[Form 4] Fathom Holdings Inc. Insider Trading Activity

Rhea-AI Filing Summary

Jennifer B. Venable, a director of Fathom Holdings Inc. (FTHM), reported acquisitions and existing holdings on Form 4. On 08/20/2025 she was recorded as acquiring 82,645 restricted stock units (RSUs) at no cash price, bringing her total beneficial ownership to 152,284 shares. The filing shows multiple fully vested stock options exercisable into common stock: 13,078 shares at $8.22, 2,273 shares at $44.00, 1,493 shares at $20.10, and 5,304 shares at $4.71. The RSUs vest in full on August 19, 2026. The form was signed by power of attorney on 08/21/2025.

Positive

• Significant equity alignment: Acquisition of 82,645 RSUs increases director's ownership to 152,284 shares.
• Retention incentive: RSUs vest in full on August 19, 2026, tying executive compensation to future performance.
• Existing vested options: Director holds exercisable options for 22,148 underlying shares with varied strike prices, indicating long-term alignment.

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Director received a sizeable grant of RSUs; holdings and vested options align with typical executive/director compensation.

The 82,645 RSU grant increases the director's alignment with shareholders by increasing equity stake without immediate cash outlay. The RSUs vest in full on 08/19/2026, creating a retention incentive through next year. Multiple previously granted options are fully vested and exercisable, but the filing shows no exercised options or sales, so no immediate dilution event or liquidity action is reported. This appears consistent with routine director compensation and retention practices rather than an unusual insider trading signal.

Securities/Compensation Analyst

TL;DR: Transaction is compensation-driven, not a market sale; limited immediate market impact.

The filing records 82,645 RSUs added at zero purchase price, increasing beneficial ownership to 152,284 shares. The listed stock options (totaling 22,148 underlying shares) are vested and exercisable at strikes from $4.71 to $44.00, but no exercises were reported. From an investor perspective this is a standard disclosure of equity-based compensation and realized activity is absent, so material short-term price impact is likely limited.

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^*

Venable Jennifer B.

(Last) (First) (Middle)

C/O FATHOM HOLDINGS INC.

2000 REGENCY PARKWAY DRIVE, SUITE 300

(Street)

RALEIGH 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/20/2025

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(1)	08/20/2025		A		82,645	A	$0	152,284	D(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
Stock Option (Right to Buy)	$8.22							(3)	08/11/2032	Common Stock	13,078		13,078	D
Stock Option (Right to Buy)	$44							(4)	02/28/2031	Common Stock	2,273		2,273	D
Stock Option (Right to Buy)	$20.1							(5)	11/03/2030	Common Stock	1,493		1,493	D
Stock Option (Right to Buy)	$4.71							(6)	04/16/2029	Common Stock	5,304		5,304	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of Fathom Holdings Inc. common stock.

2. Of these shares, 82,645 are restricted stock units and vest in full on August 19, 2026.

3. The option vested in full on August 12, 2023.

4. The option vested in full on March 1, 2022.

5. The option vested in full on November 4, 2021.

6. The option vested in full on April 16, 2020.

	/s/ Donald R. Reynolds, by Power of Attorney	08/21/2025
	** 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 Jennifer B. Venable disclose on the FTHM Form 4 filed in August 2025?

She reported acquiring 82,645 restricted stock units (RSUs) on 08/20/2025, increasing her beneficial ownership to 152,284 shares.

When do the newly reported RSUs vest for FTHM director Venable?

The filing states the 82,645 RSUs vest in full on August 19, 2026.

Does the Form 4 show any option exercises or sales by the reporting person?

No. The Form 4 lists fully vested stock options exercisable into common stock but reports no exercises or sales.

How many shares are underlying the vested options reported by the director?

The filing lists options for 13,078, 2,273, 1,493, and 5,304 underlying shares, totaling 22,148 shares.

Who signed the Form 4 and when was it signed?

The Form 4 was signed by Donald R. Reynolds, by Power of Attorney on 08/21/2025.