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Claros Mortgage Trust (CMTG) CFO settles RSU taxes with 46K shares

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Claros Mortgage Trust President and CFO Mike McGillis reported a tax-related share disposition. On the vesting of Restricted Stock Units, 46,170 shares of common stock were net settled at $2.25 per share to cover tax withholding obligations, rather than sold on the open market.

After this tax-withholding transaction, McGillis directly holds 724,000 shares of Claros Mortgage Trust common stock. This type of Form 4 event is a routine compensation and payroll mechanism and does not represent a discretionary buy or sell decision.

Positive

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Negative

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Insider McGillis Mike
Role PRESIDENT AND CFO
Type Security Shares Price Value
Tax Withholding Common Stock 46,170 $2.25 $104K
Holdings After Transaction: Common Stock — 724,000 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Shares used for tax withholding 46,170 shares Net settlement of vested RSUs
Share value in transaction $2.25/share Valuation applied to withheld shares
Shares held after transaction 724,000 shares Direct ownership after tax-withholding disposition
Transaction type count 1 tax-withholding transaction F code disposition in this Form 4
Tax-withholding shares summary 46,170 shares TaxWithholdingShares in transaction summary
Restricted Stock Units financial
"Represents net settlement of vested Restricted Stock Units in order to satisfy tax withholding obligations."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
net settlement financial
"Represents net settlement of vested Restricted Stock Units in order to satisfy tax withholding obligations."
tax withholding obligations financial
"Represents net settlement of vested Restricted Stock Units in order to satisfy tax withholding obligations."
tax-withholding disposition financial
"transaction_action: tax-withholding disposition for the F code transaction."
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
McGillis Mike
(Last)(First)(Middle)
C/O MACK REAL ESTATE CREDIT STRATEGIES
60 COLUMBUS CIRCLE, 20TH FLOOR
(Street)
NEW YORK NEW YORK 10023
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Claros Mortgage Trust, Inc. [ CMTG ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
PRESIDENT AND CFO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock05/21/2026F(1)46,170D$2.25724,000D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents net settlement of vested Restricted Stock Units in order to satisfy tax withholding obligations.
/s/ Jeffrey D. Siegel, Attorney-in-Fact for Mike McGillis05/26/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Claros Mortgage Trust (CMTG) report for Mike McGillis?

Claros Mortgage Trust reported that President and CFO Mike McGillis had 46,170 common shares withheld to satisfy taxes on vested Restricted Stock Units. This was a net settlement for tax withholding, not an open-market purchase or sale of shares.

Was the Claros Mortgage Trust (CMTG) insider transaction an open-market sale?

No, the transaction was not an open-market sale. Shares were withheld in a net settlement to cover tax liabilities arising from vested Restricted Stock Units. This is a standard payroll mechanism rather than a discretionary sale decision by the executive.

How many Claros Mortgage Trust (CMTG) shares were used for tax withholding?

A total of 46,170 shares of Claros Mortgage Trust common stock were used to satisfy tax withholding obligations. These shares related to the vesting of Restricted Stock Units and were delivered for tax payment instead of being sold on the market.

At what price were the Claros Mortgage Trust (CMTG) shares valued in the tax-withholding transaction?

The shares used for tax withholding were valued at $2.25 per share. This valuation applied to the 46,170 shares net settled in connection with the vesting of Restricted Stock Units granted to President and CFO Mike McGillis.

How many Claros Mortgage Trust (CMTG) shares does Mike McGillis hold after this Form 4?

Following the tax-withholding disposition, Mike McGillis directly holds 724,000 shares of Claros Mortgage Trust common stock. This figure reflects his remaining direct ownership after 46,170 shares were used to cover tax obligations on vested Restricted Stock Units.

What does the F transaction code mean in the Claros Mortgage Trust (CMTG) Form 4?

The F transaction code indicates a tax-withholding disposition where shares are delivered to satisfy exercise price or tax liabilities. In this case, it reflects net settlement of vested Restricted Stock Units, not a typical open-market trade by the insider.