[Form 4] Fathom Holdings Inc. Insider Trading Activity

Rhea-AI Filing Summary

Fathom Holdings Inc. (FTHM) Form 4 summary: Director Joshua Harley reported the sale of 92,395 shares of Fathom common stock on 08/28/2025. The sales occurred in multiple transactions at prices ranging from $2.15 to $2.445, and the form states the reporting person will supply breakdowns of shares sold at each price upon request. After the reported transactions, Mr. Harley is shown as beneficially owning 3,135,406 shares directly and 2,073,378 shares indirectly. The indirect holdings include 1,710,346 shares held by three trusts where he serves as trustee and 363,032 shares held in a trust where an immediate family member is trustee.

Positive

• Substantial retained ownership: Reporting person continues to hold 3,135,406 shares directly and 2,073,378 shares indirectly
• Transparency on execution: Filing discloses sale price range ($2.15 to $2.445) and commits to provide per-price breakdowns on request
• Trust holdings disclosed: 1,710,346 shares held by three trusts where Mr. Harley is trustee, enhancing clarity on indirect holdings

Negative

• Insider disposition: Sale of 92,395 shares on 08/28/2025 represents a reduction in the reporting person's position
• Price range indicates variable execution: Shares were sold across a range of prices rather than a single fixed price

Insights

Corporate Governance Expert

TL;DR: Director sold a small portion of holdings but retains substantial direct and indirect ownership, including trust positions.

Mr. Harley executed a sale of 92,395 shares on 08/28/2025 across multiple prices between $2.15 and $2.445. The filing records substantial remaining ownership: 3,135,406 shares directly and 2,073,378 indirectly, with substantial trust holdings under his trusteeship. This disclosure is routine for insiders reducing liquid positions while maintaining control-level stakes via trusts. The filing includes an offer to provide per-price breakdowns, which supports transparency about the execution details.

Securities Analyst

TL;DR: Insider sale is disclosed but materiality appears limited given large residual holdings; execution price range provided.

The sale of 92,395 shares at prices from $2.15 to $2.445 is clearly disclosed and the form quantifies post-transaction holdings: 3,135,406 direct and 2,073,378 indirect. The presence of sizeable trust holdings (1,710,346 shares across three trusts) means the insider still retains significant exposure. The transaction date and price range are reported; no derivatives or other compensation changes are disclosed. From a market-impact perspective, the sale size relative to total reported holdings appears modest based on the filing alone.

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^*

Harley Joshua

(Last) (First) (Middle)

C/O FATHOM HOLDINGS INC.

2000 REGENCY PARKWAY DRIVE, SUITE 300

(Street)

CARY NC 27518

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Fathom Holdings Inc. [ FTHM ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/28/2025

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
Common Stock	08/28/2025		S		92,395	A	$2.376(1)	3,135,406	D
Common Stock								2,073,378	I(2)	See footnote (2)

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. The reported securities were sold in multiple transactions at prices ranging from $2.15 to $2.445. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

2. Includes an aggregate of 1,710,346 shares held by three trusts for which Mr. Harley serves as a trustee. Includes 363,032 shares held in a trust where an immediate family member serves as trustee.

	/s/ Donald R. Reynolds, by Power of Attorney	08/29/2025
	** 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

How many FTHM shares did Joshua Harley sell on 08/28/2025?

Mr. Harley sold 92,395 shares of Fathom common stock on 08/28/2025 as reported on the Form 4.

At what prices were the FTHM shares sold by the insider?

The reported sales occurred at prices ranging from $2.15 to $2.445; the filer offers to provide the per-price breakdown on request.

What are Joshua Harley's beneficial holdings in FTHM after the reported transactions?

Following the transactions, the Form 4 reports 3,135,406 shares directly and 2,073,378 shares indirectly beneficially owned.

What makes up the indirect holdings reported by the insider?

The indirect holdings include 1,710,346 shares held by three trusts for which Mr. Harley is trustee and 363,032 shares in a trust where an immediate family member is trustee.

Was this Form 4 filed by one reporting person or multiple?

The Form indicates it was filed by one reporting person (the box for one reporting person is checked).