Fathom Holdings Inc. filings document formal disclosures for its real estate services platform, including results of operations, conference-call materials, and segment-related updates for residential brokerage, mortgage, title and SaaS offerings. The company’s Form 8-K filings also record leadership changes at Fathom Realty, material definitive agreements, and public-company status disclosures.
Recent regulatory documents address capital-structure matters such as common stock underwriting agreements, subordinated secured debt, security agreements and subsidiary guarantees. They also include Nasdaq continued-listing compliance notices, emerging-growth-company status and exhibit materials tied to financial releases and transaction documents.
Marco Fregenal, Chief Executive Officer and a director of Fathom Holdings Inc. (FTHM), reported a gift disposition of 60,000 common shares on 08/28/2025 (Transaction Code G). After that transaction he beneficially owns 1,559,353 shares directly. He also has 5,056 shares attributed indirectly via his wife and 150,000 shares held in the Fregenal 2020 Irrevocable Trust for his children, of which he disclaims beneficial ownership.
Reported equity awards include 200,000 performance rights that convert to common stock if specified price targets are met and 50,000 performance rights with a later vesting/measurement date. Of the directly held shares, 54,499 are restricted and vest in full on September 1, 2025, and 200,000 restricted shares vest on the first, second and third anniversaries of November 15, 2024.
Form 144 notice for Fathom Holdings, Inc. (FTHM) reports a proposed sale of 92,395 common shares with an aggregate market value of $158,919.40 to be sold on 08/28/2025 through Merrill Lynch on the NASDAQ. The shares were acquired on 09/11/2018 by conversion of Series B into common stock and required no cash payment at acquisition. The filing also lists prior open-market sales by the same person in July 2025 totaling 201,100 shares for gross proceeds of approximately $294,115.25. The filer certifies no undisclosed material adverse information.
Fathom Holdings Inc. (FTHM) reporting person Scott N. Flanders acquired 82,645 restricted stock units on 08/20/2025 at no cash price, representing contingent rights to the same number of common shares that vest on August 19, 2026. After the reported transaction, Mr. Flanders beneficially owns 1,576,641 shares directly and 90,000 shares indirectly held in trust for his grandchildren. The filing also discloses a $1,000,000 senior secured convertible promissory note dated 09/25/2024 that converts into 235,294 shares (maturing 10/01/2026) and a stock option to buy 13,078 shares that vested in full on August 12, 2023. The Form 4 was signed by power of attorney on 08/21/2025.
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.
Fathom Holdings director David C. Hood reported on Form 4 that he acquired 82,645 restricted stock units on 08/20/2025 at no cash price, increasing his total beneficial ownership of common stock to 165,998 shares. The filing shows the 82,645 RSUs vest in full on August 19, 2026. The report also discloses existing vested stock options: an $8.22 option covering 13,078 shares, a $44 option covering 2,273 shares, and a $20.10 option covering 2,986 shares, all reported as directly held.
Fathom Holdings director Stephen H. Murray reported an acquisition of 82,645 restricted stock units (RSUs) on 08/20/2025. The filing shows the RSUs were granted at a $0 price and increase his reported beneficial ownership to 349,145 shares in total. The RSUs represent contingent rights to receive one share each and vest in full on August 19, 2026. The Form 4 was signed by power of attorney on 08/21/2025. No derivative transactions or cash purchases are reported; the disclosure lists only the issuance of RSUs and the resulting total beneficial ownership.
Fathom Holdings director Adam Rothstein reported acquiring 82,645 restricted stock units on 08/20/2025, each representing a contingent right to one share of FTHM common stock. The transaction is recorded as an acquisition at a $0 per-share price because these are restricted stock units rather than open-market purchases. After the award, Rothstein beneficially owns 913,046 shares in total. The filing notes that the 82,645 RSUs vest in full on 08/19/2026. The Form 4 was signed under power of attorney on 08/21/2025.
Marco Fregenal, Chief Executive Officer and Director of Fathom Holdings Inc. (FTHM), reported insider transactions dated 08/20/2025. The filing shows a disposition of 1,619,353 shares of common stock and continued indirect holdings of 5,056 shares (held by spouse) and 15,000 shares (held in the Fregenal 2020 Irrevocable Trust). The report also records issuance/acquisition of performance rights: 200,000 performance rights granted on 08/20/2025 (underlying 200,000 shares, $0 exercise price, exercisable by 08/20/2028) and 50,000 performance rights exercisable 11/15/2034. Certain restricted shares and vesting schedules are disclosed and the form is signed by power of attorney on 08/21/2025.
Fathom Holdings Inc. reported results of its 2025 annual shareholder meeting. Shareholders approved an amendment to the 2019 Omnibus Stock Incentive Plan, increasing the plan’s share reserve by 1,300,000 shares, from 7,360,778 to 8,660,778 shares of common stock.
Six directors—Marco Fregenal, Scott Flanders, David Hood, Stephen Murray, Adam Rothstein, and Jennifer Venable—were elected to one-year terms, each receiving strong support based on the reported vote totals. Shareholders also ratified the appointment of Deloitte & Touche LLP as the company’s independent registered public accounting firm for the year ending December 31, 2025.
Fathom Holdings Inc. reported meaningful top-line growth alongside continued operating losses. Total revenue for the quarter reached $121.4 million (six months $214.6 million), driven by a 25.4% increase in transaction volume and a higher average revenue per transaction. Despite revenue gains, the company recorded a net loss of $3.6 million for the quarter and $9.2 million for the six months, and adjusted EBITDA for the quarter was essentially breakeven at $29 thousand. Liquidity is constrained with $4.9 million of cash and $5.1 million of total cash and restricted cash at June 30, 2025, partially offset by a March equity offering that generated $2.9 million net proceeds and proceeds from the prior insurance sale with $3.0 million remaining receivable. Notable items include the November 2024 acquisition of My Home Group, repayment of a prior convertible note, a $5.0 million convertible note outstanding, a Bank B warehouse covenant waiver request, and recorded NAR-related settlement liabilities totaling $2.95 million on the balance sheet.