RE/MAX HOLDINGS, INC., 10-K filed on 2/19/2026
Annual Report
v3.25.4
Document and Entity Information - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2025
Jan. 31, 2026
Jun. 30, 2025
Document and Entity Information      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Dec. 31, 2025    
Document Transition Report false    
Securities Act File Number 001-36101    
Entity Registrant Name RE/MAX Holdings, Inc.    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 80-0937145    
Entity Address Line One 5075 South Syracuse Street    
Entity Address City or Town Denver    
Entity Address State or Province CO    
Entity Address Postal Zip Code 80237    
City Area Code 303    
Local Phone Number 770-5531    
Title of 12(b) Security Class A Common Stock, par value $0.0001 per share    
Trading Symbol RMAX    
Security Exchange Name NYSE    
Entity Well-known Seasoned Issuer No    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Accelerated Filer    
Entity Small Business false    
Entity Emerging Growth Company false    
ICFR Auditor Attestation Flag true    
Document Financial Statement Error Correction false    
Entity Shell Company false    
Entity Public Float     $ 160.9
Documents Incorporated By Reference

Portions of the registrant’s Proxy Statement for the 2026 Annual Meeting of Stockholders are incorporated into Part III of this Annual Report on Form 10-K where indicated. Such proxy statement will be filed with the Securities and Exchange Commission within 120 days of the registrant’s fiscal year ended December 31, 2025.

    
Auditor Name Ernst & Young LLP    
Auditor Location Denver, Colorado    
Auditor Firm ID 42    
Entity Central Index Key 0001581091    
Current Fiscal Year End Date --12-31    
Document Fiscal Year Focus 2025    
Document Fiscal Period Focus FY    
Amendment Flag false    
Common Class A      
Document and Entity Information      
Entity Common Stock, Shares Outstanding   20,142,454  
Common Class B      
Document and Entity Information      
Entity Common Stock, Shares Outstanding   1  
v3.25.4
Consolidated Balance Sheets - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Current assets:    
Cash and cash equivalents $ 118,736 $ 96,619
Restricted cash 74,332 72,668
Accounts and notes receivable, net of allowances 26,944 27,807
Income taxes receivable 8,188 7,592
Other current assets 11,940 13,825
Total current assets 240,140 218,511
Property and equipment, net of accumulated depreciation 5,996 7,578
Operating lease right of use assets 12,608 17,778
Franchise agreements, net 67,080 81,186
Other intangible assets, net 10,774 13,382
Goodwill 239,572 237,239
Income taxes receivable, net of current portion   355
Other assets, net of current portion 6,305 5,565
Total assets 582,475 581,594
Current liabilities:    
Accounts payable 3,986 5,761
Accrued liabilities 100,927 110,859
Income taxes payable 105 541
Deferred revenue 21,391 22,848
Debt 4,600 4,600
Payable pursuant to tax receivable agreements 1,542 1,537
Operating lease liabilities 9,217 8,556
Total current liabilities 141,768 154,702
Debt, net of current portion 432,151 436,243
Deferred tax liabilities 8,193 8,448
Deferred revenue, net of current portion 12,859 14,778
Operating lease liabilities, net of current portion 13,514 22,669
Other liabilities, net of current portion 2,978 3,148
Total liabilities 611,463 639,988
Commitments and contingencies
Stockholders' equity (deficit):    
Additional paid-in capital 578,429 565,072
Accumulated deficit (126,072) (133,727)
Accumulated other comprehensive income (deficit), net of tax 54 (1,864)
Total stockholders' equity attributable to RE/MAX Holdings, Inc. 452,413 429,483
Non-controlling interest (481,401) (487,877)
Total stockholders' equity (deficit) (28,988) (58,394)
Total liabilities and stockholders' equity (deficit) 582,475 581,594
Common Class A    
Stockholders' equity (deficit):    
Common stock 2 2
Common Class B    
Stockholders' equity (deficit):    
Common stock
v3.25.4
Consolidated Balance Sheets (Parenthetical) - $ / shares
Dec. 31, 2025
Dec. 31, 2024
Common Class A    
Common stock, par value $ 0.0001 $ 0.0001
Common stock, shares authorized 180,000,000 180,000,000
Common stock, shares issued 20,095,180 18,971,435
Common stock, shares outstanding 20,095,180 18,971,435
Common Class B    
Common stock, par value $ 0.0001 $ 0.0001
Common stock, shares authorized 1,000 1,000
Common stock, shares issued 1 1
Common stock, shares outstanding 1 1
v3.25.4
Consolidated Statements of Income (Loss) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Revenue:      
Total revenue $ 291,601 $ 307,685 $ 325,671
Operating expenses:      
Selling, operating and administrative expenses 146,702 152,258 171,548
Marketing Funds expenses 72,835 78,983 83,861
Depreciation and amortization 25,848 29,561 32,414
Settlement and impairment charges (1,542) 5,483 73,783
Change in estimated tax receivable agreement liability 715 1,219 (25,298)
Total operating expenses 244,558 267,504 336,308
Operating income (loss) 47,043 40,181 (10,637)
Other expenses, net:      
Interest expense (31,700) (36,258) (35,741)
Interest income 3,580 3,738 4,420
Foreign currency transaction gains (losses) 705 (1,461) 419
Total other expenses, net (27,415) (33,981) (30,902)
Income (loss) before provision for income taxes 19,628 6,200 (41,539)
Provision for income taxes (6,195) 1,877 (56,947)
Net income (loss) 13,433 8,077 (98,486)
Less: net income (loss) attributable to non-controlling interest 5,280 954 (29,464)
Net income (loss) attributable to RE/MAX Holdings, Inc. $ 8,153 $ 7,123 $ (69,022)
Common Class A      
Net income (loss) attributable to RE/MAX Holdings, Inc. per share of Class A common stock      
Basic $ 0.41 $ 0.38 $ (3.81)
Diluted $ 0.4 $ 0.37 $ (3.81)
Weighted average shares of Class A common stock outstanding      
Basic 19,845,469 18,780,200 18,111,409
Diluted 20,400,048 19,293,827 18,111,409
Cash dividends declared per share of Class A common stock     $ 0.69
Continuing franchise fees      
Revenue:      
Total revenue $ 112,865 $ 122,011 $ 127,384
Annual dues      
Revenue:      
Total revenue 30,462 32,188 33,904
Broker fees      
Revenue:      
Total revenue 53,691 51,816 51,012
Marketing Funds fees      
Revenue:      
Total revenue 72,835 78,983 83,861
Franchise sales and other revenue      
Revenue:      
Total revenue $ 21,748 $ 22,687 $ 29,510
v3.25.4
Consolidated Statements of Comprehensive Income (Loss) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Consolidated Statements of Comprehensive Income (Loss)      
Net income (loss) $ 13,433 $ 8,077 $ (98,486)
Change in cumulative translation adjustment 3,141 (4,213) 1,503
Comprehensive income (loss), net of tax 16,574 3,864 (96,983)
Less: Comprehensive income (loss) attributable to non-controlling interest 6,503 (757) (28,994)
Comprehensive income (loss) attributable to RE/MAX Holdings, Inc., net of tax $ 10,071 $ 4,621 $ (67,989)
v3.25.4
Consolidated Statements of Stockholders' Equity (Deficit) - USD ($)
$ in Thousands
Common Class A
Common Stock
Common Class A
Common Class B
Common Stock
Common Class B
Additional paid-in capital
Retained earnings (accumulated deficit)
Accumulated other comprehensive income (loss), net of tax
Non-controlling interest
Total
Beginning balance, Value at Dec. 31, 2022 $ 2       $ 535,566 $ (53,999) $ (395) $ (449,472) $ 31,702
Beginning balance, Shares at Dec. 31, 2022 17,874,238   1            
Net income (loss)           (69,022)   (29,464) (98,486)
Distributions to non-controlling unitholders               (8,655) (8,655)
Equity-based compensation expense and dividend equivalents, Value         19,438 (1,051)     18,387
Equity-based compensation expense and dividend equivalents, Shares 806,527                
Dividends to Class A common stockholders           (12,502)     (12,502)
Repurchase and retirement of common shares, Value           (3,408)     (3,408)
Repurchase and retirement of common shares, Shares (160,405)                
Change in accumulated other comprehensive income (loss)             1,033 470 1,503
Shares withheld for taxes on share-based compensation, Value         (4,367)       (4,367)
Shares withheld for taxes on share-based compensation, Shares (251,076)                
Other           (235)     (235)
Ending balance, Value at Dec. 31, 2023 $ 2       550,637 (140,217) 638 (487,121) (76,061)
Ending balance, Shares at Dec. 31, 2023 18,269,284   1            
Net income (loss)           7,123   954 8,077
Equity-based compensation expense and dividend equivalents, Value         17,391 (599)     16,792
Equity-based compensation expense and dividend equivalents, Shares 1,034,702                
Change in accumulated other comprehensive income (loss)             (2,502) (1,711) (4,213)
Shares withheld for taxes on share-based compensation, Value         (3,075)       (3,075)
Shares withheld for taxes on share-based compensation, Shares (332,551)                
Other         119 (34)   1 86
Ending balance, Value at Dec. 31, 2024 $ 2       565,072 (133,727) (1,864) (487,877) (58,394)
Ending balance, Shares at Dec. 31, 2024 18,971,435 18,971,435 1 1          
Net income (loss)           8,153   5,280 13,433
Equity-based compensation expense and dividend equivalents, Value         17,945 (498)     17,447
Equity-based compensation expense and dividend equivalents, Shares 1,641,797                
Repurchase and retirement of common shares, Shares   0              
Change in accumulated other comprehensive income (loss)             1,918 1,223 3,141
Shares withheld for taxes on share-based compensation, Value         (4,589)       (4,589)
Shares withheld for taxes on share-based compensation, Shares (518,052)                
Other         1     (27) (26)
Ending balance, Value at Dec. 31, 2025 $ 2       $ 578,429 $ (126,072) $ 54 $ (481,401) $ (28,988)
Ending balance, Shares at Dec. 31, 2025 20,095,180 20,095,180 1 1          
v3.25.4
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Cash flows from operating activities:      
Net income (loss) $ 13,433 $ 8,077 $ (98,486)
Adjustments to reconcile net income (loss) to operating cash flows:      
Depreciation and amortization 25,848 29,561 32,414
Equity-based compensation expense 16,627 18,855 19,536
Bad debt expense 3,278 1,359 6,784
Deferred income tax expense (benefit) (455) (2,102) 49,387
Fair value adjustments to contingent consideration (109) (225) (533)
Non-cash settlement and impairment charges 401 5,483 73,783
Net settlement payments (5,581)    
Non-cash debt charges 880 863 860
Payment of contingent consideration in excess of acquisition date fair value   (360)  
Change in estimated tax receivable agreement liability 763 1,219 (25,298)
Other, net 1,134 (30) 468
Changes in operating assets and liabilities      
Accounts and notes receivable, net of allowances (3,941) 7,505 (8,442)
Payments pursuant to tax receivable agreements (757) (504) (440)
Income taxes receivable/payable (314) (6,505) 298
Deferred revenue, current and noncurrent (3,516) (2,870) (5,432)
Other assets and liabilities (6,813) (674) (16,635)
Net cash provided by operating activities 40,878 59,652 28,264
Cash flows from investing activities:      
Purchases of property, equipment and capitalization of software (7,374) (6,622) (6,419)
Other (408) 746 776
Net cash used in investing activities (7,782) (5,876) (5,643)
Cash flows from financing activities:      
Payments on debt (4,600) (4,600) (4,600)
Debt amendment costs (245)    
Distributions paid to non-controlling unitholders     (8,655)
Dividends and dividend equivalents paid to Class A common stockholders (498) (599) (13,553)
Payments related to tax withholding for share-based compensation (4,589) (3,075) (4,367)
Common shares repurchased     (3,408)
Payment of contingent consideration (791)   (1,234)
Other financing (27) 1  
Net cash used in financing activities (10,750) (8,273) (35,817)
Effect of exchange rate changes on cash 1,435 (1,979) 831
Net decrease in cash, cash equivalents and restricted cash 23,781 43,524 (12,365)
Cash, cash equivalents and restricted cash, beginning of period 169,287 125,763 138,128
Cash, cash equivalents and restricted cash, end of period 193,068 169,287 125,763
Supplemental disclosures of cash flow information:      
Cash paid for interest 30,775 35,549 34,732
Net cash paid for income taxes $ 7,172 $ 6,662 $ 7,107
v3.25.4
Business and Organization
 12 Months Ended
Dec. 31, 2025
Business and Organization  
Business and Organization

1. Business and Organization

RE/MAX Holdings, Inc. (“Holdings”) completed an initial public offering (the “IPO”) of its shares of Class A common stock on October 7, 2013. Holdings’ only business is to act as the sole manager of RMCO, LLC (“RMCO”). As of December 31, 2025, Holdings owns 61.5% of the common membership units in RMCO, while RIHI, Inc. (“RIHI”) owns the remaining 38.5%. Holdings and its consolidated subsidiaries, including RMCO, are referred to hereinafter as the “Company.”

The Company is one of the world’s leading franchisors in the real estate industry, franchising real estate brokerages globally under the REMAX brand (“REMAX”) and mortgage brokerages within the United States (“U.S.”) under the Motto Mortgage brand (“Motto”). The Company also sells ancillary products and services to its franchise networks, including marketing services, technology platforms, and mortgage loan processing services to its Motto network and third parties through its wemlo brand and advertisements on and lead generation services from its flagship websites www.remax.com and www.remax.ca. The Company focuses on enabling its networks’ success by providing quality education, innovative technology products, valuable marketing tools and initiatives, and by leveraging the Company’s size and scale to continue to build and enhance the competitive advantages of the REMAX and Motto brands. The Company’s focus on operational excellence and delivering the best experience in everything real estate remains unwavering, as the Company continues to invest in tools and programs that help affiliates win more business, save time and build more profitable businesses.

REMAX was founded in 1973 and its strategy is to sell franchises and help those franchisees recruit and retain the best agents. The REMAX brand is built on the strength of the Company’s global franchise network and its ability to attract, develop and retain the best-performing and most experienced agents. Additionally, the Company continues to focus on growth and development through the adoption of powerful tools and technologies.

Motto, founded in 2016, offers U.S. real estate brokers, real estate professionals and other investors access to the mortgage brokerage business. Motto is highly complementary to the REMAX real estate business and is designed to provide diversified revenue and income streams to real estate professionals. Motto franchisees offer potential homebuyers an opportunity to find both real estate agents and independent Motto loan originators at the same location or at offices near each other.

REMAX and Motto are 100% franchised—the Company does not own any of the brokerages that operate under these brands.

Holdings Capital Structure

Holdings has two classes of common stock, Class A common stock and Class B common stock.

