[Form 4] Redfin Corporation Insider Trading Activity

Rhea-AI Filing Summary

Redfin Corporation (RDFN) – Form 4 insider filing dated 7 July 2025 discloses that Chief Financial Officer Christopher J. Nielsen disposed of his entire beneficial ownership of Redfin equity as a result of the closing of the previously-announced merger with Rocket Companies, Inc. on 1 July 2025.

Key details

• Merger closing: On 1 July 2025, Neptune Merger Sub merged into Redfin, making Redfin a wholly-owned subsidiary of Rocket Companies.
• Exchange ratio: Each Redfin common share converted into 0.7926 shares of Rocket Class A common stock plus cash in lieu of fractional shares.
• Common shares disposed: 505,640 Redfin common shares (Code D) – Nielsen’s post-transaction Redfin common share ownership is zero.
• Derivative equity affected: • 249,999 stock options (strike prices $9.15 & $10.80) and • 344,210 restricted stock units were all coded D and assumed by Rocket on equivalent terms, adjusted by the same exchange ratio.
• Ownership form: All positions were held directly.

The filing confirms the mechanical conversion of insider holdings rather than discretionary open-market activity. No cash sale price was reported; consideration is exclusively Rocket equity under the merger terms.

Investor takeaway: The Form 4 provides final confirmation of merger consummation and the precise share-for-share exchange mechanism for legacy Redfin insiders. Existing RDFN shareholders should now reference Rocket Companies (RKT) for their post-merger equity position.

Positive

• Merger consummation confirmed: Form 4 provides definitive date (1 July 2025) and exchange ratio (0.7926) for the Redfin–Rocket transaction.
• No insider selling pressure: Dispositions are mechanical, not discretionary, reducing interpretation risk for investors.

Negative

• None.

Insights

Securities Analyst

TL;DR – Routine Form 4 confirms merger closure; no new valuation data.

This insider filing is largely procedural. All reported dispositions are merger-mandated conversions, not market sales, so they do not signal insider sentiment. The key incremental information is (1) legal completion of the Rocket transaction on 1 July 2025 and (2) the exact 0.7926 exchange ratio that will determine the share count rollover into Rocket Companies. From a capital-markets perspective, the exchange ratio matches prior proxy disclosures, implying no change to anticipated dilution. Impact on RDFN security holders is neutral because the stock will cease trading post-merger.

Corporate Governance Expert

TL;DR – Filing finalises fiduciary transition from Redfin to Rocket governance.

The CFO’s beneficial ownership in Redfin has been reduced to zero, with all equity awards converted into Rocket instruments. This completes the Section 16 reporting cycle for Nielsen under Redfin’s issuer profile; future disclosures will migrate to Rocket’s reporting framework. No accelerated vesting or extraordinary compensation is evident—awards retain original terms, merely translated via the exchange ratio. The absence of indirect holdings suggests a clean transition. Governance risk is minimal because conversion mechanics follow the merger agreement exactly.

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
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X

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^*

Nielsen Christopher John

(Last) (First) (Middle)

C/O REDFIN CORPORATION

1099 STEWART STREET, SUITE 600

(Street)

SEATTLE WA 98101

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Redfin Corp [ RDFN ]

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

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2025

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
Common Stock	07/01/2025		D(1)		505,640	D	(1)	0	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
Stock Option (right to buy)(2)	$9.15	07/01/2025		D(3)			83,333	(4)	05/11/2026	Common Stock	83,333	$0	0	D
Stock Option (right to buy)(2)	$10.8	07/01/2025		D(3)			166,666	(4)	06/14/2027	Common Stock	166,666	$0	0	D
Restricted Stock Unit	(5)	07/01/2025		D(6)			21,994	(6)	(7)	Common Stock	21,994	$0	0	D
Restricted Stock Unit	(5)	07/01/2025		D(6)			47,923	(6)	(7)	Common Stock	47,923	$0	0	D
Restricted Stock Unit	(5)	07/01/2025		D(6)			126,565	(6)	(7)	Common Stock	126,565	$0	0	D
Restricted Stock Unit	(5)	07/01/2025		D(6)			147,728	(6)	(7)	Common Stock	147,728	$0	0	D

