Compass, Inc. — Director's Dealing 2021

Sep 16, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Compass, Inc. (COMP)
CIK: 0001563190
Period of Report: 2021-09-13

Reporting Person: Reffkin Robert L. (Chairman and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-08-11	Class A Common Stock	G	7838870	$0.00	Acquired	8601981	Indirect
2021-09-13	Class A Common Stock	J	3190870	$14.33	Acquired	8601981	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-09-13	Class C Common Stock	$	J	4125000	Acquired		Class A Common Stock (4125000)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	421150	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class C Common Stock	$		Class A Common Stock (11119490)	11119490	Direct

Footnotes

F1: The transactions described herein represent a series of financial planning measures adopted by the reporting person and do not entail a change in beneficial ownership.

F2: Represents (i) 7,838,870 of Class A Common Stock owned by the 2021 Reffkin Remainder Interest Trust ("RIT"), as further described in note (3) below; and (ii) 763,111 shares of Class A Common Stock owned by The Ruth Reffkin Family Trust.

F3: On August 11, 2021, securities held by Compass 2015 GRAT (2,533,350 shares of Class A Common Stock) and Compass 2017 GRAT (5,305,520 share of Class A Common Stock) were transferred to the RIT.

F4: Represents (i) 4,648,000 shares of Class A Common Stock owned by the RIT, after the transfer described in note (5) below; (ii) 3,190,870 shares of Class A Common Stock owned by Reffkin Investment II Corp ("Corp II"), after the transfer described in note (5) below, and (iii) 763,111 shares of Class A Common Stock owned by The Ruth Reffkin Family Trust.

F5: On September 13, 2021, the RIT transferred 3,190,870 shares of Class A Common Stock to Corp II. The RIT is the sole and controlling shareholder of Corp II. These transfers were priced at the closing price per share on the date of transfer.

F6: Class C Common Stock is convertible to Class A Common Stock on a one-to-one basis at any time.

F7: On September 13, 2021, the reporting person (a) contributed 4,125,000 shares of Class C Common Stock to the Robert Lee Reffkin Revocable Trust ("RRT"), and (b) RRT transferred these shares to Reffkin Investment I Corp ("Corp I"). The RRT is the sole and controlling shareholder of Corp I. The transfer to Corp I was priced at the closing price per share on the date of transfer.