Form 4: RE/MAX Holdings CFO Karri R. Callahan Reports Changes in Beneficial Ownership

Karri R. Callahan, CFO of RE/MAX Holdings, reports transactions involving Class A Common Stock, including the grant of performance-based and time-based restricted stock units (RSUs).

Summary

• On March 1, 2024, Karri R. Callahan, CFO of RE/MAX Holdings, engaged in transactions involving the company's Class A Common Stock.
• Callahan was granted 69,853 performance-based restricted stock units (RSUs) under the 2023 Omnibus Incentive Plan, which will vest based on performance between January 1, 2024, and December 31, 2026; the actual number of RSUs vesting can range from 0-200% of the target amount.
• She also received 46,569 time-based RSUs, vesting in three equal annual installments starting March 1, 2025.
• An additional 2,067 RSUs were granted, representing an incremental increase over a previously reported target amount from 2021.
• 10,990 shares of Class A common stock were withheld by RE/MAX Holdings to cover tax obligations related to the settlement of RSUs on March 1, 2024.
• Following these transactions, Callahan beneficially owns 258,970 shares of Class A Common Stock, including 180,669 unvested time-based RSUs and 134,100 unvested RSUs.

Sentiment

Score: 6

Explanation: Neutral sentiment as the document primarily reports routine transactions related to executive compensation. There are no explicit positive or negative implications for the company's financial health or future prospects.

Positives

• The grant of RSUs aligns the CFO's interests with the long-term performance of the company.
• Time-based RSUs provide a retention incentive for the CFO.

Future Outlook

The performance-based RSUs will vest based on company performance between January 1, 2024, and December 31, 2026.

Industry Context

Equity compensation is a common practice in publicly traded companies to align management's interests with those of shareholders.

Comparison to Industry Standards

• Granting RSUs to executives is a standard practice among publicly listed companies, including real estate firms like Zillow and Redfin, to incentivize performance and retain key personnel.
• The vesting schedules and performance metrics associated with these grants are typically aligned with industry benchmarks for executive compensation.

Stakeholder Impact

• Shareholders may view the RSU grants as a positive sign, aligning management's interests with company performance.
• Employees may see the grants as part of a competitive compensation package.

Key Dates