Comstock (NASDAQ: CHCI) CFO RSUs vest; shares withheld for taxes

Rhea-AI Filing Summary

Comstock Holding Companies, Inc. Chief Financial Officer and EVP Christopher Michael Guthrie reported equity compensation activity involving Class A common stock. On March 17, 2026, he acquired 5,774 shares at $0.00 per share through the vesting of performance-based restricted stock units. On the same date, 2,489 shares were disposed of at $14.31 per share, with the filing stating these shares were withheld at fair market value on the vesting date to satisfy tax obligations. After these transactions, Guthrie directly owned 130,333 shares of Class A common stock. The activity reflects routine compensation vesting and related tax withholding rather than open-market buying or selling.

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

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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^*

Guthrie Christopher Michael

(Last) (First) (Middle)

1900 RESTON METRO PLAZA

10TH FLOOR

(Street)

RESTON VIRGINIA 20190

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer & EVP

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026

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

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

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

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	03/17/2026		A(1)		5,774	A	$0.00	132,822	D
Class A Common Stock, $0.01 par value	03/17/2026		F		2,489(2)	D	$14.31(2)	130,333	D

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

Explanation of Responses:

1. Reflects vesting of performance-based restricted stock units

2. Shares withheld at fair market value on vesting date

Remarks:

	/s/ Christopher M. Guthrie	03/19/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did CHCI's CFO report on March 17, 2026?

Comstock Holding Companies’ CFO Christopher Michael Guthrie reported vesting of 5,774 performance-based restricted stock units and withholding of 2,489 shares for taxes. These transactions involved Class A common stock as routine equity compensation rather than open-market trades.

How many CHCI shares does the CFO hold after the latest Form 4 filing?

After the reported transactions, Comstock’s CFO directly holds 130,333 shares of Class A common stock. This figure reflects the net impact of the performance-based restricted stock unit vesting and the tax-related share withholding disclosed in the Form 4.

Was the CHCI CFO’s March 2026 Form 4 a stock purchase or sale?

The Form 4 shows an equity grant vesting and tax withholding, not an open-market purchase or sale. Shares were acquired at no cost through vesting, and some were disposed of solely to cover tax obligations at fair market value.

What price was used for CHCI shares withheld for the CFO’s taxes?

The shares withheld for tax obligations were valued at $14.31 per share. This price represents the fair market value on the vesting date, according to the filing footnote describing the tax-withholding disposition transaction on March 17, 2026.

What type of equity award vested for CHCI’s CFO in March 2026?

The filing states that performance-based restricted stock units vested for the CFO. These units converted into 5,774 shares of Class A common stock, reflecting incentive compensation tied to performance conditions rather than a discretionary open-market share purchase.