RE/MAX Holdings, Inc.·4

Apr 22, 6:09 PM ET

MAGNOLIA CAPITAL FUND, LP 4

4 · RE/MAX Holdings, Inc. · Filed Apr 22, 2026

Research Summary

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RE/MAX (RMAX) 10% Owner Adam K. Peterson Distributes 280,825 Shares

What Happened Adam K. Peterson, reported as a 10% owner via his indirect interest in Magnolia Capital Fund, LP, recorded an Other disposition (code J) of 280,825 shares of RE/MAX Holdings, Inc. common stock on April 20, 2026. The transaction shows a reported price of $0.00 and $0 cash proceeds because the shares were distributed in-kind to withdrawing limited partners of the fund rather than sold on the open market.

Key Details

  • Transaction date: April 20, 2026; Form 4 filed April 22, 2026 (filed within the typical 2-business-day window).
  • Transaction type/code: Other disposition (Code J) — in-kind distribution, not an open-market sale.
  • Shares involved: 280,825 shares; reported price $0.00, $0 proceeds.
  • Shares owned after transaction: Not specified in the filing (the filing reports only the reduction of 280,825 shares held by the fund).
  • Footnotes: F1–F3 explain that the shares were directly owned by Magnolia Capital Fund, LP (MCF); The Magnolia Group, LLC (TMG) is MCF’s general partner, and Mr. Peterson is managing member of TMG, so he may be deemed to share indirect beneficial ownership. F2 contains a standard disclaimer limiting beneficial ownership to pecuniary interest. F3 states the shares were distributed in-kind to withdrawing limited partners, and MCF is no longer deemed the beneficial owner of those distributed shares.

Context This was an institutional fund distribution (in-kind) rather than a personal sale by an executive. Such distributions are routine administrative actions when limited partners withdraw and do not necessarily signal insider sentiment about the company.

Insider Transaction Report

Form 4
Period: 2026-04-20
Transactions
  • Other

    Common Stock

    [F3][F1][F2]
    2026-04-20280,8252,323,818 total
Footnotes (3)
  • [F1]The reported shares are directly owned by Magnolia Capital Fund, LP ("MCF"), of which The Magnolia Group, LLC ("TMG") is the general partner and investment manager. Adam K. Peterson ("Mr. Peterson") is the managing member of TMG. TMG and Mr. Peterson could both be deemed to share indirect beneficial ownership of the shares reported herein.
  • [F2]TMG and Mr. Peterson disclaim beneficial ownership except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission of beneficial ownership of these securities for Section 16 or for any other purposes.
  • [F3]In satisfaction of certain withdrawal requests, MCF distributed in-kind a total of 280,825 shares of the Issuer's Common Stock to the withdrawing limited partners on April 20, 2026. As a result of the distribution, MCF is no longer deemed beneficial owner of such distributed shares and, accordingly, the number of shares reported by MCF decreased by 280,825 (with a corresponding decrease in the number of shares beneficially owned by TMG, as the general partner of MCF, and Mr. Peterson, as the managing member of TMG).

Documents

1 file
  • 4
    fp0098687-1_4.xmlPrimary