Form 4: RE/MAX Executive Boosts Holdings with Equity Grants

RE/MAX Holdings officer Susan L. Winders increased her beneficial ownership through equity compensation and RSU grants.

Summary

• Susan L. Winders, REMAX President and Chief Growth Officer, reported several transactions involving RE/MAX Holdings, Inc. Class A Common Stock.
• On February 27, 2026, she acquired 13,774 shares as part of her 2025 bonus, paid in equity.
• Concurrently, 4,260 shares were withheld for tax obligations related to the bonus shares, at a price of $6.45 per share.
• On March 1, 2026, she was granted 59,619 performance-based Restricted Stock Units (RSUs) under the 2023 Omnibus Incentive Plan. These RSUs will vest based on performance from January 1, 2026, to December 31, 2028, with vesting ranging from 0-200% of the target amount.
• Also on March 1, 2026, she received a grant of 59,619 time-based RSUs, which will vest in three equal annual installments starting March 1, 2027.
• On March 2, 2026, 10,253 shares were withheld for tax obligations related to the settlement of previously granted RSUs, at a price of $6.29 per share.
• Following these transactions, her direct beneficial ownership of Class A Common Stock, including RSUs, increased to 302,572 shares.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a moderately positive signal, reflecting ongoing executive compensation and retention efforts through significant equity grants, which aligns management's interests with long-term company performance.

Positives

• Susan L. Winders received 13,774 shares as part of her 2025 bonus, indicating performance-based compensation.
• She was granted a significant number of performance-based RSUs (target 59,619 shares), aligning her incentives with future company performance.
• An additional 59,619 time-based RSUs were granted, contributing to executive retention and long-term commitment.
• Her total beneficial ownership, including RSUs, increased to 302,572 shares, demonstrating a substantial stake in the company.

Negatives

• A total of 14,513 shares were disposed of (4,260 + 10,253) to cover tax withholding obligations, which is a common but non-discretionary reduction in direct holdings.

Future Outlook

The reporting person was granted performance-based RSUs that will vest, if at all, following a performance period from January 1, 2026, through December 31, 2028, with the number of vested RSUs ranging from 0-200% of the target amount. Additionally, time-based RSUs will vest in three equal annual installments beginning on March 1, 2027.

Industry Context

StockSavvy.ai notes that equity compensation, particularly through Restricted Stock Units (RSUs) with both performance and time-based vesting conditions, is a standard practice in the real estate brokerage industry and broader corporate landscape. This approach aims to align executive incentives with long-term shareholder value creation and ensure executive retention.

Comparison to Industry Standards

• The use of performance-based RSUs with a 0-200% vesting range is a common practice among S&P 500 companies, such as those in the real estate services sector like Anywhere Real Estate Inc. (HOUS) or eXp World Holdings (EXPI), to incentivize executives to achieve specific financial or operational targets.
• Time-based RSU vesting over three years is also a standard retention mechanism, comparable to compensation structures seen at peer companies, ensuring executives remain committed for a sustained period.
• The withholding of shares for tax obligations upon equity issuance and RSU settlement is a universal practice for equity compensation across all industries, including real estate, to manage statutory tax liabilities.

Stakeholder Impact

• Shareholders: The grants align executive incentives with shareholder interests through performance-based and time-based equity, potentially fostering long-term value creation. Dilution from new share issuance for compensation is a consideration, though common.
• Employees: Reflects the company's ongoing executive compensation strategy, which can influence broader compensation philosophies within the organization.

Next Steps

• Performance-based RSUs will vest following the performance period of January 1, 2026, through December 31, 2028.
• Time-based RSUs will vest in three equal annual installments beginning on March 1, 2027.

Key Dates

Keywords

RE/MAX Holdings, RMAX, Insider Transaction, Form 4, Equity Compensation, Restricted Stock Units, RSUs, Executive Compensation, Susan L. Winders, Stock Grant, Performance-Based Equity