Class A common stock

Holders of shares of Class A common stock are entitled to one vote for each share held of record on all matters submitted to a vote of stockholders. Additionally, holders of shares of Class A common stock are entitled to receive dividends when and if declared by the Company’s Board of Directors, subject to any statutory or contractual restrictions on the payment of dividends.

Holders of shares of Class A common stock do not have preemptive, subscription, redemption or conversion rights.

Class B common stock

RIHI is the sole holder of Class B common stock. David and Gail Liniger, the Company’s co-founders, beneficially own a majority and controlling interest in RIHI. Pursuant to the terms of the Company’s Certificate of Incorporation, Class B common stock is entitled to a number of votes on matters presented to Holdings’ stockholders equal to the number of RMCO common units that RIHI holds. Through its ownership of the Class B common stock, RIHI holds 38.5% of the voting power of the Company’s stock as of December 31, 2025. Mr. Liniger is also the beneficial owner of Class A common stock with an additional 1.1% of the voting power of the Company’s stock as of December 31, 2025.

Holders of shares of Class B common stock do not have preemptive, subscription, redemption or conversion rights.

Holders of shares of Class A common stock and Class B common stock vote together as a single class on all matters presented to the Company’s stockholders for their vote or approval, except as otherwise required by applicable law.

v3.25.4
Summary of Significant Accounting Policies
 12 Months Ended
Dec. 31, 2025
Summary of Significant Accounting Policies  
Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying consolidated financial statements (“financial statements”) and notes thereto included in this Annual Report on Form 10-K have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). The accompanying financial statements include the accounts of Holdings and its consolidated subsidiaries. All significant intercompany accounts and transactions have been eliminated. In the opinion of management, the accompanying financial statements reflect all normal and recurring adjustments necessary to present fairly the Company’s financial position as of December 31, 2025 and 2024, the results of its operations and comprehensive income (loss), changes in its stockholders’ equity (deficit) and its cash flows for the years ended December 31, 2025, 2024 and 2023.

Use of Estimates

The preparation of the accompanying financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Segment Reporting

The Company operates under the following reportable segments:

●Real Estate – comprises the operations of the Company’s owned and independent global franchising operations under the REMAX brand along with corporate-wide shared services expenses.
●Mortgage – comprises the operations of the Company’s mortgage brokerage franchising operations under the Motto brand and mortgage loan processing services under the wemlo brand. Mortgage does not include any charges related to the corporate-wide shared services expenses.
●Marketing Funds – comprises the operations of the Company’s marketing campaigns designed to build and maintain brand awareness and the development and operation of agent marketing technology. This segment has no net income given the contractual restriction that all funds collected must be spent for designated purposes.

The Company presents all other business activities and operating segments which, due to quantitative insignificance, do not meet the quantitative significance tests for reportable segments under Other.

See Note 15, Segment Information, for additional information about segment reporting.

Principles of Consolidation

Holdings consolidates RMCO and records a non-controlling interest in the accompanying Consolidated Balance Sheets for the portion of RMCO owned by RIHI and records net income (loss) attributable to the non-controlling interest and comprehensive income (loss) attributable to the non-controlling interest in the accompanying Consolidated Statements of Income (Loss) and Consolidated Statements of Comprehensive Income (Loss), respectively.

Revenue Recognition

The Company generates most of its revenue from contracts with customers. The Company’s franchise agreements offer the following benefits to the franchisee: common use and promotion of REMAX and Motto trademarks; distinctive sales and promotional materials; access to technology; marketing tools and education; standardized supplies and other materials used in REMAX and Motto offices; recommended procedures for operation of REMAX and Motto offices; and specifically for Motto franchisees, access to a variety of quality loan options from multiple leading wholesale lenders. The Company concluded that these benefits are highly related and all part of one performance obligation for each franchise agreement, a license of symbolic intellectual property that is billed through a variety of fees including continuing franchise fees, annual dues, broker fees, marketing funds fees and franchise sales, described below. The Company has other performance obligations associated with contracts with customers in other revenue for education, marketing and events, subscription revenue, loan processing revenue, advertising revenue and revenue from marketing as a service (“MaaS”). The method used to measure progress is over the passage of time for most streams of revenue. The following is a description of principal activities from which the Company generates its revenue.

Continuing Franchise Fees

Continuing franchise fees are fixed contractual fees paid monthly (a) by regional franchise owners in Independent Regions or franchisees in Company-Owned Regions based on the number of REMAX agents in the respective franchised region or office or (b) by Motto franchisees based on the number of open offices. Motto offices reach the full monthly billing once the Motto office has been open for 12 months. Continuing franchise fees are recognized in the month for which the fee is billed and are a usage-based royalty as they are dependent on the number of REMAX agents or the number of Motto open offices.

Annual Dues

Annual dues are a fixed membership fee paid annually by REMAX agents directly to the Company. The Company defers the annual dues revenue when billed and recognizes the revenue ratably over the 12-month period to which it relates. See the “Deferred Revenue” section below for a reconciliation of the activity in the Company’s deferred revenue for annual dues. Annual dues revenue is a usage-based royalty as it is dependent on the number of REMAX agents.

Broker Fees

Broker fees are assessed against real estate commissions paid by customers when a REMAX agent buys or sells a property. Generally, the amount paid is 1% of the total commission on the transaction in most regions. Revenue from broker fees is a sales-based royalty and recognized in the month when a home sale transaction occurs.

Agents in Company-Owned Regions who joined REMAX prior to 2004, the year the Company began assessing broker fees, are generally “grandfathered” and continue to be exempt from paying a broker fee. Certain agents in Canada do not pay broker fees. As of December 31, 2025, approximately 22% of agents in the U.S. and Canada Company-owned Regions did not pay broker fees. Motto franchisees do not pay any fees based on the number or dollar value of loans brokered.

The Company has pricing components that cap broker fees at certain commission levels. If a franchise agreement includes a capped broker fee plan the sales- and-usage-based royalty exception is no longer valid. Therefore, revenue from any agent, even agents on a traditional plan, that operates under a franchise agreement with a capped broker fee is estimated and recognized ratably over the year.

Marketing Funds Fees

Marketing Funds fees are fixed contractual fees paid monthly by franchisees based on the number of REMAX agents in the respective franchised region or office or the number of Motto offices. These revenues are obligated to be used for marketing campaigns to build brand awareness and to support agent marketing technology. Amounts received into the Marketing Funds are recognized as revenue in the month for which the fee is billed. This revenue is a usage-based royalty as it is dependent on the number of REMAX agents or number of Motto offices.

​

All assets of the Marketing Funds are contractually restricted for the benefit of franchisees, and the Company recognizes an equal and offsetting liability on the Company’s balance sheet for all amounts received. Additionally, this results in recording an equal and offsetting amount of expenses, against all revenues such that there is no impact to overall profitability of the Company from these revenues. In addition, advertising costs are expensed as incurred.

Franchise Sales

Franchise sales comprises revenue from the sale or renewal of franchises. A fee is charged upon a franchise sale or renewal. Those fees are deemed to be a part of the license of symbolic intellectual property and are recognized as revenue over the contractual term of the franchise agreement, which is typically 5 years for REMAX and 7 years for Motto franchise agreements. See the “Deferred Revenue” section below for a reconciliation of the activity in the Company’s deferred revenue for franchise sales.

Other Revenue

Other revenue is primarily from:

●Event-based revenue from education and other programs, which is recognized when the event occurs and until then amounts collected are included in “Deferred revenue”.
●Data service subscription revenue, which is recognized when the control of the products or services has transferred to the customer, which may occur at a point in time or over time, depending on the nature of the contract.
●Preferred marketing arrangements, which involves both flat fees paid in advance as well as revenue sharing, both of which are generally recognized over the period of the arrangement and are recorded net as the Company does not control the good or service provided.
●Technology products and subscription revenue, which charges a monthly fee to its customers or a periodic fee to agents who use the products or services.
●Mortgage loan processing revenue, which charges a flat fee per transaction which is recognized when a loan is closed.
●Advertising revenue is generated through advertisements, media and sponsorship sales via our websites. Revenue is recognized as ads are delivered based on the number of clicks or impressions and is recorded net of any commissions paid to advertising agencies, as applicable, as the Company does not control the good or service provided.
●MaaS is a centralized data-driven marketing platform that enables affiliates, such as brokers, owners, agents, and teams, to efficiently launch marketing campaigns. Revenue is generated from affiliate spend on marketing services within the platform and is recognized on a gross basis, as the Company controls the goods or services provided.

Deferred Revenue and Capitalized Contract Costs

Deferred revenue is primarily driven by Franchise sales and Annual dues, as discussed above, and is included in “Deferred revenue” and “Deferred revenue, net of current portion” on the Consolidated Balance Sheets. Other deferred revenue is primarily related to event-based revenue. The activity consists of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Balance at

​

​

​

Revenue

​

Balance at

​

​

January 1, 2025

​

New billings

​

recognized (a)

​

December 31, 2025

Franchise sales

​

$

21,282

​

$

5,582

​

$

(7,983)

​

$

18,881

Annual dues

​

​

12,261

​

​

29,801

​

​

(30,462)

​

​

11,600

Other

​

​

4,083

​

​

21,042

​

​

(21,356)

​

​

3,769

​

​

$

37,626

​

$

56,425

​

$

(59,801)

​

$

34,250

(a)Revenue recognized related to the beginning balance for Franchise Sales and Annual Dues was $7.2 million and $11.8 million, respectfully, for the year ended December 31, 2025.

Capitalized contract costs include commissions paid on Franchise sales and other contract costs that are recognized as an asset and amortized over the contract life of the franchise agreement. The activity in the Company’s capitalized contract costs (which are included in “Other current assets” and “Other assets, net of current portion” on the Consolidated Balance Sheets) consist of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Additions to

​

​

​

​

​

​

​

​

Balance at

​

contract cost

​

Expense

​

Balance at

​

​

January 1, 2025

​

for new activity

​

recognized

​

December 31, 2025

Capitalized contract costs

​

$

3,553

​

$

2,735

​

$

(1,970)

​

$

4,318

​

Disaggregated Revenue

In the following table, segment revenue is disaggregated by geographical area (in thousands):

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 

​

2025

​

2024

​

2023

U.S. Company-Owned Regions

$

122,933

​

$

131,375

​

$

138,499

U.S. Independent Regions

​

5,821

​

​

6,017

​

​

6,439

Canada Company-Owned Regions

​

39,177

​

​

40,693

​

​

40,805

Canada Independent Regions

​

2,754

​

​

2,758

​

​

2,891

Global

​

16,334

​

​

14,421

​

​

12,754

Fee revenue (a)

​

187,019

​

​

195,264

​

​

201,388

Franchise sales and other revenue (b)

​

18,073

​

​

18,829

​

​

25,794

Total Real Estate

​

205,092

​

​

214,093

​

​

227,182

U.S.

​

54,311

​

​

59,335

​

​

63,791

Canada

​

17,301

​

​

18,521

​

​

19,039

Global

​

1,223

​

​

1,127

​

​

1,031

Total Marketing Funds

​

72,835

​

​

78,983

​

​

83,861

Mortgage (c)

​

13,674

​

​

14,609

​

​

13,993

Other (c)

​

—

​

​

—

​

​

635

Total

$

291,601

​

$

307,685

​

$

325,671

(a)Fee revenue includes Continuing franchise fees, Annual dues and Broker fees.
(b)Franchise sales and other revenue is derived primarily within the U.S.
(c)Revenue from Mortgage and Other are derived exclusively within the U.S.

Transaction Price Allocated to the Remaining Performance Obligations

The following table includes estimated revenue by year, excluding certain other immaterial items, expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

2026

​

2027

​

2028

​

2029

​

2030

​

Thereafter

​

Total

Franchise sales

​

$

5,928

​

$

4,707

​

$

3,430

​

$

2,162

​

$

1,052

​

$

1,602

​

$

18,881

Annual dues

​

​

11,600

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

11,600

Total

​

$

17,528

​

$

4,707

​

$

3,430

​

$

2,162

​

$

1,052

​

$

1,602

​

$

30,481

​

Cash, Cash Equivalents and Restricted Cash

All cash held by the Marketing Funds is contractually restricted. The following table reconciles the amounts presented for cash, both unrestricted and restricted, in the Consolidated Balance Sheets to the amounts presented in the Consolidated Statements of Cash Flows (in thousands):

​

​

​

​

​

​

​

​

​

​

December 31, 

​

​

2025

​

2024

Cash and cash equivalents

​

$

118,736

​

$

96,619

Restricted cash:

​

​

​

​

​

​

Marketing Funds (a)

​

​

19,332

​

​

17,668

Settlement Fund (b)

​

​

55,000

​

​

55,000

Total cash, cash equivalents and restricted cash

​

$

193,068

​

$

169,287

(a)All cash held by the Marketing Funds is contractually restricted, pursuant to the applicable franchise agreements.
(b)Represents the net amounts held in the U.S. Settlement Fund as part of the settlement of certain industry class-action lawsuits. See Note 13, Commitments and Contingencies, for additional information.

Services Provided to the Marketing Funds by Real Estate

Real Estate charges the Marketing Funds for various services it performs or for payments it makes on behalf of the Marketing Funds to third-party vendors. These services are primarily comprised of (a) building and maintaining the remax.com and remax.ca websites, (b) agent and consumer-facing technology via the BoldTrail platform, (c) dedicated

employees focused on consumer-facing marketing initiatives, and (d) various administrative services including customer support of technology, accounting and legal.

Costs charged from Real Estate to the Marketing Funds are as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 

​

​

2025

​

2024

​

2023

Technology - operating

​

$

17,950

​

$

4,397

​

$

4,676

Technology - capital (a)

​

​

—

​

​

—

​

​

(203)

Marketing staff and administrative services

​

​

9,043

​

​

5,970

​

​

6,102

Total

​

$

26,993

​

$

10,367

​

$

10,575

(a)During the year ended 2023, the Company determined that certain development projects were no longer needed and therefore $0.2 million, reflecting the cost of work in process assets that would no longer be placed in service, was refunded to the marketing funds.

Selling, Operating and Administrative Expenses

Selling, operating and administrative expenses primarily consist of personnel costs, including salaries, benefits, payroll taxes and other compensation expenses, professional fees, lease costs, as well as expenses for outsourced technology services and expenses for marketing to customers, to expand the Company’s franchises.

Fair Value of Financial Instruments

The carrying amounts of financial instruments, net of any allowances, including cash equivalents, accounts and notes receivable, accounts payable and accrued expenses approximate fair value due to their short-term nature.

