Seven Hills (SEVN) CFO Reports 970-Share Tax Withholding Sale

Rhea-AI Filing Summary

Matthew C. Brown, the Chief Financial Officer and Treasurer of Seven Hills Realty Trust (SEVN), reported a non-derivative disposition of 970 common shares on 09/16/2025 at a price of $10.95 per share. The filing states the shares were withheld to satisfy a tax liability arising from the vesting of previously issued securities. After the transaction, Mr. Brown beneficially owns 14,385 shares directly. This Form 4 discloses an internal tax-withholding sale rather than a market-driven trade or new cash-selling program.

Positive

• Disclosure compliance: The reporting person timely disclosed the transaction under Section 16.
• Explicit reason provided: The filing states the shares were withheld to pay a tax liability related to vesting.

Negative

• Disposition of shares: 970 shares were sold/withheld, reducing the reporting person's direct holdings.
• Potential perception risk: Any insider disposition can draw investor attention despite administrative reasons.

Insights

Corporate Governance Expert

TL;DR: Routine tax-withholding disposition by a named executive; compliance disclosure completed.

The report documents a common and administrative insider transaction where vested shares were withheld to cover tax obligations. Such transactions typically reflect compensation administration rather than a deliberate liquidity event. The filing provides clear figures: 970 shares disposed at $10.95 and 14,385 shares retained. From a governance perspective, timely Section 16 reporting and an explicit explanation for the disposition reduce ambiguity about insider intent.

Securities Analyst

TL;DR: Small-scale insider share withholding; immaterial to company capitalization.

The disposition size (970 shares) appears modest relative to the reported post-transaction holding (14,385 shares). The stated reason—payment of tax liability due to vesting—indicates the transaction is non-speculative compensation settling. There is no indication of additional derivative activity or a broader selling program in this filing, suggesting limited immediate market impact.

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).

1. Name and Address of Reporting Person^*

Brown Matthew C.

(Last) (First) (Middle)

TWO NEWTON PLACE,

255 WASHINGTON STREET SUITE 300

(Street)

NEWTON MA 02458

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Seven Hills Realty Trust [ SEVN ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO and Treasurer

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
Common Shares of Beneficial Interest	09/16/2025		F(1)		970	D	$10.95	14,385	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/ Matthew C. Brown	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 did Matthew C. Brown report on the Form 4 for SEVN?

He reported a disposition of 970 common shares on 09/16/2025 at $10.95 per share, with 14,385 shares owned following the transaction.

Why were the 970 shares disposed according to the filing?

The filing states the shares were withheld to satisfy a tax liability arising from the vesting of securities.

What is Matthew C. Brown's role at Seven Hills Realty Trust (SEVN)?

He is listed as CFO and Treasurer and the reporting person for this Form 4.

Does this Form 4 indicate a broader insider selling program for SEVN?

No broader selling program is disclosed in this Form 4; it describes a tax-withholding disposition tied to vesting.

How many shares did Mr. Brown own after the reported transaction?

The filing reports 14,385 common shares beneficially owned following the transaction.