[Form 4] Claros Mortgage Trust, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Priyanka Garg, Executive Vice President - Portfolio and Asset Management at Claros Mortgage Trust, Inc. (CMTG), reported a transaction on 08/25/2025. The filing shows a net settlement of vested restricted stock units to satisfy tax withholding, resulting in a disposition of 24,302 shares at $3.46 per share. After the transaction, the reporting person beneficially owned 421,987 shares.

This appears to be a routine tax-withholding settlement of RSUs rather than an open-market sale or a new compensation grant. The Form 4 was signed by an attorney-in-fact on behalf of Ms. Garg on 08/27/2025.

Positive

• Retains substantial holding of 421,987 shares after the transaction, indicating continued economic interest in CMTG
• Transaction tied to RSU tax withholding, suggesting administrative nature rather than discretionary sale

Negative

• Disposition of 24,302 shares at $3.46 per share reduced the reporting person's stake
• No Rule 10b5-1 plan box checked on this form, so disposition appears not to be under a prearranged trading plan (noted absence rather than implication of wrongdoing)

Insights

Securities Analyst

TL;DR: Routine RSU net settlement for tax withholding; modest disposition relative to total holding, likely neutral for investors.

The Form 4 discloses a non-derivative disposition of 24,302 common shares via code F, which the filer explains as a net settlement of vested restricted stock units to satisfy tax withholding. The per-share price of $3.46 reflects the settlement value used to calculate the withholding. With 421,987 shares remaining beneficially owned, the transaction reduces holdings modestly and does not indicate a change in control or strategic shift. This is a common liquidity event tied to compensation mechanics rather than a signal of company-specific outlook changes.

Corporate Governance Expert

TL;DR: Transaction is administrative (tax withholding) and documented correctly; no governance red flags evident from the filing.

The filer is identified as an officer and the disclosure includes the nature of the transaction: net settlement of vested RSUs to satisfy taxes. The Form 4 includes signature by an attorney-in-fact and lists the reporting person’s title. There is no indication of a planned sale program or Rule 10b5-1 plan noted on this form. From a governance perspective, the filing is standard and compliant with Section 16 reporting requirements.

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).

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^*

Garg Priyanka

(Last) (First) (Middle)

C/O MACK REAL ESTATE CREDIT STRATEGIES

60 COLUMBUS CIRCLE, 20TH FLOOR

(Street)

NEW YORK NY 10023

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Claros Mortgage Trust, Inc. [ CMTG ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SEE REMARKS

3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025

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
Common Stock	08/25/2025		F(1)		24,302	D	$3.46	421,987	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. Represents net settlement of vested Restricted Stock Units in order to satisfy tax withholding obligations.

Remarks:

Executive Vice President - Portfolio and Asset Management

	/s/ Jeffrey D. Siegel, Attorney-in-Fact for Priyanka Garg	08/27/2025
	** 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 transaction did Priyanka Garg report on Form 4 for CMTG?

The Form 4 reports a net settlement of vested restricted stock units resulting in the disposition of 24,302 common shares on 08/25/2025 at $3.46 per share.

How many CMTG shares does the reporting person own after the transaction?

Following the reported transaction, the reporting person beneficially owned 421,987 shares of CMTG.

Was the disposition part of a 10b5-1 trading plan?

The Form 4 does not indicate that the transaction was made pursuant to a Rule 10b5-1(c) plan; the filer marked the transaction as a net settlement for tax withholding.

What was the reason given for the share disposition?

The filing explains the disposition as a net settlement of vested Restricted Stock Units to satisfy tax withholding obligations.

Who signed the Form 4 filing for Priyanka Garg?

The Form 4 was signed by Jeffrey D. Siegel, Attorney-in-Fact for Priyanka Garg on 08/27/2025.