Accounts and Notes Receivable

Accounts receivable arising from monthly billings do not bear interest. The Company provides limited financing of certain franchise sales through the issuance of notes receivable with the associated interest recorded in “Interest income” in the accompanying Consolidated Statements of Income (Loss). Amounts collected on notes receivable are included in “Net cash provided by operating activities” in the accompanying Consolidated Statements of Cash Flows. As of December 31, 2025 and 2024, the current portion of notes receivable was approximately $3.1 million, respectively, and are recorded as a component of “Accounts and notes receivable, net of allowances” on the Consolidated Balance Sheets.

The Company records estimates of expected credit losses against its accounts and notes receivable based on historical experience, the credit quality of specific accounts, and general economic conditions that affect the Company’s performance, including changes in interest rates or the number of existing home sales, which are expected to impact the performance of its franchisees, agents and loan originators. These changes are included as a component of “Selling, operating and administrative expenses” in the accompanying Consolidated Statements of Income (Loss).

The activity in the Company’s allowances against accounts and notes receivable consists of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Balance at
beginning of period

​

Charges to expense for changes in Allowance for doubtful accounts(a)

​

Write-offs

​

Balance at
end of period

Year Ended December 31, 2025

​

$

11,208

​

$

3,278

​

$

(1,867)

​

$

12,619

Year Ended December 31, 2024

​

$

10,900

​

$

1,359

​

$

(1,051)

​

$

11,208

Year Ended December 31, 2023

​

$

9,111

​

$

6,784

​

$

(4,995)

​

$

10,900

(a)Includes approximately $1.0 million, $0.4 million and $1.8 million of expense attributable to the Marketing Funds for the years ended December 31, 2025, 2024 and 2023, respectively.

Accumulated Other Comprehensive Income (Loss) and Foreign Currency Translation

Accumulated other comprehensive income (loss) includes all changes in equity during a period that have yet to be recognized in income, except those resulting from transactions with stockholders and is comprised of foreign currency translation adjustments.

As of December 31, 2025, the Company, directly and through its franchisees, conducted operations in over 120 countries and territories, including the U.S. and Canada. The functional currency for the Company’s operations is the U.S. dollar, except for its Canadian subsidiaries for which it is the Canadian Dollar.

Assets and liabilities of the Canadian subsidiaries are translated at the spot rate in effect at the applicable reporting date, and the consolidated statements of income (loss) and cash flows are translated at the average exchange rates in effect during the applicable period. Exchange rate fluctuations on translating consolidated foreign currency financial statements into U.S. dollars that result in unrealized gains or losses are referred to as translation adjustments. Cumulative translation adjustments are recorded as a component of “Accumulated other comprehensive income (loss),” and periodic changes are included in comprehensive income (loss). Were the Company to sell a part or all of its investment in a foreign entity resulting in the complete or substantially complete liquidation of the foreign entity in which the subsidiary or group of assets had resided, it would release any related cumulative translation adjustment into net income (loss).

Foreign currency denominated monetary assets and liabilities and transactions occurring in currencies other than the Company’s or the Company’s consolidated foreign subsidiaries’ functional currencies are recorded based on exchange rates at the time such transactions arise. Changes in exchange rates with respect to amounts recorded in the accompanying Consolidated Balance Sheets related to these non-functional currency transactions result in transaction gains and losses that are reflected in the accompanying Consolidated Statements of Income (Loss) as “Foreign currency transaction (losses) gains.”

Other Current Assets and Other Assets, Net of Current Portion

Other current assets and Other assets, net of current portion consist of the following (in thousands):

​

​

​

​

​

​

​

​

​

December 31, 

​

​

2025

​

2024

Prepaid expenses

​

$

10,472

​

$

12,438

Capitalized contract costs

​

​

1,055

​

​

1,008

Other

​

​

413

​

​

379

Other current assets

​

$

11,940

​

$

13,825

​

​

​

​

​

​

​

Capitalized contract costs

​

$

3,263

​

$

2,545

Notes receivable, net of current portion

​

​

1,791

​

​

1,873

Other

​

​

1,251

​

​

1,147

Other assets, net of current portion

​

$

6,305

​

$

5,565

​

Property and Equipment

Property and equipment, including leasehold improvements, are initially recorded at cost. Depreciation is provided for on a straight-line method over the estimated useful lives of each asset class and commences when the property is placed in service. Amortization of leasehold improvements is provided for on a straight-line method over the estimated benefit period of the related assets or the lease term, if shorter.

Franchise Agreements and Other Intangible Assets

The Company’s franchise agreements result from franchise rights acquired from Independent Region acquisitions and are initially recorded at fair value. The Company amortizes the franchise agreements over their estimated useful life on a straight-line basis.

The Company also purchases and develops software for internal use. Software development costs and upgrade and enhancement costs incurred during the application development stage that result in additional functionality are capitalized. Costs incurred during the preliminary project and post-implementation-operation stages are expensed as incurred. Capitalized software costs are generally amortized over a term of two to five years. Purchased software licenses are amortized over their estimated useful lives.

The Company reviews its franchise agreements and other intangible assets subject to amortization for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is assessed by a comparison of the carrying amount of an asset group to estimated undiscounted future cash flows expected to be generated from such asset. If not recoverable, the excess of the carrying amount of an asset over its estimated discounted cash flows would be charged to operations as an impairment loss. For the years ended December 31, 2025, 2024 and 2023, there were no impairments indicated for such assets.

Goodwill

Goodwill is an asset representing the future economic benefits arising from the other assets acquired in a business combination that are not individually identified and separately recognized. The Company assesses goodwill for impairment at least annually at the reporting unit level or whenever an event occurs that would indicate impairment may have occurred. Reporting units are driven by the level at which segment management reviews operating results. The Company performs its required impairment testing annually on October 1.

The Company’s impairment assessment begins with a qualitative assessment to determine if it is more likely than not that a reporting unit’s fair value is less than the carrying amount. The initial qualitative assessment includes comparing the overall financial performance of the reporting units against the planned results as well as other factors which might indicate that the reporting unit’s value has declined since the last assessment date. If it is determined in the qualitative assessment that it is more likely than not that the fair value of a reporting unit is less than its carrying value, then the standard two-step quantitative impairment test is performed. The impairment test consists of comparing the estimated fair value of each reporting unit with its carrying amount, including goodwill. The fair value of a reporting unit is determined by forecasting results and applying an assumed discount rate to determine fair value as of the test date. If the estimated fair value of a reporting unit exceeds its carrying value, then it is not considered impaired and no further analysis is required. Goodwill impairment exists when the estimated implied fair value of a reporting unit’s goodwill is less than its carrying value.

During 2023, the Company recorded a goodwill impairment on its Mortgage reporting unit in its Mortgage Segment. See Note 7, Intangible Assets and Goodwill, for additional information.

Income Taxes

The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Management periodically assesses the recoverability of its deferred tax assets based upon expected future earnings, future deductibility of the asset and changes in applicable tax laws and other factors. If management determines that it is not likely that the deferred tax asset will be fully recoverable in the future, a valuation allowance may be established for the difference between the asset balance and the amount expected to be recoverable in the future. The allowance will result in a charge to the Company’s Consolidated Statements of Income (Loss). During 2025 and 2024, the Company recorded an adjustment to the valuation allowance on its deferred tax assets, see Note 11, Income Taxes, for additional information.

RMCO complies with the requirements of the Internal Revenue Code that are applicable to limited liability companies that have elected to be treated as partnerships, which allow for the complete pass-through of taxable income or losses to RMCO’s unitholders, who are individually responsible for any federal tax consequences. The share of U.S. income allocable to Holdings results in a provision for income taxes for the federal and state taxes on that portion of income. The share of U.S. income allocable to RIHI does not result in a provision for income taxes for federal and state taxes given Holdings does not consolidate RIHI. RMCO is subject to certain global withholding taxes, which are ultimately allocated to both Holdings and RIHI since they are paid by RMCO. RMCO owns two corporate subsidiaries, which unlike RMCO are not pass-through entities. Income in those corporations is taxed at the corporate level, resulting in a provision for income taxes on 100% of their income, unlike domestic income at RMCO, for which a provision for income taxes is recognized on only Holdings share of that income (approximately 60%).

The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs.

Leases

The Company determines if an arrangement is a lease at inception. The Company’s operating lease agreements are primarily for corporate office space and are included within “Operating lease right of use assets”, “Operating lease liabilities” and “Operating lease liabilities, net of current portion’ on the Consolidated Balance Sheets.

The Company’s lease liabilities represent the obligation to make lease payments arising from the leases and right of use (“ROU”) assets are recognized as an offset at lease inception. ROU assets and lease liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. Variable lease payments consist of non-lease services related to the lease. Variable lease payments are excluded from the ROU assets and lease liabilities and are recognized in the period in which the obligation for those payments is incurred. As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the

information available at commencement date in determining the present value of lease payments. Many of the Company’s lessee agreements include options to extend the lease, which is not included in the minimum lease terms unless they are reasonably certain to be exercised. Lease costs expense for lease payments related to operating leases (which is substantially all of the Company’s leases) is recognized on a straight-line basis over the lease term and is recorded to “Selling, operating and administrative expenses’ in the Consolidated Statements of Income (Loss).

The Company has made an accounting policy election not to recognize ROU assets and lease liabilities that arise from any of its short-term leases. All leases with a term of 12 months or less at commencement, for which the Company is not reasonably certain to exercise available renewal options that would extend the lease term past 12 months, are recognized on a straight-line basis over the lease term.

Restructuring Charges

During 2025, the Company restructured its support services intended to further enhance the overall customer experience. As a result, the Company incurred $2.7 million of severance and related expenses and an equity compensation benefit of $0.4 million, which are recognized as “Selling, operating and administrative expenses” in the Consolidated Statements of Income (Loss). See Note 8, Accrued Liabilities, for a roll forward of the liability.

During the fourth quarter of 2024, the Company restructured its support services intended to further enhance the overall customer experience. As a result of this restructuring, for the year ended December 31, 2024, the Company incurred $1.3 million of severance and related expenses and accelerated equity compensation expense of $0.3 million, which are recognized as “Selling, operating and administrative expenses” in the Consolidated Statements of Income (Loss). See Note 8, Accrued Liabilities, for a roll forward of the liability.

During the third quarter of 2023, the Company announced a reduction in force and reorganization (the “Reorganization”) intended to streamline the Company’s operations and yield cost savings over the long term. The Reorganization reduced the Company’s overall workforce by approximately 7% and was substantially complete by the end of the third quarter. As a result of the Reorganization, the Company incurred a pre-tax cash charge for one-time termination benefits of severance and related costs of $4.3 million and accelerated equity compensation expense of $0.5 million, which are recognized as “Selling, operating and administrative expenses” in the Consolidated Statements of Income (Loss). See Note 8, Accrued Liabilities, for a roll forward of the liability.

Equity-Based Compensation

The Company recognizes compensation expense associated with equity-based compensation as a component of “Selling, operating and administrative expenses” in the accompanying Consolidated Statements of Income (Loss). All equity-based compensation is required to be measured at fair value on or just prior to the date of grant and is expensed over the requisite service period, generally over three-years, and forfeitures are accounted for as they occur. The Company recognizes compensation expense on awards on a straight-line basis over the requisite service period for the entire award. See Note 12, Equity-Based Compensation, for additional discussion regarding details of the Company’s equity-based compensation plans.

Severance and Retirement Plan

On December 2, 2025, the Compensation Committee of the Board of Directors modified the Severance and Retirement Plan previously adopted by the Company on May 24, 2023 (the “Plan”). The Plan provides benefits to eligible employees and executive officers of RE/MAX, LLC and its subsidiaries, in the event of (i) involuntary termination of their employment due to position elimination, reduction in force, or other circumstances that the employer determines should result in payment of benefits, or (ii) voluntary termination of employment due to retirement for employees who meet the retirement eligibility criteria in the Plan, subject in both cases to certain restrictions set forth in the Plan. In the case of involuntary termination, these benefits include salary continuation, a health benefits stipend, outplacement services and a possible pro-rated bonus. In the case of retirement, these benefits include modification of vesting of restricted stock awards (for employees who are eligible for restricted stock awards) and a possible pro-rated bonus. Any associated equity compensation expense will be accelerated through the employee's retirement eligibility date.

​

Foreign Currency Derivatives

The Company is exposed to foreign currency transaction gains and losses related to certain foreign currency denominated asset and liability positions, with the Canadian dollar representing the most significant exposure primarily from an intercompany Canadian loan between RMCO and the Canadian entity for INTEGRA. The Company uses short duration foreign currency forward contracts, generally with maturities ranging from a few days to a few months, to minimize its exposures related to foreign currency exchange rate fluctuations. None of these contracts are designated as

accounting hedges as the underlying currency positions are revalued through “Foreign currency transaction gains (losses)” on the Consolidated Statements of Income (Loss) along with the related derivative contracts. Maturities of the foreign currency forward contracts are included within “Net cash provided by operating activities” on the Consolidated Statements of Cash Flows, with any non-cash portion included as a component of “Changes in operating assets and liabilities - Other assets and liabilities” on the Consolidated Statements of Cash Flows. During the years ended December 31, 2025, 2024 and 2023, the Company recognized a net loss of $1.0 million, a net gain of $3.5 million and a net loss of $1.1 million, respectively, on the derivative contracts.

The Company had a short-term $44.0 million Canadian dollar forward contract that matures in the first quarter of 2026 that net settles in U.S. dollar based on the prevailing spot rates at maturity.

Recently Adopted Accounting Pronouncements

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740) – Improvements to Income Tax Disclosures (“ASU 2023-09”), which requires greater disaggregation of income tax disclosures related to the income tax reconciliation and income taxes paid. The amendments improve the transparency of income tax disclosures by requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction. The Company adopted this standard, effective December 31, 2025 on a prospective basis. See Note 11, Income Taxes for additional information.

New Accounting Pronouncements Not Yet Adopted

In November 2024, the FASB issued ASU 2024-03, Income Statement (Topic 220) – Disaggregation of Income Statement Expenses (“ASU 2024-03”), which requires enhanced disclosures around disaggregation of certain income statement expense lines into specified categories. The new standard applies to public business entities and is effective on a prospective basis for annual periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027. Early adoption is permitted. The Company believes the amendments of ASU 2024-03 will not have a significant impact on the Company’s consolidated financial statements and will include all required disclosures upon adoption.

