Tax withholding moves 4,151 CoStar (CSGP) shares for CTO Simuro

Rhea-AI Filing Summary

CoStar Group Chief Technology Officer Frank Simuro reported a tax-related share disposition. On February 15, 2026, he disposed of 4,151 shares of CoStar Group common stock in a tax-withholding transaction valued at $44.99 per share. After this withholding-related disposition, he directly owned 479,448 shares of common stock.

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^*

SIMURO FRANK

(Last) (First) (Middle)

C/O COSTAR GROUP, INC.

1201 WILSON BLVD.

(Street)

ARLINGTON VA 22209

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
COSTAR GROUP, INC. [ CSGP ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Technology Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/15/2026

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
Common Stock, par value $0.01 per share	02/15/2026		F		4,151	D	$44.99(1)	479,448	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. On February 13, 2026, the last preceding business day, the closing price of the Company's Common Stock on Nasdaq was $44.99.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Gene Boxer, Attorney-in-Fact	02/18/2026
	** 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 insider transaction did CoStar Group (CSGP) report for Frank Simuro?

CoStar Group reported that Chief Technology Officer Frank Simuro had 4,151 common shares disposed of in a tax-withholding transaction at $44.99 per share. This transaction was coded “F,” indicating payment of tax liability by delivering securities.

Was the CoStar (CSGP) insider transaction an open-market sale?

No, the transaction was not an open-market sale. It was coded “F,” meaning shares were disposed of to cover tax obligations by delivering securities, rather than being sold on the open market for investment purposes.

How many CoStar (CSGP) shares does Frank Simuro hold after the Form 4 filing?

After the tax-withholding disposition, Chief Technology Officer Frank Simuro directly holds 479,448 shares of CoStar Group common stock. This figure reflects his ownership following the 4,151-share tax-related transaction reported in the Form 4.

At what price were the CoStar (CSGP) shares valued in the tax-withholding transaction?

The 4,151 shares were valued at $44.99 per share. A footnote explains this reflects the February 13, 2026 Nasdaq closing price for CoStar Group common stock, the last preceding business day before the tax-withholding disposition.

What does transaction code “F” mean in the CoStar (CSGP) Form 4?

Transaction code “F” indicates payment of an exercise price or tax liability by delivering securities. In this case, it shows Frank Simuro’s shares were used to satisfy tax obligations, not to execute a discretionary buy or sell in the market.

What role does Frank Simuro hold at CoStar Group (CSGP)?

Frank Simuro serves as Chief Technology Officer at CoStar Group. His Form 4 filing reflects a tax-withholding disposition of 4,151 shares, while he continues to directly own 479,448 shares of the company’s common stock after the transaction.