Compass (NYSE: COMP) CEO logs RSU vesting and tax share withholding

Rhea-AI Filing Summary

Compass, Inc. Chairman and CEO Robert L. Reffkin reported RSU vesting and related share activity on February 4, 2026. He acquired 1,154,593 shares of Class A common stock at $0 upon settlement of RSUs, then had 638,797 shares withheld by Compass at $11.98 to cover taxes, leaving 515,796 shares held directly.

After these transactions, he also held derivative awards of 1,629,254 and 1,019,899 RSUs, each convertible into Class A shares. Indirectly, entities and trusts associated with him held 7,828,116 shares of Class A common stock, as detailed across several family trusts and an investment corporation.

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^*

Reffkin Robert L.

(Last) (First) (Middle)

C/O COMPASS, INC.

110 FIFTH AVENUE, 4TH FLOOR

(Street)

NEW YORK NY 10011

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Compass, Inc. [ COMP ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman and CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/04/2026

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	02/04/2026		M		1,154,593	A	$0(1)	1,154,593	D
Class A Common Stock	02/04/2026		F(2)		638,797	D	$11.98	515,796	D
Class A Common Stock								7,828,116	I	See Footnotes(3)

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 Unit (RSU)	(1)	02/04/2026		M			814,627	(4)	(4)	Class A Common Stock	814,627	$0	1,629,254	D
Restricted Stock Unit (RSU)	(1)	02/04/2026		M			339,966	(5)	(5)	Class A Common Stock	339,966	$0	1,019,899	D

Explanation of Responses:

1. Each RSU represents a contingent right to receive one (1) share of the Issuer's Class A Common Stock upon settlement.

2. Represents shares withheld by Issuer to satisfy tax withholding obligations on the vesting of RSUs.

3. Represents (i) 4,148,000 shares of Class A Common Stock owned by the 2021 Reffkin Remainder Interest Trust, (ii) 3,190,870 shares of Class A Common Stock owned by the Reffkin Investment II Corp, (iii) 411,111 shares of Class A Common Stock owned by The Ruth Reffkin Family Trust and (iv) 78,135 shares of Class A Common Stock owned by the Reffkin 2022 Family Trust.

4. The RSUs vest as to 25% of the total shares on each of January 1, 2025, January 1, 2026, January 1, 2027 and January 1, 2028, subject to the Reporting Person's provision of service to the Issuer on each vesting date.

5. The RSUs vest as to 25% of the total shares on each of January 1, 2026, January 1, 2027, January 1, 2028 and January 1, 2029, subject to the Reporting Person's provision of service to the Issuer on each vesting date.

Remarks:

	/s/ Ethan Glass, as attorney-in-fact	02/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did Compass (COMP) CEO Robert Reffkin report in this Form 4?

Robert Reffkin reported RSU vesting into Class A shares and related tax share withholding. He acquired 1,154,593 shares at $0 from RSUs, then had 638,797 shares withheld at $11.98 for taxes, leaving 515,796 Class A shares held directly afterward.

How many Compass (COMP) shares does the CEO hold directly after this transaction?

After the reported RSU vesting and tax withholding, Robert Reffkin directly held 515,796 shares of Compass Class A common stock. This figure reflects 1,154,593 shares received from RSU settlement, reduced by 638,797 shares withheld by the company to satisfy tax obligations on the vesting.

How many Compass (COMP) shares are held indirectly through entities and trusts?

Indirectly, entities and trusts associated with Robert Reffkin held 7,828,116 Compass Class A shares. These include 4,148,000 shares in the 2021 Reffkin Remainder Interest Trust, 3,190,870 in Reffkin Investment II Corp, 411,111 in The Ruth Reffkin Family Trust, and 78,135 in the Reffkin 2022 Family Trust.

What RSU awards for Compass (COMP) does the CEO still hold after this filing?

Following the February 4, 2026 transactions, Robert Reffkin beneficially owned 1,629,254 RSUs from one grant and 1,019,899 RSUs from another. Each RSU represents a contingent right to receive one Compass Class A share upon settlement, according to the filing’s footnotes.

How are the Compass (COMP) CEO’s RSUs scheduled to vest?

One RSU grant vests 25% on January 1 of 2025, 2026, 2027, and 2028, conditioned on continued service. A second grant vests 25% on January 1 of 2026, 2027, 2028, and 2029, also subject to the CEO continuing to provide services on each vesting date.

Were any Compass (COMP) shares in this Form 4 sold on the market by the CEO?

The filing shows 638,797 Compass Class A shares with transaction code F, described as shares withheld by the issuer to satisfy tax withholding obligations on RSU vesting. The document characterizes these as tax withholdings, not open-market sales by Robert Reffkin.