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NEWMARK GROUP, INC. — Director's Dealing 2025
Jul 31, 2025
14829_dirs_2025-07-31_e3cd1d6f-ecf7-45ed-90ec-01be05f1877f.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: NEWMARK GROUP, INC. (NMRK)
CIK: 0001690680
Period of Report: 2025-07-29
Reporting Person: MERKEL STEPHEN M (Director, Chairman of the Board & CLO)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2025-07-29 | Class A Common Stock, par value $0.01 per share | A | 68302 | — | Acquired | 72763 | Direct |
| 2025-07-29 | Class A Common Stock, par value $0.01 per share | F | 13158 | $14.37 | Disposed | 59605 | Direct |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Class A Common Stock, par value $0.01 per share | 2901 | Indirect |
| Class A Common Stock, par value $0.01 per share | 11477 | Indirect |
Footnotes
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.