inc.
July 11, 2021
Page 2
appropriate to address Mr. Sella given his relationship with the LL entities. See Item 404
of Regulation S-K.
General
3.We note the investor presentation filed June 8 presents long term contribution margin of
6% to 8%.  With a view to revised disclosure please advise us why this estimate differs
from the 3.6% to 4.3% figures provided on page 135.
            You may contact Isaac Esquivel at 202-551-3395 or Shannon Menjivar at 202-551-
3856 if you have questions regarding comments on the financial statements and related
matters.  Please contact Jonathan Burr at 202-551-5833 or James Lopez at 202-551-3536 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc:       Jonathan Corsico

CORRESP
1
filename1.htm

CORRESP

 June 24, 2021

Securities and Exchange Commission

 Division of Corporation
Finance

 100 F Street NE

 Washington, D.C. 20549-3561

Attn: Jonathan Burr, James Lopez

 Re:
Supernova Partners Acquisition Company, Inc.

 Amendment No. 1 to Registration Statement on Form
S-4

 Filed June 1, 2021

File No. 333-255079

Dear Messrs. Burr and Lopez:

 On behalf of our
client, Supernova Partners Acquisition Company, Inc., a Delaware corporation (the “Company”), set forth below are the Company’s responses to the comments of the Staff communicated in its letter addressed to the Company, dated
June 18, 2021, with respect to the above-referenced Registration Statement on Form S-4 (the “Registration Statement”) in relation to the proposed business combination between the Company and
OfferPad, Inc., a Delaware corporation (“Offerpad”). In connection with such responses, we are also submitting, electronically via EDGAR, Amendment No. 2 (“Amendment No. 2”) to the Registration Statement.

For ease of reference, each of the Staff’s comments is reproduced below in bold and is followed by the Company’s response. In
addition, unless otherwise indicated, all references to page numbers in such responses are to page numbers in Amendment No. 2. Capitalized terms used in this letter but not otherwise defined herein shall have the meanings ascribed to such terms
in Amendment No. 2.

 Amendment No. 1 to Form S-4 filed June 1, 2021

Interests of Certain Persons in the Business Combination, page 26

1.
 We note your response to comment 9. Please revise to more clearly disclose in qualitative and quantitative
terms the aggregate dollar amount and describe the nature of what the sponsor and its affiliates have at risk that depends on completion of a business combination. Please fill in the blanks to the extent practicable and quantify the amounts
regarding loans extended, fees due, and out-of-pocket expenses for which the sponsor and its affiliates are awaiting reimbursement. Provide similar disclosure for the
company’s officers and directors, if material.

 The Company has revised pages 27 and 28 in response to the
Staff’s comments.

 Comparative Per Share Data, page 40

2.
 We note your response to prior comment 2. Please consider revising your disclosure in the paragraph
preceding that comparative per share data tables on page 41 by removing the statement that unaudited pro forma combined book value per share information is provided in the tables.

The Company has revised pages 41 and 42 in response to the Staff’s comments.

Risk Factors, page 44

3.
 Please revise to disclose the material risks to unaffiliated investors presented by taking the company
public through a merger rather than an underwritten offering. These risks could include the absence of due diligence conducted by an underwriter that would be subject to liability for any material misstatements or omissions in a registration
statement.

 The Company has revised page 87 in response to the Staff’s comments.

Structure of the Transactions, page 98

4.
 We note your response to comment 4. Please revise here or where appropriate to disclose all possible sources
and extent of dilution that shareholders who elect not to redeem their shares may experience in connection with the business combination. Provide disclosure of the impact of each significant source of dilution, including the amount of equity held by
founders, convertible securities, including warrants retained by redeeming shareholders, at each of the redemption levels in the table on page 23, including any needed assumptions. Please also revise the table on page 23 and accompanying narrative
to address the effective underwriting fee on a percentage basis for shares at each redemption level.

 The Company has
revised pages 23, 24, 103, 104, 217 and 218 in response to the Staff’s comments.

 Background of the Transactions, page 119

5.
 We note your revised disclosure and response to comment 6. Please revise to further clarify the material
terms as they were initially proposed and how they evolved to the final terms. For example, we note the last paragraph on page 126 regarding discussions the week of March 8, 2021. It is unclear whether the transaction valuation was negotiated
down from $3.25 billion to $2.25 billion and then increased at some point to $3 billion. It is also unclear how the other material terms mentioned in this paragraph evolved, including the form and amount of consideration and lock-ups. As another example of unclear disclosure in the section, you reference

“high-vote” feature but it is unclear what per share voting power was initially proposed, who would benefit from it, and whether these evolved during negotiations. In this regard,
revise where appropriate to clarify the sunset provisions, if any, of the high-vote shares.

