4Filed Aug 23, 8:00 PM ET
RE/MAX (RMAX) Director Roger Dow Disposes 66,346 Shares in Merger
$RMAX · RE/MAX Holdings, Inc.Research Summary
AI-generated summary of this SEC filing
RE/MAX (RMAX) Director Roger Dow Disposes 66,346 Shares in Merger
What Happened
- Roger J. Dow, a director of RE/MAX Holdings, Inc. (RMAX), reported a disposition to the issuer of 66,346 shares on August 24, 2026. No per‑share sale price is shown (N/A) because the transfer occurred under the company’s merger agreement rather than an open‑market sale.
- The filing reflects merger consideration: under the Merger Agreement each RE/MAX share was converted into either $13.80 in cash or 0.5150 shares of New Wildlife common stock at the holder’s election. If all 66,346 shares had been elected for cash, the gross cash value would be about $915,575 (66,346 × $13.80). The filing also notes that reported securities included restricted stock units (RSUs) that were converted into rights to New Wildlife shares or cash.
Key Details
- Transaction date: 2026-08-24; Transaction code: D (Disposition to issuer). Price per share: N/A (conversion under merger terms).
- Shares reported disposed: 66,346.
- Shares owned after the transaction: Not specified in this Form 4.
- Notable footnotes:
- F1: The disposition occurred pursuant to the Agreement and Plan of Merger (two-step merger structure described).
- F2: RSUs were converted into the right to receive New Wildlife common stock (plus any accrued dividend equivalents in cash).
- F3: Each share of RMAX common stock was converted into either $13.80 cash or 0.5150 New Wildlife shares (holder election).
- Filing timeliness: Reported on the same date as the transaction (2026-08-24), indicating a timely Form 4.
Context
- This was not an open‑market sale by the director but a conversion/disposition resulting from the company merger—common in M&A transactions and typically reflects the deal consideration rather than a subjective trading decision.
- The filing combines treatment of both legacy stock and converted RSUs; the ultimate economic result for the insider depends on each holder’s election (cash vs. New Wildlife stock) and any applicable withholding.