RE/MAX (NYSE: RMAX) accounting chief reports RSU grants and tax share withholdings

Rhea-AI Filing Summary

RE/MAX Holdings, Inc. VP and Chief Accounting Officer Leah R. Jenkins reported a mix of equity awards and tax-related share dispositions in Class A common stock. She received several stock grants at a price of $0.00 per share tied to her 2025 bonus and long-term incentives, and had shares withheld to cover tax obligations.

The filing notes shares issued for the portion of the 2025 bonus paid in equity and shares withheld by the company to satisfy related tax withholding. Jenkins also received performance-based RSUs for a performance period from January 1, 2026 through December 31, 2028, where vesting can range from 0% to 200% of the target amount, as well as time-based RSUs vesting in three equal annual installments beginning on March 1, 2027. Following these transactions, her directly held position, including RSUs, increased, with the latest reported total at 72,640 shares of Class A common stock.

Insights

Equity Compensation Analyst

Routine equity bonus and RSU grants with tax withholding offsets.

The transactions for Leah R. Jenkins primarily reflect standard executive compensation: stock issued as part of a 2025 bonus and new RSU awards under the RE/MAX Holdings, Inc. 2023 Omnibus Incentive Plan. Dispositions are coded as tax-withholding rather than open-market sales.

Footnotes explain that some shares were issued for the equity portion of the 2025 bonus, while others were withheld to satisfy tax obligations upon issuance or RSU settlement. This means no net cash proceeds from selling into the market are indicated, just share-based settlement mechanics.

The performance-based RSUs, with a performance period from January 1, 2026 to December 31, 2028, can vest from 0% to 200% of target, and time-based RSUs begin vesting on March 1, 2027. Overall, the activity appears as routine incentive alignment for a senior officer, with neutral impact on an investment thesis.

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^*

Jenkins Leah R

(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)
	VP, CHIEF ACCOUNTING OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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	02/27/2026		A		5,305(1)	A	$0	48,702(2)	D
Class A Common Stock	02/27/2026		F		1,807(3)	D	$6.45	46,895(2)	D
Class A Common Stock	03/01/2026		A		14,626(4)	A	$0	60,924(5)	D
Class A Common Stock	03/01/2026		A		14,626(6)	A	$0	75,550(7)	D
Class A Common Stock	03/02/2026		F		2,910(8)	D	$6.29	72,640(7)	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 issued for the portion of the 2025 bonus that was paid in equity.

2. Includes 39,790 Restricted Stock Units ("RSUs").

3. Represents shares of Class A common stock withheld by the issuer in satisfaction of tax withholding obligations upon the issuance of Class A common stock for the portion of the 2025 bonus paid in equity.

4. Pursuant to the RE/MAX Holdings, Inc. 2023 Omnibus Incentive Plan, the reporting person was granted performance-based RSUs which will vest, if at all, following the performance period of January 1, 2026, through December 31, 2028. The number set forth above is the target amount. The number of RSUs that vest will range from 0-200% of such amount.

5. Includes 45,262 RSUs.

6. Pursuant to the RE/MAX Holdings, Inc. 2023 Omnibus Incentive Plan, the reporting person was granted time-based RSUs which vest in three equal annual installments beginning on March 1, 2027.

7. Includes 59,888 RSUs.

8. Represents shares of Class A common stock withheld by the issuer in satisfaction of tax withholding obligations upon the issuance of Class A common stock in settlement of previously granted RSUs.

	/s/ Mark Rohr, Attorney-in-Fact	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did RMAX executive Leah R. Jenkins report in this Form 4?

Leah R. Jenkins reported equity compensation activity in RE/MAX Holdings Class A common stock, including stock issued for her 2025 bonus and new RSU awards, along with share dispositions used to cover tax withholding obligations tied to those issuances and prior RSU settlements.

Were the RMAX Form 4 share dispositions open-market sales?

The reported RMAX share dispositions were coded as tax-withholding events, not open-market sales. Shares were withheld by the issuer to satisfy tax obligations when bonus-related stock and previously granted RSUs were issued, meaning these transactions do not reflect discretionary selling into the market.

What performance-based RSUs did Leah R. Jenkins receive from RMAX?

Under the 2023 Omnibus Incentive Plan, Jenkins received performance-based RSUs with a performance period from January 1, 2026 through December 31, 2028. The filing states the number of RSUs that ultimately vest can range from 0% to 200% of the target amount, depending on performance outcomes.

When do Leah R. Jenkins’ time-based RSUs from RMAX vest?

The time-based RSUs granted to Jenkins under the 2023 Omnibus Incentive Plan vest in three equal annual installments. Vesting begins on March 1, 2027, and continues annually thereafter, aligning a portion of her compensation with continued service over that multi-year period.

How many RMAX shares and RSUs does Leah R. Jenkins hold after these transactions?

After the latest reported transaction, Jenkins held 72,640 shares of Class A common stock, which includes RSUs. Footnotes specify that her holdings include 59,888 RSUs, reflecting both previously granted units and the new awards disclosed in this Form 4 filing.

Does this RMAX Form 4 indicate a change in Leah R. Jenkins’ role?

The filing identifies Jenkins as Vice President and Chief Accounting Officer but does not indicate any change in her role. It focuses solely on equity compensation transactions, including bonus-related stock issuance, RSU grants, and associated tax-withholding share dispositions.