EXP WORLD HOLDINGS, INC. (OTCMKTS:EXPI) Files An 8-K Entry into a Material Definitive Agreement

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EXP WORLD HOLDINGS, INC. (OTCMKTS:EXPI) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement.

The information included in Item 3.02 of this Current Report on
Form 8-K relating to the Subscription Agreement (as defined
therein) is incorporated by reference into this Item 1.01. A copy
of the Subscription Agreement is filed herewith as Exhibit 10.1.

Item 3.02. Unregistered Sales of Equity
Securities.

On December 30, 2016, eXp World Holdings, Inc., a Delaware
corporation (the Company) entered into a common stock
subscription agreement (the Subscription Agreement) with certain
accredited investors (collectively, the Investors) relating to
the issuance and sale of the Companys common stock in a private
placement.

On December 30, 2016, the Company closed the private placement
and sold a total of 233,846 shares of restricted common stock
(the Shares) to the Investors at $3.25 per share, for aggregate
consideration of $760,000 and total financial advisor fees of
$63,308.

The Shares were issued in reliance upon the exemptions from
registration under the Securities Act of 1933, as amended,
provided by Section 4(a)(2) and Rule 506 of Regulation D
promulgated thereunder. The Investors in the private placement
are accredited investors as that term is defined in Rule 501 of
RegulationD and acquired the Shares for investment only and not
with a present view toward, or for resale in connection with, the
public sale or distribution thereof.

Item 5.02: Departure of Directors or Principal Officers;
Election of Directors; Appointment of Principal Officers;
Compensatory Arrangements of Certain Officers.

eXp World Holdings, Inc. (the Company) announced the appointment
of Laurie A. Hawkes as an independent member of the Companys
Board of Directors, effective as of January 2, 2017. The Board
increased its size from six to seven members and appointed Ms.
Hawkes to fill the vacancy, to the Companys Bylaws. Following on
the addition of independent directors Rick Miller and Randall
Miles in July 2016, independent directors now comprise a majority
of the Companys Board.

Laurie A. Hawkes Independent Director

Ms. Hawkes was appointed as an independent Board member effective
January 2, 2017. Ms. Hawkes has held leadership positions as an
investment banker, private real estate equity investor and
successful entrepreneur. Beginning in 2008, she co-founded
American Residential Properties, LLC, ARP Phoenix Fund I, and
American Residential Management, Inc., to invest in and manage
single-family rental housing. Subsequently, in 2012, Ms. Hawkes
co-founded American Residential Properties, Inc., a REIT, and led
the financing and operations from a start-up entity to a $2
billion enterprise. Ms. Hawkes currently serves as President,
Chief Operating Officer and a member of the Board of Directors of
American Residential Properties, Inc. Ms. Hawkes co-led the
initial public offering of American Residential Properties, Inc.,
which listed on the New York Stock Exchange in May 2013 and
subsequently was merged with American Homes 4 Rent (NYSE: AMH) in
March 2016.

From 1995 to 2007, Ms.Hawkes worked at U.S. Realty Advisors, a
$3billion real estate private equity firm, becoming a Partner in
1997 and serving as President of the firm and Head of
Acquisitions from 2003 to 2007. In the fifteen years prior to
joining U.S. Realty Advisors, Ms.Hawkes was a Wall Street
investment banker specializing in real estate and mortgage
finance. From 1993 to 1995, Ms.Hawkes was a Managing Director in
the Real Estate Investment Banking Division at CS First Boston
Corp., and, from 1979 to 1993, was a Director in the Real Estate
Investment and Mortgage Banking Departments at Salomon Brothers
Inc. Throughout her career, Ms. Hawkes has structured and
negotiated more than $20 billion in corporate finance and real
estate transactions including common stock offerings, convertible
exchange notes, corporate secured and unsecured credit
facilities, and real estate acquisitions. She has securitized
debt transactions for all property types by utilizing numerous
sources of financing, including private equity, capital markets,
financial institutions and direct institutional investors.

Ms. Hawkes has had public, private and nonprofit board
experience, including American Residential Properties, Inc., and
the Board of Trustees for Bowdoin College where she served on the
governing boards for 22 years. She presently serves on the boards
of Broadstone Net Lease and Broadtree Residential, both privately
owned REITs. In addition, she has been active for many years in
leadership roles with Opportunity International, an international
non-profit organization which focuses in large part on
micro-finance for women.Ms. Hawkes is a former principal of the
NASD, former member of the Urban Land Institute, and most
recently, was the recipient of Housingwires Women of Influence
for Top Women Business Leaders in 2014 and 2015 honoring her work
in the housing sector. Ms. Hawkes is an accomplished public
speaker for real estate and housing related conferences. She
received a Bachelor of Arts from Bowdoin College and a Masters in
Business Administration from Cornell University.

Ms.Hawkes is amply is qualified to serve as a director due to her
extensive experience as an investment banker focusing on the real
estate and mortgage industries, and her experience as an
executive at a private equity firm focusing on real estate
investment acquisition and financing. Ms. Hawkes does not have
any current or prior relationship with the Company that would
require disclosure under Item 404(a) of Regulation S-K.

In connection with Ms. Hawkes appointment as an independent
director, the Company has agreed to compensate her as follows:

Cash of $75,000 per year;
The award of stock options to purchase One Million
(1,000,000) shares of the Corporations restricted common
stock (the Shares) at an exercise price equal to fair market
value on the grant date, with the Shares vesting over a three
year period in equal monthly installments; and
Reimbursement of expenses reasonably incurred in the
performance of duties as a Board member.

On January 5, 2017, the Company issued a press release announcing
the appointment of Ms. Hawkes to the Board. A copy of the press
release is filed with this Form 8-K as Exhibit 99.1.

Separately, Mr. Peter Nobel resigned as Chief Operating Officer
of eXp World Holdings, Inc. effective January 1, 2017. The Board
of Directors accepted Mr. Nobels resignation as Chief Operating
Officer of the Company and thanked him for his dedicated service
in that capacity. Mr. Nobel transitioned to the role of Vice
President of Engineering, effective as of January 1, 2017.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

Number

Description
10.1 Form of Common Stock Subscription Agreement
99.1 Press release dated January 5, 2017


About EXP WORLD HOLDINGS, INC. (OTCMKTS:EXPI)

eXp World Holdings, Inc., formerly eXp Realty International Corporation, is a cloud-based real estate company. The Company’s segments include Real Estate Brokerage Services, Mortgage Origination Services, and Corporate and Other. It operates over the Internet through its Website, http://exprealty.com and a cloud-based platform to provide its residential real estate brokerage services. Through its Website, buyers can search real-time property listings, and sellers list their properties and gain exposure across the various markets it operates within. It also provides buyers and sellers access to a network of professional, consumer-centric agents and brokers. It provides agents, teams of agents and brokerage-owners with the systems, support, professional development and infrastructure. This includes delivering around the clock access to collaborative tools and training for real estate brokers and agents. The Company also operates a loan brokerage origination company.

EXP WORLD HOLDINGS, INC. (OTCMKTS:EXPI) Recent Trading Information

EXP WORLD HOLDINGS, INC. (OTCMKTS:EXPI) closed its last trading session up +0.04 at 3.84 with 16,834 shares trading hands.