In September 2025, the FASB issued ASU 2025-06, Intangibles (Topic 350) – Targeted Improvements to the Accounting for Internal-Use Software (“ASU 2025-06”), which clarifies and modernizes the accounting for costs related to internal-use software. The amendments remove all references to project stages in Accounting Standards Codification (“ASC”) 350-40 and clarify the threshold entities should apply to begin capitalizing costs. The new standard is effective for annual periods beginning after December 15, 2027, and interim periods within those fiscal years. The amendments can be applied using a prospective, retrospective, or modified transition approach. The Company believes the amendments of ASU 2025-06 will not have a significant impact on the Company’s consolidated financial statements or required disclosures.
v3.25.4
Leases
 12 Months Ended
Dec. 31, 2025
Leases  
Leases

3. Leases

The Company leases corporate offices, a distribution center, billboards and certain equipment. The Company’s only significant lease is for its corporate headquarters office building (the “Headquarters Lease”) and expires in 2028. The Company pays an annual base rent that escalates 3% each year and the Headquarters Lease has two 10-year optional renewal periods at the Company’s discretion, which is not reasonably certain to be exercised in 2028. The Company also acts as the lessor for six sublease agreements on the Headquarters Lease, each of which include a renewal option for the lessee to extend the length of the lease, with varying options to renew. The Company does not recognize leases for any offices used by the Company’s franchisees as all franchisees are independently owned and operated.

A summary of the Company’s lease cost is as follows (in thousands, except for weighted-averages):

​

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 

​

​

​

2025

​

2024

​

2023

​

Lease Cost

​

​

​

​

​

​

​

​

​

​

Operating lease cost (a)

​

$

9,257

​

$

9,682

​

$

10,833

​

Sublease income

​

​

(2,765)

​

​

(2,798)

​

​

(2,555)

​

Short-term lease cost (b)

​

​

7,494

​

​

7,383

​

​

8,882

​

Total lease cost

​

$

13,986

​

$

14,267

​

$

17,160

​

Other information

​

​

​

​

​

​

​

​

​

​

Cash paid for amounts included in the measurement of lease liabilities

​

​

​

​

​

​

​

​

​

​

Operating cash outflows from operating leases

​

​

10,294

​

​

10,028

​

​

9,819

​

Weighted-average remaining lease term in years - operating leases

​

​

2.5

​

​

3.4

​

​

4.4

​

Weighted-average discount rate - operating leases

​

​

6.3

%

​

6.3

%

​

6.3

%

(a)Includes approximately $2.7 million, $2.7 million and $3.5 million of taxes, insurance and maintenance for the years ended December 31, 2025, 2024, and 2023 respectively.
(b)Includes expenses associated with short-term leases of billboard advertisements and is included in “Marketing Funds expenses” on the Consolidated Statements of Income (Loss) for the years ended December 31, 2025, 2024 and 2023.

Maturities under non-cancellable leases were as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

Rent Payments

​

Sublease Receipts

​

Total Cash Outflows

Year ending December 31:

​

​

​

​

​

​

​

​

​

2026

​

$

10,389

​

$

(2,333)

​

$

8,056

2027

​

​

10,410

​

​

(2,341)

​

​

8,069

2028

​

​

3,216

​

​

(781)

​

​

2,435

2029

​

​

244

​

​

—

​

​

244

2030

​

​

251

​

​

—

​

​

251

Thereafter

​

​

82

​

​

—

​

​

82

Total lease payments

​

$

24,592

​

$

(5,455)

​

$

19,137

Less: imputed interest

​

​

1,861

​

​

​

​

​

​

Present value of lease liabilities

​

$

22,731

​

​

​

​

​

​

​
v3.25.4
Non-controlling Interest
 12 Months Ended
Dec. 31, 2025
Non-controlling Interest  
Non-controlling Interest

4. Non-controlling Interest

Holdings is the sole managing member of RMCO and operates and controls all the business affairs of RMCO. The ownership of the common units in RMCO is summarized as follows:

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 2025

​

December 31, 2024

​

​

​

Shares

​

Ownership %

​

Shares

​

Ownership %

​

Non-controlling interest ownership of common units in RMCO

​

12,559,600

​

38.5

%

12,559,600

​

39.8

%

Holdings outstanding Class A common stock (equal to Holdings common units in RMCO)

​

20,095,180

​

61.5

%

18,971,435

​

60.2

%

Total common units in RMCO

​

32,654,780

​

100.0

%

31,531,035

​

100.0

%

​

The weighted average ownership (“WAO”) percentages for the applicable reporting periods are used to calculate the “Net income (Loss) attributable to RE/MAX Holdings, Inc.” A reconciliation of “Income (loss) before provision for income taxes” to “Net income (loss) attributable to RE/MAX Holdings, Inc.” and “Net Income attributable to non-controlling interest” in the

accompanying Consolidated Statements of Income (Loss) for the periods indicated is detailed as follows (in thousands, except percentages):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 

​

​

​

2025

​

2024

​

2023

​

​

​

Holdings

  ​ ​ ​

NCI

  ​ ​ ​

Total

  ​ ​ ​

Holdings

  ​ ​ ​

NCI

  ​ ​ ​

Total

​

Holdings

  ​ ​ ​

NCI

  ​ ​ ​

Total

​

WAO percentage of RMCO(a)

​

​

61.2

%

​

38.8

%

​

100.0

%

​

59.9

%

​

40.1

%

​

100.0

%

​

59.1

%

​

40.9

%

​

100.0

%

Income (loss) before provision for income taxes(a)

​

$

11,743

​

$

7,885

​

$

19,628

​

$

3,216

​

$

2,984

​

$

6,200

​

$

(14,149)

​

$

(27,390)

​

$

(41,539)

​

(Provision) / benefit for income taxes(b)

​

​

(3,590)

​

​

(2,605)

​

​

(6,195)

​

​

3,907

​

​

(2,030)

​

​

1,877

​

​

(54,873)

​

​

(2,074)

​

​

(56,947)

​

Net income (loss)

​

$

8,153

​

$

5,280

​

$

13,433

​

$

7,123

​

$

954

​

$

8,077

​

$

(69,022)

​

$

(29,464)

​

$

(98,486)

​

NCI – non-controlling interest

(a)The WAO percentage of RMCO differs from the allocation of income (loss) before provision for income taxes between RE/MAX Holdings and the non-controlling interest due to certain items recorded at Holdings.
(b)The provision for income taxes attributable to Holdings is primarily comprised of U.S. federal and state income taxes on its proportionate share of the pass-through income (loss) from RMCO. It also includes Holdings’ share of taxes directly incurred by RMCO and its subsidiaries, including taxes in certain foreign jurisdictions. See Note 11, Income Taxes, for additional information.

Distributions and Other Payments to Non-controlling Unitholders

Under the terms of RMCO’s limited liability company operating agreement, RMCO makes cash distributions to non-controlling unitholders on a pro-rata basis. For the year ended December 31, 2023, the distributions paid to non-controlling unitholders was $8.7 million.

Tax Receivable Agreements

Holdings has twice acquired significant portions of the ownership in RMCO; first in October 2013 at the time of IPO when Holdings acquired its initial 11.5 million common units of RMCO and, second, in November and December 2015 when it acquired 5.2 million additional common units. Holdings issued Class A common stock, which it exchanged for these common units of RMCO. RIHI then sold the Class A common stock to the market.

When Holdings acquired common units in RMCO, it received a step-up in tax basis on the underlying assets held by RMCO. The step-up is principally equivalent to the difference between (1) the fair value of the underlying assets on the date of acquisition of the common units and (2) their tax basis in RMCO, multiplied by the percentage of units acquired. Most of the step-up in basis relates to intangibles assets, primarily franchise agreements and goodwill, and the step-up is often substantial. These assets are amortizable under IRS rules and result in deductions on the Company’s tax return for many years and consequently, Holdings receives a future tax benefit. These future benefits are reflected within deferred tax assets on the Company’s consolidated balance sheets.

If Holdings acquires additional common units of RMCO from RIHI, the percentage of Holdings’ ownership of RMCO will increase, and additional deferred tax assets will be created as additional tax basis step-ups occur.

In connection with the initial sale of RMCO common units in October 2013, Holdings entered into Tax Receivable Agreements (“TRAs”) which require that Holdings make annual payments to the TRA holders equivalent to 85% of any tax benefits realized on each year’s tax return from the additional tax deductions arising from the step-up in tax basis. The TRA holders as of December 31, 2025 are RIHI and Parallaxes Rain Co-Investment, LLC (“Parallaxes”). TRA liabilities were established for the future cash obligations expected to be paid under the TRAs and are not discounted.

This liability is recorded within “Payable pursuant to tax receivable agreements” in the Consolidated Balance Sheets and was $1.5 million in aggregate as of December 31, 2025, and 2024. In 2023, the Company evaluated the need for a valuation allowance against its deferred tax assets and determined that a valuation allowance was necessary in light of the reduction in taxable income primarily due to the settlement of costly litigation associated with several industry class-action lawsuits. See Note 13, Commitments and Contingencies, for additional information. In connection therewith, we also remeasured the liabilities under the TRAs, which resulted in a reduction in the TRA liabilities and corresponding gain of $25.3 million. See Note 11, Income Taxes, for additional information.

Similar to the deferred tax assets, the TRA liabilities would increase if Holdings acquired additional common units of RMCO from RIHI or upon the future reversal of valuation allowances.

v3.25.4
Earnings (Loss) Per Share and Dividends
 12 Months Ended
Dec. 31, 2025
Earnings (Loss) Per Share and Dividends  
Earnings (Loss) Per Share and Dividends

5. Earnings (Loss) Per Share and Dividends

Earnings (Loss) Per Share

Basic earnings (loss) per share (“EPS”) measures the performance of an entity over the reporting period. Diluted EPS measures the performance of an entity over the reporting period while giving effect to all potentially dilutive common shares that were outstanding during the period. The treasury stock method is used to determine the dilutive effect of time-based restricted stock units. The dilutive effect of performance-based restricted stock units is measured using the guidance for contingently issuable shares.

The following is a reconciliation of the numerator and denominator used in the basic and diluted EPS calculations (in thousands, except shares and per share information):

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended

​

​

December 31, 

​

​

2025

​

2024

​

2023

Numerator

​

​

​

​

​

​

​

​

​

Net income (loss) attributable to RE/MAX Holdings, Inc.

​

$

8,153

​

$

7,123

​

$

(69,022)

Denominator for basic net income (loss) per share of Class A common stock

​

​

​

​

​

​

​

​

​

Weighted average shares of Class A common stock outstanding

​

​

19,845,469

​

​

18,780,200

​

​

18,111,409

Denominator for diluted net income (loss) per share of Class A common stock

​

​

​

​

​

​

​

​

​

Weighted average shares of Class A common stock outstanding

​

​

19,845,469

​

​

18,780,200

​

​

18,111,409

Add dilutive effect of the following:

​

​

​

​

​

​

​

​

​

Restricted stock (a)

​

​

554,579

​

​

513,627

​

​

—

Weighted average shares of Class A common stock outstanding, diluted

​

​

20,400,048

​

​

19,293,827

​

​

18,111,409

Net income (loss) attributable to RE/MAX Holdings, Inc. per share of Class A common stock

​

​

​

​

​

​

​

​

​

Basic

​

$

0.41

​

$

0.38

​

$

(3.81)

Diluted

​

$

0.40

​

$

0.37

​

$

(3.81)

(a)As the Company had a net loss for the year ended December 31, 2023, these shares would have been considered anti-dilutive and therefore there is no effect on the weighted average shares of Class A common stock outstanding EPS calculation.

Outstanding Class B common stock does not share in the earnings of Holdings and is therefore not a participating security. Accordingly, basic and diluted net income (loss) per share of Class B common stock has not been presented.

Dividends

During the fourth quarter of 2023, in light of the litigation settlement (See Note 13, Commitments and Contingencies) and ongoing challenging housing and mortgage market conditions, the Company’s Board of Directors suspended the Company’s quarterly dividend and no dividends have been paid since. The Company paid a dividend of $0.23 per share in the first three quarters for the year ended December 31, 2023. All dividends were paid during the quarter the dividend was declared and there were no dividends outstanding for any period presented.

Share Repurchases and Retirement

In January 2022, the Company’s Board of Directors authorized a common stock repurchase program of up to $100 million. The share repurchase program has no expiration date and may be suspended or discontinued at any time. During the year ended December 31, 2025, the Company did not repurchase any shares of the Company’s Class A common stock. As of December 31, 2025, $62.5 million remained available under the share repurchase program.
v3.25.4
Property and Equipment
 12 Months Ended
Dec. 31, 2025
Property and Equipment  
Property and Equipment

6. Property and Equipment

Property and equipment consist of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

As of December 31, 

​

​

Depreciable Life

​

2025

​

2024

Leasehold improvements

​

Shorter of estimated useful life or life of lease

​

$

9,875

​

$

9,838

Office furniture, fixtures and equipment

​

2 - 10 years

​

​

13,283

​

​

13,264

Total property and equipment

​

​

​

​

23,158

​

​

23,102

Less accumulated depreciation

​

​

​

​

(17,162)

​

​

(15,524)

Total property and equipment, net

​

​

​

$

5,996

​

$

7,578

​

Depreciation expense was $2.4 million for the years ended December 31, 2025 and 2024, respectively, and $2.5 million for the year ended December 31, 2023.

v3.25.4
Intangible Assets and Goodwill
 12 Months Ended
Dec. 31, 2025
Intangible Assets and Goodwill  
Intangible Assets and Goodwill

7. Intangible Assets and Goodwill

The following table provides the components of the Company’s intangible assets (in thousands, except weighted average amortization period in years):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Weighted

  ​ ​ ​

​

​

  ​ ​ ​

​

​

  ​ ​ ​

​

​

  ​ ​ ​

​

​

  ​ ​ ​

​

​

  ​ ​ ​

​

​

​

​

​

Average

​

As of December 31, 2025

​

As of December 31, 2024

​

​

​

Amortization

​

Initial

​

Accumulated

​

Net

​

Initial

​

Accumulated

​

Net

​

​

​

Period

​

Cost

​

Amortization

​

Balance

​

Cost

​

Amortization

​

Balance

Franchise agreements

​

​

12.3

​

$

224,231

​

$

(157,151)

​

$

67,080

​

$

222,055

​

$

(140,869)

​

$

81,186

Other intangible assets:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Software (a)

​

​

2.9

​

$

55,884

​

$

(46,455)

​

$

9,429

​

$

57,243

​

$

(46,829)

​

$

10,414

Trademarks

​

​

10.8

​

​

835

​

​

(527)

​

​

308

​

​

900

​

​

(684)

​

​

216

Non-compete agreements

​

​

5.0

​

​

12,917

​

​

(11,880)

​

​

1,037

​

​

12,721

​

​

(9,969)

​

​

2,752

Training materials

​

​

—

​

​

—

​

​

—

​

​

—

​

​

2,400

​

​

(2,400)

​

​

—

Other

​

​

—

​

​

—

​

​

—

​

​

—

​

​

870

​

​

(870)

​

​

—

Total other intangible assets

​

​

3.7

​

$

69,636

​

$

(58,862)

​

$

10,774

​

$

74,134

​

$

(60,752)

​

$

13,382

(a)As of December 31, 2025 and 2024, capitalized software development costs of $1.8 million and $1.2 million, respectively, were related to technology projects not yet complete and ready for their intended use and thus were not subject to amortization.

