Carlson W. Erik's Form 4/A amendment
AmendedReal REMAX Group Inc. (REAX) · filed Sep 3, 2026
- Accession no.
- 0001104659-26-105168
- Filed
- Sep 3, 2026, 9:53 PM ET
- Trade date
- Aug 24, 2026
- Filing delay
- 10 days
- Rule 10b5-1 plan
- Not checked
- Original filed
- Aug 24, 2026
This filing lists 1 non-derivative transaction and 5 derivative transactions. It was filed 10 days after the trade.
This amendment replaces 0001104659-26-100427 (filed Aug 24, 2026).
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Carlson W. ErikCIK 0001426816 | Director |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Aug 24, 2026 | Common Stock, par value $0.001 per share | AGrant or awardAcquired | +33,227 | –F4 | – | 33,227 | Direct | |
| Aug 24, 2026 | Common Stock, par value $0.001 per share | AGrant or awardAcquired | +87,864 | –F4 | – | 87,864 | Direct | |
| Aug 24, 2026 | Common Stock, par value $0.001 per share | AGrant or awardAcquired | +184,221 | –F4 | – | 184,221 | Direct | |
| Aug 24, 2026 | Common Stock, par value $0.001 per share | AGrant or awardAcquired | +112,465 | –F8 | – | 112,465 | Direct | |
| Aug 24, 2026 | Common Stock, par value $0.001 per share | AGrant or awardAcquired | +184,221 | –F8 | – | 184,221 | Direct |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
Pursuant to the Arrangement Agreement and Plan of Merger, dated as of April 26, 2026 (as amended, the "Merger Agreement"), by and among the Issuer, The Real Brokerage Inc. ("Real"), RE/MAX Holdings, Inc. ("REMAX") and certain subsidiaries of the Issuer, on August 24, 2026, the Issuer acquired all of the issued and outstanding shares of Real and REMAX. Pursuant to the Merger Agreement, each issued and outstanding common shares of Real was consolidated on a 10-for-1 basis (the "Share Consolidation") and converted into the right to receive one share of common stock of the Issuer, and each issued and outstanding share of common stock of REMAX ("REMAX Common Stock") was converted into the right to receive either (i) $13.80 in cash (the "Cash Consideration") or (ii) 0.5150 shares of common stock, par value $0.001, of the Issuer (after giving effect to the Share Consolidation), subject in each case to the proration provisions of the Merger Agreement.
Referenced by the price of 1 transaction in Table I.
- F2
Due to the proration provisions of the Merger Agreement, each share of REMAX Common Stock that elected the Cash Consideration received a combination of (a) $4.33 in cash and (b) 0.3535 shares of common stock of the Issuer (after giving effect to the Share Consolidation).
Referenced by the price of 1 transaction in Table I.
- F3
The Reporting Person elected to receive the Cash Consideration with respect to 144,040 shares of REMAX Common Stock, which was subject to proration as described in footnote 2.
Referenced by the price of 1 transaction in Table I.
- F4
Pursuant to the Merger Agreement, each outstanding time-based restricted share unit of REMAX (other than a Specified RSU (as defined in the Merger Agreement)), whether vested or unvested, was canceled and extinguished, and the holders thereof were entitled to receive a number of restricted share units of the Issuer, rounded to the nearest whole share, equal to the product of (i) the number of shares of REMAX Common Stock subject to such Specified RSU, multiplied by (ii) 0.5150.
Referenced by the price of 3 transactions in Table II.
- F5
Represents time-based restricted share units of the Issuer which vest on March 1, 2027.
- F6
Represents time-based restricted share units of the Issuer which vest in two equal annual installments beginning on March 1, 2027.
- F7
Represents time-based restricted share units of the Issuer which vest in three equal annual installments beginning on March 1, 2027.
- F8
Pursuant to the Merger Agreement, each outstanding performance-based restricted share unit of REMAX (a "REMAX PSU") (other than a REMAX Specified PSU (as defined in the Merger Agreement)), whether vested or unvested, was cancelled and extinguished, and the holders thereof were entitled to receive a number of restricted share units of the Issuer, rounded to the nearest whole share, equal to the product of (i) the number of shares of REMAX Common Stock subject to such REMAX PSU (with such number of shares being based on the attainment of the applicable performance in accordance with the terms of the applicable award agreement), multiplied by (ii) 0.5150.
Referenced by the price of 2 transactions in Table II.
- F9
Represents restricted share units of the Issuer will vest, if at all, following the performance period ending December 31, 2027. The number set forth above is the target amount.
- F10
Represents restricted share units of the Issuer will vest, if at all, following the performance period ending December 31, 2028. The number set forth above is the target amount.
Remarks
This amendment is being filed to amend the Form 4 filed on August 24, 2026, to (i) report restricted share units of the Issuer, initially reported on Table I, on Table II and (ii) correct the number of shares of common stock and restricted share units of the Issuer owned by the Reporting Person following the reported transactions in Columns 1 and 2 of Table I, which were reported as 98,031 and 770,844, respectively, due to a clerical error.