MAGNOLIA CAPITAL FUND, LP 4

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.