Robert L. Reffkin - Oct 28, 2021 Form 4 Insider Report for Compass, Inc. (COMP)

Role: Chairman and CEO, Director
Signature: /s/ Bradley K. Serwin, as attorney-in-fact
Stock symbol: COMP
Transactions as of: Oct 28, 2021
Transactions value $: -$23,710,485
Form type: 4
Date filed: 11/1/2021, 06:43 PM
Previous filing: Sep 15, 2021
Next filing: Nov 5, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	COMP	Class A Common Stock	Options Exercise		+3.77M	+894.61%		4.19M	Oct 28, 2021	Direct	F1
transaction	COMP	Class A Common Stock	Tax liability	-$23.7M	-1.84M	-43.91%	$12.89	2.35M	Oct 28, 2021	Direct	F2
transaction	COMP	Class A Common Stock	Disposed to Issuer		-1.93M	-82.07%		421K	Oct 28, 2021	Direct	F3
holding	COMP	Class A Common Stock						8.6M	Oct 28, 2021	See footnote	F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	COMP	Restricted Stock Unit (RSU)	Options Exercise	$0	-3.77M	-43.75%	$0.00	4.84M	Oct 28, 2021	Class A Common Stock	3.77M		Direct	F1, F5
transaction	COMP	Class C Common Stock	Award		+1.93M	+17.34%		13M	Oct 28, 2021	Class A Common Stock	1.93M		Direct	F3, F6
holding	COMP	Class C Common Stock						4.13M	Oct 28, 2021	Class A Common Stock	4.13M		See footnote	F6, F7

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
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 the conversion by the reporting person of Class A Common Stock for Class C Common Stock elected by the reporting person pursuant to an Equity Exchange Right Agreement with the Issuer.
F4	Represents (i) 4,648,000 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 and (iii) 763,111 shares of Class A Common Stock owned by The Ruth Reffkin Family Trust.
F5	The RSUs vest as to 1/48th of the total shares on the 25th of each month following January 1, 2020, subject to continued service through each vesting date, provided, however the Reporting Person is not subject to an involuntary termination (as further defined in the Reporting Person's award agreement) within 12 months after the effectiveness of the Issuer's IPO.
F6	Class C Common Stock is convertible to Class A Common Stock on a one-to-one basis at any time.
F7	Shares owned by Reffkin Investment I Corp. The Robert Lee Reffkin Revocable Trust is the sole and controlling shareholder of Reffkin Investment I Corp.