Welcome to our dedicated page for Re Max Hldgs SEC filings (Ticker: RMAX), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
RE/MAX Holdings, Inc. filings document material events for a public franchisor of real estate and mortgage brokerage services. Its SEC record includes Form 8-K disclosures for operating and financial results, material agreements, shareholder voting matters, capital-structure items and Regulation FD communications.
The filings also describe governance changes involving directors and officers, compensation arrangements, litigation settlement matters involving RE/MAX, LLC, and the company’s registered Class A common stock traded under RMAX on the New York Stock Exchange. These disclosures connect the company’s franchise brands, public-company governance and recurring reporting obligations.
The Real Brokerage Inc. disclosed details of its definitive agreement to acquire RE/MAX Holdings Inc., implying an enterprise value for REMAX of approximately $880 million as of the announcement date.
The company said REMAX generated approximately $94 million of high‑margin adjusted EBITDA in 2025 (roughly 9x trailing adjusted EBITDA or about 7x post‑synergies). Real expects $30 million of cost synergies and outlined ancillary revenue opportunity estimates: a 1% mortgage attachment could generate ~$25 million, and a 1% title attachment could generate >$10 million. Real reported Q1 operating expenses of $45.6 million, including ~$300,000 of REMAX acquisition costs, and said it targets closing the transaction in the second half of the year.
RE/MAX Holdings reported a weak first quarter of 2026 and agreed to a transformative merger with The Real Brokerage. Revenue fell to $70.2 million, down 5.7% year over year, while a new $8.5 million Batton antitrust settlement charge helped swing results to a net loss of $15.7 million, or $(0.48) per share.
Adjusted EBITDA declined to $15.6 million with margin compressing to 22.2%. U.S. agent count and Motto Mortgage offices shrank, partly offset by growth outside the U.S. and Canada. The company ended the quarter with $182.6 million in cash and $438.2 million of term debt, and a total leverage ratio of 3.63:1 under its credit facility. After quarter‑end, RE/MAX agreed to combine with Real REMAX Group in a cash‑and‑stock deal that is expected to refinance existing debt and collapse its UP‑C structure, pending shareholder and regulatory approvals.
RE/MAX Holdings, Inc. reported first quarter 2026 revenue of $70.2 million, down 5.7% year over year, and a net loss attributable to the company of $9.7 million, or $(0.48) per diluted share.
Adjusted EBITDA was $15.6 million, down 19.3%, with adjusted EPS of $0.16 versus $0.24 a year earlier. Total agent count grew 2.1% to 149,192, while U.S. and Canada agents fell to 73,292. The company also highlighted its pending merger with The Real Brokerage Inc. and is suspending earnings calls and guidance while the transaction is pending.
The Real Brokerage Inc. posted a promotional communication about its proposed combination with RE/MAX Holdings. The video highlights a combined network of 180,000+ agents across 120+ countries and describes expected benefits such as scale, stronger cash generation, and improved outcomes for agents and clients. The communication includes a comprehensive forward-looking statements disclaimer and directs investors to a forthcoming Registration Statement on Form S-4, proxy statement/prospectus and Real’s management information circular for complete details.
The message stresses potential synergies and integration risks and urges review of SEC and Canadian filings, including Real’s audited statements for the year ended December 31, 2025 and related disclosure dated March 4, 2026. It notes regulatory, shareholder approval and other customary closing risks without quantifying timelines or financial impacts.
RE/MAX Holdings, Inc. ownership disclosure: Magnolia Capital Fund, LP, The Magnolia Group, LLC and Adam K. Peterson jointly report beneficial ownership of 946,820 shares of Class A common stock, representing 4.7% of the class. The filing is an Amendment No. 5 and includes a joint filing agreement dated May 6, 2026.
The filing states that TMG is the general partner of MCF and that Mr. Peterson is the managing member of TMG; TMG and Mr. Peterson disclaim beneficial ownership of the shares held by MCF. Address and CUSIP 75524W108 are included.
The Real Brokerage Inc. posted a communication on Instagram on May 5, 2026 describing forward-looking statements and disclosure procedures in connection with its proposed transaction with RE/MAX Holdings, Inc. The post reiterates risks, required regulatory and shareholder approvals, and directs readers to a forthcoming Form S-4 registration statement, proxy statement/prospectus and Real’s management information circular for complete details.
The communication states where free copies of filings will be available and notes directors and certain officers of both companies may be participants in the solicitation. It emphasizes that the message is not an offer or solicitation and that forward-looking statements contain risks that could cause actual results to differ materially.
RE/MAX Holdings, Inc. files an amendment to its 2025 annual report to add Part III information on directors, executive officers, compensation, ownership, and related-party transactions. The Board has eight members in three staggered classes, with fully independent audit, compensation, and nominating committees.
For 2025, total revenue was $291.6 million, Adjusted EBITDA was $93.7 million, and REMAX agent count grew 1.4% to 148,660 agents. Named Executive Officer annual bonuses were funded at 72.5% of target based on Bonus Adjusted EBITDA, revenue, and strategic milestones, paid half in cash and half in vested stock.
CEO Erik Carlson’s 2025 compensation totaled $6.2 million, while the median employee earned $125,705, a ratio of roughly 49 to 1. Founder David Liniger and RIHI continue to control a significant portion of voting power through Class B stock and RMCO units, and detailed tax receivable and operating agreements with RIHI and RMCO are summarized.
RE/MAX Holdings, Inc. disclosed that Magnolia Capital Fund, LP, an entity associated with Adam K. Peterson through The Magnolia Group, LLC, sold a total of 1,341,378 shares of Common Stock in open-market transactions over three days. Sales occurred on April 27, 28 and 29, 2026 at weighted-average prices of $9.84, $10.97 and $11.10 per share, respectively. After the most recent sale, Magnolia Capital Fund directly holds 982,440 shares. Footnotes state that The Magnolia Group and Mr. Peterson may be deemed to share indirect beneficial ownership but disclaim beneficial ownership except for their pecuniary interests, and that, due to these transactions, Magnolia Capital Fund, The Magnolia Group and Mr. Peterson are no longer 10% Owners of RE/MAX.
The Real Brokerage Inc. announces a proposed $880 million acquisition of RE/MAX Holdings to form Real REMAX Group, subject to shareholder and regulatory approvals. The all‑stock and cash deal would combine Real’s ~33,000 agents and AI‑enabled platform with RE/MAX’s ~8,500 franchise offices to create a network supporting more than 180,000 real estate professionals. The companies expect closing in the second half of 2026, subject to shareholder approval, regulatory clearances and court approval in British Columbia.
RE/MAX Holdings, Inc. agreed to merge with The Real Brokerage Inc. under an Arrangement Agreement and Plan of Merger creating a new holding company, Real REMAX Group. For each RE/MAX Class A share, holders may elect either 5.150 Real REMAX Group shares (before a 10‑for‑1 consolidation adjustment) or $13.80 in cash, with total cash available to shareholders between $60 million and $80 million, subject to proration.
After closing, Real shareholders are expected to own about 59% of the combined company and RE/MAX shareholders about 41%, assuming midpoint cash usage, and Real REMAX Group stock is expected to list on Nasdaq while existing RE/MAX and Real shares are delisted. The deal requires shareholder approvals, court and regulatory clearances, and effectiveness of a Form S‑4. Termination rights include a $25 million fee payable by RE/MAX or $31 million by Real in certain cases, plus a possible $36 million regulatory termination fee from Real to RE/MAX. Concurrently, RE/MAX signed a separate RIHI merger to simplify its ownership structure and amended its Tax Receivable Agreement so it terminates with no further payments if the change of control closes within 18 months.