Newmark CFO sells 25,000 shares at $14.19

Newmark’s CFO transferred 25,000 shares back to the company in a committee-approved, Rule 16b-3–exempt repurchase and continues to hold 672,217 shares including RSUs.

Rhea-AI Filing Summary

NEWMARK GROUP, INC. (NMRK) reported that Chief Financial Officer Michael J. Rispoli disposed of 25,000 shares of Class A Common Stock on September 16, 2026 in a repurchase by the company at $14.19 per share, approved by the Audit and Compensation Committees under the company’s stock buyback authorization and exempt under Rule 16b-3. Following this transaction, he beneficially owned 672,217 shares, including a substantial number of unvested RSUs granted under a 2022 employment agreement.

Insider Trade Summary

Disposition: 25,000 shares

Disposition 1 txn

Insider Rispoli Michael J.

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Disposition	Class A Common Stock, par value $0.01 per share F1, F2	25,000	$14.19	$355K

Holdings After Transaction: Class A Common Stock, par value $0.01 per share — 672,217 shares (Direct)

Footnotes (2)

1. F1. On September 16, 2026, Newmark Group, Inc. (the "Company") repurchased an aggregate of 25,000 shares of its Class A common stock, par value $0.01 per share ("Class A Common Stock") beneficially owned by the reporting person. The sale price per share was the closing price per share of a share of the Class A Common Stock on the Nasdaq Global Select Market on September 16, 2026. The transaction was approved by the Audit Committee and Compensation Committee of the Company pursuant to the Company's stock buyback authorization and is exempt pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.
2. F2. Consists of 93,672 shares of Class A Common Stock held directly. Also consists of (i) 371,415 shares of Class A Common Stock of the Company represented by RSUs granted in connection with the 2022 Employment Agreement, divided into five tranches of 100,000 RSUs each that vest in 1/7 increments on a seven-year schedule, one of which vests on October 1 of each year commencing October 1, 2023, and the remaining four of which vest on March 15 of each year commencing on each of March 15, 2024, 2025, 2026, and 2027, and (ii) 207,130 shares of Class A Common Stock of the Company represented by RSUs granted in connection with the 2022 Employment Agreement, divided into five tranches of 50,000 RSUs each that vest in 1/7 increments on March 15 of each year commencing on each of March 15, 2024, 2025, 2026, 2027 and 2028.

Key Figures

Shares disposed to issuer: 25,000 shares Repurchase price per share: $14.19 per share Shares beneficially owned after transaction: 672,217 shares +3 more

6 metrics

Shares disposed to issuer 25,000 shares Disposition of Class A Common Stock to issuer on September 16, 2026

Repurchase price per share $14.19 per share Price equal to closing price on Nasdaq Global Select Market on September 16, 2026

Shares beneficially owned after transaction 672,217 shares CFO’s total beneficial ownership following the September 16, 2026 disposition

Directly held shares after transaction 93,672 shares Portion of CFO’s holdings in Class A Common Stock held directly

RSUs in 100,000-share tranches 371,415 shares RSUs from 2022 Employment Agreement in five 100,000-RSU tranches vesting annually

RSUs in 50,000-share tranches 207,130 shares RSUs from 2022 Employment Agreement in five 50,000-RSU tranches vesting annually

Key Terms

Rule 16b-3, Nasdaq Global Select Market, RSUs, stock buyback authorization

4 terms

Rule 16b-3 regulatory

"and is exempt pursuant to Rule 16b-3 under the Securities Exchange Act"

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

Nasdaq Global Select Market market

"the closing price per share of a share of the Class A Common Stock on the Nasdaq Global Select Market"

A Nasdaq Global Select Market listing is the highest tier of stocks on the Nasdaq exchange, reserved for companies that meet the strictest financial, reporting and governance standards. For investors, it acts like a premium quality label—signaling larger, more transparent and better-governed companies that tend to offer greater liquidity and lower perceived risk compared with lower-tier listings, making it easier to buy, sell and evaluate shares.

