Form 4: Anywhere Real Estate Merger Completes, Executive Stock Shifts

Anywhere Real Estate Inc. President/CEO Susan Yannaccone reports significant stock changes following the company's merger into Compass, Inc. as a wholly-owned subsidiary.

Summary

• Anywhere Real Estate Inc. (HOUS) completed its merger with Compass, Inc. on January 9, 2026, with Anywhere Real Estate Inc. becoming a wholly-owned subsidiary of Compass.
• Pursuant to 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.
• Susan Yannaccone, President/CEO AW Brands AW Advisors, reported the acquisition of 128,031 shares of Anywhere Real Estate common stock on January 7, 2026, representing shares earned from 2023 Performance Stock Unit (PSU) awards.
• On January 9, 2026, an additional 318,502 shares of Anywhere Real Estate common stock were acquired by Ms. Yannaccone, resulting from the conversion of outstanding PSU awards into Restricted Stock Units (RSUs) based on performance goals, prior to their conversion into Compass shares.
• Immediately following these acquisitions, Ms. Yannaccone's beneficial ownership of Anywhere Real Estate common stock reached 973,787 shares.
• On January 9, 2026, all 973,787 shares of Anywhere Real Estate common stock beneficially owned by Ms. Yannaccone were disposed of as they were converted into Compass shares due to the merger, resulting in zero beneficial ownership of Anywhere Real Estate common stock.
• Outstanding PSU and RSU awards were canceled and converted into RSU awards in respect of Compass Shares, based on the Exchange Ratio.

Sentiment

Score: 7

Explanation: The filing reports the successful completion of a pre-announced strategic merger, which is generally a positive for market certainty and the realization of strategic goals, despite being a factual reporting of transactions.

Positives

• The successful completion of the previously announced merger between Anywhere Real Estate Inc. and Compass, Inc. provides strategic clarity.
• Equity awards (PSUs and RSUs) held by the reporting person were converted into Compass, Inc. restricted stock units, ensuring continuity of equity incentives within the new structure.
• Shareholders of Anywhere Real Estate Inc. received shares in Compass, Inc., realizing value from their investment.

Future Outlook

Anywhere Real Estate Inc. is now a wholly-owned subsidiary of Compass, Inc. The reporting person's equity incentives are now tied to Compass, Inc. shares through converted RSU awards.

Industry Context

This filing reflects the completion of a significant consolidation event within the real estate brokerage industry, where Anywhere Real Estate Inc., a major player, has been acquired by Compass, Inc. This move could reshape competitive dynamics and market share in the sector.

Stakeholder Impact

• Shareholders of Anywhere Real Estate Inc. have had their shares converted into Compass, Inc. Class A common stock, impacting their future investment vehicle.
• Employees, including the reporting person, who held equity awards in Anywhere Real Estate Inc. now have converted RSU awards tied to Compass, Inc. shares, aligning their incentives with the new parent company.

Next Steps

• The reporting person now holds Restricted Stock Unit (RSU) awards in respect of Compass, Inc. shares, subject to their vesting schedules.
• Anywhere Real Estate Inc. will operate as a wholly-owned subsidiary of Compass, Inc.

Key Dates

Keywords

SEC Form 4, Merger, Anywhere Real Estate Inc., Compass Inc., Stock Transaction, Executive Compensation, Beneficial Ownership, Equity Awards, PSU, RSU, Corporate Action