RMAX EVP, General Counsel reports 3,339 RMAX shares withheld for taxes

Rhea-AI Filing Summary

RE/MAX Holdings, Inc. executive reports tax withholding share transaction. EVP and General Counsel Susan L. Winders reported that on January 16, 2026, 3,339 shares of RE/MAX Class A common stock were withheld by the company at a price of $8.15 per share. These shares were retained by the issuer to cover tax withholding obligations tied to the settlement of previously reported restricted stock units. After this non-market transaction, Winders beneficially owned 186,675 shares of Class A common stock, which includes 150,434 restricted stock units.

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

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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^*

Winders Susan L

(Last) (First) (Middle)

5075 S. SYRACUSE ST.

(Street)

DENVER CO 80237

(City) (State) (Zip)

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		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, GENERAL COUNSEL

3. Date of Earliest Transaction (Month/Day/Year)
01/16/2026

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	01/16/2026		F		3,339(1)	D	$8.15	186,675(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

Explanation of Responses:

1. Represents shares of RMAX Class A common stock withheld by the issuer in satisfaction of tax withholding obligations upon settlement of previously reported restricted stock units ("RSUs").

2. Includes 150,434 RSUs.

	/s/ Mark Rohr, Attorney-in-Fact	01/20/2026
	** 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 RMAX EVP Susan L. Winders report on this Form 4?

Susan L. Winders, EVP and General Counsel of RE/MAX Holdings, Inc. (RMAX), reported a transaction where 3,339 shares of Class A common stock were withheld by the issuer on January 16, 2026 to satisfy tax withholding obligations related to restricted stock units.

Was the RMAX insider transaction an open-market sale?

No. The 3,339 shares reported for Susan L. Winders were withheld by the issuer to cover tax withholding obligations upon settlement of previously reported restricted stock units, rather than being sold in an open-market transaction.

How many RMAX shares does Susan L. Winders beneficially own after this transaction?

Following the reported tax withholding transaction, Susan L. Winders beneficially owned 186,675 shares of RE/MAX Class A common stock, which includes 150,434 restricted stock units (RSUs).

What does transaction code "F" mean in this RMAX Form 4 filing?

Transaction code "F" indicates a transaction involving payment of tax liability by delivering or withholding securities. In this case, RE/MAX withheld 3,339 shares of Class A common stock to satisfy Susan L. Winders' tax obligations upon RSU settlement.

What role does the reporting person hold at RE/MAX Holdings, Inc. (RMAX)?

The reporting person, Susan L. Winders, is an officer of RE/MAX Holdings, Inc., serving as EVP, General Counsel, as indicated in the filing.

Is the ownership reported by Susan L. Winders in RMAX stock direct or indirect?

The filing shows that Susan L. Winders' beneficial ownership of 186,675 shares of RE/MAX Class A common stock is held as direct (D) ownership.