Real REMAX CAO acquires 10,079 shares in merger

The filer has since corrected this document, so the figures below are the ones originally reported and some of them may have changed. Read the amended Form 4/A for what the company says now.

Rhea-AI Filing Summary

Real REMAX Group Inc. (REAX) reported that Chief Accounting Officer Leah R. Jenkins acquired company equity on August 24, 2026 in connection with the closing of its merger with The Real Brokerage Inc. and RE/MAX Holdings, Inc. Jenkins received 10,079 shares of common stock as stock consideration for REMAX shares (she elected the cash option, which was prorated to a mix of cash and stock) and an additional 5,348 restricted share units reflecting the conversion of time-based and performance-based REMAX equity awards into restricted share units of Real REMAX Group. No Rule 10b5-1 trading plan is reported.

Insider Trade Summary

Grant/Award: 15,427 shares

Grant/Award 2 txns

Insider Jenkins Leah R

Role Chief Accounting Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, par value $0.001 per share F1, F2, F5	10,079	--	--
Grant/Award	Common Stock, par value $0.001 per share F3, F4	5,348	--	--

Holdings After Transaction: Common Stock, par value $0.001 per share — 15,427 shares (Direct)

Footnotes (5)

1. F1. Pursuant to the Arrangement Agreement and Plan of Merger, dated as of April 26, 2026 (as amended, the "Merger Agreement"), by and among the Issuer, The Real Brokerage Inc. ("Real"), RE/MAX Holdings, Inc. ("REMAX") and certain subsidiaries of the Issuer, on August 24, 2026, the Issuer acquired all of the issued and outstanding shares of Real and REMAX. Pursuant to the Merger Agreement, each issued and outstanding common shares of Real was consolidated on a 10-for-1 basis (the "Share Consolidation") and converted into the right to receive one share of common stock of the Issuer, and each issued and outstanding share of common stock of REMAX ("REMAX Common Stock") was converted into the right to receive either (i) $13.80 in cash (the "Cash Consideration") or (ii) 0.5150 shares of common stock of the Issuer (after giving effect to the Share Consolidation), subject in each case to the proration provisions of the Merger Agreement.
2. F2. Due to the proration provisions of the Merger Agreement, each share of REMAX Common Stock that elected the Cash Consideration received a combination of (i) $4.33 in cash and (ii) 0.3535 shares of common stock of the Issuer (after giving effect to the Share Consolidation).
3. F3. Pursuant to the Merger Agreement, each outstanding time-based restricted share unit of REMAX (other than a Specified RSU (as defined in the Merger Agreement)), whether vested or unvested, was canceled and extinguished, and the holders thereof were entitled to receive a number of restricted share units of the Issuer, rounded to the nearest whole share, equal to the product of (i) the number of shares of REMAX Common Stock subject to such Specified RSU, multiplied by (ii) 0.5150.
4. F4. Pursuant to the Merger Agreement, each outstanding performance-based restricted share unit of REMAX (a "REMAX PSU") (other than a REMAX Specified PSU (as defined in the Merger Agreement)), whether vested or unvested, was cancelled and extinguished, and the holders thereof were entitled to receive a number of restricted share units of the Issuer, rounded to the nearest whole share, equal to the product of (i) the number of shares of REMAX Common Stock subject to such REMAX PSU (with such number of shares being based on the attainment of the applicable performance in accordance with the terms of the applicable award agreement), multiplied by (ii) 0.5150.
5. F5. The Reporting Person elected to receive the Cash Consideration, which was subject to proration as described in footnote 2.

