Real REMAX CAO acquires 10,079 shares in merger
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.
Positive
- None.
Negative
- None.
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)
- 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.
- 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).
- 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.
- 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.
- 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.
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.
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
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.
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.
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