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): ~~February~~March 19, 2026

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 2 7.~~02.~~01 ~~Results~~Regulation ofFD ~~Operations and Financial Conditions~~Disclosure. *

On ~~February~~March 19, 2026, RE/MAX, LLC (“REMAX”), a subsidiary of RE/MAX Holdings, Inc. (the “Company”), ~~issued~~entered into a ~~press~~Stipulation ~~release~~and ~~announcing~~Agreement ~~its~~of ~~financial~~Settlement ~~results~~(the ~~for~~“Settlement Agreement”) to resolve claims in the ~~quarter~~pending ~~and~~putative ~~full~~class ~~year~~action ~~ended~~lawsuit ~~December~~titled 31Mya Batton, ~~2025.~~Aaron Bolton, Michael Brace, Do Yeon Kim, Anna James, James Mullis, Theodore Bisbicos, and Daniel Parsons v. The ~~full~~National ~~text~~Association of ~~the~~Realtors, ~~press~~Anywhere ~~release~~Real isEstate, ~~furnished~~Inc., formerly ~~herewith~~known as ~~Exhibit~~Realogy 99Holdings Corp.1, RE/MAX, LLC, and isKeller ~~incorporated~~Williams ~~herein~~Realty, byInc. ~~reference~~(United States District Court for the Northern District of Illinois Case No. 1:21-cv-00430) (the “Lawsuit”).

The ~~Company~~Settlement isAgreement ~~also~~resolves ~~disclosing~~all remaining claims against REMAX in the Lawsuit that itwere ~~may use~~not released by the ~~remaxholdings.com,~~previously ~~investors.remaxholdings.com,~~disclosed ~~remax.com~~settlement of multiple putative class actions (the “Prior Settlement”), ~~remax.ca~~as discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~mottomortgage.com~~2025, as filed with the Securities and ~~wemlo~~Exchange Commission on February 19, 2026 (the “Form 10-K”).io ~~websites~~As asdiscussed ~~means~~in ofthe ~~disclosing material~~Form ~~non~~10-~~public~~K, the ~~information~~Prior ~~and~~Settlement was granted final approval by the United States District Court for ~~complying~~the ~~with~~Western ~~its~~District ~~disclosure~~of ~~obligations~~Missouri ~~under~~and ~~Regulation~~appeals FDare currently pending.

~~Item~~The ~~9.01.~~Settlement ~~Financial~~Agreement ~~Statements~~releases REMAX and the ~~Exhibits~~Company, their subsidiaries and affiliates, and REMAX sub-franchisors, franchisees and their sales associates in the United States from the claims. *The Settlement Agreement remains subject to preliminary and final court approval and will become effective upon such final approval (subject to any appeals).

Exhibit No.	Description
99.1	Press release issued on February 19, 2026
104	Cover Page Interactive Data File (formatted as inline XBRL)

Under the Settlement Agreement, REMAX has agreed to pay a total settlement amount of $8.5 million (the “Settlement Amount”) to a qualified settlement fund. REMAX intends to use available cash to pay the Settlement Amount. The Settlement Amount will be paid as follows: $1.5 million following preliminary court approval of the Settlement Agreement and the remaining $7.0 million following final court approval of the Settlement Agreement (including any appeals).

*              The ~~information~~ ~~contained~~Settlement inAgreement ~~Items 2.02~~ and ~~9.01~~any ~~and~~actions ~~Exhibit~~taken to ~~99.1~~carry ofout ~~this~~the ~~Current~~Settlement ~~Report~~Agreement onare ~~Form 8-K is being “furnished” and shall~~ not bean ~~deemed~~admission ~~“filed”~~or ~~for~~concession ~~purpose~~ of ~~Section 18~~liability, or of the ~~Securities~~validity ~~Exchange~~of ~~Act~~any ofclaim, ~~1934~~defense, asor ~~amended (the “Exchange~~point ~~Act”),~~of fact or ~~otherwise~~law ~~subject~~on to the ~~liabilities~~part of ~~that~~any ~~section,~~party. ~~nor~~REMAX ~~shall~~continues itto bedeny ~~deemed~~the ~~incorporated~~material byallegations ~~reference into any registration statement or other filings~~ of the ~~Company~~complaints ~~under~~in the ~~Securities~~Lawsuit. ~~Act~~REMAX ofentered into ~~1933, as amended, or~~ the ~~Exchange~~Settlement ~~Act,~~Agreement ~~except~~after asconsidering ~~shall~~the berisks ~~set~~and ~~forth by~~costs ~~specific~~of ~~reference~~continuing inthe ~~such filing~~litigation.

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: February 19, 2026	By:	/s/ Karri Callahan
Date: March 25, 2026	By:	/s/ Karri Callahan
		Karri Callahan
		Chief Financial Officer

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