Key facts
- This page summarizes CF GROUP MANAGEMENT INC's Form 4 filing for NEWMARK GROUP, INC. (NMRK).
- 4 reported transactions and 1 derivative row are listed below.
- Accepted by SEC: 19 Feb 2025, 16:11.
CF GROUP MANAGEMENT INC - 18 Feb 2025 Form 4 Insider Report for NEWMARK GROUP, INC. (NMRK)
- Reporting relationship
- Managing General Partner CFLP
- Issuer ticker
- NMRK
- Reported as of
- 18 Feb 2025
- Net transaction value
- $0
- SEC form
- 4
- Accepted by SEC
- 19 Feb 2025, 16:11:50 UTC
- Prior SEC filing
- 25 Oct 2024
- Next SEC filing
- 06 Oct 2025
- Source filing
- View source filing
- Reporting owner signature
- /s/ Howard W. Lutnick, Chairman and Chief Executive Officer
Source evidence
Original filing metadata and source links for verification.
5 source fields
Reporting owner
1 detail
Key filing fact
CF GROUP MANAGEMENT INC filed Form 4 for NEWMARK GROUP, INC. (NMRK) on 19 Feb 2025.
Change
- Previous filing in this sequence was filed on 25 Oct 2024.
- Current net transaction value: $0.
Research use
- This tells you what this filing adds before you inspect full transaction and derivative tables.
- You can trace every row back to the original SEC filing document.
Evidence
Filed on Form 4
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
NMRK
transaction
Class A Common Stock, par value $0.01 per share
Options Exercise
- Transaction value
- Shares
- +7,221,277
- Change %
- Price
- Shares after
- 7,221,277
- Date
- 18 Feb 2025
- Ownership
- See footnotes
- Footnotes
- F1, F6, F7
NMRK
transaction
Class A Common Stock, par value $0.01 per share
Other
- Transaction value
- Shares
- -7,221,277
- Change %
- -100%
- Price
- Shares after
- 0
- Date
- 18 Feb 2025
- Ownership
- See footnotes
- Footnotes
- F2, F3, F7, F8
NMRK
transaction
Class A Common Stock, par value $0.01 per share
Other
- Transaction value
- Shares
- +1,025,612
- Change %
- Price
- Shares after
- 1,025,612
- Date
- 18 Feb 2025
- Ownership
- Direct
- Footnotes
- F2, F3, F4, F8
Reported derivative securities
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
NMRK
transaction
Derivative
Newmark Holdings Exchangeable Limited Partnership Interests
Options Exercise
- Transaction value
- Shares
- -7,782,387
- Change %
- -28%
- Price
- Shares after
- 19,787,703
- Date
- 18 Feb 2025
- Ownership
- See footnotes
- Underlying class
- Class A or Class B Common Stock, par value $0.01 per share
- Underlying amount
- 7,221,277
- Exercise price
- Footnotes
- F1, F2, F3, F5, F6, F7
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Explanation of responses 8 footnotes
Footnote F1
On February 18, 2025, Cantor Fitzgerald, L.P. ("CFLP") exercised exchange rights with respect to 7,782,387 exchangeable limited partnership interests ("Interests") in Newmark Holdings, L.P. ("Newmark Holdings") at the current exchange ratio of 0.9279 shares per Interest, for 7,221,277 shares of Newmark Group, Inc. ("Newmark Group") Class A common stock, par value $0.01 per share ("Class A Common Stock"), for the purpose of delivering the shares to certain current and former partners of CFLP in satisfaction of the deferred stock distribution obligations described in footnote (3) below.
Footnote F2
Also on February 18, 2025, in connection with the transaction described in footnote (1) above, CFLP delivered the 7,221,277 shares of Class A Common Stock to those certain current and former partners of CFLP in satisfaction of its deferred share distribution obligations as described in footnote (3) below. CFLP no longer has any remaining deferred share distribution obligations.
Footnote F3
Prior to the transaction described in footnote (2) above, CFLP had deferred stock distribution obligations pursuant to rights provided to certain current and former partners of CFLP which were satisfied by CFLP's delivery of Class A Common Stock described in footnote (2) above, which obligations had related to distributions to its partners that CFLP declared on April 1, 2008 and February 14, 2012 (the "distribution rights shares").
Footnote F4
The delivered shares of Class A Common Stock included an aggregate of 1,025,612 shares delivered to the reporting person in satisfaction of 1,025,612 distribution rights shares. The reporting person reported beneficial ownership of these shares in prior reports.
Footnote F5
Consists of Interests held by CFLP.
Footnote F6
The exchange rights with respect to the Interests held by CFLP are exercisable at any time for shares of Newmark Group Class B common stock, par value $0.01 per share ("Class B Common Stock"), or, at CFLP's option, Class A Common Stock, at the then-current exchange ratio, which is subject to adjustment. The shares of Class B Common Stock are convertible at any time on a one-for-one basis (subject to adjustment) into shares of Class A Common Stock.
Footnote F7
CF Group Management, Inc. ("CFGM") is the managing general partner of CFLP. CFGM disclaims beneficial ownership of all such securities in excess of its pecuniary interest, if any, and this report shall not be deemed an admission that CFGM is the beneficial owner of, or has pecuniary interest in, any such excess securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose.
Footnote F8
Change in form of ownership exempt under Rule 16a-13 of the Exchange Act.