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As the company’s first-ever Chief Blockchain Officer, Geoff co-leads Roofstock’s web3 team and initiatives with Sanjay Raghavan, including building out and launching a new business unit “moonshot project” to buy and sell homes using web3 technology. Our initial home sale went viral with its launch in October 2022. Check it out at www.onchain.roofstock.comSample Impact:• Co-led yearlong effort to create and launch innovative method to buy and sell homes in one-click transactions using NFT smart contracts. Navigated legal (federal and all 50 states), risk, and technical issues—identity authentication, securities compliance, money transmission, KYC/AML, lending laws, consumer protection, IP, taxes, and more—to buy and sell real world assets using ERC-721 smart contracts. • Built and co-managed 8-member team, including product, engineering, marketing, and design.

Structured and built in-house legal and compliance teams from scratch. Scaled legal department through hypergrowth phase (approx. 100 to 500 employees in 2 years). Advised on all areas of the business, including regulatory frameworks, board expansion and corporate governance. Sample Impact in Corporate Transactions and Corporate Finance:• Advised on and structured two acquisitions: a financial services app for rental properties (to manage banking, rental collection, taxes, etc.), and a tech-forward property management company. • Structured and negotiated complex joint venture transactions with large global real estate and sovereign wealth investors. • Led equity and debt transactions, including Series D ($50MM), Series E ($240MM), venture debt facility, and multiple asset-based financing facilities (collectively exceeding $100MM).Sample Impact in Securities and Other Regulatory Compliance:• Co-led yearlong creation of Roofstock One, an innovative securities product—a novel REIT using a tracking stock structure that allows retail investors to purchase shares of single-family rental units based on individualized investment strategy. Extensive legal and tax preparation for Regulation A+ offering (though ultimately offered as a private placement).• Built overall compliance strategy and framework for real estate brokerage operations. Formulated strategies based on numerous 50-state analyses of applicable state law, including real estate real estate brokerage laws, property management regulations and mortgage broker laws. Prompted redesign of business model and sales practices to enable the next phase of scalable growth. Sample Impact in Business Operations:• Negotiated and prepared agreements for SaaS, BaaS, property management, and other service and vendor contracts.• Partnered with HR on compensation (options), employee contracts, COVID-related reduction in force, employee terminations and disputes, and employment law compliance.

Represented Roofstock onChain as one of 10 early-stage web3 companies selected for initial cohort for Cypher Accelerator program in the Stevens Center for Innovation in Finance.

• Advised Anchorage on the creation of its crypto-lending platform• Drafted loan agreements and related documents; advised on multi-state lending matters and federal securities law issues; coordinated the analysis of tax, commodities, and banking matters with applicable legal experts, and designed the lending platform accordingly• Assisted Anchorage in obtaining a California Finance Lender license

• Legal and regulatory advisor to pre-launch fintech company using blockchain to make bank accounts and electronic payments available to unbanked companies in the US (in full compliance with applicable laws and regulations)• Developed the company’s regulatory strategy with respect to money transmitter and money services business licenses at the state and federal level (FinCEN)• Provided cross-border securities law advice on the company’s equity-fundraising strategy

First legal hire at fintech lending start-up. Reported to CEO and regularly presented to the Board. Ran all day-to-day legal and compliance issues for business operations, including board and corporate governance, HR matters, NDAs, vendor and supplier agreements, and LegalTech / IT solutions.Sample Impact:• Designed and created federal and 50-state securities and financial regulations compliance framework.• Structured, negotiated, and drafted documentation for $300MM forward flow loan purchase transactions.• Created template loan documents still used today (have been used to originate $1B+ in commercial loans). • Created a securitization program that issued $45MM+ of notes backed by the company’s loans.

Associate, recruited to ~10-lawyer growing office to run deals autonomously, particularly capital markets and private equity (e.g., KKR and Blackstone) transactions, including acquisition of commercial real estate assets, cross-border investments, high-yield bond offerings, and SEC disclosures and filings. Sample Impact:• Acted as lead associate in 10+ securities transactions for issuers and underwriters in private placements, liability management transactions and SEC-registered equity issuances, including a $5.5 billion equity offering, as well as on €500 million “green bond” offering named “Corporate Liability Management of the Year” by LatinFinance, 2015.• Served as lead for 4-member team represented US investment bank in a highly negotiated corporate restructuring and ~$250 million bridge loan involving Luxembourg- and Brazil-based subsidiaries of Israel-based software development company.

Associate, recruited to 10-lawyer office during Brazil’s economic boom to represent Brazilian companies (petrochemical, agriculture, construction, and other sectors) accessing international markets for the first time through New York-based global banks, and to represent US-based PE companies entering the Brazilian market. Sample Impact:• Personally negotiated, structured (with respect to NY law), and documented Brazil’s first-ever international securitization of sovereign credit ($1.2 billion), involving novel issues under both Brazilian constitutional law and US securities law. Unusual listing of Reg D securities on DTCC. Worked with a team of international tax, banking, and securities experts. • Acted as lead associate on 30+ cross-border bond issuances, equity offerings and liability management transactions under Rule 144A, Regulation S and Regulation D, with all offerings exceeding $250 million.

Corporate Associate in Structured Finance group during the heyday of securitization deals and derivative asset transactions, through the 2008 market collapse, and into a period of changes in risk tolerance, distressed deals, innovation in restructuring, and risk mitigation counselling. Led teams of up to 4 lawyers, plus support staff. Earned firm’s “Excellence in Mentoring Award” (2009).Sample Impact:• During Great Financial Crisis, selected as lead associate on 6+ member legal team for the FDIC in the securitization of $2+ billion of real estate loans issued by failed financial institutions. Negotiated with managing directors at PE purchasers, participated in structuring deals, and served as primary drafter of transaction documents for deal named “Structured Finance Deal of the Year” by The Banker, 2010.• Served on primary deal team advising managing directors and other senior executives at global investment banks (Barclays, Goldman Sachs, Credit Suisse, CapitalOne, Lehman Brothers, and others) on 30+ structured finance transactions, conduit placements, and commercial paper programs, with most issuances $1+ billion.

Associate, recruited to Big Three global management consulting firm to support acquisition strategies, corporate finance projects, marketing studies and corporate governance models.Sample Impact: • Prior to the Big Data era, segmented customer base (16 million clients) of leading multinational telecom firm—in the company’s first application of machine learning—to develop demand forecasts and model customer payment patterns for mobile and fixed lines.• Other projects included: developing sales and marketing plan for re-launch of international blockbuster drug in Brazil; structuring cross-border acquisitions for a global agricultural company; and performing financial valuations for the Corporate Finance group.