CHCI (CHCI) CFO gets 17,652 RSUs and disposes of 614 shares

Rhea-AI Filing Summary

Comstock Holding Companies, Inc. (CHCI) reported insider equity activity by its Chief Financial Officer and EVP, Christopher Michael Guthrie. On January 15, 2026, he received 17,652 restricted stock units (RSUs), each representing the right to receive one share of CHCI Class A common stock. These RSUs are time-based and vest evenly over a four-year period in annual installments on each anniversary of the grant date.

On the same date, 1,423 RSUs were converted into an equal number of Class A common shares at a price of $0.00, and 614 shares of Class A common stock at $11.33 were disposed of under transaction code "F," indicating shares withheld or sold to cover taxes. After these transactions, Guthrie directly held 127,048 shares of Class A common stock and 4,266 RSUs.

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 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026

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	01/15/2026		M		1,423	A	$0.00	127,662	D
Class A Common Stock, $0.01 par value	01/15/2026		F		614	D	$11.33	127,048	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
Restricted Stock Units (RSUs)	(1)	01/15/2026		A		17,652		(2)	(2)	Class A Common Stock, $0.01 par value	17,652	$0.00	17,652	D
Restricted Stock Units (RSUs)	(1)	01/15/2026		M			1,423	(2)	(2)	Class A Common Stock, $0.01 par value	1,423	$0.00	4,266	D

Explanation of Responses:

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

2. 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 M. Guthrie	01/20/2026
	** 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).
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FAQ

What insider transactions did CHCI CFO Christopher Guthrie report on January 15, 2026?

Christopher Guthrie reported receiving 17,652 restricted stock units (RSUs), the conversion of 1,423 RSUs into Class A common stock at $0.00, and the disposition of 614 shares of Class A common stock at $11.33 per share.

How do the new RSUs granted to CHCI CFO Guthrie vest?

The 17,652 RSUs granted to Guthrie are time-based and vest evenly over a four-year period in annual installments on each subsequent anniversary of the grant date.

How many CHCI shares and RSUs does the CFO hold after these transactions?

Following the reported transactions, Guthrie directly held 127,048 shares of CHCI Class A common stock and 4,266 RSUs.

What does the transaction code "F" mean in the CHCI Form 4 filing?

In this Form 4, transaction code "F" applies to 614 shares of Class A common stock at $11.33 per share, indicating shares disposed of in connection with tax withholding on equity awards.

Did the CHCI CFO acquire common shares through option or RSU exercises?

Yes. On January 15, 2026, 1,423 RSUs were converted (transaction code "M") into 1,423 shares of Class A common stock at a price of $0.00 per share.

Are the RSUs reported by CHCI’s CFO settled in CHCI Class A common stock?

Yes. Each RSU represents a contingent right to receive one share of CHCI Class A common stock upon vesting and settlement, as stated in the footnotes.