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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): March 25, 2025

 

RE/MAX Holdings, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   001-36101   80-0937145

(State or other jurisdiction of

incorporation or organization)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

5075 South Syracuse Street

Denver, Colorado 80237

(Address of principal executive offices, including Zip code)

 

(303) 770-5531

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of Each Exchange on Which Registered
Class A Common Stock $0.0001 par value per share   RMAX   New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 


 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.

 

On March 25, 2025, Ward Morrison, President and CEO of Motto Mortgage and wemlo, subsidiaries of RE/MAX Holdings, Inc. (the “Company”), informed the Company of his intention to retire, effective June 15, 2025.

 

Adam Sartin, Vice President, Franchise Growth and Development, will lead the Motto Mortgage and wemlo brands while the Company continues its search for the next leader of Motto Mortgage and wemlo. Mr. Morrison has agreed to assist the Company on transition matters as a part-time consultant through the end of the year.

 

Item 7.01. Regulation FD Disclosure.*

 

The Company issued a press release announcing Mr. Morrison’s retirement on March 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

Item 9.01. Financial Statements and Exhibits.*

 

Exhibit No. Description
99.1 Press release issued on March 31, 2025
104 Cover Page Interactive Data File (formatted as inline XBRL).

 

Footnotes:

 

* The information contained in Items 7.01 and 9.01 and Exhibit 99.1 of this Current Report on Form 8-K is being “furnished” and shall not be deemed “filed” for purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any registration statement or other filings of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be set forth by specific reference in such filing.

 


 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  RE/MAX HOLDINGS, INC.
     
Date: March 31, 2025 By: /s/ Susie Winders
    Susie Winders
    Executive Vice President and General Counsel

 

 

EX-99.1 2 tm2510953d1_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1

 

 

MOTTO MORTGAGE AND WEMLO CEO WARD MORRISON RETIRING AFTER
DISTINGUISHED 20-YEAR CAREER WITH RE/MAX HOLDINGS BRANDS

 

DENVER — RE/MAX Holdings, Inc. (NYSE:RMAX), parent company of RE/MAX, one of the world’s leading franchisors of real estate brokerage services, and Motto Mortgage, the first and only national mortgage brokerage franchise brand in the U.S., today announces the upcoming retirement of Motto Mortgage and wemlo President and CEO Ward Morrison, effective June 15, 2025. Morrison will support Motto Mortgage and wemlo in a consultative role through the end of 2025.

 

Morrison was instrumental in the initial development and launch of Motto Franchising, LLC and the Motto Mortgage brand in 2016. As President of the brand from day one, Morrison was responsible for shaping the growth strategy and overall business plan for the company. His leadership helped establish the new and innovative Mortgage Brokerage In-A-Box℠ model, through which entrepreneurs could build a mortgage business and get individualized support every step of the way.

 

“This decision is deeply personal, and it comes with a range of emotions,” said Morrison. “My time with Motto has been incredibly fulfilling – full of meaningful work, incredible colleagues and a shared commitment to helping families achieve their dream of homeownership. I am proud to have been a part of the Motto journey from the beginning.”

 

Morrison, who is getting married in June, has chosen to focus on spending quality time with his wife and living life to the fullest in this new season.

 

“This was an incredibly difficult decision, but I know what I want for this next chapter of my life,” Morrison added. “I am so grateful for my time at Motto Mortgage, wemlo and RE/MAX, and am proud of what we all have accomplished. I look at how far Motto has come since our launch in 2016 and I’m confident the brand is positioned for continued success in the future.”

 

Morrison has agreed to assist the company on transition matters as a part-time consultant through the end of the year, and the company has begun a process to identify a successor and ensure a seamless leadership transition upon his retirement. Adam Sartin, Vice President of Franchise Growth & Development, will lead the Motto Mortgage and wemlo brands while the company continues its search for the next leader of Motto Mortgage and wemlo.

 

“Ward’s commitment to Motto Mortgage has had a profound impact on the real estate and mortgage industries. He was the perfect leader for the visionary brand that has disrupted the mortgage brokerage landscape,” said Erik Carlson, CEO of RE/MAX Holdings, Inc. “As happy as we are for Ward as he embarks on this new chapter, he will be missed.”

 

Prior to becoming President and CEO of Motto Mortgage and wemlo, Morrison was with RE/MAX, LLC for over a decade in various roles, the most recent being Vice President of Region Operations, serving as the primary liaison between RE/MAX and all independently owned regions.

 

“Motto, wemlo and RE/MAX have been a big part of who I am for decades, and making the decision to retire didn’t come easy,” Morrison said. “I am grateful to have worked for such a great company and am excited to see the continued success of the brands under Erik and the incredible executive leadership team.”

 

# # #

 


 

About RE/MAX Holdings, Inc.

 

RE/MAX Holdings, Inc. (NYSE: RMAX) is one of the world’s leading franchisors in the real estate industry, franchising real estate brokerages globally under the RE/MAX® brand, and mortgage brokerages within the U.S. under the Motto® Mortgage brand. RE/MAX was founded in 1973 by Dave and Gail Liniger, with an innovative, entrepreneurial culture affording its agents and franchisees the flexibility to operate their businesses with great independence. Now with more than 145,000 agents in nearly 9,000 offices and a presence in more than 110 countries and territories, nobody in the world sells more real estate than RE/MAX, as measured by total residential transaction sides. Dedicated to innovation and change in the real estate industry, RE/MAX launched Motto Franchising, LLC, a ground-breaking mortgage brokerage franchisor, in 2016. Motto Mortgage, the first and only national mortgage brokerage franchise brand in the U.S., has over 220 offices across more than 40 states.

 

Forward-Looking Statements

 

This press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements are often identified by the use of words such as “believe,” “intend,” “expect,” “estimate,” “plan,” “outlook,” “project,” “anticipate,” “may,” “will,” “would” and other similar words and expressions that predict or indicate future events or trends that are not statements of historical matters. Forward-looking statements include statements related to the leadership transition at Motto Mortgage and wemlo and the future success of the Motto and wemlo brands. Forward-looking statements should not be read as a guarantee of future performance or results and will not necessarily accurately indicate the times at which such performance or results may be achieved. Forward-looking statements are based on information available at the time those statements are made and/or management’s good faith belief as of that time with respect to future events and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. These risks and uncertainties include, without limitation, (1) changes in the real estate market or interest rates and availability of financing, (2) changes in business and economic activity in general, (3) the Company’s ability to attract and retain quality franchisees, (4) the Company’s franchisees’ ability to recruit and retain real estate agents and mortgage loan originators, (5) changes in laws and regulations, (6) the Company’s ability to enhance, market, and protect its brands, (7) the Company’s ability to implement its technology initiatives, (8) risks related to the Company’s leadership transition, (9) fluctuations in foreign currency exchange rates, (10) the nature and amount of the exclusion of charges in future periods when determining Adjusted EBITDA is subject to uncertainty and may not be similar to such charges in prior periods, and (11) those risks and uncertainties described in the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission (“SEC”) and similar disclosures in subsequent periodic and current reports filed with the SEC, which are available on the investor relations page of the Company’s website at www.remaxholdings.com and on the SEC website at www.sec.gov. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date on which they are made. Except as required by law, the Company does not intend, and undertakes no obligation, to update this information to reflect future events or circumstances.

 

Investor Contact: Media Contact:
Andy Schulz Kimberly Golladay
(303) 796-3287  (303) 796-3424
aschulz@remax.com kgolladay@remax.com