 The Company acknowledges the
Staff’s comment and has performed an additional close review of the Background section with an eye toward clarifying the material terms and their evolution through the negotiation process. The Company respectfully advises the Staff that it
believes the terms and their evolution (including the transaction valuation, the form and amount of consideration, the lock-up terms, and the “high vote” feature) were accounted for in substantial
detail in Amendment No. 1 to the Registration Statement, but has further clarified the discussion in response to the Staff’s comment in Amendment No. 2.

Certain Forecasted Financial Information for Offerpad, page 131

6.
 We note your revised disclosure and response to comment 8. It appears the assumptions involved expected
increases in expenses. Please advise us why you believe it is not necessary for a balanced presentation to provide projected expenses or net income.

The Company respectfully advises the Staff that it has included in the Registration Statement the forecasted financial information of Offerpad
that was most significant in its evaluation of Offerpad’s growth profile and the Company’s board recommendation to its stockholders that they approve the business combination and related transactions. In making these assessments, members
of the Company’s management and board of directors relied in part on their own familiarity with Offerpad’s business and comparable businesses and experience in evaluating the performance of such businesses.

Additionally, the Company believes that the current presentation of Offerpad’s forecasted financial information is already sufficiently
balanced. With respect to Offerpad’s expenses, the Company notes that Offerpad’s forecasted operating expenses are incorporated as part of the presentation of forecasted Adjusted EBITDA. With respect to Offerpad’s net income (loss),
the Company and Offerpad believe that it is not feasible to provide a reliable forecast of Offerpad’s net income (loss), as Offerpad’s net income (loss) will include non-cash expenses or gains that
are not currently estimable, such as stock-based compensation expense or (assuming consummation of the business combination) as a result of fair value accounting of the Company’s warrants.

The Company has also revised page 135 of the Registration Statement to clarify that, although the forecasted financial information of Offerpad
assumes expected increases in operating expenses, such expenses as a percentage of revenue would be expected to decline from 2021 to 2023.

 U.S. Federal Income Tax Considerations, page 160

7.
 We note that you address the tax consequences of redemptions. Please revise here and where appropriate to
describe the federal income tax consequences of the entire transaction, including the merger, and not just the federal income tax consequences of redemptions. See Item 4(a)(6) of Form S-4. If the merger will
not be taxable to shareholders, please file a tax opinion as an exhibit to the registration statement. Please see Section III of Staff Legal Bulletin No. 19, which is available on our website.

The Company has revised pages 32, 119 and 164-166 and filed a revised opinion as exhibit 8.1 in
response to the Staff’s comments.

 Our Business Model, page 222

8.
 We reissue comment 11. We are unable to locate disclosure clarifying the terms you use, including
approximate quantification of the median home prices in your current operations. It is also unclear if barriers to entering new markets relate primarily to the availability of MSAs with sufficient homes for sale in your target range, local or state
regulations relating to the purchase and sale of homes, availability of a skilled workforce, or otherwise.

 The
Company has revised pages 194 and 232 to include an approximate quantification of the median home prices involved in Offerpad’s current operations. Offerpad has also advised the Company that, as disclosed on pages 194 and 232, it considers its
barriers to entering new markets to be primarily access to adequate capital needed to expand its operations and the tendency of consumers in a given market to adopt its digital real estate offerings.

9.
 With respect to comment 12, please revise to quantify the approximate percentage of revenues from
(1) the Flex offering and (2) “ancillary products and services.”

 The Company has been advised by
Offerpad that its Flex offering and ancillary products and services collectively accounted for less than 1% of its revenue in the year ended December 31, 2020 and the three months ended March 31, 2021. Accordingly, pages 189, 191 and 232
have been revised to incorporate this data.

 Exhibits

10.
 We note your response to comment 16 and reissue the comment. It appears retention of the existing financing
is assumed for the proposed transaction, and based on the second risk factor on page 63 Offerpad is materially dependent on the inventory financing facilities.

 The Company respectfully advises the Staff that, in addition to its facilities that were
previously filed with the Registration Statement, Offerpad’s loan and security agreement with Citibank, N.A., as lender, has been filed as an exhibit to the Registration Statement in Amendment No. 2, as exhibit 10.31.