Explanation of Responses:

1. The shares were disposed of pursuant to the Agreement and Plan of Merger, dated March 9, 2025 (the "Merger Agreement"), by and among Redfin Corporation (the "Company"), Rocket Companies, Inc. ("Parent"), and Neptune Merger Sub, Inc., a wholly owned subsidiary of Parent ("Merger Sub"). Pursuant to the Merger Agreement, on July 1, 2025, Merger Sub merged with and into Company (the "Merger"), with Company surviving the Merger as a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each issued and outstanding share of Company's common stock, par value $0.001 per share ("Company Common Stock") was converted into the right to receive 0.7926 shares of Class A Common Stock of Parent (the "Parent Common Stock" and such ratio, the "Exchange Ratio") and cash payable in lieu of fractional shares, as described in the Merger Agreement.

2. Each stock option to purchase shares of Company Common Stock represents a contingent right to purchase one share of Company Common Stock.

3. Pursuant to the Merger Agreement, at the Effective Time, each stock option to purchase shares of Company Common Stock (a "Company Option") that was unexpired, unexercised and outstanding as of the Effective Time (whether vested or unvested) was assumed by Parent and converted into an option to acquire that number of shares of Parent Common Stock equal to (i) the number of shares subject to such Company Option as of immediately prior to the Effective Time, multiplied by (ii) the Exchange Ratio, rounded down to the nearest whole number of shares of Parent Common Stock, at an exercise price per share equal to the quotient obtained by dividing the per share exercise price of the Company Option by the Exchange Ratio, rounded up to the nearest whole cent (each, an "Assumed Option"). Each such Assumed Option is otherwise subject to the same terms and conditions as applied to the corresponding Company Option immediately prior to the Effective Time, including vesting terms.

4. The stock option is fully vested and exercisable.

5. Restricted stock units to acquire shares of Company Common Stock (each a "Company RSU") convert into Company Common Stock on a one-for-one basis upon settlement.

6. Pursuant to the Merger Agreement, at the Effective Time, each Company RSU that was unexpired, unsettled and outstanding as of the Effective Time (whether vested or unvested) was assumed by Parent and converted into a restricted stock unit to receive that number of shares of Parent Common Stock equal to the product obtained by multiplying (x) the number of shares subject to such Company RSU immediately prior to the Effective Time by (y) the Exchange Ratio, rounded down to the nearest whole number of shares of Parent Common Stock (each, an "Assumed RSU"). Each such Assumed RSU is otherwise subject to the same terms and conditions as applied to the corresponding Company RSUs immediately prior to the Effective Time, including vesting terms.

7. Company RSUs do not expire; they either vest or are canceled prior to the vesting date.

Remarks:

	/s/ Anthony Kappus, attorney-in-fact	07/03/2025
	** 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

When did Redfin (RDFN) complete its merger with Rocket Companies?

July 1, 2025, when Neptune Merger Sub merged into Redfin and Redfin became a wholly-owned subsidiary of Rocket Companies.

What exchange ratio did Redfin shareholders receive in the merger?

Each Redfin common share converted into 0.7926 shares of Rocket Companies Class A common stock plus cash for fractional shares.

How many Redfin common shares did CFO Christopher Nielsen dispose of?

He reported disposal of 505,640 Redfin common shares, leaving him with zero Redfin shares.

What happened to the CFO’s stock options and RSUs?

249,999 options and 344,210 RSUs were assumed by Rocket Companies and converted using the same 0.7926 ratio, retaining original vesting terms.

Does the Form 4 indicate an open-market sale?

No. All transactions are coded D for disposition under the merger agreement—there were no market sales or purchases.

Will future Section 16 filings for this insider appear under Redfin or Rocket?

Future filings will move to Rocket Companies, as Redfin is now a subsidiary and Nielsen no longer holds Redfin equity.