[Form 4] Comstock Holding Companies, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Comstock Holding Companies, Inc.’s Chief Operating Officer Timothy Steffan reported equity compensation activity and an option exercise. He exercised stock options for 15,000 shares of Class A common stock at $3.30 per share, converting previously granted options into shares. In connection with this and other equity awards, a total of 10,913 shares were withheld to cover tax obligations through dispositions coded as tax-withholding transactions, not open-market sales. Steffan also acquired 5,774 shares through the vesting of performance-based restricted stock units. After these transactions, he owns 110,507 shares of Class A common stock directly, with the option grant referenced now fully vested and exercisable.

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^*

Steffan Timothy

(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 Operating Officer

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	106,420	D
Class A Common Stock, $0.01 par value	03/17/2026		F		2,489(1)	D	$14.31(1)	103,931	D
Class A Common Stock, $0.01 par value	03/18/2026		M		15,000	A	$3.3	118,931	D
Class A Common Stock, $0.01 par value	03/18/2026		F		8,424	D	$15.2(2)	110,507	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
Stock Options (Right to Buy)	$3.3	03/18/2026		M			15,000	06/27/2022(3)	06/27/2028	Class A Common Stock, $0.01 par value	15,000	$0.00	35,000	D

Explanation of Responses:

1. Reflects vesting of performance-based restricted stock units

2. This transaction was executed in multiple trades at prices ranging from $15.06 to $15.34 USD; the price reported above reflects the weighted-average sale price. The reporting person hereby undertakes, upon request, to provide to Comstock Holding Companies, Inc. (the "Issuer"), any security holder ofthe Issuer, or the Securities and Exchange Commission, full information regarding the number of shares and prices at which the transaction was effected.

3. The stock options vested in four (4) equal annual installments, beginning on 6/27/2019 (the first anniversary of the grant date) and became fully vested and exercisable on this date

Remarks:

	/s/ Timothy J. Steffan	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 did CHCI’s COO report in this Form 4 filing?

Comstock Holding Companies’ COO Timothy Steffan reported exercising stock options for 15,000 shares and receiving 5,774 shares from performance-based awards. Shares were also withheld to cover taxes, and his direct holdings increased to 110,507 shares of Class A common stock.

Did the CHCI COO buy or sell shares in the open market?

The COO did not report any open-market purchases or sales. The filing shows an option exercise acquiring 15,000 shares and tax-withholding dispositions totaling 10,913 shares, which were used to cover tax obligations rather than discretionary market trades.

How many CHCI shares does the COO hold after these transactions?

Following the reported transactions, Timothy Steffan directly holds 110,507 shares of Comstock Holding Companies Class A common stock. This figure reflects the net result of option exercises, performance-based share vesting, and shares withheld to satisfy tax liabilities on those awards.

What stock options did the CHCI COO exercise in this Form 4?

He exercised stock options covering 15,000 shares of Class A common stock at an exercise price of $3.30 per share. The options vested in four equal annual installments beginning on June 27, 2019 and were fully vested and exercisable as of the transaction date.

What do the tax-withholding transactions mean in CHCI’s Form 4?

The Form 4 shows two transactions coded “F” totaling 10,913 shares, described as payment of tax liability by delivering securities. These represent shares withheld to cover taxes on equity compensation, not voluntary sales into the market by the COO.

What performance-based awards vested for CHCI’s COO?

A footnote explains that one transaction reflects vesting of performance-based restricted stock units. This vesting resulted in the acquisition of 5,774 shares of Class A common stock, with a portion of those shares subsequently withheld to satisfy related tax obligations.