Marcus & Millichap (NYSE: MMI) CEO gifts 5,000 shares, son sells 500

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Marcus & Millichap, Inc. Chief Executive Officer Hessam Nadji reported small changes in his holdings of the company’s common stock. He made bona fide gifts totaling 5,000 shares on 2026-06-10, including 4,500 shares from his direct holdings and 500 shares to his adult son.

On 2026-06-11, 500 shares held in his adult son’s account were sold in an open-market transaction at $30.385 per share, leaving 480 shares in that account. Footnotes state Nadji disclaims beneficial ownership of the shares held by his son. Following the direct gift, Nadji continued to hold 300,927 shares directly.

Insights

Small CEO share gifts and a minor related sale, economically routine.

CEO Hessam Nadji reported gifting 5,000 shares of Marcus & Millichap common stock on 2026-06-10, including 4,500 shares from his direct holdings. He retained 300,927 shares directly afterward, indicating the gift is a small portion of his position.

The filing also shows a 500‑share open‑market sale at $30.385 on 2026-06-11 from an account held by his adult son, leaving 480 shares there. Footnotes clarify Nadji disclaims beneficial ownership of the son’s shares, so the economic signal comes mainly from the modest gift and does not materially change his exposure.

Insider Trade Summary

Net Seller: 500 shares ($15,193)

Net Sell 3 txns

Insider Nadji Hessam

Role Chief Executive Officer

Sold 500 shs ($15K)

Type	Security	Shares	Price	Value
Sale	Common Stock	500	$30.385	$15K
Gift	Common Stock	4,500	$0.00	--
Gift	Common Stock	500	$0.00	--

Holdings After Transaction: Common Stock — 480 shares (Indirect, By: Son); Common Stock — 300,927 shares (Direct, null)

Footnotes (1)

Represents shares gifted to the reporting person's adult son, who is currently residing in the reporting person's household. The reporting person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such shares for purposes of Section16 or for any other purpose. Shares owned by the reporting person's adult son, who is currently residing in the reporting person's household. The reporting person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.

Key Figures

Open-market sale: 500 shares at $30.385 Total gifted shares: 5,000 shares Direct gift: 4,500 shares +3 more

6 metrics

Open-market sale 500 shares at $30.385 Common stock sold on June 11, 2026 from son’s account

Total gifted shares 5,000 shares Bona fide gifts of common stock on June 10, 2026

Direct gift 4,500 shares Gift from CEO’s direct holdings on June 10, 2026

Gift to adult son 500 shares Common shares gifted to adult son on June 10, 2026

Direct holdings after gift 300,927 shares CEO’s direct common stock holdings after June 10, 2026 gift

Son’s holdings after sale 480 shares Indirect holdings by adult son after June 11, 2026 sale

Key Terms

open-market sale, bona fide gift, beneficial ownership, Section 16

4 terms

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

bona fide gift financial

"transaction_code_description": "Bona fide gift""

A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.

beneficial ownership financial

"The reporting person disclaims beneficial ownership of these shares"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

Section 16 regulatory

"beneficial owner of such shares for purposes of Section 16"

Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.

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Form 4 Insider Transactions: What Each Field Means →

06/12/2026 - 04:45 PM

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^*

Nadji Hessam

(Last)

(First)

(Middle)

C/O MARCUS & MILLICHAP, INC.

23975 PARK SORRENTO, SUITE 400

(Street)

CALABASAS

CALIFORNIA

91302

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Marcus & Millichap, Inc. [ MMI ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/10/2026		G		4,500	D	$0	300,927	D
Common Stock	06/10/2026		G⁽¹⁾		500	A	$0	980	I	By: Son⁽²⁾
Common Stock	06/11/2026		S		500	D	$30.385	480	I	By: Son⁽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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents shares gifted to the reporting person's adult son, who is currently residing in the reporting person's household. The reporting person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such shares for purposes of Section16 or for any other purpose.

2. Shares owned by the reporting person's adult son, who is currently residing in the reporting person's household. The reporting person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.

	/s/ Hessam Nadji	06/12/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did MMI CEO Hessam Nadji report in this Form 4?

Hessam Nadji reported gifting 5,000 shares of Marcus & Millichap common stock on June 10, 2026, and an open‑market sale of 500 shares at $30.385 per share on June 11, 2026, from shares held by his adult son.

How many Marcus & Millichap shares did the CEO gift according to the filing?

The CEO reported bona fide gifts totaling 5,000 shares of Marcus & Millichap common stock. This includes 4,500 shares from his direct holdings and 500 shares transferred to his adult son, as reflected in the June 10, 2026 transactions in the Form 4.

What was the size and price of the open-market sale in MMI’s Form 4?

The Form 4 shows a small open‑market sale of 500 Marcus & Millichap common shares at $30.385 per share on June 11, 2026. These shares were held in the adult son’s account, with 480 shares remaining afterward, and are disclaimed for beneficial ownership by the CEO.

How many Marcus & Millichap shares does the CEO hold directly after these transactions?

After the June 10, 2026 gift of 4,500 shares, the CEO’s direct holdings total 300,927 Marcus & Millichap common shares. This figure comes from the post‑transaction balance reported in the Form 4 for his direct account following the bona fide gift.

Does the MMI CEO claim beneficial ownership of the shares held by his adult son?

No. Footnotes in the Form 4 state shares held by the CEO’s adult son, including those gifted to him, are disclaimed for beneficial ownership. The report specifies this is not an admission that the CEO is the beneficial owner for Section 16 or any other purpose.

Are the reported gifts and sale in MMI’s Form 4 market-driven or personal transfers?

The 5,000‑share transfers reported on June 10, 2026 are characterized as bona fide gifts, which are personal, non‑market transactions. Only the 500‑share sale on June 11, 2026 was an open‑market trade, executed from the son’s holdings rather than the CEO’s direct account.