Key Figures

Common shares acquired: 10,079 shares Restricted share units acquired: 5,348 units Cash Consideration per REMAX share: $13.80 per share +4 more

7 metrics

Common shares acquired 10,079 shares Shares of Real REMAX Group Inc. common stock received by Leah R. Jenkins on August 24, 2026 as merger consideration

Restricted share units acquired 5,348 units Restricted share units of Real REMAX Group Inc. received by Leah R. Jenkins on August 24, 2026 from REMAX equity award conversions

Cash Consideration per REMAX share $13.80 per share Alternative cash consideration for each share of REMAX Common Stock under the merger agreement, before proration

Stock consideration exchange ratio 0.5150 shares Issuer shares per REMAX Common Stock share for stock consideration alternative under the merger agreement

Prorated cash received per REMAX share $4.33 per share Cash portion received by cash-election REMAX shareholders after proration under the merger agreement

Prorated stock received per REMAX share 0.3535 shares Issuer shares per REMAX share for holders electing cash, after proration

Share Consolidation ratio 10-for-1 Each 10 common shares of The Real Brokerage Inc. consolidated into 1 share before conversion into issuer stock

Key Terms

Arrangement Agreement and Plan of Merger, Share Consolidation, Cash Consideration, restricted share unit, +2 more

6 terms

Arrangement Agreement and Plan of Merger regulatory

"Pursuant to the Arrangement Agreement and Plan of Merger, dated as of April 26, 2026"

A formal contract that sets out the detailed terms and steps for combining two companies — typically including how shares or cash will be exchanged, the timetable, and any conditions or approvals required. Think of it as both the blueprint and the rulebook for a marriage between businesses: it tells shareholders what they will receive, what must happen first, and what can stop the deal. Investors watch it closely because its terms determine changes in ownership, potential dilution or cash value, the likelihood the deal closes, and any financial risks or breakup costs.

Share Consolidation financial

"each issued and outstanding common shares of Real was consolidated on a 10-for-1 basis (the "Share Consolidation")"

Share consolidation is a process where a company reduces the total number of its shares by combining multiple existing shares into a smaller number of higher-value shares. This can make each share more expensive and potentially improve the company’s image. For investors, it often means their ownership remains the same, but the value of each share increases, which can influence how the stock is perceived and traded.

Cash Consideration financial

"either (i) $13.80 in cash (the "Cash Consideration") or (ii) 0.5150 shares"

Cash consideration is the actual money paid to buy a company, asset, or stake rather than payment in shares or other forms. For investors it matters because cash payments deliver immediate, certain value and affect the buyer’s and seller’s cash reserves and balance sheets—like selling a car for cash versus taking a trade-in, one side gets instant spending power while the other changes its liquidity and risk profile.

restricted share unit financial

"each outstanding time-based restricted share unit of REMAX ... was canceled and extinguished"

A restricted share unit (RSU) is a promise by a company to give an employee a set number of company shares at a future date, typically after meeting time or performance conditions. For investors, RSUs matter because when they convert into actual shares they increase the number of shares outstanding (like unlocking more tickets in a game), which can dilute existing holders, and they align employee incentives with company performance, influencing behavior and long-term value.

performance-based restricted share unit financial

"each outstanding performance-based restricted share unit of REMAX (a "REMAX PSU")"

proration provisions financial

"subject in each case to the proration provisions of the Merger Agreement"

Proration provisions are rules that divide a limited quantity—such as new shares in a rights offering, dividend payments, or asset distributions—among claimants in proportion to their existing holdings or claims. They determine how much each investor actually receives when demand exceeds supply, like slicing a pie so everyone gets a share based on their size of the pie slice. This affects expected ownership, dilution and the practical outcome of corporate actions.

FAQ

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

What did Real REMAX Group Inc. (REAX) disclose about Leah R. Jenkins in this Form 4?

Leah R. Jenkins, Chief Accounting Officer of Real REMAX Group Inc. (REAX), reported acquiring company equity on August 24, 2026, including 10,079 shares of common stock and 5,348 restricted share units related to the merger with The Real Brokerage Inc. and RE/MAX Holdings, Inc.

How many REAX common shares did Leah R. Jenkins receive in the merger?

Leah R. Jenkins received 10,079 shares of Real REMAX Group Inc. common stock on August 24, 2026. These shares were issued as stock consideration for REMAX Common Stock, where she elected the cash option that was prorated to a combination of cash and issuer shares.

What restricted share units of REAX did Leah R. Jenkins receive?

Jenkins received 5,348 restricted share units of Real REMAX Group Inc. on August 24, 2026. These units represent the conversion of outstanding time-based and performance-based REMAX restricted share units into restricted share units of the issuer under the merger agreement.