Amortization expense was $23.5 million, $27.2 million and $29.9 million for the years ended December 31, 2025, 2024 and 2023, respectively.

As of December 31, 2025, the estimated future amortization expense related to intangible assets includes the estimated amortization expense associated with the Company’s intangible assets assumed with the Company’s acquisitions (in thousands):

​

​

​

​

2026

​

$

18,650

2027

​

​

11,695

2028

​

​

9,629

2029

​

​

7,194

2030

​

​

6,768

Thereafter

​

​

23,918

​

​

$

77,854

​

The following table presents changes to goodwill by reportable segment for the period from January 1, 2024 to December 31, 2025 (in thousands):

​

​

​

​

​

​

Real Estate

Balance, January 1, 2024 (a)

​

$

241,164

Effect of changes in foreign currency exchange rates

​

​

(3,925)

Balance, January 1, 2025

​

$

237,239

Effect of changes in foreign currency exchange rates

​

​

2,333

Balance, December 31, 2025

​

$

239,572

(a)As of January 1, 2024, the Real Estate segment had a gross goodwill balance of $253.4 million and accumulated impairment losses of $12.2 million. The Mortgage segment goodwill balance was fully impaired during the fourth quarter of 2023, recognizing accumulated impairment losses of $18.6 million. The Marketing Funds segment does not have a goodwill balance.

Impairment charge - goodwill

The Company assesses goodwill for impairment at least annually or whenever an event occurs, or circumstances change that would indicate impairment may have occurred at the reporting unit level. Reporting units are driven by the level at which segment management reviews operating results. The Company did not record any goodwill impairments for the years ended December 31, 2025 and 2024. 

​

During the fourth quarter of 2023, the Company tested and identified impairment indicators associated with the Mortgage reporting unit in the Mortgage Segment, primarily due to a decline in projected net cash flows resulting from continued macroeconomic pressures and revised franchise sales forecasts. Therefore, the Company fully impaired the reporting unit’s goodwill and recorded a non-cash impairment charge of $18.6 million in “Settlement and impairment charges” in the Consolidated Statements of Income (Loss).
v3.25.4
Accrued Liabilities
 12 Months Ended
Dec. 31, 2025
Accrued Liabilities  
Accrued Liabilities

8. Accrued Liabilities

Accrued liabilities consist of the following (in thousands):

​

​

​

​

​

​

​

​

​

As of December 31, 

​

​

2025

​

2024

Marketing Funds (a)

​

$

26,427

​

$

27,995

Accrued payroll and related employee costs

​

​

12,448

​

​

15,444

Accrued taxes

​

​

1,566

​

​

2,153

Accrued professional fees

​

​

1,655

​

​

960

Settlements payable (b)

​

​

55,167

​

​

60,410

Other

​

​

3,664

​

​

3,897

​

​

$

100,927

​

$

110,859

(a)Consists primarily of liabilities recognized to reflect the contractual restriction that all funds collected in the Marketing Funds must be spent for designated purposes. See Note 2, Summary of Significant Accounting Policies, for additional information.
(b)Represents the settlement payable as part of the settlements of certain industry class-action lawsuits and other legal settlements. Settlement payables that are transacted in Canadian dollars have been translated into U.S. dollars at the balance sheet date. During the fourth quarter of 2025, the court approved the Canadian Settlement Amount thereby relieving the associated settlement payable. See Note 13, Commitments and Contingencies, for additional information.

​

The following table presents a rollforward of the liability as related to the restructuring activities, which are in “Accrued payroll and related employee costs” in the table above (in thousands):

​

​

​

​

​

Balance January 1, 2023

​

$

3,631

Severance and other related expenses

​

​

4,211

Cash payments and other

​

​

(5,220)

Balance December 31, 2023 (a)

​

​

2,622

Severance and other related expenses

​

​

1,268

Cash payments and other

​

​

(2,497)

Balance December 31, 2024 (b)

​

​

1,393

Severance and other related expenses

​

​

2,591

Cash payments and other

​

​

(2,663)

Balance, December 31, 2025 (c)

​

$

1,321

(a)Includes $2.6 million related to the Reorganization that occurred in the third quarter of 2023. See Note 2, Summary of Significant Accounting Policies, for additional information.
(b)Includes $1.1 million related to the restructuring that occurred in the fourth quarter of 2024 and $0.3 million related to the Reorganization that occurred in the third quarter of 2023. See Note 2, Summary of Significant Accounting Policies for additional information.
(c)Includes $1.3 million related to a restructuring that occurred in 2025. See Note 2, Summary of Significant Accounting Policies for additional information.
v3.25.4
Debt
 12 Months Ended
Dec. 31, 2025
Debt  
Debt

9. Debt

Debt, net of current portion, consists of the following (in thousands):

​

​

​

​

​

​

​

​

​

As of December 31, 

​

​

2025

​

2024

Senior Secured Credit Facility

​

$

439,300

​

$

443,901

Less unamortized debt issuance costs

​

​

(1,975)

​

​

(2,259)

Less unamortized debt discount costs

​

​

(574)

​

​

(799)

Less current portion

​

​

(4,600)

​

​

(4,600)

​

​

$

432,151

​

$

436,243

​

Maturities of debt are as follows (in thousands):

​

​

​

​

As of December 31, 

​

​

​

2026

​

$

4,600

2027

​

​

4,600

2028

​

​

430,100

​

​

$

439,300

​

Senior Secured Credit Facility

On July 21, 2021, the Company amended and restated its credit agreement with JPMorgan Chase Bank, N.A., as administrative agent, and various lenders party thereto (the “Senior Secured Credit Facility’) to refinance its previous facility. The revised facility provides for a seven-year $460.0 million term loan facility which matures on July 21, 2028; and a $50.0 million revolving loan facility, which was amended on September 30, 2025, to extend the maturity from July 21, 2026 to April 21, 2028, if any amounts are drawn.

The Senior Secured Credit Facility requires the Company to repay term loans at approximately $1.2 million per quarter. The Company is also required to repay the term loans and reduce revolving commitments with (i) 100% of proceeds of any incurrence of additional debt not permitted by the Senior Secured Credit Facility, (ii) 100% of proceeds of asset sales and 100% of amounts recovered under insurance policies, subject to certain exceptions and a reinvestment right and (iii) 50% of Excess Cash Flow (or “ECF”) as defined in the Senior Secured Credit Facility, at the end of the applicable fiscal year if RE/MAX, LLC’s Total Leverage Ratio (or “TLR”) as defined in the Senior Secured Credit Facility, is in excess of 4.25:1. If the Company’s TLR as of the last day of such fiscal year is equal to or less than 4.25:1 but above 3.75:1, the repayment percentage is 25% of ECF and if the Company’s TLR as of the last day of such fiscal year is less than 3.75:1, no repayment from ECF is required. As of December 31, 2025, no ECF payment was required because the Company’s TLR was below 3.75:1.

The Senior Secured Credit Facility provides for customary restrictions on, among other things, additional indebtedness, liens, dispositions of property, dividends, share repurchases, other distributions, transactions with affiliates and fundamental changes such as mergers, consolidations, and liquidations. In general, the Company can make unlimited restricted payments – including dividends and share repurchases – if the Company’s TLR does not exceed 3.50:1 (both before and after giving effect to such payments). If the Company’s TLR exceeds 3.50:1, the Company will be generally limited in the amount of restricted payments it can make up to the greater of $50 million or 50% of RE/MAX LLC’s consolidated EBITDA on a trailing twelve-month basis (unless the Company relies on other restricted payment baskets available under the Senior Secured Credit Facility).

The Company calculates TLR quarterly and it is based on RE/MAX, LLC’s consolidated indebtedness and consolidated EBITDA on a trailing twelve-month basis, both defined in the Senior Secured Credit Facility. For the twelve-month period ending December 31, 2025, RE/MAX, LLC’s consolidated EBITDA, as defined in the Senior Secured Credit Facility, was $102.6 million and as of December 31, 2025, the Company’s TLR was 3.12:1.

With certain exceptions, any default under any of the Company’s other agreements evidencing indebtedness in the amount of $15.0 million or more constitutes an event of default under the Senior Secured Credit Facility.

Prior to July 2023, borrowings under the term loans and revolving loans accrued interest, at the Company’s option on (a) LIBOR, provided LIBOR was no less than 0.50% plus an applicable margin of 2.50% and, provided further that such rate was adjusted for reserve requirements for eurocurrency liabilities, if any (the “LIBOR Rate”) or (b) the greatest of (i) the prime rate that was quoted by the Wall Street Journal, (ii) the NYFRB Rate (as defined in the Senior Secured Credit Facility) plus 0.50% and (iii) the one-month Eurodollar Rate plus 1.00%, (such greatest rate, the “ABR”) plus, in each case, an applicable margin of 1.50%.

After July 2023, due to the transition away from LIBOR, borrowings under the term loans and revolving loans accrue interest, at the Company’s option on (a) the adjusted forward-looking term rate based on the Term Secured Overnight Financing Rate (“Adjusted Term SOFR”), provided if the Adjusted Term SOFR would be less than 0.50%, the Adjusted Term SOFR shall be deemed to be 0.50%, plus an applicable margin of 2.50% or (b) the greatest of (i) the prime rate as quoted by the Wall Street Journal, (ii) the NYFRB Rate (as defined in the Senior Secured Credit Facility) plus 0.50% and (iii) the one-month Adjusted Term SOFR plus 1.00%, (such greatest rate, the “ABR”), provided if the ABR would be less than 1.50%, ABR shall be deemed to be 1.50%, plus in each case, an applicable margin of 1.50%. As of December 31, 2025, the interest rate on the term loan facility was 6.3%.

If any amounts are drawn on the $50 million revolving line of credit as of the last day of any fiscal quarter, the terms of the Company’s Senior Secured Credit Facility require the Company’s TLR to not exceed 4.50:1 as of the last day of four consecutive fiscal quarters. As a result, as long as the Company’s TLR remains below 4.50:1, access to borrowings under the revolving line of credit will not be restricted. A commitment fee of 0.5% per annum (subject to reductions) accrues on the amount of unutilized revolving line of credit regardless of the Company’s TLR. As of the date of this report, no amounts were drawn on the revolving line of credit.

v3.25.4
Fair Value Measurements
 12 Months Ended
Dec. 31, 2025
Fair Value Measurements  
Fair Value Measurements

10. Fair Value Measurements

Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering assumptions, the Company follows a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows:

●Level 1: Quoted prices for identical instruments in active markets.
●Level 2: Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations, in which all significant inputs are observable in active markets. The fair value of the Company’s debt reflects a Level 2 measurement and was estimated based on quoted prices for the Company’s debt instruments in an inactive market.
●Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Level 3 liabilities that are measured at fair value on a recurring basis consist of the Company’s contingent consideration related to the acquisition of Motto.

A summary of the Company’s liabilities measured at fair value on a recurring basis is as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

As of December 31, 2025

​

As of December 31, 2024

​

​

Fair Value

  ​ ​ ​

Level 1

  ​ ​ ​

Level 2

  ​ ​ ​

Level 3

  ​ ​ 

Fair Value

  ​ ​ ​

Level 1

  ​ ​ ​

Level 2

  ​ ​ ​

Level 3

Liabilities - Contingent consideration (a)

​

$

1,275

​

$

—

​

$

—

​

$

1,275

​

$

2,175

​

$

—

​

$

—

​

$

2,175

(a)Recorded as a component of “Accounts payable”, “Accrued liabilities” and “Other liabilities, net of current portion” in the accompanying Consolidated Balance Sheets.

The Company is required to pay additional purchase consideration totaling 8% of gross receipts collected by Motto each year (the “Revenue Share Year”) through September 30, 2026, with no limitation as to the maximum payout. The annual payment is required to be made within 120 days of the end of each Revenue Share Year. The fair value of the contingent purchase consideration represents the forecasted discounted cash payments that the Company expects to pay. Increases or decreases in the fair value of the contingent purchase consideration can result from changes in discount rates as well as the timing and amount of forecasted revenues. The forecasted revenue growth assumption that is most sensitive is the assumed franchise sales count for which the forecast assumes 30 franchise sales in the final Revenue Share Year. This assumption is based on historical sales and an assumption of growth over time. A 10% reduction in the number of franchise sales and a 1% change to the discount rate applied to the forecast would not substantially change the liability. As of December 31, 2025, the Company does not anticipate making any further cash payments for contingent consideration associated with the acquisition of Gadberry Group. The Company measures these liabilities each reporting period and recognizes changes in fair value, if any, in “Selling, operating and administrative expenses” in the accompanying Consolidated Statements of Income (Loss).

The table below presents a reconciliation of the contingent consideration (in thousands):

​

​

​

​

​

​

Total

Balance at January 1, 2024

​

$

2,760

Fair value adjustments

​

​

(225)

Cash payments

​

​

(360)

Balance at January 1, 2025

​

$

2,175

Fair value adjustments

​

​

(109)

Cash payments

​

​

(791)

Balance at December 31, 2025

​

$

1,275

​

The Company assesses categorization of assets and liabilities by level at each measurement date, and transfers between levels are recognized on the actual date of the event or change in circumstances that caused the transfer. There were no transfers between Levels I, II and III during the year ended December 31, 2025.

The following table summarizes the carrying value and estimated fair value of the Senior Secured Credit Facility (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 2025

​

December 31, 2024

​

​

Carrying
Amount

  ​ ​ ​

Fair Value
Level 2

  ​ ​ ​

Carrying
Amount

  ​ ​ ​

Fair Value
Level 2

Senior Secured Credit Facility

​

$

436,751

​

$

432,711

​

$

440,843

​

$

435,022

​
v3.25.4
Income Taxes
 12 Months Ended
Dec. 31, 2025
Income Taxes  
Income Taxes

11. Income Taxes

The Company accounts for income taxes under ASC 740, recognizing deferred tax assets and liabilities for the expected future tax consequences of temporary differences. Deferred tax assets are reduced by a valuation allowance when it is more likely than not that they will not be realized.

