Newmark Group (NMRK) chair sells 59,601 shares in company buyback

Rhea-AI Filing Summary

NEWMARK GROUP, INC. director and officer Stephen M. Merkel disposed of 59,601 shares of Class A common stock on February 25, 2026 through a repurchase by the company at approximately $14.65 per share. This was conducted under Newmark’s stock buyback authorization and approved by the Audit and Compensation Committees.

Following the transaction, Merkel reported no directly held shares, but still reported indirect holdings, including 2,901 shares held in trusts for his immediate family and 11,506 shares held in his 401(k) account as of January 30, 2026.

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^*

MERKEL STEPHEN M

(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
X	Officer (give title below)		Other (specify below)
	Chairman of the Board & CLO

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

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	02/25/2026		D(1)		59,601(1)	D	$14.65(1)	0	D
Class A Common Stock, par value $0.01 per share								2,901(2)	I	By various trusts(2)
Class A Common Stock, par value $0.01 per share								11,506(3)	I	By 401(k) Plan(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 February 25, 2026, Newmark Group, Inc. (the "Company") repurchased an aggregate of 59,601 shares of its Class A common stock, par value $0.01 per share ("Class A Common Stock"), from 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 February 25, 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. 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.

3. Represents shares of Class A Common Stock held in the reporting person's 401(k) account as of January 30, 2026.

	/s/ Stephen M. Merkel	02/26/2026
	** 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).
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FAQ

What insider transaction did Newmark Group (NMRK) report for Stephen M. Merkel?

Newmark Group reported that Stephen M. Merkel disposed of 59,601 Class A shares in a company repurchase. The buyback occurred on February 25, 2026 under Newmark’s stock buyback authorization and was approved by the Audit and Compensation Committees.

At what price were Stephen M. Merkel’s Newmark Group (NMRK) shares repurchased?

The 59,601 Newmark Group Class A shares were repurchased at approximately $14.65 per share. The filing states this reflects the closing price on the Nasdaq Global Select Market on February 25, 2026, consistent with the company’s authorized stock buyback program.

How many Newmark Group (NMRK) shares does Stephen M. Merkel still hold after this transaction?

After the repurchase, Stephen M. Merkel reported no directly held Newmark shares. He continues to report 2,901 shares held in family trusts and 11,506 shares in his 401(k) account, with the 401(k) balance stated as of January 30, 2026.

Was the Stephen M. Merkel share transaction part of Newmark Group (NMRK)’s buyback program?

Yes. The company repurchased 59,601 Class A shares from Stephen M. Merkel under its stock buyback authorization. The transaction was approved by Newmark’s Audit and Compensation Committees and is described as exempt under Rule 16b-3 of the Exchange Act.

How are Stephen M. Merkel’s indirect Newmark Group (NMRK) holdings structured?

Indirect holdings include 2,901 Class A shares in trusts benefiting his immediate family, where his spouse is sole trustee, and 11,506 shares in his 401(k) account. The filing clarifies these as separate from any directly owned shares reported as disposed.