Comstock (CHCI) director sells 2,292 shares under 10b5-1 plan

Rhea-AI Filing Summary

James A. MacCutcheon, a director of Comstock Holding Companies, Inc. (CHCI), reported the sale of 2,292 shares of Class A common stock on 08/14/2025. The reported weighted-average sale price was $15.06 per share, with individual trades ranging from $15.00 to $15.19. After the reported transactions, the reporting person beneficially owned 141,124 shares, held directly. The filer indicated the sale was made pursuant to a written plan intended to satisfy the Rule 10b5-1(c) affirmative defense. The reporting person signed the Form 4 on 08/15/2025 and offered to provide trade-level details upon request.

Insights

Securities Analyst

TL;DR: Director sold 2,292 CHCI shares at a $15.06 weighted-average price under a 10b5-1 plan; remaining beneficial ownership is 141,124 shares.

The reported transaction is a straightforward insider disposition executed in multiple trades on 08/14/2025 with prices between $15.00 and $15.19, producing a weighted-average price of $15.06. The filer checked the box indicating the sale was made pursuant to a written plan intended to satisfy Rule 10b5-1(c), which suggests pre-planned timing rather than opportunistic trading. The disclosure includes an offer to provide detailed trade-level prices and quantities on request, which supports transparency. On its face, this Form 4 is a routine disclosure of an insider sale.

Corporate Governance Expert

TL;DR: Routine Form 4 filing shows compliance with disclosure rules and use of a Rule 10b5-1 plan for an insider sale of CHCI stock.

The filing identifies James A. MacCutcheon as a director and reports a disposal of 2,292 shares at a weighted-average price of $15.06. The affirmative indication of a 10b5-1 plan and the signed certification on 08/15/2025 reflect adherence to Section 16 reporting and insider-trading disclosure protocols. The filing does not include derivative transactions or amendments. From a governance perspective, the document is a compliant, routine disclosure without additional context on intent or company impact.

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).

X

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^*

MACCUTCHEON JAMES A

(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		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2025

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	08/14/2025		S		2,292	D	$15.06(1)	141,124	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. This transaction was executed in multiple trades at prices ranging from $15.00 to $15.19 USD; the price reported above reflects the weighted averagesale 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.

Remarks:

	/s/ James A. MacCutcheon	08/15/2025
	** 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.

FAQ

What did the CHCI Form 4 filed by James A. MacCutcheon report?

The Form 4 reported the sale of 2,292 shares of Class A common stock on 08/14/2025 at a weighted-average price of $15.06 per share.

Was the sale by the CHCI director part of a 10b5-1 plan?

Yes. The filer checked the box indicating the transaction was made pursuant to a written plan intended to satisfy Rule 10b5-1(c).

How many CHCI shares does the reporting person own after the sale?

After the reported transaction, the reporting person beneficially owned 141,124 shares of Class A common stock.

What price range was reported for the shares sold in the CHCI Form 4?

The individual trades occurred at prices ranging from $15.00 to $15.19, with a weighted-average price of $15.06.

When was the Form 4 signed by the reporting person?

The Form 4 was signed by James A. MacCutcheon on 08/15/2025.