CIM GROUP, INC.·4

Jul 2, 6:59 PM ET

RESSLER RICHARD S 4

4 · CIM GROUP, INC. · Filed Jul 2, 2026

Research Summary

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CIM Group — Richard S. Ressler (10% Owner/CEO) RSU Vesting and Distributions

What Happened

  • Richard S. Ressler (reported as a 10% owner and, by footnote, associated with the issuer’s CEO role) reported the vesting and settlement of restricted stock units (RSUs) tied to the issuer’s Manager. On June 30, 2026, 354,800.387 RSUs vested. Per plan terms, each vested RSU was settled 50% in shares and 50% in cash: the Manager received 177,400.194 shares (the 50% share portion) and cash equal to the value of the other 177,400.193 RSUs. The Manager then distributed the 177,400.194 shares to certain employees and/or other persons affiliated with the Manager. No open‑market purchase or sale by Ressler is shown; the transactions reflect RSU settlement and downstream distributions.

Key Details

  • Transaction date: June 30, 2026.
  • Transactions reported: Conversion/exercise of derivative (code M) for 177,400.194 shares acquired and 354,800.388 RSU-equivalent shares disposed (reported at $0.00 for the cash-settled portion); other acquisition/disposition (code J) showing 177,400.194 shares disposed (distribution to employees/affiliates).
  • Price/value: Shares issued at settlement; the cash portion (50%) was paid but dollar amount is not disclosed in the Form 4.
  • Shares owned after transaction: The reported shares are owned directly by CIM Real Estate Finance Management, LLC (the Manager). Ressler may be deemed to beneficially own such shares due to his role but disclaims beneficial ownership except for any indirect pecuniary interest.
  • Notable footnotes: Remaining unvested RSUs from multiple grants remain outstanding and vest on future dates (see filing footnotes for schedules). The Manager distributed the 177,400.194 shares to employees/affiliates (footnote F3).
  • Filing timeliness: No late filing indicated in the report.

Context

  • These entries reflect RSU vesting and settlement (derivative conversion and cash settlement), not open-market buying or selling by the individual insider. The Manager received a mix of stock and cash as described (50/50 settlement), and the shares issued were reallocated by the Manager to employees/affiliates. For retail investors, such vesting/distribution events are routine compensation settlements and do not necessarily signal the insider’s personal buying/selling intent.

Insider Transaction Report

Form 4
Period: 2026-06-30
RESSLER RICHARD S
DirectorCEO & President10% Owner
Transactions
  • Exercise/Conversion

    Common Stock

    [F1][F2]
    2026-06-30+177,400.194177,400.194 total(indirect: By LLC)
  • Other

    Common Stock

    [F3][F2]
    2026-06-30177,400.1940 total(indirect: By LLC)
  • Exercise/Conversion

    Restricted Stock Units

    [F5][F1][F6][F2]
    2026-06-30354,800.3884,693,080.293 total(indirect: By LLC)
    Common Stock (354,800.388 underlying)
Holdings
  • Common Stock

    [F4]
    (indirect: By LLC)
    100
  • Special Voting Preferred Stock

    [F4]
    (indirect: By LLC)
    907,376,073.663
  • Class A-1 Limited Partnership Units

    [F7][F8][F4]
    (indirect: By LLC)
    Common Stock (821,175,346.665 underlying)
    821,175,346.665
  • Class A-2 Limited Partnership Units

    [F7][F8][F4]
    (indirect: By LLC)
    Common Stock (86,200,726.998 underlying)
    86,200,726.998
Footnotes (8)
  • [F1]On June 30, 2026, CIM Real Estate Finance Management, LLC (the "Manager") acquired 177,400.194 shares of the Issuer's common stock in connection with the vesting of 354,800.387 of the restricted stock units originally granted to the Manager on July 29, 2024 as an award under the Issuer's 2024 Manager Equity Incentive Plan. Each vested restricted stock unit was settled 50% in the Issuer's common stock and 50% in the cash value thereof. The remaining 354,800.386 restricted stock units originally granted to the Manager on July 29, 2024 will vest on June 30, 2027, subject to the Manager's continued service as the Issuer's external manager. As such restricted stock units vest, the awards will be settled 50% in the Issuer's common stock and 50% in the cash value thereof.
  • [F2]The reported shares are owned directly by the Manager. The reporting person may be deemed to beneficially own such shares of common stock given his role as Chief Executive Officer of the issuer, which owns the Manager. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his indirect pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
  • [F3]Represents shares of the Issuer's common stock distributed by the Manager to certain employees and/or other persons having an affiliation with the Manager.
  • [F4]The reporting person may be deemed to beneficially own the shares and limited partnership units owned by CIM Group Holdings because of his position with CIM Group LLC, which owns and controls CIM Group Holdings. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his indirect pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
  • [F5]Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock, payable 50% in the Issuer's common stock and 50% in the cash value thereof.
  • [F6]Represents the remaining 740,623.350 restricted stock units originally granted to the Manager on January 9, 2024, which will vest on December 15, 2026, the remaining 354,800.385 restricted stock units originally granted to the Manager on July 29, 2024, which will vest on June 30, 2027, the remaining 1,432,167.216 restricted stock units originally granted to the Manager on April 14, 2025, which will vest in equal annual installments on April 15, 2027 and April 15, 2028 and the 2,165,489.342 restricted stock units originally granted to the Manager on June 24, 2026, which will vest in equal annual installments on April 15, 2027, 2028 and 2029.
  • [F7]Class A-1 and Class A-2 limited partnership units of an operating partnership in which a subsidiary of the issuer is general partner (the "operating partnership"). Until the consummation of a listing of the issuer's common stock on a national securities exchange (a "Listing"), CIM Group Holdings has no right to have its Class A-1 or A-2 limited partnership units redeemed or exchanged for shares of the issuer's common stock. Following the consummation of a Listing, CIM Group Holdings will have the right to require the operating partnership to redeem, subject to specified conditions and restrictions, the filer's Class A-1 and A-2 limited partnership units in exchange for a like number of shares of the issuer's common stock or, at the election of the issuer, a cash amount representing the value of such shares of the issuer's common stock.
  • [F8](Continued from footnote 7) In connection with any such exchange, the issuer is required to concurrently redeem any shares of Special Voting Preferred Stock issued in correspondence to such redeemed Class A-1 or A-2 limited partnership units. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his indirect pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
Signature
/s/ Richard S. Ressler|2026-07-02

Documents

1 file
  • 4
    wk-form4_1783033164.xmlPrimary

    FORM 4