General

11.
 We note your revised disclosure in response to comment 15 and the reference to indemnification for
“information contained in or omitted from the offering materials in connection with the PIPE Investment. ” Please advise us if the PIPE or other investors received valuations or other material Offerpad or other transaction information that
has not been disclosed publicly.

 The Company respectfully advises the Staff that any valuations or other material
Offerpad and other transaction information received by the PIPE or other investors has been disclosed publicly.

 Should any questions
arise in connection with the filing or this response letter, please contact the undersigned at (202) 636-5500.

Sincerely,

 /s/ Jonathan Corsico

Jonathan Corsico

Simpson Thacher & Bartlett LLP

cc:
 Robert D. Reid

Chief Executive Officer

Supernova Partners Acquisition Company, Inc.

United States securities and exchange commission logo
June 18, 2021
Robert D. Reid
Chief Executive Officer
Supernova Partners Acquisition Company, Inc.
4301 50th Street NW
Suite 300, PMB 1044
Washington, D.C. 20016
Re:Supernova Partners Acquisition Company, Inc.
Amendment No. 1 to Registration Statement on Form S-4
Filed June 1, 2021
File No. 333-255079
Dear Mr. Reid:
            We have reviewed your amended registration statement and have the following
comments.  In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
            Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.  Unless we note
otherwise, our references to prior comments are to comments in our May 4, 2021 letter.
Amendment No. 1 to Form S-4 filed June 1, 2021
Interests of Certain Persons in the Business Combination, page 26
1.We note your response to comment 9. Please revise to more clearly disclose in qualitative
and quantitative terms the aggregate dollar amount and describe the nature of what the
sponsor and its affiliates have at risk that depends on completion of a business
combination. Please fill in the blanks to the extent practicable and quantify the amounts
regarding loans extended, fees due, and out-of-pocket expenses for which the sponsor and
its affiliates are awaiting reimbursement. Provide similar disclosure for the company’s
officers and directors, if material.

 FirstName LastNameRobert D. Reid
 Comapany NameSupernova Partners Acquisition Company, Inc.
 June 18, 2021 Page 2
 FirstName LastNameRobert D. Reid
Supernova Partners Acquisition Company, Inc.
June 18, 2021
Page 2
Comparative Per Share Data, page 40
2.We note your response to prior comment 2. Please consider revising your disclosure in the
paragraph preceding that comparative per share data tables on page 41 by removing the
statement that unaudited pro forma combined book value per share information is
provided in the tables.
Risk Factors, page 44
3.Please revise to disclose the material risks to unaffiliated investors presented by taking the
company public through a merger rather than an underwritten offering. These risks could
include the absence of due diligence conducted by an underwriter that would be subject to
liability for any material misstatements or omissions in a registration statement.
Structure of the transactions, page 98
4.We note your response to comment 4. Please revise here or where appropriate to disclose
all possible sources and extent of dilution that shareholders who elect not to redeem their
shares may experience in connection with the business combination. Provide disclosure of
the impact of each significant source of dilution, including the amount of equity held by
founders, convertible securities, including warrants retained by redeeming shareholders, at
each of the redemption levels in the table on page 23, including any needed assumptions.
Please also revise the table on page 23 and accompanying narrative to address the
effective underwriting fee on a percentage basis for shares at each redemption level.
Background of the transaction, page 119
5.We note your revised disclosure and response to comment 6.  Please revise to further
clarify the material terms as they were initially proposed and how they evolved to the final
terms. For example, we note the last paragraph on page 126 regarding discussions the
week of March 8, 2021. It is unclear whether the transaction valuation was negotiated
down from $3.25 billion to $2.25 billion and then increased at some point to $3 billion.  It
is also unclear how the other material terms mentioned in this paragraph evolved,
including the form and amount of consideration and lock-ups. As another example of
unclear disclosure in the section, you reference "high-vote" feature but it is unclear
what per share voting power was initially proposed, who would benefit from it, and
whether these evolved during negotiations. In this regard, revise where appropriate to
clarify the sunset provisions, if any, of the high-vote shares.
Certain Forecasted Financial Information for Offerpad, page 131
6.We note your revised disclosure and response to comment 8. It appears the assumptions
involved expected increases in expenses. Please advise us why you believe it is not
necessary for a balanced presentation to provide projected expenses or net income.

