Newmark Group (NMRK) director logs RSU vesting and tax-related share withholding

Rhea-AI Filing Summary

NEWMARK GROUP, INC. director Kyle Lutnick reported a routine tax-related share withholding tied to restricted stock vesting. On March 15, 2026, 1,501 restricted stock units vested, each converting into one share of Class A Common Stock. The company withheld 680 shares to cover tax obligations, and 821 shares were issued to him.

After this event, he holds 6,827 shares of Class A Common Stock directly, plus 2,316 unvested restricted stock units that vest over five years from March 15, 2024, subject to continued service. He also has 538 shares in a 401(k) account as of March 2, 2026. The filing reflects compensation and tax mechanics rather than open-market trading.

Insights

Equity compensation analyst

Routine RSU vesting with tax withholding, no open-market trade.

The event centers on 1,501 restricted stock units vesting for Kyle Lutnick, with 680 shares withheld to satisfy taxes and 821 delivered as Class A Common Stock. This matches a standard equity compensation and tax-settlement pattern, not a market-driven transaction.

Following the vesting, he reports 6,827 shares held directly and 2,316 unvested RSUs that vest over five years from March 15, 2024, contingent on continued service. An additional 538 shares are in a 401(k) account. Overall, this represents routine compensation and does not change his net equity position through open-market buying or selling.

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

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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^*

Lutnick Kyle

(Last) (First) (Middle)

C/O NEWMARK GROUP, INC.

125 PARK AVENUE

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NEWMARK GROUP, INC. [ NMRK ]

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)
03/15/2026

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
Class A Common Stock, par value $0.01 per share	03/15/2026		F(1)		680	D	$14.19	9,143(2)	D
Class A Common Stock, par value $0.01 per share								538(3)	I	See footnote(3)

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. On March 15, 2026, 1,501 restricted stock units ("RSUs"), which were previously granted as compensation to the reporting person under the Newmark Group, Inc. (the "Company") Long Term Incentive Plan in connection with his previous employment by the Company, and each representing a contingent right to receive one share of Class A Common Stock, par value $0.01 per share ("Class A Common Stock") of the Company, became vested and issuable as Class A Common Stock to the reporting person. The reported transaction involved the withholding by the Company of 680 shares of Class A Common Stock withheld for taxes. The remaining 821 shares of Class A Common Stock were issued to the reporting person.

2. Consists of 6,827 shares of Class A Common Stock held directly after the vesting and withholding described in Footnote 1 and 2,316 RSUs that vest ratably on a five-year schedule beginning on the grant date of March 15, 2024, in each case provided that the reporting person is still substantially providing services exclusively for the Company or any of its affiliates through the applicable vesting date.

3. Consists of 538 shares of the Company's Class A Common Stock held in the reporting person's 401(k) account as of March 2, 2026.

	/s/ Kyle Lutnick, Director	03/16/2026
	** 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.

FAQ

What insider transaction did Kyle Lutnick report for NEWMARK GROUP (NMRK)?

Kyle Lutnick reported a tax-withholding disposition related to restricted stock vesting. On March 15, 2026, 1,501 RSUs vested, 680 shares were withheld for taxes, and 821 shares of Class A Common Stock were issued as compensation.

Were NEWMARK GROUP (NMRK) shares bought or sold on the open market in this Form 4?

No open-market trades occurred. The filing records 680 shares withheld by the company to cover taxes on 1,501 vesting RSUs, with 821 shares of Class A Common Stock issued to the reporting person as part of compensation.

How many NEWMARK GROUP (NMRK) shares does Kyle Lutnick hold after this transaction?

After this event, he holds 6,827 shares of Class A Common Stock directly, plus 2,316 unvested RSUs scheduled to vest over five years, and 538 shares in a 401(k) account as of March 2, 2026.

What is the significance of the 1,501 RSUs mentioned for NEWMARK GROUP (NMRK)?

The 1,501 RSUs represent previously granted equity compensation that vested on March 15, 2026. Each RSU converted into one Class A share, with 680 shares withheld for taxes and 821 shares issued to the reporting person as stock compensation.

How are the remaining RSUs for NEWMARK GROUP (NMRK) structured for Kyle Lutnick?

He holds 2,316 RSUs that vest ratably over five years starting March 15, 2024. Vesting is conditioned on him continuing to substantially provide services exclusively to NEWMARK GROUP, INC. or its affiliates through each applicable vesting date.

What does the 401(k) holding mean in the NEWMARK GROUP (NMRK) insider report?

The filing notes 538 shares of Class A Common Stock held in his 401(k) account as of March 2, 2026. This reflects retirement-plan holdings, separate from directly held shares and restricted stock units reported as equity compensation.