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RMR (NASDAQ: RMR) CEO Adam Portnoy awarded 6,426 Class A shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

PORTNOY ADAM D. reported acquisition or exercise transactions in this Form 4 filing.

RMR Group Inc. director and CEO Adam D. Portnoy received a grant of 6,426 shares of Class A common stock on March 26, 2026 under the company’s equity compensation plan, at no cash cost. Following this grant, he directly holds 161,223 shares. A separate line reflects 90,564 shares held by ABP Trust, where he is sole trustee and controlling shareholder but disclaims beneficial ownership except for his pecuniary interest.

Positive

  • None.

Negative

  • None.

Insights

Routine stock grant increases CEO’s equity stake without open‑market buying.

The filing shows Adam D. Portnoy received 6,426 RMR Class A shares as a stock grant under an equity compensation plan. The grant price is reported as $0.0000 per share, indicating a compensation award rather than a market purchase, and no derivatives were exercised.

After the grant, his direct holdings rise to 161,223 shares, while 90,564 additional shares are reported as held by ABP Trust. He is sole trustee and controlling shareholder of the trust but disclaims beneficial ownership beyond his pecuniary interest, so these are classified as indirect. No open‑market buying or selling is reported, making this a routine, neutral governance and compensation event.

Insider PORTNOY ADAM D.
Role Managing Dir., President & CEO
Type Security Shares Price Value
Grant/Award Class A Common Stock 6,426 $0.00 --
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 161,223 shares (Direct); Class A Common Stock — 90,564 shares (Indirect, By Trust)
Footnotes (1)
  1. Transaction reported is a grant of shares pursuant to the issuer's equity compensation plan. These shares are held by ABP Trust; Mr. Portnoy, as the sole trustee, an officer and the controlling shareholder of ABP Trust, may be deemed to be a beneficial owner of these shares, but Mr. Portnoy disclaims such beneficial ownership except to the extent of his pecuniary interest therein.
SEC Form 4
FORM 4UNITED 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
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
PORTNOY ADAM D.

(Last)(First)(Middle)
C/O THE RMR GROUP LLC TWO NEWTON PLACE
255 WASHINGTON STREET, SUITE 300

(Street)
NEWTON MASSACHUSETTS 02458

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
RMR GROUP INC. [ NASDAQ:RMR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Managing Dir., President & CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/26/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock03/26/2026A6,426A(1)161,223D
Class A Common Stock90,564(2)IBy Trust(2)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Transaction reported is a grant of shares pursuant to the issuer's equity compensation plan.
2. These shares are held by ABP Trust; Mr. Portnoy, as the sole trustee, an officer and the controlling shareholder of ABP Trust, may be deemed to be a beneficial owner of these shares, but Mr. Portnoy disclaims such beneficial ownership except to the extent of his pecuniary interest therein.
/s/ Adam D. Portnoy03/27/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did RMR (RMR) report for Adam D. Portnoy?

RMR reported that Adam D. Portnoy received a grant of 6,426 shares of Class A common stock as equity compensation. The award was priced at $0.0000 per share, indicating a non-cash grant rather than an open-market purchase or sale.

How many RMR shares does Adam D. Portnoy hold directly after this Form 4?

After the reported grant, Adam D. Portnoy directly holds 161,223 shares of RMR Class A common stock. This total reflects the new 6,426-share equity award added to his existing direct holdings, as disclosed in the Form 4 transaction details.

What is the nature of the 6,426 RMR shares granted to Adam D. Portnoy?

The 6,426 RMR shares represent a grant under the company’s equity compensation plan. The filing states the transaction is a grant of shares pursuant to that plan, recorded at $0.0000 per share, so it is compensation rather than a cash investment in the stock.

Does the RMR Form 4 show any open-market buying or selling by Adam D. Portnoy?

No open-market buying or selling is reported. The only transaction with a share amount is a 6,426-share grant under RMR’s equity compensation plan, recorded at $0.0000 per share, which is a non-market compensation event rather than a discretionary trade.

How should investors interpret the ABP Trust holdings disclosed for RMR (RMR)?

The Form 4 shows 90,564 RMR shares held by ABP Trust, where Adam D. Portnoy is sole trustee and controlling shareholder. He may be deemed a beneficial owner but expressly disclaims beneficial ownership beyond his pecuniary interest, so these are classified as indirect holdings.
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