Form 4: Anywhere Real Estate EVP Reports Merger-Related Stock Changes

Marilyn J. Wasser, EVP, General Counsel, and Secretary of Anywhere Real Estate Inc., reported significant changes in her beneficial ownership of company common stock due to the merger with Compass, Inc.

Summary

• Marilyn J. Wasser, Executive Vice President, General Counsel, and Secretary of Anywhere Real Estate Inc., reported changes in her beneficial ownership of the company's common stock.
• The transactions are a direct result of the previously announced merger between Anywhere Real Estate Inc. and Compass, Inc., which became effective on January 9, 2026.
• Under the merger agreement, each share of Anywhere Real Estate common stock was converted into the right to receive 1.436 shares of Compass Class A common stock.
• On January 7, 2026, Ms. Wasser earned 122,057 shares of Anywhere Real Estate common stock under the 2023 Performance Stock Unit (PSU) awards, prior to tax withholding.
• On January 9, 2026, outstanding PSU awards were canceled and converted into Restricted Stock Unit (RSU) awards in respect of Compass Shares, reflecting 233,571 Anywhere Real Estate equivalent shares based on performance goals.
• Also on January 9, 2026, Ms. Wasser disposed of 1,004,907 shares of Anywhere Real Estate common stock, representing the conversion of all her beneficially owned shares into Compass Class A common stock due to the merger.
• Following these transactions, Ms. Wasser's beneficial ownership of Anywhere Real Estate common stock is 0.

Sentiment

Score: 7

Explanation: The filing reports the expected execution of a pre-announced merger, including the conversion of equity awards and shares. The earning of PSUs indicates performance targets were met. This is a neutral to slightly positive event as it confirms the merger's completion and the vesting of performance-based compensation.

Positives

• Marilyn J. Wasser earned 122,057 shares of Anywhere Real Estate common stock under the 2023 Performance Stock Unit (PSU) awards, indicating that applicable performance criteria were met.

Future Outlook

This filing reports past transactions related to a completed merger and does not provide forward-looking statements or guidance regarding the future performance of the combined entity.

Industry Context

The merger of Anywhere Real Estate Inc. and Compass, Inc. represents a significant consolidation within the residential real estate brokerage industry, impacting market dynamics and competitive landscapes.

Stakeholder Impact

• Shareholders of Anywhere Real Estate Inc. have had their shares converted into Compass, Inc. shares, impacting their future investment in the combined entity.
• Employees, specifically the reporting person, have had their equity compensation converted into Compass shares, aligning their incentives with the new parent company.

Key Dates

Keywords

Anywhere Real Estate, HOUS, Compass, Merger, Form 4, Insider Transaction, Executive Compensation, Stock Units, PSU, RSU, Beneficial Ownership