Liniger David L. 4
4 · RE/MAX Holdings, Inc. · Filed Feb 2, 2026
Research Summary
AI-generated summary of this filing
RE/MAX (RMAX) 10% Owner David Liniger Gifts 353,711 Shares
What Happened David L. Liniger, listed as a 10% owner of RE/MAX Holdings, Inc. (RMAX), reported multiple non‑market transactions. The largest was a gift of 353,711 shares on 2025-05-06 (reported at $0.00). He also acquired 1,000 shares by inheritance on 2025-12-26 and subsequently gifted 1,000 shares on 2026-01-23 (both reported at $0.00). These are gifts/estate transfers (dispositions and one acquisition), not open‑market sales or purchases; net across these reported transactions is a disposal of 353,711 shares.
Key Details
- Transactions:
- 2025-05-06 — Gift (G): 353,711 shares @ $0.00 (disposed). (Footnote F1: transferred to the Amended and Restated ADAOS Trust for no consideration.)
- 2025-12-26 — Acquisition by will/inheritance (W): 1,000 shares @ $0.00 (acquired). (Footnote F2: received as a beneficiary of a relative's estate.)
- 2026-01-23 — Gift (G): 1,000 shares @ $0.00 (disposed).
- Net change from these reported entries: net disposal of 353,711 shares.
- Shares owned after the transactions: not specified in the provided filing extract.
- Notable footnotes:
- F3: Some related common units of RMCO, LLC are redeemable for RE/MAX Class A shares on a one‑for‑one basis (or cash), subject to customary adjustments.
- F4: RIHI, Inc. holds securities; David and Gail Liniger have dispositive, voting and investment control over such RMCO, LLC common units.
- Filing timeliness: The Form 4 was filed 2026-02-02 for transactions beginning 2025-05-06; the main May 2025 gift was reported well after the transaction date (appears late in filing).
Context Gifts and estate transfers are typically estate‑planning or family‑transfer actions and do not necessarily reflect the insider’s view of the company’s prospects. As a 10% owner (not an executive trade), some holdings may be in the form of RMCO, LLC common units that can be converted into RE/MAX Class A shares or cash under the LLC agreement — see footnote F3 for conversion/redemption mechanics.
Insider Transaction Report
- Gift
Class A Common Stock
[F1]2025-05-06−353,711→ 0 total - Will/Inheritance
Class A Common Stock
[F2]2025-12-26+1,000→ 1,000 total - Gift
Class A Common Stock
[F1]2026-01-23−1,000→ 0 total
- 353,711(indirect: By Trust)
Class A Common Stock
[F1] - 354,711(indirect: By Trust)
Class A Common Stock
[F1] - 12,559,600(indirect: By RIHI, Inc.)
Common Units of RMCO, LLC
[F3][F4]→ Class A Common Stock of RE/MAX Holdings, Inc. (12,559,600 underlying)
Footnotes (4)
- [F1]The reporting person transferred shares to the Amended and Restated ADAOSTrust for no consideration.
- [F2]The reporting person received shares as a beneficiary of a relative's estate.
- [F3]Pursuant to the terms of the Fourth Amended and Restated RMCO, LLC Agreement, common units of RMCO, LLC are redeemable, at the election of the holder, for, at RE/MAX Holdings, Inc.'s option, newly issued shares of Class A common stock of RE/MAX Holdings, Inc. on a one-for-one basis or a cash payment equal to the market price of one share of Class A common stock (subject to customary adjustments, including conversion rate adjustments, underwriting discounts, commissions and adjustments for stock splits, stock dividends and reclassifications).
- [F4]Represents securities owned by RIHI, Inc. David Liniger and his wife, Gail Liniger, have dispositive, voting and investment control over such common units of RMCO, LLC.