RMR Group Inc SEC Filings

The RMR Group Inc. disclosed a planned retirement arrangement for John G. Murray, an Executive Vice President of The RMR Group LLC and the president, chief executive officer and a director of Sonesta International Hotels Corporation. He will remain in his current officer and director roles at RMR LLC and Sonesta until March 31, 2026, then resign from all officer and related positions, and continue as a Sonesta employee until September 30, 2026.

Under a retirement letter agreement, he will receive his current cash salary through March 31, 2026, then $15,000 per month from Sonesta from April 1, 2026 until the retirement date. Subject to executing customary releases, he is also entitled to a $1,912,500 cash bonus for 2025 and a combined $2,765,625 cash payment, each paid in installments in April and October 2026. RMR LLC will recommend that the company’s Compensation Committee accelerate vesting of his unvested RMR shares as of the retirement date, and the agreement includes standard confidentiality, non-solicitation and waiver and release provisions.

Tremont Realty Capital LLC, an affiliate of The RMR Group, reported a large insider purchase of 2,015,748 common shares of beneficial interest of Seven Hills Realty Trust. The shares were bought on December 11, 2025 at a price of $8.65 per share and are reported as indirectly owned.

The transaction was made under a backstop agreement dated October 30, 2025, in which Tremont agreed to purchase 100% of any Seven Hills shares not taken up in a transferable rights offering. Following this purchase, 4,577,835 shares are reported as beneficially owned indirectly through Tremont. The reporting persons state they disclaim beneficial ownership except to the extent of their pecuniary interest.

The RMR Group Inc. (RMR) filed its 2025 Form 10‑K, outlining a manager-of-managers model across public and private real estate platforms. As of September 30, 2025, assets under management were $39.0 billion, with revenues tied largely to long-term contracts. Management and advisory services from the Managed Equity REITs represented 68.0% of related revenue. For the year, RMR reported $75.7 million in net cash from operating activities and $38.7 million in net income, and continued its regular dividend of $0.45 per share per quarter ($1.80 annually).

RMR highlighted client developments, including Office Properties Income Trust (OPI) commencing chapter 11 on October 30, 2025. RMR agreed to a restructuring support framework featuring a new five‑year management structure with an annual business management fee of $14.0 million for the first two years, plus 3% property management and 5% construction supervision fees, expected to be effective upon OPI’s plan of reorganization. OPI’s securities were delisted from Nasdaq and listed on OTCPK effective October 6, 2025. As of November 7, 2025, RMR had 16,061,399 Class A shares outstanding; the aggregate Class A non‑affiliate market value was $256.1 million based on a $16.65 price on March 31, 2025.

The RMR Group Inc. furnished an update on its business by announcing financial results for its fourth fiscal quarter ended September 30, 2025. The company provided a summary press release and a detailed earnings presentation to accompany the results.

The materials were included as Exhibits 99.1 (press release) and 99.2 (earnings presentation) under Item 2.02, Results of Operations and Financial Condition.

The RMR Group Inc. reported that Office Properties Income Trust (OPI), which it manages, commenced voluntary Chapter 11 cases on October 30, 2025. In connection with the filing, RMR’s majority‑owned subsidiary, The RMR Group LLC, entered into a Restructuring Support Agreement with OPI and certain lenders that sets terms for new business and property management agreements, expected to take effect upon OPI’s plan of reorganization becoming effective.

Under the term sheet, the new agreements carry an initial five‑year term. RMR LLC will receive an annual fee of $14.0 million per year for the first two years under the business management agreement, plus a 3% property management fee and a 5% construction supervision fee under the property management agreement, consistent with current terms. Existing management agreements remain in place during the Chapter 11 process, and RMR LLC continues to manage OPI in the ordinary course. Upon consummation of the plan, OPI’s total debt is contemplated to decline from approximately $2.4 billion to approximately $1.3 billion.

Matthew C. Brown, Executive Vice President, Chief Financial Officer and Treasurer of RMR Group Inc. (RMR), filed an initial Form 3 reporting direct ownership of 13,389 shares of Class A common stock. The filing lists the transaction date as 10/01/2025 and bears a signature date of 10/06/2025. No derivative securities or indirect holdings are reported.

RMR Group Inc. (NASDAQ: RMR) received an initial Form 3 from Yael Duffy reporting direct ownership of 12,607 shares of Class A common stock as of 10/01/2025. Ms. Duffy is listed as Executive Vice President of The RMR Group LLC and files the form in her capacity as an officer and director. The filing is an initial disclosure required under Section 16 to show insider holdings and does not report derivative positions.