Comstock CEO reports RSU conversions to common stock

Comstock Holding Companies, Inc. Chairman and CEO Christopher Clemente, a director and 10% owner, filed a Form 4 reporting the conversion of restricted stock units (RSUs) into Class A common stock.

Rhea-AI Filing Summary

Comstock Holding Companies, Inc. Chairman and CEO Christopher Clemente, a director and 10% owner, filed a Form 4 reporting the conversion of restricted stock units (RSUs) into Class A common stock. On January 11, 2026, RSUs were converted into 2,500, 2,729 and 2,724 shares of Class A common stock at $0.00 per share, all reported as indirectly owned. The filing also lists substantial additional Class A and Class B holdings held directly and through the reporting person’s spouse, various LLCs he owns or controls, and trusts for his children. Each RSU represents a right to receive one Class A share and the RSUs vest evenly in annual installments over a four-year period from the grant date.

Insider Trade Summary

7,953 shares exercised/converted

Exercise 13 txns

Insider Clemente Christopher

Role Chairman & CEO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units (RSUs)	2,500	$0.00	$0.00
Exercise	Restricted Stock Units (RSUs)	2,729	$0.00	$0.00
Exercise	Restricted Stock Units (RSUs)	2,724	$0.00	$0.00
Exercise	Class A Common Stock, $0.01 par value	2,500	$0.00	$0.00
Exercise	Class A Common Stock, $0.01 par value	2,729	$0.00	$0.00
Exercise	Class A Common Stock, $0.01 par value	2,724	$0.00	$0.00
holding	Class A Common Stock, $0.01 par value	--	--	--
holding	Class A Common Stock, $0.01 par value	--	--	--
holding	Class A Common Stock, $0.01 par value	--	--	--
holding	Class A Common Stock, $0.01 par value	--	--	--
holding	Class A Common Stock, $0.01 par value	--	--	--
holding	Class A Common Stock, $0.01 par value	--	--	--
holding	Class B Common Stock, $0.01 par value	--	--	--

Holdings After Transaction: Restricted Stock Units (RSUs) — 8,176 contracts (Indirect, See footnote); Class A Common Stock, $0.01 par value — 2,649,899 shares (Indirect, See footnote); Class A Common Stock, $0.01 par value — 174,990 shares (Direct); Class B Common Stock, $0.01 par value — 220,250 shares (Indirect, See footnote)

Footnotes (8)

1. F1. By the reporting person's spouse
2. F2. By CP Real Estate Services, LC, an entity wholly owned by the reporting person
3. F3. By Clemente Investment Management, LC, an entity controlled by the reporting person
4. F4. By FR 54, LLC, an entity controlled by the reporting person
5. F5. By Stonehenge Funding, LC, an entity controlled by the reporting person
6. F6. By various trusts for the benefit of the reporting person's children, of which the reporting person is currently the custodian
7. F7. Each restricted stock unit represents a contingent right to receive one share of CHCI Class A common stock
8. F8. Time-based restricted stock units that vest and convert into common stock evenly over a four-year period in annual installments that occur on each subsequent anniversary of the grant date

FAQ

What insider transaction did CHCI report for Christopher Clemente?

The Form 4 reports that Christopher Clemente converted restricted stock units into Class A common stock on January 11, 2026, with the resulting shares reported as indirectly owned.

How many CHCI shares were issued from RSU conversions on January 11, 2026?

RSUs converted into 2,500, 2,729, and 2,724 shares of CHCI Class A common stock, each transaction reported at $0.00 per share.

What type of securities were involved in the CHCI Form 4 filing?

The filing covers restricted stock units (RSUs) that convert into Class A common stock, along with reported holdings of Class A and Class B common stock.

How do the CHCI RSUs vest for Christopher Clemente?

The RSUs are time-based and vest and convert into common stock evenly over a four-year period, in annual installments on each anniversary of the grant date.

Are Christopher Clemente’s CHCI holdings direct or indirect?

The Form 4 shows both direct holdings of Class A common stock and indirect holdings through his spouse, entities he wholly owns or controls, and trusts for his children.

What classes of Comstock Holding Companies stock does Clemente report owning?

He reports ownership of Class A common stock both directly and indirectly, and Class B common stock indirectly through an entity associated with him.

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Accepted by SEC EDGAR 01/12/2026 - 04:51 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Clemente Christopher

(Last) (First) (Middle)

1900 RESTON METRO PLAZA

10TH FLOOR

(Street)

RESTON VA 20190

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Comstock Holding Companies, Inc. [ CHCI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman & CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/11/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock, $0.01 par value	01/11/2026		M		2,500	A	$0.00	83,829	I	See footnote(1)
Class A Common Stock, $0.01 par value	01/11/2026		M		2,729	A	$0.00	86,558	I	See footnote(1)
Class A Common Stock, $0.01 par value	01/11/2026		M		2,724	A	$0.00	89,282	I	See footnote(1)
Class A Common Stock, $0.01 par value								174,990	D
Class A Common Stock, $0.01 par value								752,749	I	See footnote(2)
Class A Common Stock, $0.01 par value								924,126	I	See footnote(3)
Class A Common Stock, $0.01 par value								684,601	I	See footnote(4)
Class A Common Stock, $0.01 par value								124,465	I	See footnote(5)
Class A Common Stock, $0.01 par value								74,676	I	See footnote(6)
Class B Common Stock, $0.01 par value								220,250	I	See footnote(4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units (RSUs)	(7)	01/11/2026		M			2,500	(8)	(8)	Class A Common Stock, $0.01 par value	2,500	$0.00	0.00	I	See footnote(1)
Restricted Stock Units (RSUs)	(7)	01/11/2026		M			2,729	(8)	(8)	Class A Common Stock, $0.01 par value	2,729	$0.00	2,729	I	See footnote(1)
Restricted Stock Units (RSUs)	(7)	01/11/2026		M			2,724	(8)	(8)	Class A Common Stock, $0.01 par value	2,724	$0.00	5,447	I	See footnote(1)

Explanation of Responses:

1. By the reporting person's spouse

2. By CP Real Estate Services, LC, an entity wholly owned by the reporting person

3. By Clemente Investment Management, LC, an entity controlled by the reporting person

4. By FR 54, LLC, an entity controlled by the reporting person

5. By Stonehenge Funding, LC, an entity controlled by the reporting person

6. By various trusts for the benefit of the reporting person's children, of which the reporting person is currently the custodian

7. Each restricted stock unit represents a contingent right to receive one share of CHCI Class A common stock

8. Time-based restricted stock units that vest and convert into common stock evenly over a four-year period in annual installments that occur on each subsequent anniversary of the grant date

Remarks:

	/s/ Christopher Clemente	01/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.