Anywhere Real Estate Inc. (HOUS) CEO reports RSU tax share forfeitures

Rhea-AI Filing Summary

Anywhere Real Estate Inc. reported an insider equity transaction by its CEO, President and Director, Ryan M. Schneider, on 12/12/2025.

The Form 4 shows three dispositions coded “F” of common stock, $0.01 par value, in amounts of 94,232, 89,590 and 157,234 shares at a price of $14.59, leaving him with 2,516,052 shares beneficially owned directly after the last transaction. The shares were forfeited to satisfy tax withholding obligations upon partial vesting of restricted stock unit awards that were accelerated to mitigate potential impacts under Sections 280G and 4999 of the Internal Revenue Code in connection with a proposed merger with Compass, Inc..

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

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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^*

Schneider Ryan M.

(Last) (First) (Middle)

C/O ANYWHERE REAL ESTATE INC.

175 PARK AVENUE

(Street)

MADISON NJ 07940

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Anywhere Real Estate Inc. [ HOUS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/12/2025

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, $0.01 par value	12/12/2025		F		94,232(1)	D	$14.59	2,762,876	D
Common Stock, $0.01 par value	12/12/2025		F		89,590(1)	D	$14.59	2,673,286	D
Common Stock, $0.01 par value	12/12/2025		F		157,234(1)	D	$14.59	2,516,052	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares forfeited to satisfy tax withholding obligation upon partial vesting of restricted stock unit awards that were accelerated in order to mitigate impacts that could arise under Sections 280G and 4999 of the Internal Revenue Code of 1986, as amended, in connection with the proposed merger with Compass, Inc.

Remarks:

Exhibit 24.1 - Power of Attorney of Ryan M. Schneider* *Previously filed.

	/s/ Colleen Johnson, as attorney-in-fact for Ryan M. Schneider	12/16/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Anywhere Real Estate (HOUS) report for its CEO?

Anywhere Real Estate reported that CEO, President and Director Ryan M. Schneider forfeited shares of common stock on 12/12/2025 in a Form 4 filing.

How many Anywhere Real Estate (HOUS) shares were forfeited in the Form 4?

The Form 4 reports three separate dispositions coded “F” of 94,232, 89,590 and 157,234 shares of Anywhere Real Estate common stock, $0.01 par value.

At what price were the HOUS shares valued in the reported forfeitures?

Each of the share forfeitures by Ryan M. Schneider was reported at a price of $14.59 per share of Anywhere Real Estate common stock.

Why did Ryan M. Schneider forfeit Anywhere Real Estate shares?

The shares were forfeited to satisfy tax withholding obligations upon partial vesting of restricted stock unit awards that were accelerated to mitigate potential impacts under Sections 280G and 4999 of the Internal Revenue Code.

How many Anywhere Real Estate (HOUS) shares did the CEO own after these transactions?

After the last reported disposition on 12/12/2025, Ryan M. Schneider beneficially owned 2,516,052 shares of Anywhere Real Estate common stock directly.

How is the Compass, Inc. merger related to the HOUS share forfeitures?

The forfeited shares were tied to RSU awards that were accelerated in connection with a proposed merger with Compass, Inc., to mitigate potential impacts under Sections 280G and 4999 of the Internal Revenue Code.

What is Ryan M. Schneider’s role at Anywhere Real Estate Inc. (HOUS)?

Ryan M. Schneider is both a Director and an Officer of Anywhere Real Estate Inc., serving as CEO and President.