[Form 4] RMR GROUP INC. Insider Trading Activity

Rhea-AI Filing Summary

RMR Group Inc. (RMR) director and executive officer Jennifer B. Clark reported a transaction on 09/16/2025 in which she disposed of 5,494 shares of Class A common stock at a reported price of $17.28 per share. After the sale, Ms. Clark beneficially owned 77,493 shares, reported as direct ownership. The filing states the shares were withheld to satisfy a tax liability related to the vesting of securities issued under Rule 16b-3. The Form 4 is signed by Ms. Clark on 09/18/2025.

Positive

• None.

Negative

• Reported sale of 5,494 Class A shares by an officer/director on 09/16/2025 at $17.28 per share
• Beneficial ownership reduced to 77,493 shares following the reported transaction

Insights

Corporate Governance Expert

TL;DR: Officer/director sold vested shares to satisfy taxes; common, procedural insider activity with limited immediate governance implications.

The reported disposition of 5,494 Class A shares appears to be a withholding to cover tax obligations arising from vesting, as explicitly stated in the form. Such tax-withholding sales are routine and do not necessarily indicate a change in executive intent toward company strategy or governance. The transaction reduced direct beneficial ownership to 77,493 shares. Absent additional context on ongoing sale programs, pledge arrangements, or outstanding options, this single Form 4 filing is procedural rather than a material governance event.

Securities/Insider-Activity Analyst

TL;DR: A small, one-time disposition via withholding at $17.28; signals tax-related liquidity rather than active stock divestiture.

The Form 4 documents a disposal of 5,494 shares at $17.28 on 09/16/2025, leaving 77,493 shares beneficially owned. The explanation line explicitly states the sale was to pay tax liability from vesting under Rule 16b-3, which aligns with common post-vesting withholding practices. For market impact or trend analysis, this single transaction is unlikely to be material without a pattern of additional sales or a pre-arranged trading plan disclosed elsewhere.

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

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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).

1. Name and Address of Reporting Person^*

CLARK JENNIFER B

(Last) (First) (Middle)

C/O THE RMR GROUP LLC TWO NEWTON PLACE

255 WASHINGTON STREET, SUITE 300

(Street)

NEWTON MA 02458

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
RMR GROUP INC. [ NASDAQ:RMR ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	MD, Exec. VP, GC & Secty

3. Date of Earliest Transaction (Month/Day/Year)
09/16/2025

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	09/16/2025		F		5,494	D	$17.28(1)	77,493	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. Payment of tax liability by withholding securities incident to the vesting of the security issued in accordance with Rule 16b-3.

	/s/ Jennifer B. Clark	09/18/2025
	** 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.

FAQ

What transaction did RMR insider Jennifer B. Clark report on Form 4?

She reported disposing of 5,494 Class A common shares on 09/16/2025 at $17.28 per share, leaving 77,493 shares beneficially owned.

Why were the shares sold in the Form 4 filing for RMR (ticker RMR)?

The filing states the shares were withheld to pay a tax liability arising from the vesting of securities issued in accordance with Rule 16b-3.

What is Jennifer B. Clark's relationship to RMR Group Inc.?

She is a director and an officer (listed as MD, Executive VP, General Counsel & Secretary) of RMR Group Inc.

When was the Form 4 signed and filed by the reporting person?

The signature on the form is dated 09/18/2025 and the earliest transaction date reported is 09/16/2025.

How many shares does Jennifer B. Clark own after the reported transaction?

She beneficially owned 77,493 shares of Class A common stock after the disposal.