What were the key consideration terms for REMAX Common Stock in the REAX merger?

Each REMAX Common Stock share was converted into either (i) $13.80 in cash or (ii) 0.5150 shares of Real REMAX Group common stock, subject to proration. Due to proration, a cash election actually resulted in $4.33 cash plus 0.3535 issuer shares per REMAX share.

Was a Rule 10b5-1 trading plan involved in Leah R. Jenkins’ REAX transactions?

No. The filing indicates that the Rule 10b5-1 checkbox is not marked, so no Rule 10b5-1 trading plan is reported in connection with Leah R. Jenkins’ August 24, 2026 equity acquisitions.

How were Real’s shares treated in the Real REMAX Group (REAX) merger?

Each issued and outstanding common share of The Real Brokerage Inc. was consolidated on a 10-for-1 basis in a share consolidation and then converted into the right to receive one share of Real REMAX Group Inc. common stock under the merger agreement.

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

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Available on EDGAR 09/02/2026 - 09:12 AM EDT Accepted by SEC EDGAR 08/24/2026 - 06:40 PM EDT 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^*

Jenkins Leah R

(Last) (First) (Middle)

C/O REAL REMAX GROUP INC.

701 BRICKELL AVE., 17TH FLOOR

(Street)

MIAMI FLORIDA 33131

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Real REMAX Group Inc. [ REAX ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/24/2026

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
Common Stock, par value $0.001 per share	08/24/2026		A		10,079(1)(2)(5)	A	(1)(2)(5)	10,079	D
Common Stock, par value $0.001 per share	08/24/2026		A		5,348(3)(4)	A	(3)(4)	15,427	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. Pursuant to the Arrangement Agreement and Plan of Merger, dated as of April 26, 2026 (as amended, the "Merger Agreement"), by and among the Issuer, The Real Brokerage Inc. ("Real"), RE/MAX Holdings, Inc. ("REMAX") and certain subsidiaries of the Issuer, on August 24, 2026, the Issuer acquired all of the issued and outstanding shares of Real and REMAX. Pursuant to the Merger Agreement, each issued and outstanding common shares of Real was consolidated on a 10-for-1 basis (the "Share Consolidation") and converted into the right to receive one share of common stock of the Issuer, and each issued and outstanding share of common stock of REMAX ("REMAX Common Stock") was converted into the right to receive either (i) $13.80 in cash (the "Cash Consideration") or (ii) 0.5150 shares of common stock of the Issuer (after giving effect to the Share Consolidation), subject in each case to the proration provisions of the Merger Agreement.

2. Due to the proration provisions of the Merger Agreement, each share of REMAX Common Stock that elected the Cash Consideration received a combination of (i) $4.33 in cash and (ii) 0.3535 shares of common stock of the Issuer (after giving effect to the Share Consolidation).

3. Pursuant to the Merger Agreement, each outstanding time-based restricted share unit of REMAX (other than a Specified RSU (as defined in the Merger Agreement)), whether vested or unvested, was canceled and extinguished, and the holders thereof were entitled to receive a number of restricted share units of the Issuer, rounded to the nearest whole share, equal to the product of (i) the number of shares of REMAX Common Stock subject to such Specified RSU, multiplied by (ii) 0.5150.

4. Pursuant to the Merger Agreement, each outstanding performance-based restricted share unit of REMAX (a "REMAX PSU") (other than a REMAX Specified PSU (as defined in the Merger Agreement)), whether vested or unvested, was cancelled and extinguished, and the holders thereof were entitled to receive a number of restricted share units of the Issuer, rounded to the nearest whole share, equal to the product of (i) the number of shares of REMAX Common Stock subject to such REMAX PSU (with such number of shares being based on the attainment of the applicable performance in accordance with the terms of the applicable award agreement), multiplied by (ii) 0.5150.

5. The Reporting Person elected to receive the Cash Consideration, which was subject to proration as described in footnote 2.

	/s/ Alexandra Lumpkin, as attorney-in-fact	08/24/2026
	** 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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* Form 4: SEC 1474 (03-26)