 FirstName LastNameRobert D. Reid
 Comapany NameSupernova Partners Acquisition Company, Inc.
 June 18, 2021 Page 3
 FirstName LastNameRobert D. Reid
Supernova Partners Acquisition Company, Inc.
June 18, 2021
Page 3
U.S. Federal Income Tax Considerations, page 160
7.We note that you address the tax consequences of redemptions. Please revise here and
where appropriate to describe the federal income tax consequences of the entire
transaction, including the merger, and not just the federal income tax consequences of
redemptions. See Item 4(a)(6) of Form S-4. If the merger will not be taxable to
shareholders, please file a tax opinion as an exhibit to the registration statement. Please
see Section III of Staff Legal Bulletin No. 19, which is available on our website.
Our Business Model, page 222
8.We reissue comment 11. We are unable to locate disclosure clarifying the terms you use,
including approximate quantification of the median home prices in your current
operations.  It is also unclear if barriers to entering new markets relate primarily to the
availability of MSAs with sufficient homes for sale in your target range, local or state
regulations relating to the purchase and sale of homes, availability of a skilled workforce,
or otherwise.
9.With respect to comment 12, please revise to quantify the approximate percentage of
revenues from (1) the Flex offering and (2) "ancillary products and services."
Exhibits
10.We note your response to comment 16 and reissue the comment. It appears retention of
the existing financing is assumed for the proposed transaction, and based on the second
risk factor on page 63 Offerpad is materially dependent on the inventory financing
facilities.
General
11.We note your revised disclosure in response to comment 15 and the reference to
indemnification for "information contained in or omitted from the offering materials in
connection with the PIPE Investment." Please advise us if the PIPE or other investors
received valuations or other material Offerpad or other transaction information that has
not been disclosed publicly.
            You may contact Isaac Esquivel 202-551-3395 or Shannon Menjivar at 202-551-3856 if
you have questions regarding comments on the financial statements and related matters.  Please
contact Jon Burr at 202-551-5833 or Jim Lopez at 202-551-3536 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction

 FirstName LastNameRobert D. Reid
 Comapany NameSupernova Partners Acquisition Company, Inc.
 June 18, 2021 Page 4
 FirstName LastName
Robert D. Reid
Supernova Partners Acquisition Company, Inc.
June 18, 2021
Page 4
cc:       Jonathan Corsico

CORRESP
1
filename1.htm

CORRESP

 May 28, 2021

Securities and Exchange Commission

 Division of Corporation
Finance

 100 F Street NE

 Washington, D.C. 20549-3561

Attn: Jonathan Burr

 Re: Supernova Partners
Acquisition Company, Inc.

 Registration Statement on Form S-4

Filed April 7, 2021

File No. 333-255079

Dear Mr. Burr:

 On behalf of our client,
Supernova Partners Acquisition Company, Inc., a Delaware corporation (the “Company”), set forth below are the Company’s responses to the comments of the Staff communicated in its letter addressed to the Company, dated May 4,
2021, with respect to the above-referenced Registration Statement on Form S-4 (the “Registration Statement”) in relation to the proposed business combination between the Company and OfferPad, Inc., a
Delaware corporation (“Offerpad”). In connection with such responses, we are concurrently submitting, electronically via EDGAR, Amendment No. 1 (“Amendment No. 1”) to the Registration Statement.

For ease of reference, each of the Staff’s comments is reproduced below in bold and is followed by the Company’s response. In
addition, unless otherwise indicated, all references to page numbers in such responses are to page numbers in Amendment No. 1. Capitalized terms used in this letter but not otherwise defined herein shall have the meanings ascribed to such terms
in Amendment No. 1.

 Registration Statement on Form S-4 filed April 7, 2021

Cover Page

1.
 Revise to limit the length of the cover page and reduce legalistic presentation of key information,
including dense embedded lists. For example, revise the second paragraph to reduce the embedded lists and definitions, and clearly describe the dual class structure providing Mr. Bair’s approximately 36% voting power despite
holding only 5.4% of the common stock. Additionally, please quantify the aggregate purchase price and source of funds, including the PIPE investors. See Item 501(b) of Regulation S-K and Rule 421 of Regulation
C.

 The Company has revised the cover page and the letter to stockholders in response to the Staff’s
comments.

 Comparative Per Share Data, page 35

2.
 Please revise to include the information required by Item 3(f) of Form
S-4 for both SPNV and Offerpad or tell us why you do not believe such information is required.