“Income (loss) before provision for income taxes” as shown in the accompanying Consolidated Statements of Income (Loss) is comprised of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31,

​

​

2025

​

2024

​

2023

Domestic

​

$

(25,782)

​

$

(37,232)

​

$

(82,690)

Foreign

​

​

45,410

​

​

43,432

​

​

41,151

Total

​

$

19,628

​

$

6,200

​

$

(41,539)

​

Components of the “Provision for income taxes” in the accompanying Consolidated Statements of Income (Loss) consist of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31,

​

​

2025

​

2024

​

2023

Current

​

​

​

​

​

​

​

​

​

Federal

​

$

691

​

$

(6,807)

​

$

1,748

Foreign

​

​

5,460

​

​

6,529

​

​

5,248

State and local

​

​

499

​

​

503

​

​

564

Total current expense

​

​

6,650

​

​

225

​

​

7,560

Deferred expense

​

​

​

​

​

​

​

​

​

Federal

​

​

(1,085)

​

​

(649)

​

​

39,634

Foreign

​

​

630

​

​

(1,453)

​

​

573

State and local

​

​

—

​

​

—

​

​

9,180

Total deferred expense (benefit)

​

​

(455)

​

​

(2,102)

​

​

49,387

Provision for income taxes

​

$

6,195

​

$

(1,877)

​

$

56,947

​

The table below provides the updated requirements of ASU 2023-09 for the year ended December 31, 2025. See Note 2, Summary of Significant Accounting Policies—Recent accounting pronouncements for additional details on the adoption of ASU 2023-09.

The following table presents total cash paid, net of refunds, for income taxes disaggregated by jurisdiction (in thousands):

​

​

​

​

​

​

Year Ended

​

​

December 31, 2025

Federal

​

$

1,553

State

​

​

201

Foreign

​

​

​

Canada

​

​

3,197

Argentina

​

​

833

Other

​

​

1,388

Total

​

$

7,172

​

For the years ended December 31, 2024, and 2023, total net cash paid for income taxes were $6.7 million and $7.1 million, respectively.

A reconciliation of the U.S. statutory income tax rate to the Company’s effective tax rate for the year ended December 31, 2025, is as follows:

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 2025

​

​

​

$

​

%

​

U.S. statutory tax rate

​

$

4,122

​

​

21.0

%

State and local taxes, net of federal benefit (a)(b)

​

​

329

​

​

1.7

​

Foreign tax effects

​

​

​

​

​

​

​

Canada - Rate Differential

​

​

438

​

​

2.2

​

Canada -Other

​

​

105

​

​

0.5

​

Foreign withholding taxes

​

​

​

​

​

​

​

Canada withholding taxes

​

​

913

​

​

4.7

​

Argentina withholding taxes

​

​

510

​

​

2.6

​

Other

​

​

850

​

​

4.3

​

Earnings and adjustments attributable to non-controlling interests (c)(d)

​

​

(57)

​

​

(0.3)

​

Effect of changes in tax laws or rates enacted in the current period

​

​

838

​

​

4.3

​

Effect of cross-border tax laws

​

​

​

​

​

​

​

Deferred impact on organizational restructure - Canada

​

​

(362)

​

​

(1.8)

​

Deemed royalty

​

​

364

​

​

1.9

​

Foreign Tax Credits

​

​

(3,079)

​

​

(15.7)

​

Nontaxable or nondeductible items

​

​

​

​

​

​

​

Share-based payment awards

​

​

853

​

​

4.3

​

162(m) compensation limitation

​

​

243

​

​

1.2

​

Other

​

​

(160)

​

​

(0.8)

​

Changes in Valuation Allowances Federal

​

​

758

​

​

3.9

​

Other Adjustments

​

​

​

​

​

​

​

Other

​

​

(470)

​

​

(2.4)

​

​

​

$

6,195

​

​

31.6

%

(a)The Company does not expect to have material state income tax expense. The states with the highest expected impact are Colorado, California, Minnesota, Florida, New Jersey, Pennsylvania and Illinois.
(b)Encompasses state tax liabilities and any state-specific tax adjustments such as the write-off of state deferred tax assets (including valuation allowances on state net operating losses (“NOL”s) and other state tax differences.
(c)The majority of the Company’s income is generated via a pass-through entity of which the non-controlling interest owns approximately 40%, that proportion of the Company’s income is not subject to U.S. or state income tax rates.
(d)Approximately 40% of foreign taxes paid at the RMCO level and corporate subsidiary taxes are attributable to the non-controlling interest. As a result, these taxes are not creditable against the U.S. taxes of Holdings.

​

As previously disclosed for the years ended December 31, 2024 and 2023, prior to the adoption of ASU 2023-09, a reconciliation of the U.S. statutory income tax rate to the Company’s effective tax rate is as follows:

​

​

​

​

​

​

​

​

​

​

Year Ended December 31,

​

​

​

2024

​

2023

​

U.S. statutory tax rate

​

​

21.0

%

​

21.0

%

State and local taxes, net of federal benefit

​

​

5.7

​

​

3.7

​

Income attributable to non-controlling interests (a)

​

​

(12.7)

​

​

(16.3)

​

Subtotal

​

​

14.0

%

​

8.4

%

Non-creditable foreign and domestic taxes - non-controlling interest (b)(c)

​

​

30.7

​

​

(4.6)

​

Non-creditable foreign taxes - RE/MAX Holdings (c)(d)

​

​

8.7

​

​

(0.5)

​

Foreign derived intangible income deduction

​

​

(8.6)

​

​

—

​

Other permanent differences

​

​

23.3

​

​

(3.4)

​

Uncertain tax positions

​

​

—

​

​

2.4

​

Foreign Tax Rate Differential

​

​

(2.5)

​

​

—

​

162(m) compensation limitation

​

​

1.6

​

​

—

​

Valuation Allowance

​

​

(108.0)

​

​

(153.1)

​

Effect of permanent difference - adjustment TRA liability

​

​

4.8

​

​

15.0

​

Other

​

​

5.7

​

​

(1.3)

​

​

​

​

(30.3)

%

​

(137.1)

%

(a)Given the majority of the Company’s income is generated via a pass-through entity of which the non-controlling interest owns approximately 40%, that proportion of the Company’s income is not subject to U.S. or state income tax rates.
(b)Approximately 40% of foreign taxes paid at the RMCO level and corporate subsidiary taxes are attributable to the non-controlling interest. As a result, these taxes are not creditable against the U.S. taxes of Holdings.
(c)The percentage impact of these items in 2023 switched directionally because the Company’s pre-tax net income changed from positive to negative.
(d)While a portion of foreign taxes are creditable within the U.S. since Canada’s tax rate is higher than the U.S. statutory rate a portion of the tax paid will not be creditable.

​

The components of the Company’s deferred tax assets and liabilities are summarized as follows (in thousands):

​

​

​

​

​

​

​

​

​

As of December 31, 

​

​

2025

​

2024

Deferred tax assets

​

​

​

​

​

​

Goodwill, other intangibles and other assets

​

$

22,921

​

$

28,322

Settlement charge

​

​

—

​

​

1,180

Imputed interest deduction pursuant to tax receivable agreements

​

​

1,763

​

​

1,987

Operating lease liabilities

​

​

3,303

​

​

4,398

Compensation and benefits

​

​

3,427

​

​

5,238

Allowance for doubtful accounts

​

​

2,334

​

​

1,043

Property and equipment

​

​

1,749

​

​

442

Deferred revenue

​

​

4,055

​

​

3,624

Foreign tax credit carryforward

​

​

16,960

​

​

14,919

Net operating loss carryforward

​

​

2,795

​

​

1

163j business interest limitation carryforward

​

​

11,757

​

​

9,987

Other

​

​

2,319

​

​

3,812

Total deferred tax assets

​

​

73,383

​

​

74,953

Valuation allowance (a)

​

​

(68,812)

​

​

(69,211)

Total deferred tax assets, net of valuation allowance

​

​

4,571

​

​

5,742

Deferred tax liabilities

​

​

​

​

​

​

Goodwill, other intangibles and other assets

​

​

(10,289)

​

​

(10,888)

Operating lease assets

​

​

(1,722)

​

​

(2,408)

Other

​

​

(753)

​

​

(894)

Total deferred tax liabilities

​

​

(12,764)

​

​

(14,190)

Net deferred tax assets and liabilities

​

$

(8,193)

​

$

(8,448)

(a)In 2025 and 2024, a valuation allowance was recorded against the Company’s deferred tax assets as a result of a combined three-year cumulative loss primarily due to the settlement of the 2023 industry class-action lawsuits.

As of December 31, 2025, the Company had $17.0 million in unutilized foreign tax credit carryforwards. If unused, the carryforwards will begin to expire during the years 2027-2035. This amount has a valuation allowance recorded against it as of December 31, 2025.

As of December 31, 2025, the Company had $11.8 million of disallowed interest expense carryforwards under Section 162(j) of the Internal Revenue Code. These carryforwards do not expire and can be used to offset future taxable income, subject to annual limitations. This amount has a valuation allowance booked against it as of December 31, 2024.

Net deferred tax assets are recorded for differences between the financial reporting basis and the tax basis of Holdings’ proportionate share of the net assets of RMCO. The Company recognizes deferred tax assets to the extent, based on available evidence, that it is more likely than not that they will be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies, and recent results of operations If not expected to be realized, a valuation allowance is recorded to offset the deferred tax asset. As of December 31, 2025 a valuation allowance has been recorded against the company’s deferred tax assets.

For December 31, 2025 and 2024, the Company did not provide for deferred taxes on unremitted earnings of foreign subsidiaries that are permanently reinvested, for which withholding taxes would be due upon repatriation. The estimated amount of additional tax that would be payable on this income if distributed would be immaterial.

The Company is subject to taxation in the U.S., various states, and in non-U.S. jurisdictions. The Company’s U.S. income tax returns are primarily subject to examination from 2022 forward; however, U.S. tax authorities also have the ability to review prior tax years to the extent loss carry-forwards and tax credit carryforwards are utilized. The open years for non-U.S. tax returns range from 2016 through 2024 based on local statutes.

Uncertain Tax Positions

During 2021 and in connection with the INTEGRA acquisition, the Company assumed an uncertain tax position related to certain U.S. tax matters and also recorded a largely offsetting related indemnification asset.

In 2023, 2024, and 2025 a portion of the uncertain tax position and related indemnification asset assumed in connection with the INTEGRA acquisition were reversed as a result of lapse of applicable statute of limitations. As of December 31, 2025 there is no reserve for uncertain tax positions.

Uncertain tax position liabilities represent the aggregate tax effect of differences between the tax return positions and the amounts otherwise recognized in the consolidated financial statements and are recognized in “Income taxes payable” in the Consolidated Balance Sheets. A reconciliation of the beginning and ending amount, excluding interest and penalties is as follows:

​

​

​

​

​

​

​

​

​

​

​

​

As of December 31, 

​

​

2025

​

2024

​

2023

Balance, January 1

​

$

30

​

$

258

​

$

1,014

Decrease related to prior year tax positions

​

​

(30)

​

​

(228)

​

​

(756)

Balance, December 31 (a)

​

$

—

​

$

30

​

$

258

(a)Excludes accrued interest and penalties of $0.1 million for the year ended December 31, 2023. As of December 31, 2025, there is no accrued interest and penalties. Interest and penalties are recognized in “Income taxes payable” within the Consolidated Balance Sheets.
v3.25.4
Equity-Based Compensation
 12 Months Ended
Dec. 31, 2025
Equity-Based Compensation  
Equity-Based Compensation

12. Equity-Based Compensation

During the second quarter of 2023, the Company’s stockholders approved a new Holdings 2023 Omnibus Incentive Plan (the “2023 Incentive Plan”), that became effective immediately upon approval, superseding the prior 2013 Incentive Plan (the “2013 Incentive Plan”). The 2023 Incentive Plan along with the 2013 Incentive Plan (collectively referred to as the “Incentive Plan”), include restrictive stock units which may have time-based or performance-based vesting criteria. In addition, during the fourth quarter of 2023, pursuant to the inducement award exception under New York Stock Exchange Rule 303A.08, the Board of Directors approved equity grants to the Company’s newly appointed CEO (“2023 CEO Grants”) which have both time-based and performance-based vesting criteria.

The Company recognizes equity-based compensation expense in “Selling, operating and administrative expenses” in the accompanying Consolidated Statements of Income (Loss). The Company recognizes corporate income tax benefits relating to the vesting of restricted stock units in “Provision for income taxes” in the accompanying Consolidated Statements of Income (Loss).

Employee stock-based compensation expense under the Company’s Incentive Plan is as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 

​

​

2025

​

2024

​

2023

Expense from time-based awards (a)

​

$

9,635

​

$

10,849

​

$

12,305

Expense from performance-based awards (a)(b)

​

​

3,338

​

​

2,942

​

​

3,718

Expense from bonus to be settled in shares (c)

​

​

3,654

​

​

5,064

​

​

3,513

Equity-based compensation expense

​

$

16,627

​

$

18,855

​

$

19,536

Tax benefit from equity-based compensation

​

​

(2,501)

​

​

(2,776)

​

​

(2,834)

Deficit / (excess) tax benefit from equity-based compensation

​

​

706

​

​

1,001

​

​

965

Net compensation cost

​

$

14,832

​

$

17,080

​

$

17,667

(a)Includes $0.7 million of expense recognized for time-based awards and $0.6 million of expense recognized for performance-based awards, for the year ended December 31, 2025, for inducement awards granted to the Company's CEO, Erik Carlson, in the fourth quarter of 2023, and two additional employees hired during the second half of 2025. As of December 31, 2025, 804,311 restricted stock units remain outstanding assuming maximum achievement of the CEO performance awards.
(b)Expense recognized for performance-based awards is re-assessed each quarter based on expectations of achievement against the performance conditions.
(c)A portion of the annual corporate bonus earned is to be settled in shares. These amounts are recognized as “Accrued liabilities” in the Consolidated Balance Sheets and are not included in “Additional paid-in capital” until the shares are issued.

Time-based Restricted Stock

Time-based restricted stock units and restricted stock awards are valued using the Company’s closing stock price on or just prior to the date of grant. Grants awarded to the Company’s Board of Directors generally vest over a one-year period. Grants awarded to the Company’s employees generally vest equally in annual installments over a two or three-year period. The 2023 CEO Grants vest over a one-year and three-year period. Compensation expense is recognized on a straight-line basis over the requisite service period.

The following table summarizes equity-based compensation activity related to time-based restricted stock units and restricted stock awards:

​

​

​

​

​

​

​

​

Shares

​

Weighted average
grant date fair
value per share

Balance, January 1, 2025

​

1,743,345

​

$

10.40

Granted (a)

​

1,656,049

​

$

8.80

Shares vested (including tax withholding) (b)

​

(907,191)

​

$

11.17

Forfeited

​

(488,340)

​

$

9.46

Balance, December 31, 2025

​

2,003,863

​

$

8.96

​

(a)The weighted average grant date fair value per share for the years ended December 31, 2024 and 2023 were $8.77 and $15.50, respectively.
(b)Pursuant to the terms of the Incentive Plans, shares withheld by the Company for the payment of the employee's tax withholding related to shares vesting are added back to the pool of shares available for future awards.

