Newmark Group, Inc. Reports Change in Control
Ticker: NMRK · Form: 8-K · Filed: Oct 6, 2025 · CIK: 1690680
| Field | Detail |
|---|---|
| Company | Newmark Group, INC. (NMRK) |
| Form Type | 8-K |
| Filed Date | Oct 6, 2025 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 4 min |
| Key Dollar Amounts | $0.01, $200,000, $13,096,795, $11, $0.06 |
| Sentiment | neutral |
Sentiment: neutral
Topics: change-of-control, corporate-action
Related Tickers: NMRK
TL;DR
Newmark Group (NMRK) just filed an 8-K for a change in control. Details TBD.
AI Summary
On October 6, 2025, Newmark Group, Inc. filed an 8-K report indicating a change in control. The filing does not specify the parties involved in the change of control or any associated financial details.
Why It Matters
A change in control can significantly impact a company's strategic direction, management, and shareholder value.
Risk Assessment
Risk Level: medium — A change in control event introduces uncertainty regarding the company's future operations and leadership, which can be a significant risk.
Key Players & Entities
- Newmark Group, Inc. (company) — Registrant
- October 6, 2025 (date) — Date of Report
- Delaware (jurisdiction) — State of incorporation
- 125 Park Avenue, New York, NY 10017 (address) — Principal executive offices
- 212-372-2000 (phone_number) — Registrant's telephone number
FAQ
What specific event triggered the 'Change in Control' filing for Newmark Group, Inc.?
The filing states 'Changes in Control of Registrant' as the item information, but does not provide specific details about the event itself.
Who are the parties involved in this change of control?
The filing does not disclose the names of the parties involved in the change of control.
What is the effective date of the change in control?
The 'Date as of change' is listed as October 6, 2025.
Are there any financial terms or transaction values associated with this change of control mentioned in the filing?
No specific financial terms or transaction values are detailed in the provided excerpt of the filing.
Does this filing indicate a merger, acquisition, or significant stock purchase?
The filing indicates a 'Change in Control' but does not specify the exact nature of the transaction, such as a merger, acquisition, or stock purchase.
Filing Stats: 1,012 words · 4 min read · ~3 pages · Grade level 9 · Accepted 2025-10-06 17:11:55
Key Financial Figures
- $0.01 — hich registered Class A Common Stock, $0.01 par value NMRK The Nasdaq Stock Mar
- $200,000 — P"), for an aggregate purchase price of $200,000, using cash on hand at the Purchaser Tr
- $13,096,795 — any, for an aggregate purchase price of $13,096,795.70, using cash on hand at the purchasin
- $11 — by his spouse, for a price per share of $11.58, less $0.06 per share for the after-
- $0.06 — , for a price per share of $11.58, less $0.06 per share for the after-tax portion of
- $0.048 — , for a price per share of $11.04, less $0.048 per share for the after-tax portion of
Filing Documents
- ea0260090-8k_newmark.htm (8-K) — 31KB
- 0001213900-25-096624.txt ( ) — 192KB
- nmrk-20251006.xsd (EX-101.SCH) — 3KB
- nmrk-20251006_lab.xml (EX-101.LAB) — 33KB
- nmrk-20251006_pre.xml (EX-101.PRE) — 22KB
- ea0260090-8k_newmark_htm.xml (XML) — 3KB
01. Changes in Control of Registrant
Item 5.01. Changes in Control of Registrant. Completion of Howard W. Lutnick Divestiture Mr. Howard W. Lutnick, the U.S. Secretary of Commerce and Newmark Group, Inc.'s (the "Company") former Executive Chairman and former Chairman of the Company's Board of Directors (the "Board"), has completed his previously announced divestiture of his holdings in the Company in connection with his appointment as the U.S. Secretary of Commerce. Mr. Howard W. Lutnick no longer has any voting or dispositive power over any of the securities of the Company and filed today an amendment to his prior reports on Schedule 13D of his beneficial ownership of the equity securities of the Company to reflect his zero ownership. The following transactions which were previously announced in a press release on May 19, 2025 and disclosed in the Company's Current Report on Form 8-K filed on May 19, 2025, closed on October 6, 2025: The purchase by trusts controlled by Mr. Brandon G. Lutnick ("Purchaser Trusts") from Mr. Howard W. Lutnick, in his capacity as trustee of a trust, of all of the voting shares of CF Group Management, Inc., a New York corporation ("CFGM"), which is the managing general partner of Cantor Fitzgerald, L.P., a Delaware limited partnership ("CFLP"), for an aggregate purchase price of $200,000, using cash on hand at the Purchaser Trusts. The purchase by certain other trusts controlled by Mr. Brandon G. Lutnick from Mr. Howard W. Lutnick, in his capacity as trustee of certain trusts, of certain interests, including all outstanding equity interests in Tangible Benefits, LLC, a Delaware limited liability company, and KBCR Management Partners, LLC, a Delaware limited liability company, that each hold shares of the Company, for an aggregate purchase price of $13,096,795.70, using cash on hand at the purchasing trusts. The repurchase by the Company of 129,859 shares of Class A common stock, par value $0.01 per share, of the Company ("Class A common stock") beneficially owned
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized. Newmark Group, Inc. Date: October 6, 2025 By: /s/ Michael J. Rispoli Name: Michael J. Rispoli Title: Chief Financial Officer [Signature Page to Form 8-K regarding closing of Lutnick divestment arrangements dated October 6, 2025] 2