Stephen M. Merkel - 29 Jul 2025 Form 4 Insider Report for NEWMARK GROUP, INC. (NMRK)

Role
Chairman of the Board & CLO, Director
Signature
/s/ Stephen M. Merkel, Chairman and CLO
Issuer symbol
NMRK
Transactions as of
29 Jul 2025
Net transactions value
-$189,080
Form type
4
Filing time
31 Jul 2025, 16:02:58 UTC
Previous filing
01 Apr 2025
Next filing
06 Oct 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
MERKEL STEPHEN M Chairman of the Board & CLO, Director C/O NEWMARK GROUP, INC., 125 PARK AVENUE, NEW YORK /s/ Stephen M. Merkel, Chairman and CLO 31 Jul 2025 0001251144

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NMRK Class A Common Stock, par value $0.01 per share Award +68,302 +1531% 72,763 29 Jul 2025 Direct F1
transaction NMRK Class A Common Stock, par value $0.01 per share Tax liability $189,080 -13,158 -18% $14.37 59,605 29 Jul 2025 Direct F2
holding NMRK Class A Common Stock, par value $0.01 per share 2,901 29 Jul 2025 By various trusts F3
holding NMRK Class A Common Stock, par value $0.01 per share 11,477 29 Jul 2025 By 401(k) Plan F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On July 29, 2025, Newmark Group, Inc. (the "Company") granted to the reporting person 68,302 shares of its Class A Common Stock, par value $0.01 per share ("Class A Common Stock"), following the redemption and cancellation of an aggregate of 73,657 non-exchangeable limited partnership interests ("Interests") of Newmark Holdings, L.P. previously held by the reporting person, at the then-current exchange ratio of 0.9273 shares per Interest. The grant was approved by the Compensation Committee of the Board of Directors of the Company (the "Compensation Committee") and is exempt pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.
F2 In connection with the grant described in Footnote 1 above, the Company withheld 13,158 shares of Class A Common Stock for taxes. This disposition of shares to the Company was approved by the Compensation Committee and is exempt pursuant to Rule 16b-3 under the Exchange Act. The remaining 55,144 shares of Class A Common Stock were issued to the reporting person.
F3 Represents shares of Class A Common Stock held in trusts for the benefit of the reporting person's immediate family, of which the reporting person's spouse is the sole trustee of each trust.
F4 Represents shares of Class A Common Stock held in the reporting person's 401(k) account as of June 30, 2025.