As of December 31, 2025, there was $9.3 million of total unrecognized expense for time-based restricted stock awards. This compensation expense is expected to be recognized over the weighted-average remaining vesting period of 1.7 years. The total fair value of shares vested during the years ended December 31, 2025, 2024 and 2023, was $10.1 million, $12.0 million, and $13.2 million, respectively.

Performance-based Restricted Stock

Performance-based restricted stock units (“PSUs”) granted to employees under the Incentive Plan are stock-based awards that generally vest at the end of a three-year period in which the number of shares ultimately received depends on the Company’s achievement of a specified revenue target over a distinct performance period. The number of shares that could be issued range from 0% to 200% of the participant’s target award and if the minimum threshold conditions are not met, no shares will vest. PSUs that vest upon achievement of a specified revenue target are valued using the Company’s closing stock price on or just prior to the date of grant. For these awards, compensation expense is recognized over the requisite service period and is adjusted based on the estimated revenue achievement for each target. For the 2023 CEO Grants, the PSUs vest based on the price of the Company’s class A common stock during the performance period that runs from the grant date through December 31, 2027. The number of shares that could be issued range from 0% to 200% of the participant’s target award and if the minimum threshold conditions are not met, no shares will vest. PSUs for the 2023 CEO Grants are valued on the date of grant using a Monte Carlo simulation and compensation expense is recognized over the derived service period.

The following table summarizes equity-based compensation activity related to PSUs:

​

​

​

​

​

​

​

​

Shares

​

Weighted average
grant date fair
value per share

Balance, January 1, 2025

​

1,025,661

​

$

6.22

Granted (a)

​

741,435

​

$

9.27

Shares vested (including tax withholding) (b)

​

(237,463)

​

$

11.40

Forfeited

​

(334,429)

​

$

9.86

Balance, December 31, 2025

​

1,195,204

​

$

6.06

(a)The weighted average grant date fair value per share for the years ended December 31, 2024 and 2023 were $8.81 and $7.95, respectively.
(b)Pursuant to the terms of the Incentive Plans, shares withheld by the Company for the payment of the employee's tax withholding related to shares vesting are added back to the pool of shares available for future awards.

​

As of December 31, 2025, there was $1.7 million of total unrecognized PSU expense. This compensation expense is expected to be recognized over the weighted-average remaining vesting period of 1.5 years for PSUs. The total fair value of shares vested during the years ended December 31, 2025, 2024 and 2023, was $2.7 million, $2.2 million, and $3.8 million, respectively, for PSUs.

After giving effect to all outstanding awards, there were 3,530,869 additional shares available for the Company to grant under the 2023 Incentive Plan as of December 31, 2025.

v3.25.4
Commitments and Contingencies
 12 Months Ended
Dec. 31, 2025
Commitments and Contingencies  
Commitments and Contingencies

13. Commitments and Contingencies

The Company is subject to litigation claims arising in the ordinary course of business. Litigation and other disputes are inherently unpredictable and subject to substantial uncertainties. The Company believes that it has adequately accrued for legal matters as appropriate. The Company records litigation accruals for legal matters which are both probable and estimable and for related legal costs as incurred.

U.S. Antitrust Litigation and Settlement

Beginning in March 2019, multiple putative class actions were filed against the National Association of Realtors (“NAR”), or in one case a multiple listing service (“MLS”) defendant rather than NAR, RE/MAX, LLC, and other real estate companies, alleging that certain NAR rules (or MLS rules) violated federal and state antitrust laws by inflating broker commissions. The complaints make substantially similar allegations and seek substantially similar relief. Plaintiffs generally allege that NAR’s rule requiring listing brokers to make a blanket, non-negotiable offer of buyer broker compensation results in increased costs to sellers and violates antitrust law. They further allege that certain defendants use their agreements with franchisees to require adherence to the NAR rule also in violation of antitrust law. Amended complaints added allegations of buyer steering and non-disclosure of buyer-broker compensation. The cases listed below, along with the Copycat Cases (defined below), are collectively referred to as the “Moehrl-related antitrust litigations.”

●Christopher Moehrl et al. v. The National Association of Realtors, Realogy Holdings Corp., HomeServices of America, Inc., BHH Affiliates, LLC, HSF Affiliates, LLC, The Long & Foster Companies, Inc. RE/MAX, LLC., and Keller Williams Realty, Inc., filed on March 6, 2019 in the U.S. District Court for the Northern District of Illinois.
●Scott and Rhonda Burnett et al. v. The National Association of Realtors, Realogy Holdings Corp., HomeServices of America, Inc., BHH Affiliates, LLC, HSF Affiliates, LLC, RE/MAX, LLC, and Keller Williams Realty, Inc., filed on April 29, 2019 in the U.S. District Court for the Western District of Missouri.
●Jennifer Nosalek et al. v. MLS Property Information Network, Inc., Anywhere Real Estate Inc. (f/k/a Realogy Holdings Corp.), Century 21 Real Estate LLC, Coldwell Banker Real Estate LLC, Sotheby’s International Realty Affiliates LLC, Better Homes and Gardens Real Estate LLC, ERA Franchise System LLC, HomeServices of America, Inc., BHH Affiliates, LLC, HSF Affiliates, LLC, RE/MAX, LLC, Polzler & Schneider Holdings Corp., Integra Enterprises Corp., RE/MAX of New England, Inc., RE/MAX Integrated Regions, LLC, and Keller Williams Realty, Inc., filed on December 17, 2020 in the U.S. District Court for the District of Massachusetts.

On October 5, 2023, RE/MAX, LLC entered into a nationwide settlement agreement (the “U.S. Settlement Agreement”) to resolve all claims in the Burnett and Moehrl cases and similar claims on a nationwide class basis (collectively, the “Nationwide Claims”). The U.S. Settlement Agreement would release REMAX, LLC and the Company, their subsidiaries and affiliates, and REMAX sub-franchisors, franchisees and their sales associates in the United States from the Nationwide Claims. By the terms of the U.S. Settlement Agreement, RE/MAX, LLC agreed to implement specified business practice changes and pay $55.0 million (the “U.S. Settlement Amount”) into a qualified settlement escrow fund (the “U.S. Settlement Fund”). The Company used available cash to fund the payment and recorded the U.S. Settlement Amount to “Settlement and impairment charges” within the Consolidated Statements of Income (Loss) and recognized a corresponding liability in “Accrued liabilities” within the Consolidated Balance Sheets during 2023. Until the conclusion of the appeals process, amounts paid into the escrow fund are classified as “Restricted cash” within the Consolidated Balance Sheets.

The U.S. Settlement Agreement and any actions taken to carry out the U.S. Settlement Agreement are not an admission or concession of liability, or of the validity of any claim, defense, or point of fact or law on the part of any party. RE/MAX, LLC continues to deny the material allegations of the complaints in the Moehrl-related antitrust litigations and the Copycat Cases (as defined below). RE/MAX, LLC entered into the settlement after considering the risks and costs of continuing the litigation. On May 9, 2024 the court granted final approval of the U.S. Settlement Agreement. Appeals were subsequently filed in the United States Circuit Court of Appeals for the Eighth Circuit, including by a plaintiff in the Batton Action (defined below). The U.S. Settlement Agreement will become effective if the order approving the U.S. Settlement Agreement is affirmed at the conclusion of the appeals process.

Mya Batton et al. v. The National Association of Realtors, Realogy Holdings Corp., HomeServices of America, Inc., BHH Affiliates, LLC, HSF Affiliates, LLC, The Long & Foster Companies, Inc., RE/MAX, LLC, and Keller Williams Realty, Inc., filed on January 25, 2021 in the U.S. District Court for the Northern District of Illinois.

Copycat lawsuits to the Moehrl-related antitrust litigations were later filed by plaintiff Monty March in the Southern District of New York (the “March Action”), plaintiff Christina Grace in the Northern District of California (the “Grace Action”), and plaintiff Willsim Latham, LLC in the Eastern District of California (the “Willsim Action”) (together the “Copycat Cases”). The Copycat Cases are stayed pending resolution of the appeal of the U.S. Settlement Agreement. The Company intends to vigorously defend against all claims. The Copycat Cases that name the Company consist of:

Monty March v. Real Estate Board of New York; Real Estate Board Of New York Listing Service; Brown Harris Stevens, LLC; Christie’s International Real Estate LLC; Coldwell Banker LLC; Compass, Inc.; Core Marketing Services LLC; The Corcoran Group, Inc.; Douglas Elliman, Inc.; Elegran Real Estate, D/B/A Elegran LLC; Engel & Volkers LLC; Fox Residential Group LLC; Halstead Real Estate LLC; Homesnap Inc.; Keller Williams Nyc, LLC; Leslie J. Garfield & Co., Inc.; Level Group Inc.; M.N.S. Real Estate Nyc, LLC; Modern Spaces LLC; The Agency LLC; The Modlin Group LLC; Nest Seekers International LLC; Oxford Property Group LLC; R New York LLC; RE/MAX, LLC; Serhant LLC; Sloane Square LLC; and Sotheby’s International Realty Affiliates LLC, filed November on 13, 2023 in the U.S. District Court for the Southern District of New York.

Christina Grace v. Bay Area Real Estate Information Services, Inc.; Marin Association of Realtors; North Bay Association of Realtors; Northern Solano County Association of Realtors, Inc.; Solano Association of Realtors, Inc.; RE/MAX Holdings, Inc.; Anywhere Real Estate Inc.; Vanguard Properties, Inc.; Twin Oaks Real Estate, Inc.; Windermere Real Estate Services Company Inc.; Rapisarda & Fox, Inc.; Realty ONE Group, Inc.; Keller Williams Realty, Inc.; Compass, Inc.; and eXp World Holdings, Inc., filed on December 8, 2023 in the U.S. District Court for the Northern District of California.

Willsim Latham, LLC v. MetroList Services, Inc., Sacramento Association of Realtors, Inc., Placer County Association of Realtors, Inc., El Dorado County Association of Realtors, Lodi Association of Realtors, Yolo County Association of Realtors, Central Valley Association of Realtors, Amador County Association of Realtors, Nevada County Association of Realtors, Sutter-Yuba Association of Realtors, RE/MAX Holdings, Inc., Anywhere Real Estate Inc., Keller Williams Realty, Inc., eXp World Holdings, Inc., Norcal Gold Inc., Century 21 Select Real Estate, Inc., William L. Lyon & Associates, Inc. Paul M. Zagaris, Inc., and Guide Real Estate, Inc., filed on January 18, 2024 in the U.S. District Court for the Eastern District of California.

On January 25, 2021, a similar action to the Moehrl-related antitrust litigations was filed in the Northern District of Illinois (the “Batton Action”) alleging violations of federal antitrust law and unjust enrichment. The complaint makes substantially similar allegations and seeks similar relief as the Moehrl-related antitrust litigations but alleges harm to homebuyers rather than home sellers. The Company filed a motion to dismiss which was granted on May 2, 2022. The plaintiffs filed an amended complaint adding state antitrust and consumer protection claims, and the Company filed a subsequent motion to dismiss. On February 20, 2024, the court dismissed plaintiffs’ claim seeking injunctive relief for violations of the Sherman Act and dismissed certain state law claims in Tennessee and Kansas. The court denied the remainder of the Company’s motion to dismiss. The only claims that remain are state law, and on April 15, 2024, the Company filed its answer. Plaintiffs filed a motion for leave to file a second amended complaint on December 2, 2024, which sought to add new named plaintiffs and new claims. Defendants opposed and the court denied the motion on May 7, 2025. On September 22, 2025, plaintiffs filed a motion seeking to certify a class. On November 13, 2025, the court struck the plaintiffs’ motion to certify a class without prejudice and ordered the class certification briefing stayed until the Burnett appeal is resolved.

On August 22, 2024, plaintiff Homie Technology, Inc. (“Homie”) filed suit against the National Association of Realtors, Anywhere Real Estate, Inc., Keller Williams Realty, Inc., HomeServices of America, Inc., HSF Affiliates, LLC, RE/MAX, LLC, and Wasatch Front Regional Multiple Listing Service, Inc. in the United States District Court for the District of Utah. The lawsuit alleges certain NAR rules, many of which were at issue in the Moehrl-related antitrust litigations, created a barrier to entry for Homie as a competitor, and that other defendants agreed and/or conspired to implement these rules and engaged in conduct that foreclosed Homie from competing. The complaint alleges federal and state antitrust claims and tortious interference. The plaintiff seeks injunctive relief and an unspecified amount of damages. RE/MAX, LLC filed a motion to dismiss on October 18, 2024. On July 15, 2025, the court dismissed the lawsuit and Homie’s claims. Homie filed an appeal on August 7, 2025 to the United States Circuit Court of Appeals for the Tenth Circuit. The Company intends to vigorously defend the appeal.

Homie Technology, Inc. v. National Association of Realtors, Anywhere Real Estate, Inc., Keller Williams Realty, Inc., HomeServices of America, Inc. HSF Affiliates, LLC, RE/MAX, LLC, and Wasatch Front Regional Multiple Listing Service, Inc., Case No. 24-cv-00616, filed in the United States District Court for the District of Utah, Central Division.

The Company intends to vigorously defend against all remaining claims, including appeals. If the final approval of the U.S. Settlement Agreement is not upheld on appeal, the Company may become involved in additional litigation or other legal proceedings concerning the same or similar claims. As a result, the Company is unable to reasonably estimate the financial impact of the litigation beyond what has been accrued for pursuant to the terms of the U.S. Settlement Agreement, and the Company cannot predict, beyond the U.S. Settlement Amount, whether resolution of these matters would have a material effect on its financial position or results of operations.

Canadian Competition Act Litigation and Settlement

On April 9, 2021, a putative class action was filed in the Federal Court of Canada against multiple real estate companies, including RE/MAX Ontario-Atlantic Canada Inc. (“REMAX OA”), which the Company acquired in July 2021, alleging violations of the Canadian Competition Act related to certain Canadian Real Estate Association rules and real estate commission practices. A similar national class action was filed on January 18, 2024. These cases listed below, are collectively referred to as the “Canadian competition litigations.”

●Mark Sunderland v. Toronto Regional Real Estate Board (TRREB), The Canadian Real Estate Association (CREA), RE/MAX Ontario-Atlantic Canada Inc. o/a RE/MAX INTEGRA, Century 21 Canada Limited Partnership, Residential Income Fund, L.P., Royal Lepage Real Estate Services Ltd., Homelife Realty Services Inc., Right At Home Realty Inc., Forest Hill Real Estate Inc., Harvey Kalles Real Estate Ltd., Max Wright Real Estate Corporation, Chestnut Park Real Estate Limited, Sutton Group Realty Services Ltd. and IPRO Realty Ltd., filed on April 9, 2021 in the Federal Court of Canada.
●Kevin McFall v. Canadian Real Estate Association, et. al., filed January 18, 2024 in the Federal Court of Canada.

