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8-KAccepted Jan 7, 4:02 PM ET

Anywhere Real Estate Announces Shareholder Approval of Merger with Compass

HOUSAnywhere Real Estate Inc.

Accepted (ET)

4:02 PM

Jan 7, 2026

Filed

Jan 7, 2026

Documents

12

Size

176.0 KB

Summary

Anywhere Real Estate Announces Shareholder Approval of Merger with Compass

Updated

What Happened
Anywhere Real Estate Inc. (HOUS) filed an 8-K reporting that its stockholders approved the Agreement and Plan of Merger with Compass, Inc. at a special meeting held January 7, 2026. The Merger Agreement (dated September 22, 2025) contemplates Merger Sub merging into Anywhere, leaving Anywhere as a wholly owned subsidiary of Compass.

Key Details

  • Record date for the special meeting: December 12, 2025; total outstanding shares: 112,130,696.
  • Shares present (virtually or by proxy): 81,752,977 (≈72.90% of outstanding), constituting a quorum.
  • Merger Proposal vote: 81,165,471 FOR, 141,490 AGAINST, 446,016 ABSTAIN.
  • Advisory (non-binding) vote on merger-related executive compensation: 69,170,949 FOR, 12,507,439 AGAINST, 74,589 ABSTAIN.
  • Company issued a joint press release with Compass reporting the vote; closing of the transaction remains subject to the Merger Agreement’s conditions and regulatory approvals.

Why It Matters
Shareholder approval is a major milestone toward completing the proposed acquisition by Compass, but the transaction is not final — it still requires satisfaction of closing conditions and any required regulatory approvals. Investors should note the vote tallies, the advisory approval of merger-related executive compensation, and the filing’s caution that completion timing, regulatory outcomes, integration and other risks could affect the ultimate result.

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