RSUs financial

"represented by RSUs granted in connection with the 2022 Employment Agreement"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

stock buyback authorization financial

"pursuant to the Company's stock buyback authorization and is exempt"

A stock buyback authorization is formal approval from a company’s board to repurchase its own shares from the market up to a specified amount. It matters to investors because buying back shares reduces the number of shares outstanding, which can raise each remaining share’s claim on profits and often signals management believes the stock is undervalued; like a bakery pulling some vouchers out of circulation to increase the value of the rest, it can boost per-share results but also uses company cash.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Newmark Group (NMRK) report for its CFO?

Newmark reported that CFO Michael J. Rispoli disposed of 25,000 shares of Class A Common Stock on September 16, 2026 through a repurchase by the company at $14.19 per share, classified as a disposition to the issuer and exempt under Rule 16b-3.

How many NMRK shares does the CFO hold after this Form 4 transaction?

After the September 16, 2026 transaction, the CFO beneficially owned 672,217 shares of Newmark Class A Common Stock, including 93,672 shares held directly and additional shares represented by RSUs granted under his 2022 Employment Agreement.

Was the Newmark (NMRK) CFO share disposition part of a Rule 10b5-1 trading plan?

No. The filing indicates no Rule 10b5-1 plan; the document-level checkbox is not marked as being under such a trading plan. The repurchase was instead conducted under the company’s stock buyback authorization with committee approval and Rule 16b-3 exempt status.

What price was paid for the NMRK shares repurchased from the CFO?

The company repurchased the 25,000 shares of Class A Common Stock from the CFO at $14.19 per share, which the filing states was the closing price of Newmark Class A Common Stock on the Nasdaq Global Select Market on September 16, 2026.

How are the CFO’s remaining NMRK holdings structured after the transaction?

Post-transaction holdings comprise 93,672 shares held directly plus RSUs representing 371,415 shares in five 100,000-RSU tranches and 207,130 shares in five 50,000-RSU tranches, all granted under a 2022 Employment Agreement with vesting schedules through 2028.

What approvals governed the Newmark (NMRK) CFO share repurchase?

The repurchase of 25,000 shares from the CFO was approved by Newmark’s Audit Committee and Compensation Committee, conducted pursuant to the company’s stock buyback authorization, and the filing states it is exempt under Rule 16b-3 of the Exchange Act.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 09/17/2026 - 04:13 PM Accepted by SEC EDGAR 09/17/2026 - 04:13 PM Learn about SEC filing dates

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^*

Rispoli Michael J.

(Last) (First) (Middle)

C/O NEWMARK GROUP, INC.

125 PARK AVENUE

(Street)

NEW YORK NEW YORK 10017

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/16/2026

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock, par value $0.01 per share	09/16/2026		D		25,000(1)	D	$14.19	672,217(2)	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. On September 16, 2026, Newmark Group, Inc. (the "Company") repurchased an aggregate of 25,000 shares of its Class A common stock, par value $0.01 per share ("Class A Common Stock") beneficially owned by the reporting person. The sale price per share was the closing price per share of a share of the Class A Common Stock on the Nasdaq Global Select Market on September 16, 2026. The transaction was approved by the Audit Committee and Compensation Committee of the Company pursuant to the Company's stock buyback authorization and is exempt pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.

2. Consists of 93,672 shares of Class A Common Stock held directly. Also consists of (i) 371,415 shares of Class A Common Stock of the Company represented by RSUs granted in connection with the 2022 Employment Agreement, divided into five tranches of 100,000 RSUs each that vest in 1/7 increments on a seven-year schedule, one of which vests on October 1 of each year commencing October 1, 2023, and the remaining four of which vest on March 15 of each year commencing on each of March 15, 2024, 2025, 2026, and 2027, and (ii) 207,130 shares of Class A Common Stock of the Company represented by RSUs granted in connection with the 2022 Employment Agreement, divided into five tranches of 50,000 RSUs each that vest in 1/7 increments on March 15 of each year commencing on each of March 15, 2024, 2025, 2026, 2027 and 2028.

	/s/ Michael J. Rispoli	09/17/2026
	** 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)