[Form 4] Douglas Elliman Inc. Insider Trading Activity

Rhea-AI Filing Summary

Form 4 highlight

Douglas Elliman Inc. (DOUG) filed a Form 4 reporting that Director Wilson White received a restricted stock award of 61,983 common shares on 06/28/2025 under the company’s 2021 Management Incentive Plan. The grant was recorded with transaction code “A” at a price of $0.00, reflecting equity compensation rather than an open-market purchase.

The award will vest 50 % on 06/28/2026 and 50 % on 06/28/2027, subject to continued service or earlier vesting upon death, disability, or change-of-control. Following the grant, White’s direct beneficial ownership totals 208,380 common shares. No derivative securities were reported.

While the transaction does not involve personal cash investment, it increases the director’s equity exposure and may strengthen alignment between management and shareholders.

Positive

• Director’s shareholding increases by 61,983 restricted shares, bringing total direct ownership to 208,380 and strengthening insider alignment.

Negative

• None.

Insights

Financial Analyst

TL;DR: Restricted stock grant raises director’s holdings; compensation-based, neutral cash impact, modestly positive alignment signal.

The award adds 61,983 shares to Wilson White’s position, taking his direct stake to 208,380 shares. Because the grant is part of regular board compensation and carries a $0 cost basis, it does not demonstrate open-market buying conviction. However, the additional equity meaningfully increases insider exposure and could better align the director’s incentives with shareholder returns. The absence of sales or derivative exercises suggests no negative sentiment. Overall impact is neutral-to-slightly-positive but not materially significant to the company’s valuation.

Corporate Governance Specialist

TL;DR: Equity grant reinforces board alignment; routine incentive practice, limited immediate market impact.

Issuing multi-year restricted stock to directors is standard governance for aligning long-term interests. The two-year vesting schedule encourages continuity through 2027 and links compensation to share performance. Because shares were not purchased with personal funds, the signal to outsiders is weaker than an open-market buy; nevertheless, a larger ownership stake can improve oversight quality. No red flags appear regarding timing or structure. Impact on share price is expected to be minimal.

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^*

Kennedy Lewis GP III LLC

(Last) (First) (Middle)

225 LIBERTY STREET, SUITE 4210

(Street)

NEW YORK NY 10281

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Douglas Elliman Inc. [ DOUG ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/28/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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	06/28/2025		A(1)(2)		61,983(3)	A	$0	120,958(3)	I	See Footnotes(4)(6)(7)
Common Stock	06/28/2025		A(1)(2)		61,983(3)	A	$0	120,958(3)	I	See Footnotes(5)(6)(7)

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

1. Name and Address of Reporting Person^*

Kennedy Lewis GP III LLC

(Last) (First) (Middle)

225 LIBERTY STREET, SUITE 4210

(Street)

NEW YORK NY 10281

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Kennedy Lewis Investment Holdings II LLC

(Last) (First) (Middle)

225 LIBERTY STREET, SUITE 4210

(Street)

NEW YORK NY 10281

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

KLIM Delta HQC3 LP

(Last) (First) (Middle)

225 LIBERTY STREET, SUITE 4210

(Street)

NEW YORK NY 10281

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

KLCP Fund III (EU) Master AIV LP

(Last) (First) (Middle)

225 LIBERTY STREET, SUITE 4210

(Street)

NEW YORK NY 10281

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

CHENE DAVID

(Last) (First) (Middle)

225 LIBERTY STREET, SUITE 4210

(Street)

NEW YORK NY 10281

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Richman Darren

(Last) (First) (Middle)

225 LIBERTY STREET, SUITE 4210

(Street)

NEW YORK NY 10281

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. On June 28, 2025, Douglas Elliman Inc. (the "Issuer") granted 61,983 shares of restricted Common Stock to David Chene, a member of the Issuer's Board of Directors (the "Board") in respect of his service on the Board. Mr. Chene holds the shares of restricted Common Stock for the benefit of KLIM Delta HQC3 LP ("KLIM Delta") and KLCP Fund III (EU) Master AIV LP ("KLCP Fund III", and together with KLIM Delta, the "Funds"). Because Mr. Chene serves on the Board as a representative of the Funds and their affiliates, Mr. Chene does not have a right to any economic interest in securities of the Issuer granted to him by the Issuer in respect of his Board position and the Funds are entitled to an indirect proportionate pecuniary interest in any securities granted to Mr. Chene by the Issuer in respect of Mr. Chene's Board position.