The Company respectfully advises the Staff that, as contemplated by Release No. 33-10890,
Management’s Discussion and Analysis, Selected Financial Data, and Supplementary Financial Information (Nov. 19, 2020), it has elected to cease providing disclosure pursuant to former Item 301 of Regulation S-K prior to the “mandatory compliance date” (as such term is used in the Release).

 Risk
Factors, page 38

3.
 Please revise the first full risk factor on page 68 to also quantify the approximately
$46 million of expenses identified in Note E on page 177.

 The Company has revised page 83
in response to the Staff’s comments.

 Structure of the Transactions, page 81

4.
 Please revise the diagram on page 82 to reflect the relative voting power as impacted by the
Class B. Please also show the ownership assuming a significant amount of redemptions in addition to the assumption of no redemptions.

The Company has revised pages 99-100 in response to the Staff’s comments.

Background of the Transactions, page 98

5.
 Please revise to clarify the term “active search” and clarify the timeline of the activities
“[d]uring the search process,” including the engagement with more than 65 potential targets, as they relate to the January 19, 2021 contact by a representative of J.P. Morgan.

The Company has revised pages 119-120 in response to the Staff’s comments.

6.
 Please expand the disclosure in this section to include a more detailed description of the negotiations
surrounding the term sheet and material terms of the business combination and ancillary agreements, such as the cash consideration to target equity holders, “Sponsor Earnout,” high vote feature, registration rights agreement, and target
private placement size. In this regard, we note it appears the SPNV IPO did not anticipate a high vote, dual class structure. Please explain who initiated the principal terms, amounts and features, how the amounts were determined, and describe
how the total consideration and other features changed over the course of the negotiations until the parties arrived at the final agreement.

Currently you reference “the key terms of the Transactions” and identify meetings where updates of certain terms were made, but you do not specify material changes to such terms and how
they evolved into the terms considered and approved by the board.

 The Company has revised pages 121-127 in response to
the Staff’s comments.

7.
 We note the discussion of prospective financial information and the statement on page 106 that “none of
Offerpad, SPNV or any of their independent auditors express an opinion or any other form of assurance with respect thereto or the achievability thereof, and assume no responsibility for, and disclaim any association with, the prospective financial
information.” Please revise to clearly explain the purpose of the referenced disclosure and how it relates to you, and remove statements suggesting you are not responsible for the disclosure.

The Company has revised page 132 in response to the Staff’s comments.

8.
 Please revise to disclose the principal assumptions underlying the 5 bullet points on pages 105-106.

 The Company has revised pages 131-132 in response to the Staff’s
comments.

 Interests of Certain Persons in the Business Combination, page 107

9.
 With respect to securities held by the Sponsor, SPNV’s officers and directors and affiliates, please
revise here and on page 63 to quantify the return they would receive on their initial investment based on the current value as of the most recent practicable date. Please also quantify the reimbursement of out-of-pocket expenses as of the most recent practicable date if material, and address the compensation that may be received under the Sponsor Earnout provision.

The Company has revised pages 26-27 and 134-135 in response to the Staff’s comments.

US Federal Income Tax Considerations , page 129

10.
 We note the statement that this “is a summary only.” Please clarify whether the tax disclosure is
intended to constitute the opinion of Simpson Thacher & Bartlett LLP or whether a separate long form tax opinion will be provided.

The Company has revised page 160 in response to the Staff’s comments.

Information about Offerpad, page 147

11.
 Please revise pages 151, 182-183 or where appropriate to expand on
the nature of your existing markets and address the principal barriers to entering new markets. For example, it is unclear what “our target price range,” “affordable median sales prices,” “expanding the price points”
and “lower price point markets” mean when you do not provide approximate quantification of the median home prices in your current operations. It is also unclear if barriers to entering new markets relate primarily to the availability of
MSAs with sufficient homes for sale in your target range, local or state regulations relating to the purchase and sale of homes, availability of a skilled workforce, or otherwise.

The Company has revised pages 190 and 224 in response to the Staff’s comments.

12.
 Please revise to further clarify how you incur expenses and generate revenues, and distinguish between sales
of homes you acquire and sales by homeowners. For example, do you acquire the home regardless of how it is sold on your platform? Are Flex sales a significantly lower percentage of your total sales? How do buyer agents and “real estate agents
for [your] brokerage business” factor into the Express and Flex processes? Do you receive a commission or fee for sales by home owners to third parties? Do you generate significant revenues from the “ancillary services”? Additionally,
to put the “$7 billion of transaction value” in context, revise to explain and quantify the portion you receive as revenue from transactions and any other associated fees. Please also clarify the extent to which the
fees, revenues or margins are materially different depending on the type of revenue stream.

