Form 4: Fathom Holdings CEO Marco Fregenal Reports Stock Disposal and Beneficial Ownership Changes

CEO Marco Fregenal reports the disposal of 70,000 shares of Fathom Holdings Inc. common stock and updates to his beneficial ownership, including shares held directly, by his wife, and through a trust.

Summary

• On May 7, 2025, Marco Fregenal, CEO of Fathom Holdings Inc., reported changes in his beneficial ownership of the company's stock.
• He disposed of 70,000 shares of common stock at $0, reducing his direct holdings to 1,671,500 shares.
• Of these remaining shares, 54,499 are restricted and vest in full on September 1, 2025, while 200,000 vest over three years from November 15, 2024.
• Fregenal also indirectly owns 5,056 shares through his wife and 150,000 shares through the Fregenal 2020 Irrevocable Trust, for which his spouse is the trustee.
• He disclaims beneficial ownership of the trust's shares.
• Additionally, he holds 50,000 performance rights, each representing a contingent right to receive one share of Fathom Holdings Inc. common stock upon achieving a specified price per share for a specified time, exercisable by November 15, 2034.

Sentiment

Score: 5

Explanation: Neutral sentiment as the document primarily reports transactions and holdings without expressing a clear positive or negative outlook. The disposal of shares could be seen as slightly negative, but the overall context is informational.

Negatives

• The disposal of 70,000 shares by the CEO could be interpreted negatively by the market.

Risks

• The vesting of restricted shares is contingent upon continued employment or other conditions, which could be a risk if those conditions are not met.
• The performance rights are contingent on Fathom's stock achieving a specified price, which may not occur.

Management Comments

• The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

Industry Context

Form 4 filings are a routine part of corporate governance, providing transparency into the transactions of company insiders. Investors often monitor these filings to gauge management's sentiment and confidence in the company's prospects.

Stakeholder Impact

• Shareholders may react to the CEO's stock disposal, potentially impacting the stock price.
• The vesting of restricted shares could incentivize management to improve company performance.

Key Dates

Keywords

Fathom Holdings Inc., FTHM, Marco Fregenal, CEO, Beneficial Ownership, Stock Disposal, Performance Rights, Restricted Stock, Form 4