2. (Continued from footnote 1) Mr. Chene disclaims any direct beneficial ownership of the Issuer's securities to which this report relates and at no time has Mr. Chene had any economic interest in such securities except any indirect economic interest through interests in the Funds and their affiliates. The restricted stock award was granted under the Issuer's 2021 Management Incentive Plan, and vests in two equal annual installments on each of June 28, 2026 and June 28, 2027, subject to Mr. Chene's continued service through each such vesting date or earlier vesting upon Mr. Chene's death or disability or a change-of-control.

3. The 61,983 shares of restricted Common Stock are reported for each of the Funds as each has an indirect pecuniary interest.

4. As described in footnotes (1) and (2), the reported securities represent shares of restricted Common Stock in which KLIM Delta may be deemed to have an indirect proportionate pecuniary interest.

5. As described in footnotes (1) and (2), the reported securities represent shares of restricted Common Stock in which KLCP Fund III may be deemed to have an indirect proportionate pecuniary interest.

6. Kennedy Lewis GP III LLC ("Kennedy Lewis GP III") is the general partner of each of the Funds. Kennedy Lewis Investment Holdings II LLC ("Holdings II") is the managing member of Kennedy Lewis GP III. Holdings II is controlled by its board of managers. David Chene and Darren Richman, each a Manager of Holdings II, are the effective control persons of Holdings II. Each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman may be deemed to exercise voting and investment power over and thus may be deemed to beneficially own the securities held by the Funds due to their relationship with the Funds.

7. For purposes of Section 16 of the Securities Exchange Act of 1934, each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman disclaims beneficial ownership of the securities of the Issuer held directly by the Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of Kennedy Lewis GP III, Holdings II, David Chene or Darren Richman is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

Remarks:

David Chene, a Manager of Kennedy Lewis Investment Holdings II LLC, serves on the Board of Directors of Douglas Elliman Inc. (the "Issuer"). By virtue of their representation on the Board of Directors of the Issuer, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each of the reporting persons other than Mr. Chene are deemed directors by deputization of the Issuer.

	KENNEDY LEWIS GP III LLC, By: Kennedy Lewis Investment Holdings II LLC, its managing member, /s/ Anthony Pasqua, Title: Authorized Person	06/30/2025
	KENNEDY LEWIS INVESTMENT HOLDINGS II LLC, Name: /s/ Anthony Pasqua, Title: Authorized Person	06/30/2025
	KLIM DELTA HQC3 LP, By: Kennedy Lewis GP III LLC, its general partner, By: Kennedy Lewis Investment Holdings II LLC, its managing member, Name: /s/ Anthony Pasqua, Title: Authorized Person	06/30/2025
	KLCP FUND III (EU) MASTER AIV LP, By: Kennedy Lewis GP III LLC, its general partner, By: Kennedy Lewis Investment Holdings II LLC, its managing member, Name: /s/ Anthony Pasqua, Title: Authorized Person	06/30/2025
	DAVID CHENE, Name: /s/ David Chene	06/30/2025
	DARREN RICHMAN, Name: /s/ Darren Richman	06/30/2025
	** 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).
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FAQ

What insider transaction did Douglas Elliman (DOUG) report on 06/28/2025?

The company granted Director Wilson White 61,983 restricted common shares under its 2021 Management Incentive Plan.

How many Douglas Elliman shares does the director now own after the Form 4 filing?

Wilson White now holds 208,380 common shares directly.

What is the vesting schedule for the 61,983 restricted shares?

The award vests in two equal installments: 50 % on 06/28/2026 and 50 % on 06/28/2027.

Did the director pay cash for the newly acquired shares?

No. The shares were issued at $0.00 as part of an equity-based compensation grant.

Were any derivative securities reported in this Form 4?

No derivative securities were disclosed; the filing only lists common stock.

Does the filing indicate sales of Douglas Elliman shares by the insider?

No. The transaction code "A" shows an acquisition; no dispositions were reported.