Compass Insider Filing: 316,724 RSUs Awarded to CFO Wahlers

Rhea-AI Filing Summary

Compass, Inc. reporting person Scott R. Wahlers 316,724 Restricted Stock Units (RSUs) on 08/25/2025. Each RSU converts to one share of Class A Common Stock upon settlement. The filing shows 316,724 shares beneficially owned following the grant and indicates the award price is $0. The RSUs vest 8.33% on December 15, 2025, then 6.25% quarterly through June 15, 2029, with a final 4.17% on August 15, 2029, each subject to continued service on the vesting dates. The form is signed by an attorney-in-fact on 08/26/2025.

Positive

• Long-term alignment: RSUs vest over multiple years, aligning the CFO/CAO with shareholder interests
• Retention focus: Regular quarterly vesting supports executive retention through 2029

Negative

• Potential dilution: 316,724 RSUs convert to shares upon settlement which could dilute existing shareholders (outstanding share count not provided)
• Concentration of compensation: Large single grant increases executive equity stake without disclosed performance conditions

Insights

Corporate Governance Expert

TL;DR: Large RSU grant to CFO/CAO aligns executive pay with shareholder value but concentrates compensation risk over multi-year vesting.

The 316,724 RSU award is a substantial equity grant that vests over nearly four years, which ties executive compensation to long-term share performance and retention. The zero purchase price indicates this is a service-based compensation award rather than a purchase. The staged vesting schedule with an initial smaller tranche and regular quarterly vesting thereafter suggests a design focused on retention and ongoing performance alignment. Materiality depends on Compass’s outstanding share count, which is not provided here; without that context, we cannot quantify dilution or percent ownership.

Compensation Analyst

TL;DR: The grant structure is typical of senior executive compensation, emphasizing multi-year retention and alignment with shareholders.

The award vests 8.33% then 6.25% quarterly and 4.17% at final date, a schedule that provides steady incremental vesting through 2029. The reporting shows direct beneficial ownership of 316,724 shares post-grant and an exercise/price of $0, indicating full-value RSUs rather than options. For investors, key missing data are total outstanding shares and any performance conditions; absent those, the grant should be viewed as a standard retention vehicle rather than an immediately dilutive cash transaction.

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
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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^*

Wahlers Scott R.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO & CAO

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

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)	08/25/2025		A		316,724		(2)	(2)	Class A Common Stock	316,724	$0	316,724	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. The RSU award vests as to 8.33% on December 15, 2025, 6.25% quarterly thereafter through June 15, 2029, and 4.17% on August 15, 2029, subject to the Reporting Person's provision of service to the Issuer on each vesting date.

Remarks:

	/s/ Bradley K. Serwin, as attorney-in-fact	08/26/2025
	** 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 Compass (COMP) file on 08/25/2025 regarding insider ownership?

The Form 4 reports that Scott R. Wahlers, CFO & CAO, was granted 316,724 RSUs on 08/25/2025, with 316,724 shares beneficially owned following the award.

What is the vesting schedule for the 316,724 RSUs reported by COMP?

The RSUs vest 8.33% on December 15, 2025, then 6.25% quarterly through June 15, 2029, and 4.17% on August 15, 2029, subject to continued service.

Was there a purchase price for the RSUs reported in the COMP Form 4?

The filing shows a price of $0, indicating these are full-value RSUs rather than priced purchases or options.

Who signed the Form 4 for the Compass insider filing?

The Form 4 was signed by Bradley K. Serwin, as attorney-in-fact on 08/26/2025.

Does the Form 4 disclose performance conditions for the RSU grant?

No performance conditions are disclosed in the filing; the award description references only service-based vesting dates.