CoStar Group (CSGP) marketplaces president reports forfeiture and tax share use

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

CoStar Group President, Marketplaces Frederick G. Saint reported two dispositions of CoStar Group common stock on February 19, 2026. He forfeited 17,583 shares to the company at $0.00 per share upon certification of performance results from a February 14, 2023 performance restricted stock grant. He also disposed of 2,149 shares at $49.07 per share to cover tax obligations, using shares to pay the exercise price or tax liability. After these transactions, he held 270,947 shares of CoStar Group common stock directly. The footnotes note that the closing price of the company’s common stock on Nasdaq on February 19, 2026 was $49.07 per share.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider SAINT FREDERICK G.

Role President, Marketplaces

Type	Security	Shares	Price	Value
Disposition	Common Stock, par value $0.01 per share	17,583	$0.00	--
Tax Withholding	Common Stock, par value $0.01 per share	2,149	$49.07	$105K

Holdings After Transaction: Common Stock, par value $0.01 per share — 273,096 shares (Direct)

Footnotes (1)

Shares forfeited from February 14, 2023 performance restricted stock grant upon certification of actual achievement of the performance goal by the Compensation Committee. On February 19, 2026, the closing price of the Company's Common Stock on Nasdaq was $49.07.

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Form 4 Insider Transactions: What Each Field Means →

02/23/2026 - 05:18 PM

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^*

SAINT FREDERICK G.

(Last)

(First)

(Middle)

C/O COSTAR GROUP, INC.

1201 WILSON BLVD.

(Street)

ARLINGTON

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)
	President, Marketplaces

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.01 per share	02/19/2026		D		17,583⁽¹⁾	D	$0	273,096	D
Common Stock, par value $0.01 per share	02/19/2026		F		2,149	D	$49.07⁽²⁾	270,947	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Shares forfeited from February 14, 2023 performance restricted stock grant upon certification of actual achievement of the performance goal by the Compensation Committee.

2. On February 19, 2026, the closing price of the Company's Common Stock on Nasdaq was $49.07.

Remarks:

	/s/ Gene Boxer, Attorney-in-Fact	02/23/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did CoStar Group (CSGP) report for Frederick G. Saint?

Frederick G. Saint reported two stock dispositions involving CoStar Group common shares. One was a forfeiture tied to a performance stock grant, and the other used shares to satisfy tax or exercise obligations on February 19, 2026.

How many CoStar Group (CSGP) shares did Frederick G. Saint forfeit?

He forfeited 17,583 CoStar Group common shares to the company at no stated value. The forfeiture related to a February 14, 2023 performance restricted stock grant after the Compensation Committee certified actual performance achievement.

How were taxes handled in Frederick G. Saint’s CoStar Group (CSGP) transaction?

He delivered 2,149 CoStar Group common shares at $49.07 per share to cover tax or exercise obligations. This disposition was recorded under code F, meaning shares were used to pay the liability instead of cash.

What is Frederick G. Saint’s CoStar Group (CSGP) shareholding after these transactions?

After the reported forfeiture and tax-withholding disposition, Frederick G. Saint directly owned 270,947 CoStar Group common shares. This figure reflects his remaining direct holdings following both February 19, 2026 transactions.

What stock price reference is given in the CoStar Group (CSGP) insider filing?

The filing notes that CoStar Group’s common stock closed at $49.07 per share on Nasdaq on February 19, 2026. This price matches the per-share value used in the 2,149-share tax-withholding disposition.