 The Company has revised
pages 185-187 in response to the Staff’s comments.

 Offerpad’s Management’s Discussion and Analysis, page 179

13.
 We note the statements on page 184 regarding metrics deemed important in measuring business performance. We
also note references to “average days to sale” on page 42 and “average inventory holding period” on page 183. Please revise the discussion of year to year results of operations to address material trends in the key performance
measures used by the company.

 Offerpad has advised the Company as follows:

Offerpad respectfully advises the Staff that it does not consider “average days to sale” or “average inventory holding
period” to be key performance measures for its business. These measures were more important in Offerpad’s early stages, especially as it was building the scale of its operations. However, they have become less critical as these holding
periods have become steadier, with 2019 and 2020 holding periods both averaging 95 days, and as Offerpad continues to diversify its service offering. While the holding period of inventory is a component of Offerpad’s ability to generate returns
as it considers costs of borrowing for

inventory, it is not the primary component, and Offerpad routinely makes strategic decisions or offers services that are meant to generate improved returns even if resulting in an increase in
average days to sale or average inventory holding period. For example, Offerpad monitors trends in home price appreciation, and in certain situations where home prices are appreciating rapidly, Offerpad may make an intentional decision to slow sales
in order to improve returns on account of that home price appreciation. Additionally, Offerpad currently offers ancillary services such as its extended stay program, which permits a seller to remain in their home, typically for up to 60 days, which
slows Offerpad’s ability to resell the home. Decisions such as these are meant to generate improved returns, even if they result in an increase in average days to sale or average inventory holding period. Accordingly, Offerpad does not consider
average days to sale or average inventory holding period to be key performance measures for its business and believes that characterizing either as a key performance measure could be confusing or misleading to investors.

Notwithstanding the foregoing, if a change in average days to sale or average inventory holding period was an underlying reason for a material
change in Offerpad’s results of operations between two periods being presented in Management’s Discussion and Analysis of Financial Condition and Results of Operations, Offerpad confirms it would include a discussion of such change in
accordance with Item 303 of Regulation S-K.

 The Company has also revised page 226 in response to
the Staff’s comments to clarify the significance of inventory holding periods on its results of operations.

Non-GAAP Financial Measures, page 183

14.
 We note that the net inventory impairment adjustment includes current period costs and prior period costs to
arrive at adjusted gross profit. Please revise your disclosure for your adjusted gross profit measure to separately quantify the net inventory impairment adjustment amounts that relate to current period costs associated with homes that remain in
inventory at period end and prior period costs associated with homes sold in the period presented.

 The Company has
revised page 228 in response to the Staff’s comments.

 General

15.
 We note that J.P. Morgan Securities LLC and Jefferies LLC served as book-running managers of your IPO and
will receive deferred underwriting commissions. On page 100 you disclose that J.P. Morgan and Jefferies will service as joint placement agents in connection with the PIPE Investment. Additionally, on page 63 you disclose that your experienced
combined with your financial advisors, including

Jefferies LLC, enabled you to perform the necessary analyses and make determinations regarding the transactions. Please revise to clearly describe the additional services that the underwriters
provided you, the cost of those services and whether the services were conditioned on the completion of the business combination. Additionally, please consider adding a risk factor and other disclosure that discusses the conflict of interest that
the underwriter may have had in providing such services given the deferred underwriting compensation.

 The Company has
revised pages 27-28, 75-76 and 135-136 in response to the Staff’s comments.

 Exhibits

16.
 We note Inventory Financing on page 183 and the discussion of your reliance on credit facilities in Risk
Factors. Please file the credit facilities used for inventory financing or advise us why they are not material.

Offerpad has advised the Company as follows:

In response to the Staff’s Comment, Offerpad respectfully submits that each of its credit facilities utilized for inventory financing are
made in the ordinary course of business. Item 601(b)(10)(ii) of Regulation S-K states that “[I]f the contract is such as ordinarily accompanies the kind of business conducted by the registrant and its
subsidiaries, it will be deemed to have been made in the ordinary course of business and need not be filed unless it falls within one or more of the following categories, in which case it shall be filed except where immaterial in amount or
significance.” Offerpad respectfully advises that these facilities are the kinds of contracts that regularly accompany similar businesses and there are other counterparties who could provide similar financing to Offerpad. For these reasons,
Offerpad respectfully submits that its credit facilities utilized for inventory financing are entered into in the ordinary course of business.

