Newmark director granted 41,963-share stock award
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Form Type
4
Rhea-AI Filing Summary
NEWMARK GROUP, INC. (NMRK) reported that director and officer Stephen M. Merkel received a grant of 41,963 shares of Class A Common Stock on August 27, 2026, in connection with the redemption and cancellation of 45,316.04 non-exchangeable limited partnership interests in Newmark Holdings, L.P. at an exchange ratio of 0.9260 shares per Interest. The company withheld 10,349 shares for tax liability at $15.54 per share, and 31,614 shares were issued to Merkel, with the Compensation Committee approving the transactions as exempt under Rule 16b-3. Indirect holdings reported include 2,901 shares held in family trusts and 11,572 shares held in his 401(k) account as of August 26, 2026.
Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
MERKEL STEPHEN M
Role
Chairman of the Board & CLO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Class A Common Stock, par value $0.01 per share F1 | 41,963 | -- | -- |
| Tax Withholding | Class A Common Stock, par value $0.01 per share F2 | 10,349 | $15.54 | $161K |
| holding | Class A Common Stock, par value $0.01 per share F3 | -- | -- | -- |
| holding | Class A Common Stock, par value $0.01 per share F4 | -- | -- | -- |
Holdings After Transaction:
Class A Common Stock, par value $0.01 per share — 31,614 shares (Direct);
Class A Common Stock, par value $0.01 per share — 2,901 shares (Indirect, By Various Trusts);
Class A Common Stock, par value $0.01 per share — 11,572 shares (Indirect, By 401(k) Plan)
Footnotes (4)
- F1. On August 27, 2026, Newmark Group, Inc. (the "Company") granted to the reporting person 41,963 shares of its Class A Common Stock, par value $0.01 per share ("Class A Common Stock"), following the redemption and cancellation of an aggregate of 45,316.04 non-exchangeable limited partnership interests ("Interests") of Newmark Holdings, L.P. previously held by the reporting person, at the then-current exchange ratio of 0.9260 shares per Interest. The grant was approved by the Compensation Committee of the Board of Directors of the Company (the "Compensation Committee") and is exempt pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.
- F2. In connection with the grant described in Footnote 1 above, the Company withheld 10,349 shares of Class A Common Stock for taxes. This disposition of shares to the Company was approved by the Compensation Committee and is exempt pursuant to Rule 16b-3 under the Exchange Act. The remaining 31,614 shares of Class A Common Stock were issued to the reporting person.
- F3. Represents shares of Class A Common Stock held in trusts for the benefit of the reporting person's immediate family, of which the reporting person's spouse is the sole trustee of each trust.
- F4. Represents shares of Class A Common Stock held in the reporting person's 401(k) account as of August 26, 2026.
Key Figures
Equity grant: 41,963 shares of Class A Common Stock
Partnership interests redeemed: 45,316.04 non-exchangeable limited partnership interests
Exchange ratio: 0.9260 shares per Interest
+5 more
8 metrics
Equity grant
41,963 shares of Class A Common Stock
Granted on August 27, 2026 to Stephen M. Merkel
Partnership interests redeemed
45,316.04 non-exchangeable limited partnership interests
Redeemed and cancelled in Newmark Holdings, L.P.
Exchange ratio
0.9260 shares per Interest
Class A Common Stock per Newmark Holdings, L.P. Interest
Shares withheld for taxes
10,349 shares
Withheld in connection with the August 27, 2026 grant
Tax withholding price
$15.54 per share
Price applied to the 10,349 withheld shares
Net shares issued
31,614 shares
Shares of Class A Common Stock issued to Merkel after withholding
Indirect trust holdings
2,901 shares
Held in family trusts for Merkel’s immediate family
401(k) holdings
11,572 shares
Held in Merkel’s 401(k) account as of August 26, 2026
Key Terms
non-exchangeable limited partnership interests, exchange ratio, redemption and cancellation, Rule 16b-3, +1 more
5 terms
non-exchangeable limited partnership interests financial
"redemption and cancellation of an aggregate of 45,316.04 non-exchangeable limited partnership"
exchange ratio financial
"at the then-current exchange ratio of 0.9260 shares per Interest"
The exchange ratio is the number used to decide how many shares of one company you get for each share you own in another company during a merger or acquisition. It’s like a recipe that tells you how to swap shares fairly, ensuring both companies’ values are balanced. This ratio matters because it determines how ownership divides between the companies' shareholders.
redemption and cancellation financial
"following the redemption and cancellation of an aggregate of 45,316.04"
Rule 16b-3 regulatory
"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.
Compensation Committee financial
"The grant was approved by the Compensation Committee of the Board"
A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transaction did NMRK report for Stephen M. Merkel on August 27, 2026?
Stephen M. Merkel received a grant of 41,963 Class A shares on August 27, 2026, tied to the redemption and cancellation of limited partnership interests in Newmark Holdings, L.P., with part of the shares withheld to cover taxes.
What was exchanged for the Newmark (NMRK) stock granted to Stephen M. Merkel?
The equity grant followed the redemption and cancellation of 45,316.04 non-exchangeable limited partnership interests in Newmark Holdings, L.P., using an exchange ratio of 0.9260 Newmark shares per Interest.
What indirect holdings of Newmark (NMRK) stock does Stephen M. Merkel report?
Indirect holdings include 2,901 shares held in trusts for his immediate family, where his spouse is sole trustee, and 11,572 shares held in his 401(k) account as of August 26, 2026.
AI-generated analysis. How Rhea-AI works. Not financial advice.
