STOCK TITAN

Fathom Holdings (FTHM) CEO details 66,668-share gift and awards holdings

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Fathom Holdings Inc. chief executive Marco Fregenal reported an internal transfer of 66,668 shares of common stock on January 8, 2026, coded as a gift at a price of $0 per share. Following this transaction, he directly holds 1,490,351 shares of Fathom common stock, including 133,337 restricted shares that vest on the second and third anniversary of the November 15, 2024 grant date.

In addition to his direct holdings, 5,056 shares are reported as indirectly owned through his spouse. A separate 150,000 shares are held by the Fregenal 2020 Irrevocable Trust for the benefit of his children, for which he disclaims beneficial ownership. He also directly holds performance-based awards covering 200,000 shares of common stock expiring on August 20, 2028, and 50,000 shares expiring on November 15, 2034, each right representing a contingent right to receive one share if specified stock price conditions are met.

Positive

  • None.

Negative

  • None.
Insider Fregenal Marco
Role Chief Executive Officer
Type Security Shares Price Value
Gift Common Stock 66,668 $0.00 --
holding Performance Rights -- -- --
holding Performance Right -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 1,490,351 shares (Direct); Performance Rights — 200,000 shares (Direct); Performance Right — 50,000 shares (Direct); Common Stock — 5,056 shares (Indirect, By: Wife)
Footnotes (1)
  1. Of these shares, 133,337 are restricted and vest on the second and third anniversary of the grant date, November 15, 2024. These shares are held by a trust for the benefit of the reporting person's children. The reporting person's spouse is trustee of the trust. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. Each performance right represents a contingent right to receive one share of Fathom Holdings Inc. common stock. The performance rights vest upon Fathom's common stock achieving a specified price per share for a specified time.
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Fregenal Marco

(Last) (First) (Middle)
C/O FATHOM HOLDINGS INC.
2000 REGENCY PARKWAY DRIVE, SUITE 300

(Street)
CARY NC 27518

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Fathom Holdings Inc. [ FTHM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
01/08/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 01/08/2026 G 66,668 D $0 1,490,351 D(1)
Common Stock 5,056 I By: Wife
Common Stock 150,000 I(2) By: Fregenal 2020 Irrevocable Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Rights (3) (3) 08/20/2028 Common Stock 200,000 200,000 D
Performance Right (3) (3) 11/15/2034 Common Stock 50,000 50,000 D
Explanation of Responses:
1. Of these shares, 133,337 are restricted and vest on the second and third anniversary of the grant date, November 15, 2024.
2. These shares are held by a trust for the benefit of the reporting person's children. The reporting person's spouse is trustee of the trust. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
3. Each performance right represents a contingent right to receive one share of Fathom Holdings Inc. common stock. The performance rights vest upon Fathom's common stock achieving a specified price per share for a specified time.
/s/ Donald R. Reynolds, by Power of Attorney 01/09/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did FTHM CEO Marco Fregenal report?

On January 8, 2026, Fathom Holdings Inc. CEO Marco Fregenal reported a gift transfer of 66,668 shares of common stock at a price of $0 per share, coded as transaction type G.

How many FTHM shares does the CEO hold after this Form 4?

After the reported transaction, Marco Fregenal directly holds 1,490,351 shares of Fathom Holdings Inc. common stock, of which 133,337 shares are restricted and vest on the second and third anniversary of the November 15, 2024 grant date.

What indirect FTHM share holdings are associated with the CEO?

The filing shows 5,056 shares of common stock held indirectly by his spouse and 150,000 shares held by the Fregenal 2020 Irrevocable Trust for his children. The CEO disclaims beneficial ownership of the trust shares.

What performance rights in FTHM stock does the CEO report holding?

Marco Fregenal reports directly holding 200,000 performance rights tied to Fathom common stock expiring on August 20, 2028 and 50,000 performance rights expiring on November 15, 2034. Each performance right represents a contingent right to receive one share upon specified share price conditions.

How do the CEOs performance rights in FTHM vest?

According to the filing, each performance right represents a contingent right to receive one share of Fathom Holdings Inc. common stock, and the rights vest only if Fathom's common stock reaches a specified price per share for a specified time.

What is the CEOs role and relationship to Fathom Holdings Inc. in this filing?

The reporting person, Marco Fregenal, is listed as both a Director and an Officer of Fathom Holdings Inc., serving as Chief Executive Officer, and he is the sole reporting person on this Form 4.