Subsection (B) of Item 601(b)(10)(ii) of Regulation S-K states that a contract entered into in the
ordinary course of business would be a “material contract” if such contract is a “contract upon which the registrant’s business is substantially dependent, as in the case of continuing contracts to sell the major part of
registrant’s products or services or to purchase the major part of registrant’s requirements of goods, services or raw materials or any franchise or license or other agreement to use a patent, formula, trade secret, process or trade name
upon which registrant’s business depends to a material extent.” While Offerpad does rely on these contracts and the financing they provide in order to efficiently operate its business, if Offerpad were to receive notice from any
counterparty of its intent to terminate the relevant facility, Offerpad believes that it could transition to one or more alternative parties on commercially reasonable terms. As such, Offerpad believes that the loss of any of these credit facilities
would not result in a material disruption to Offerpad’s ability to operate its business.

 Offerpad notes that certain loan and security agreements with LL Private Lending Fund, L.P.
and LL Private Lending Fund II, L.P., as applicable, were filed due to Offerpad’s relationship with LL Capital Partners I, L.P., as required by Item 601(b)(10)(ii)(A) of Regulation S-K, even though they
are contracts entered into in the ordinary course of business. Other than such loan and security agreements, Offerpad respectfully submits that such agreements do not meet the definition of a material contract under the applicable provisions of
Regulation S-K and therefore are not required to be filed at this time.

 Should any
questions arise in connection with the filing or this response letter, please contact the undersigned at (202) 636-5500.

Sincerely,

 /s/ Jonathan Corsico

 Jonathan Corsico

Simpson Thacher & Bartl

United States securities and exchange commission logo
May 4, 2021
Robert D. Reid
Chief Executive Officer
Supernova Partners Acquisition Company, Inc.
4301 50th Street NW
Suite 300, PMB 1044
Washington, D.C. 20016
Re:Supernova Partners Acquisition Company, Inc.
Registration Statement on Form S-4
Filed April 7, 2021
File No. 333-255079
Dear Mr. Reid:
            We have reviewed your registration statement and have the following comments.  In
some of our comments, we may ask you to provide us with information so we may better
understand your disclosure.
            Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.
Registration Statement on Form S-4 filed April 7, 2021
Cover Page
1.Revise to limit the length of the cover page and reduce legalistic presentation of key
information, including dense embedded lists.  For example, revise the second paragraph to
reduce the embedded lists and definitions, and clearly describe the dual class structure
providing Mr. Bair’s approximately 36% voting power despite holding only 5.4% of the
common stock.  Additionally, please quantify the aggregate purchase price and source of
funds, including the PIPE investors.  See Item 501(b) of Regulation S-K and Rule 421 of
Regulation C.

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Comparative Per Share Data, page 35
2.Please revise to include the information required by Item 3(f) of Form S-4 for both SPNV
and Offerpad or tell us why you do not believe such information is required.
Risk Factors, page 38
3.Please revise the first full risk factor on page 68 to also quantify the approximately $46
million of expenses identified in Note E on page 177.
Structure of the Transactions, page 81
4.Please revise the diagram on page 82 to reflect the relative voting power as impacted by
the Class B.  Please also show the ownership assuming a significant amount of
redemptions in addition to the assumption of no redemptions.
Background of the Transactions, page 98
5.Please revise to clarify the term “active search” and clarify the timeline of the activities
“[d]uring the search process,” including the engagement with more than 65 potential
targets, as they relate to the January 19, 2021 contact by a representative of J.P. Morgan.
6.Please expand the disclosure in this section to include a more detailed description of the
negotiations surrounding the term sheet and material terms of the business combination
and ancillary agreements, such as the cash consideration to target equity holders, “Sponsor
Earnout,” high vote feature, registration rights agreement, and target private placement
size. In this regard, we note it appears the SPNV IPO did not anticipate a high vote, dual
class structure.  Please explain who initiated the principal terms, amounts and features,
how the amounts were determined, and describe how the total consideration and other
features changed over the course of the negotiations until the parties arrived at the final
agreement.  Currently you reference “the key terms of the Transactions” and identify
meetings where updates of certain terms were made, but you do not specify material
changes to such terms and how they evolved into the terms considered and approved by
the board.
7.We note the discussion of prospective financial information and the statement on page 106
that “none of Offerpad, SPNV or any of their independent auditors express an opinion or
any other form of assurance with respect thereto or the achievability thereof, and assume
no responsibility for, and disclaim any association with, the prospective financial
information.”  Please revise to clearly explain the purpose of the referenced disclosure and
how it relates to you, and remove statements suggesting you are not responsible for the
disclosure.
8.Please revise to disclose the principal assumptions underlying the 5 bullet points on pages
105-106.

