Marcus & Millichap, Inc.·4

Mar 12, 8:37 PM ET

DeGennaro Steven F. 4

4 · Marcus & Millichap, Inc. · Filed Mar 12, 2026

Research Summary

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Marcus & Millichap (MMI) CFO Steven DeGennaro Exercises RSUs; Shares Withheld

What Happened
Steven F. DeGennaro, EVP and Chief Financial Officer of Marcus & Millichap (MMI), had restricted stock units (RSUs) convert to common stock on March 10, 2026. A total of 16,140 shares were issued upon conversion of RSUs. To satisfy the withholding tax liability, the issuer withheld 6,255 shares (treated as disposals) at the closing price of $26.43, generating $165,320 in tax withholding. That left 9,885 net shares issued to him. The Form 4 was filed on March 12, 2026 (timely).

Key Details

  • Transaction date: March 10, 2026; Form 4 filed March 12, 2026.
  • RSUs converted (reported as derivative exercise/conversion, code M): 16,140 shares total.
  • Shares withheld for taxes (code F): 6,255 shares at $26.43 per share = $165,320.
  • Net shares received: 9,885 shares.
  • Shares owned after transaction: not specified in the information provided in the summary.
  • Notable footnotes:
    • F1: Each RSU converts to one share of common stock.
    • F2: Shares were withheld by the issuer to pay the withholding tax; withholding used the March 10 closing price.
    • F3: Includes 361 shares purchased under the company’s Employee Stock Purchase Plan (ESP).
    • F4–F7: Vesting schedules for the various RSU grants (multi‑year vesting beginning in 2023–2026).
  • Filing timeliness: Report appears timely (filed within two business days of the March 10 transaction).

Context
This was a routine RSU settlement with a cashless-like tax withholding (company withheld shares to cover taxes), not an open-market sale or purchase. For retail investors, RSU settlements are compensation events and don’t necessarily imply bullish or bearish insider trading intent. Transaction codes: M = exercise/conversion of derivative (here, RSU settlement); F = shares withheld/used to pay tax liability.

Insider Transaction Report

Form 4
Period: 2026-03-10
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-03-10+2,14032,984 total
  • Tax Payment

    Common Stock

    [F2]
    2026-03-10$26.43/sh764$20,19332,220 total
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-03-10+1,32933,549 total
  • Tax Payment

    Common Stock

    [F2]
    2026-03-10$26.43/sh475$12,55433,074 total
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-03-10+1,31734,391 total
  • Tax Payment

    Common Stock

    [F2]
    2026-03-10$26.43/sh470$12,42233,921 total
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-03-10+8,85442,775 total
  • Tax Payment

    Common Stock

    [F2]
    2026-03-10$26.43/sh3,278$86,63839,497 total
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-03-10+2,50041,997 total
  • Tax Payment

    Common Stock

    [F2][F3]
    2026-03-10$26.43/sh1,268$33,51341,090 total
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F4]
    2026-03-108,8548,856 total
    Exp: 2032-02-10Common Stock (8,854 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F5]
    2026-03-102,5005,008 total
    Exp: 2033-02-09Common Stock (2,500 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F6]
    2026-03-102,1406,420 total
    Exp: 2034-02-08Common Stock (2,140 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F7]
    2026-03-101,3293,990 total
    Exp: 2035-02-06Common Stock (1,329 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F6]
    2026-03-101,3173,953 total
    Exp: 2035-02-06Common Stock (1,317 underlying)
Footnotes (7)
  • [F1]Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
  • [F2]Shares withheld by the Issuer in payment of the withholding tax liability incurred upon the above-reported settlements of RSUs. The amount of shares withheld is based on the closing sale price on March 10, 2026.
  • [F3]Includes 361 shares of Common Stock purchased under the Issuer's Employee Stock Purchase Plan.
  • [F4]The restricted stock units vest in five equal annual installments beginning March 10, 2023.
  • [F5]The restricted stock units vest in five equal annual installments beginning March 10, 2024.
  • [F6]The restricted stock units vest in five equal annual installments beginning March 10, 2025.
  • [F7]The restricted stock units vest in four equal annual installments beginning March 10, 2026.
Signature
/s/ Steven F. DeGennaro|2026-02-12

Documents

1 file
  • 4
    ownership.xmlPrimary

    4