Compass, Inc.·4

Feb 6, 4:30 PM ET

Reffkin Robert L. 4

4 · Compass, Inc. · Filed Feb 6, 2026

Research Summary

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Compass (COMP) CEO Robert Reffkin Converts RSUs; Shares Withheld

What Happened
Robert L. Reffkin, Compass' Chairman, CEO and a director, reported conversion/settlement of equity awards (RSUs) on 2026-02-04. The filing shows a total of 2,309,186 derivative shares converted (1,154,593 shares reported as "acquired" and two derivative items of 814,627 and 339,966 listed as disposals). To satisfy tax withholding on the vesting, 638,797 shares were withheld at $11.98 per share, generating $7,652,788. Footnotes indicate these were RSUs (each representing a right to one share) that vested according to previously disclosed schedules.

Key Details

  • Transaction date: 2026-02-04; Form 4 filed 2026-02-06 (timely).
  • Total derivative conversions reported: 2,309,186 shares (sum of 1,154,593; 814,627; 339,966).
  • Shares withheld for taxes: 638,797 shares at $11.98 = $7,652,788 (tax-withholding/net settlement, filing code F).
  • Filing notes: these were RSU settlements (F1) and shares were withheld to satisfy tax withholding obligations (F2). Vesting schedules are described in footnotes F4 and F5.
  • Beneficial ownership context: filing lists several Reffkin-related trusts owning a total of 7,828,116 Class A shares (see F3). The filing does not reflect an open-market sale or purchase.

Context

  • This appears to be a routine RSU vesting and net settlement (shares withheld to cover taxes), not an open-market sale or directional purchase signal. For derivative/RSU events, the key takeaway for investors is dilution/insider share movement and the tax-withholding cashless settlement — not a decision to sell shares on market.

Insider Transaction Report

Form 4
Period: 2026-02-04
Reffkin Robert L.
DirectorChairman and CEO
Transactions
  • Exercise/Conversion

    Class A Common Stock

    [F1]
    2026-02-04+1,154,5931,154,593 total
  • Tax Payment

    Class A Common Stock

    [F2]
    2026-02-04$11.98/sh638,797$7,652,788515,796 total
  • Exercise/Conversion

    Restricted Stock Unit (RSU)

    [F1][F4]
    2026-02-04814,6271,629,254 total
    Class A Common Stock (814,627 underlying)
  • Exercise/Conversion

    Restricted Stock Unit (RSU)

    [F1][F5]
    2026-02-04339,9661,019,899 total
    Class A Common Stock (339,966 underlying)
Holdings
  • Class A Common Stock

    [F3]
    (indirect: See Footnotes)
    7,828,116
Footnotes (5)
  • [F1]Each RSU represents a contingent right to receive one (1) share of the Issuer's Class A Common Stock upon settlement.
  • [F2]Represents shares withheld by Issuer to satisfy tax withholding obligations on the vesting of RSUs.
  • [F3]Represents (i) 4,148,000 shares of Class A Common Stock owned by the 2021 Reffkin Remainder Interest Trust, (ii) 3,190,870 shares of Class A Common Stock owned by the Reffkin Investment II Corp, (iii) 411,111 shares of Class A Common Stock owned by The Ruth Reffkin Family Trust and (iv) 78,135 shares of Class A Common Stock owned by the Reffkin 2022 Family Trust.
  • [F4]The RSUs vest as to 25% of the total shares on each of January 1, 2025, January 1, 2026, January 1, 2027 and January 1, 2028, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
  • [F5]The RSUs vest as to 25% of the total shares on each of January 1, 2026, January 1, 2027, January 1, 2028 and January 1, 2029, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
Signature
/s/ Ethan Glass, as attorney-in-fact|2026-02-06

Documents

1 file
  • 4
    wk-form4_1770413425.xmlPrimary

    FORM 4