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 Comapany NameSupernova Partners Acquisition Company, Inc.
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Supernova Partners Acquisition Company, Inc.
May 4, 2021
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Interests of Certain Persons in the Business Combination, page 107
9.With respect to securities held by the Sponsor, SPNV’s officers and directors and
affiliates, please revise here and on page 63 to quantify the return they would receive on
their initial investment based on the current value as of the most recent practicable date.
Please also quantify the reimbursement of out-of-pocket expenses as of the most recent
practicable date if material, and address the compensation that may be received under the
Sponsor Earnout provision.
US Federal Income Tax Considerations , page 129
10.We note the statement that this “is a summary only.”  Please clarify whether the tax
disclosure is intended to constitute the opinion of Simpson Thacher & Bartlett LLP or
whether a separate long form tax opinion will be provided.
Information about Offerpad , page 147
11.Please revise pages 151, 182-183 or where appropriate to expand on the nature of your
existing markets and address the principal barriers to entering new markets.  For example,
it is unclear what "our target price range," “affordable median sales prices,” “expanding
the price points” and “lower price point markets” mean when you do not provide
approximate quantification of the median home prices in your current operations.  It is
also unclear if barriers to entering new markets relate primarily to the availability of
MSAs with sufficient homes for sale in your target range, local or state regulations
relating to the purchase and sale of homes, availability of a skilled workforce, or
otherwise.
12.Please revise to further clarify how you incur expenses and generate revenues, and
distinguish between sales of homes you acquire and sales by homeowners.  For example,
do you acquire the home regardless of how it is sold on your platform?  Are Flex sales a
significantly lower percentage of your total sales?  How do buyer agents and "real estate
agents for [your] brokerage business" factor into the Express and Flex processes?  Do you
receive a commission or fee for sales by home owners to third parties?  Do you generate
significant revenues from the “ancillary services”?  Additionally, to put the “$7 billion of
transaction value” in context, revise to explain and quantify the portion you receive as
revenue from transactions and any other associated fees.  Please also clarify the extent to
which the fees, revenues or margins are materially different depending on the type of
revenue stream.
Offerpad's Management's Discussion and Analysis , page 179
13.We note the statements on page 184 regarding metrics deemed important in measuring
business performance.  We also note references to "average days to sale" on page 42 and
"average inventory holding period" on page 183.  Please revise the discussion of year to
year results of operations to address material trends in the key performance measures used

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by the company.
Non-GAAP Financial Measures, page 183
14.We note that the net inventory impairment adjustment includes current period costs and
prior period costs to arrive at adjusted gross profit. Please revise your disclosure for your
adjusted gross profit measure to separately quantify the net inventory impairment
adjustment amounts that relate to current period costs associated with homes that remain
in inventory at period end and prior period costs associated with homes sold in the period
presented.
General
15.We note that J.P. Morgan Securities LLC and Jefferies LLC served as book-running
managers of your IPO and will receive deferred underwriting commissions.  On page 100
you disclose that J.P. Morgan and Jefferies will service as joint placement agents in
connection with the PIPE Investment.  Additionally, on page 63 you disclose that your
experienced combined with your financial advisors, including Jefferies LLC, enabled you
to perform the necessary analyses and make determinations regarding the transactions.
Please revise to clearly describe the additional services that the underwriters provided you,
the cost of those services and whether the services were conditioned on the completion of
the business combination.  Additionally, please consider adding a risk factor and other
disclosure that discusses the conflict of interest that the underwriter may have had in
providing such services given the deferred underwriting compensation.
Exhibits
16.We note Inventory Financing on page 183 and the discussion of your reliance on credit
facilities in Risk Factors.  Please file the credit facilities used for inventory financing or
advise us why they are not material.

            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
            Refer to Rules 460 and 461 regarding requests for acceleration.  Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
            You may contact Isaac Esquivel at 202-551-3395 or Shannon Menjivar at 202-551-3856
if you have questions regarding comments on the financial statements and related

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 Comapany NameSupernova Partners Acquisition Company, Inc.
 May 4, 2021 Page 5
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May 4, 2021
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matters.  Please contact Jonathan Burr at 202-551-5833 or James Lopez at 202-551-3536 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction