Magnolia Capital trims RE/MAX (NYSE: RMAX) stake with 142,693-share sale

Rhea-AI Filing Summary

Magnolia Capital Fund, LP, a 10% owner of RE/MAX Holdings, Inc., reported two open-market sales of common stock. On March 31, 2026, it sold 81,693 shares at a weighted-average price of $5.80 per share. On April 1, 2026, it sold an additional 61,000 shares at a weighted-average price of $5.71 per share, for total reported sales of 142,693 shares. After these transactions, Magnolia Capital Fund directly holds 2,604,643 shares of RE/MAX common stock. The shares are held by Magnolia Capital Fund, LP, with The Magnolia Group, LLC as general partner and investment manager; The Magnolia Group and Adam K. Peterson may be deemed to share indirect beneficial ownership but each disclaims beneficial ownership except to the extent of pecuniary interest.

Insider Trade Summary

Net Seller: 142,693 shares ($822,129)

Net Sell 2 txns

Insider Peterson Adam K, MAGNOLIA CAPITAL FUND, LP, MAGNOLIA GROUP, LLC

Role 10% Owner | 10% Owner | 10% Owner

Sold 142,693 shs ($822K)

Type	Security	Shares	Price	Value
Sale	Common Stock	61,000	$5.71	$348K
Sale	Common Stock	81,693	$5.80	$474K

Holdings After Transaction: Common Stock — 2,604,643 shares (Direct)

Footnotes (1)

1. The reported shares are directly owned by Magnolia Capital Fund, LP ("MCF"), of which The Magnolia Group, LLC ("TMG") is the general partner and investment manager. Adam K. Peterson ("Mr. Peterson") is the managing member of TMG. TMG and Mr. Peterson could both be deemed to share indirect beneficial ownership of the shares reported herein. TMG and Mr. Peterson disclaim beneficial ownership except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission of beneficial ownership of these securities for Section 16 or for any other purposes. This transaction was executed in multiple trades at prices ranging from $5.77 to $5.86. The price reported above represents the weighted-average sale price per share. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and price at which the transaction was effected. This transaction was executed in multiple trades at prices ranging from $5.70 to $5.73. The price reported above represents the weighted-average sale price per share. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

Key Figures

Shares sold March 31, 2026: 81,693 shares at $5.80 Shares sold April 1, 2026: 61,000 shares at $5.71 Total shares sold: 142,693 shares +3 more

6 metrics

Shares sold March 31, 2026 81,693 shares at $5.80 Open-market sale of RE/MAX common stock

Shares sold April 1, 2026 61,000 shares at $5.71 Open-market sale of RE/MAX common stock

Total shares sold 142,693 shares Combined open-market sales reported in this Form 4

Post-transaction holdings 2,604,643 shares RE/MAX common stock directly held by Magnolia Capital Fund, LP

Price range March 31 trades $5.77–$5.86 Multiple trades; weighted-average sale price $5.80 per share

Price range April 1 trades $5.70–$5.73 Multiple trades; weighted-average sale price $5.71 per share

Key Terms

beneficial ownership, pecuniary interests, weighted-average sale price, Section 16

4 terms

beneficial ownership financial

"TMG and Mr. Peterson disclaim beneficial ownership except to the extent of their respective pecuniary interests"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

pecuniary interests financial

"disclaim beneficial ownership except to the extent of their respective pecuniary interests therein"

weighted-average sale price financial

"The price reported above represents the weighted-average sale price per share"

Section 16 regulatory

"for Section 16 or for any other purposes"

Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.

Form 4 Insider Transactions: What Each Field Means →

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^*

Peterson Adam K

(Last) (First) (Middle)

1601 DODGE STREET, SUITE 3300

(Street)

OMAHA NEBRASKA 68102

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
RE/MAX Holdings, Inc. [ RMAX ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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	03/31/2026		S		81,693	D	$5.8(3)	2,665,643(1)(2)	D
Common Stock	04/01/2026		S		61,000	D	$5.71(4)	2,604,643(1)(2)	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

1. Name and Address of Reporting Person^*

Peterson Adam K

(Last) (First) (Middle)

1601 DODGE STREET, SUITE 3300

(Street)

OMAHA NEBRASKA 68102

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

MAGNOLIA CAPITAL FUND, LP

(Last) (First) (Middle)

1601 DODGE STREET, SUITE 3300

(Street)

OMAHA NEBRASKA 68102

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

MAGNOLIA GROUP, LLC

(Last) (First) (Middle)

1601 DODGE STREET

SUITE 3300

(Street)

OMAHA NEBRASKA 68102

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. The reported shares are directly owned by Magnolia Capital Fund, LP ("MCF"), of which The Magnolia Group, LLC ("TMG") is the general partner and investment manager. Adam K. Peterson ("Mr. Peterson") is the managing member of TMG. TMG and Mr. Peterson could both be deemed to share indirect beneficial ownership of the shares reported herein.

2. TMG and Mr. Peterson disclaim beneficial ownership except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission of beneficial ownership of these securities for Section 16 or for any other purposes.

3. This transaction was executed in multiple trades at prices ranging from $5.77 to $5.86. The price reported above represents the weighted-average sale price per share. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and price at which the transaction was effected.

4. This transaction was executed in multiple trades at prices ranging from $5.70 to $5.73. The price reported above represents the weighted-average sale price per share. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

	Adam K. Peterson	04/02/2026
	Adam K. Peterson on behalf of the Magnolia Capital Fund, LP by its General Partner, The Magnolia Group, LLC	04/02/2026
	Adam K. Peterson, managing member on behalf of The Magnolia Group, LLC	04/02/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Magnolia Capital Fund report for RMAX?

Magnolia Capital Fund reported selling 142,693 RE/MAX shares. It made open-market sales of 81,693 shares at $5.80 on March 31, 2026, and 61,000 shares at $5.71 on April 1, 2026, reducing but not eliminating its position.

What is Magnolia Capital Fund’s remaining RE/MAX (RMAX) stake after these sales?

Magnolia Capital Fund now directly holds 2,604,643 RMAX shares. This post-transaction holding reflects its remaining common stock position after selling a combined 142,693 shares in two open-market transactions disclosed in the Form 4.

Who is considered the beneficial owner of the RE/MAX shares in this Form 4?

The shares are directly owned by Magnolia Capital Fund, LP. The Magnolia Group, LLC is its general partner and investment manager, and Adam K. Peterson is the managing member; both may be deemed indirect beneficial owners but disclaim ownership beyond pecuniary interests.

At what prices did Magnolia Capital Fund sell RMAX shares?

The reported weighted-average prices were $5.80 and $5.71 per share. The March 31, 2026 sale occurred in trades between $5.77 and $5.86, while the April 1, 2026 sale was in trades between $5.70 and $5.73.

How many RE/MAX (RMAX) insider sales were disclosed in this Form 4?

The Form 4 discloses two separate open-market sale transactions. One transaction occurred on March 31, 2026 for 81,693 shares and another on April 1, 2026 for 61,000 shares, both involving RE/MAX common stock held by Magnolia Capital Fund.