RE/MAX (RMAX) CFO Karri Callahan Disposes 524,314 Shares in Merger

What Happened
Karri R. Callahan, Chief Financial Officer of RE/MAX Holdings, Inc. (RMAX), reported a disposition of 524,314 shares on August 24, 2026. The filing lists the transaction as a disposition to the issuer in connection with the merger described in the Merger Agreement; no per-share sale price is shown in the Form 4. Under the merger terms, each RE/MAX Class A share was converted into the right to receive either $13.80 in cash or 0.5150 shares of New Wildlife common stock. If the cash option were elected for all shares, the implied cash value would be about $7.24 million.

Key Details

• Transaction date: 2026-08-24 (reported same day as the transaction).
• Disposed shares: 524,314 shares; price shown as N/A in the Form 4 (disposition to issuer).
• Merger consideration: each RMAX Class A share converted into either $13.80 cash or 0.5150 New Wildlife common shares per the Merger Agreement.
• RSUs: Reporting person’s RE/MAX RSUs were converted into New Wildlife RSUs based on the Stock Election Exchange Ratio.
• Shares owned after transaction: not specified in the provided filing details.
• Filing timeliness: Form 4 filed on 2026-08-24 (no late filing indicated in the record provided).

Context

• This disposition occurred as part of a two-step merger (First Merger and Second Merger) executed under the Merger Agreement dated April 26, 2026, resulting in RE/MAX becoming a subsidiary of New Wildlife and the conversion of outstanding equity and awards.
• Dispositions "to the issuer" in merger deals are routine corporate actions (conversion or exchange of shares) rather than open-market sales; the filing does not disclose whether the reporting person elected cash or stock for the converted shares.
• For retail investors: such merger-driven dispositions reflect the merger terms, not necessarily a personal sale decision by the insider.