In early 2025, REMAX OA reached substantial agreement on monetary terms and business practice changes to resolve the Canadian competition litigations. On April 29, 2025, REMAX OA entered into a settlement agreement to resolve all claims in these litigations (the “Canadian Settlement Agreement”). Under the agreement, REMAX OA paid $7.8 million Canadian dollars (the “Canadian Settlement Amount”) into a third-party interest-bearing account in second quarter of 2025 and agreed to certain business practice changes consistent with those in the U.S. Settlement Agreement. Any actions taken to carry out the Canadian Settlement Agreement are not an admission or concession of liability, or of the validity of any claim, defense, or point of fact or law on the part of the Company. The Company continues to deny the material allegations of the Canadian competition litigations. The Company entered into the settlement agreement after considering the risks and costs of continuing the litigation. The Company used available cash to fund the payment and recorded the Canadian Settlement Amount to “Settlement and impairment charges” within the Consolidated Statements of Income (Loss) and recognized a corresponding liability in “Accrued liabilities” within the Consolidated Balance Sheets during the fourth quarter of 2024. The court approved the Canadian Settlement Agreement on October 8, 2025 resulting in a reduction of $7.8 million Canadian dollars (translated to $5.6 million U.S. dollars at the transaction date) in “Restricted cash” with a corresponding reduction of the liability in “Accrued liabilities” within the Consolidated Balance Sheets during 2025. On October 8, 2025, the court dismissed REMAX OA from the Canadian competition litigations pursuant to the terms of the settlement.
v3.25.4
Defined-Contribution Savings Plan
 12 Months Ended
Dec. 31, 2025
Defined-Contribution Savings Plan  
Defined-Contribution Savings Plan

14. Defined-Contribution Savings Plan

The Company sponsors an employee retirement plan (the “401(k) Plan”) that provides certain eligible employees of the Company an opportunity to accumulate funds for retirement. The Company provides matching contributions on a discretionary basis. During the years ended December 31, 2025, 2024 and 2023, the Company recognized expense of $2.7 million, $2.6 million and $2.6 million, respectively, for matching contributions to the 401(k) Plan.

v3.25.4
Segment Information
 12 Months Ended
Dec. 31, 2025
Segment Information  
Segment Information

15. Segment Information

The Company operates under the following three reportable segments: Real Estate, Mortgage, and Marketing Funds. Mortgage does not meet the quantitative significance test; however, management has chosen to report results for the segment as it believes it will be a key driver of the Company’s future success. The Company presents all other business activities and operating segments that do not meet the quantitative significance tests for reportable segments under Other.

The Company’s operating segments are assessed by the Company’s Chief Executive Officer, its chief operating decision maker (the “CODM”). The Company’s CODM evaluates operating results of its segments based upon forecast or budget operating results against actual operating results, including revenue, operating expenses and adjusted earnings before interest, the provision for income taxes, depreciation and amortization and other non-cash and non-recurring cash charges or other items (“Adjusted EBITDA”). Adjusted EBITDA is a non-GAAP measure of financial performance that differs from U.S. GAAP and the Company’s presentation and evaluation of Adjusted EBITDA may not be a comparable measure to similar measures used by other companies. The CODM utilizes these key metrics to make economic decisions of the Company, including as a factor in determining capital allocation among the segments. Except for the adjustments identified below in arriving at Adjusted EBITDA, the accounting policies of the reportable segments are the same as those described in Note 2, Summary of Significant Accounting Policies.

The following table presents revenue from external customers by segment (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 

​

​

​

2025

​

2024

​

2023

Continuing franchise fees

​

​

$

102,866

​

$

111,260

​

$

116,472

Annual dues

​

​

​

30,462

​

​

32,188

​

​

33,904

Broker fees

​

​

​

53,691

​

​

51,816

​

​

51,012

Franchise sales and other revenue

​

​

​

18,073

​

​

18,829

​

​

25,794

Total Real Estate revenue

​

​

​

205,092

​

​

214,093

​

​

227,182

Continuing franchise fees

​

​

​

9,999

​

​

10,751

​

​

10,912

Franchise sales and other revenue

​

​

​

3,675

​

​

3,858

​

​

3,081

Total Mortgage revenue

​

​

​

13,674

​

​

14,609

​

​

13,993

Marketing Funds fees

​

​

​

72,835

​

​

78,983

​

​

83,861

Total reportable segments revenue

​

​

​

291,601

​

​

307,685

​

​

325,036

Other (a)

​

​

​

—

​

​

—

​

​

635

Total revenue

​

​

$

291,601

​

$

307,685

​

$

325,671

​

(a)As of December 31, 2025, Other is not considered a reportable segment. See Note 2, Summary of Significant Accounting Policies, for additional information.

The following table presents Selling, operating and administrative expenses by segment and includes a reconciliation of reportable segment expenses in Adjusted EBITDA (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 

​

​

​

2025

​

2024

​

2023

Personnel

​

​

$

73,513

​

$

79,919

​

$

81,900

Professional fees

​

​

​

13,445

​

​

10,850

​

​

13,450

Lease costs

​

​

​

5,807

​

​

6,317

​

​

7,140

Events, travel and related costs

​

​

​

13,026

​

​

15,307

​

​

19,734

Other segment items (a)

​

​

​

20,057

​

​

17,649

​

​

25,148

Total Real Estate selling, operating and administrative expenses

​

​

​

125,848

​

​

130,042

​

​

147,372

Adjustments to arrive at segment expense in Adjusted EBITDA (b)

​

​

​

(19,910)

​

​

(18,853)

​

​

(24,495)

Total Real Estate expense in Adjusted EBITDA

​

​

$

105,938

​

$

111,189

​

$

122,877

​

​

​

​

​

​

​

​

​

​

​

Personnel

​

​

$

13,321

​

$

14,240

​

$

14,134

Professional fees

​

​

​

820

​

​

1,394

​

​

1,237

Lease costs

​

​

​

454

​

​

439

​

​

460

Events, travel and related costs

​

​

​

2,535

​

​

2,721

​

​

3,118

Other segment items (a)

​

​

​

3,689

​

​

3,291

​

​

3,495

Total Mortgage selling, operating and administrative expenses

​

​

​

20,819

​

​

22,085

​

​

22,444

Adjustments to arrive at segment expense in Adjusted EBITDA (b)

​

​

​

(1,747)

​

​

(2,403)

​

​

(1,531)

Total Mortgage expense in Adjusted EBITDA

​

​

$

19,072

​

$

19,682

​

$

20,913

​

​

​

​

​

​

​

​

​

​

​

Marketing Funds fees (c)

​

​

$

72,835

​

$

78,983

​

$

83,861

Other (d)

​

​

$

35

​

$

131

​

$

1,732

(a)Other segment items for each reportable segment include:

Real Estate – other technology expenses, bank fees, corporate administration expenses, commissions, insurance, property and other taxes, bad debt expense, and other miscellaneous expenses.

Mortgage – other technology expenses, commissions, bad debt expense, and other miscellaneous expenses.

(b)This adjustment reconciles segment Selling, operating and administrative expenses to total segment expense included in the measure of segment Adjusted EBITDA. These adjustments contain certain non-cash items and other non-recurring cash charges or other items.
(c)Marketing Funds fees comprise the Company’s marketing campaigns designed to build and maintain brand awareness and the development and operation of agent marketing technology. The Marketing Funds segment operates at no profit. See Note 2, Summary of Significant Accounting Policies, for additional information.
(d)As of December 31, 2025, Other is not considered a reportable segment and is included in total Selling, operating and administrative expenses. See Note 2, Summary of Significant Accounting Policies, for additional information.

The following table presents a reconciliation of Adjusted EBITDA by segment to income (loss) before provision for income taxes (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 

​

​

​

2025

​

2024

​

2023

Adjusted EBITDA: Real Estate

​

​

$

99,154

​

$

102,904

​

$

104,305

Adjusted EBITDA: Mortgage

​

​

​

(5,398)

​

​

(5,073)

​

​

(6,920)

Adjusted EBITDA: Total reportable segments (a)

​

​

​

93,756

​

​

97,831

​

​

97,385

Adjusted EBITDA: Other (a)

​

​

​

(35)

​

​

(131)

​

​

(1,097)

Settlement and impairment charges (b)

​

​

​

1,542

​

​

(5,483)

​

​

(73,783)

Equity-based compensation expense

​

​

​

(16,627)

​

​

(18,855)

​

​

(19,536)

Fair value adjustments to contingent consideration (c)

​

​

​

109

​

​

225

​

​

533

Restructuring charges (d)

​

​

​

(2,536)

​

​

(1,227)

​

​

(4,210)

Change in estimated tax receivable agreement liability (e)

​

​

​

(715)

​

​

(1,219)

​

​

25,298

Other adjustments (f)

​

​

​

(1,898)

​

​

(2,860)

​

​

(2,394)

Interest income

​

​

​

3,580

​

​

3,738

​

​

4,420

Interest expense

​

​

​

(31,700)

​

​

(36,258)

​

​

(35,741)

Depreciation and amortization

​

​

​

(25,848)

​

​

(29,561)

​

​

(32,414)

Income (loss) before provision for income taxes

​

​

$

19,628

​

$

6,200

​

$

(41,539)

(a)The Marketing Funds segment operates at no profit. In addition, as of December 31, 2025, Other is not considered a reportable segment. See Note 2, Summary of Significant Accounting Policies, for additional information.
(b)During 2025, the Company recorded a cost recovery in connection with a previous settlement, that was received in the fourth quarter of 2025 from an escrow fund from a prior acquisition. This was partially offset by the settlement of an immaterial legal matter and an impairment recognized on an office lease in Canada, see Note 3, Leases, for additional information on our leases. During 2024 and 2023, represents the settlements of certain industry class-action lawsuits and other legal settlements, see Note 13, Commitments and Contingencies, for additional information. During 2023, in connection with the Company’s annual goodwill impairment test, it concluded that the carrying value of the Mortgage reporting unit within the Mortgage segment exceeded its fair value, resulting in an impairment charge to the Mortgage reporting unit goodwill. See Note 7, Intangible Assets and Goodwill, for additional information.
(c)Fair value adjustments to contingent consideration include amounts recognized for changes in the estimated fair value of the contingent consideration liabilities. See Note 10, Fair Value Measurements, for additional information.
(d)During 2025 and 2024, the Company restructured its support services to further enhance the overall customer experience. Additionally, during 2023, the Company announced a reduction in force and reorganization intended to streamline the Company’s operations and yield cost savings over the long term. See Note 2, Summary of Significant Accounting Policies, for additional information.
(e)Change in estimated tax receivable agreement liability is the result of a valuation allowance on deferred tax assets. See Note 4, Non-controlling Interest and Note 11, Income Taxes, for additional information.
(f)Other adjustments are primarily made up of losses on disposal of assets in 2025 and employee retention related expenses from the Company’s CEO transition in 2024 and 2023.

​

The following table presents total assets of the Company’s segments (in thousands):

​

​

​

​

​

​

​

As of December 31, 

​

2025

​

2024

Real Estate

$

504,451

​

$

508,081

Marketing Funds

​

28,192

​

​

29,069

Mortgage

​

49,832

​

​

44,433

Other (a)

​

—

​

​

11

Total assets

$

582,475

​

$

581,594

(a)Other is not considered a reportable segment.

Virtually all long-lived assets are within the United States.

v3.25.4
Pay vs Performance Disclosure - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Pay vs Performance Disclosure      
Net Income (Loss) $ 8,153 $ 7,123 $ (69,022)
v3.25.4
Insider Trading Arrangements
 3 Months Ended
Dec. 31, 2025
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Modified false
Rule 10b5-1 Arrangement Modified false
v3.25.4
Insider Trading Policies and Procedures
 12 Months Ended
Dec. 31, 2025
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted true
v3.25.4
Cybersecurity Risk Management and Strategy Disclosure
 12 Months Ended
Dec. 31, 2025
Cybersecurity Risk Management, Strategy, and Governance [Line Items]  
Cybersecurity Risk Management Processes for Assessing, Identifying, and Managing Threats [Text Block]

RE/MAX Holdings, Inc.’s (collectively, “Holdings”, the “Company” “we”, “our” or “us”) cybersecurity program is managed by a dedicated Information Security Officer (“ISO”) who is responsible for leading comprehensive cybersecurity strategy, policy, standards, architecture, and processes. Cybersecurity risks are assessed, identified and managed as part of the cybersecurity program and as part of the Company’s enterprise risk management (“ERM”) program, which include, among other aspects, evaluation of cybersecurity specific threats, vulnerability and access management, incident response, monitoring and third-party risk management. We actively engage with internal and external experts and collaborate with our vendors and other third parties on threat intelligence, vulnerability management, and incident response. We provide our employees with periodic training and information on cybersecurity risks and threats, and we also provide educational resources and information to our franchisees about cybersecurity risks and threats.

​

​

Holdings has established a dedicated incident response and reporting team comprising cross-functional members across the Company. This team is responsible for identifying, assessing, and effectively managing cybersecurity incidents ensuring a comprehensive and coordinated approach to cybersecurity incident management. This team also facilitates the reporting of material cybersecurity incidents.
Cybersecurity Risk Management Processes Integrated [Flag] true
Cybersecurity Risk Management Processes Integrated [Text Block] Cybersecurity risks are assessed, identified and managed as part of the cybersecurity program and as part of the Company’s enterprise risk management (“ERM”) program, which include, among other aspects, evaluation of cybersecurity specific threats, vulnerability and access management, incident response, monitoring and third-party risk management. We actively engage with internal and external experts and collaborate with our vendors and other third parties on threat intelligence, vulnerability management, and incident response. We provide our employees with periodic training and information on cybersecurity risks and threats, and we also provide educational resources and information to our franchisees about cybersecurity risks and threats.

​

Holdings has established a dedicated incident response and reporting team comprising cross-functional members across the Company. This team is responsible for identifying, assessing, and effectively managing cybersecurity incidents ensuring a comprehensive and coordinated approach to cybersecurity incident management. This team also facilitates the reporting of material cybersecurity incidents.
Cybersecurity Risk Management Third Party Engaged [Flag] true
Cybersecurity Risk Third Party Oversight and Identification Processes [Flag] true
Cybersecurity Risk Materially Affected or Reasonably Likely to Materially Affect Registrant [Flag] false
Cybersecurity Risk Board of Directors Oversight [Text Block]

Oversight of cybersecurity risks and the cybersecurity program is primarily the responsibility of the Company’s management, including the Chief Digital Information Officer (“CDIO”), and oversight of management is the responsibility of our Board of Directors (the “Board”), primarily through the Audit Committee. The ISO leads periodic reviews and discussions with senior management and the Audit Committee, including results of testing and training, initiatives to continuously improve cybersecurity measures and policies, and implementation of new technologies. In addition, the ISO provides regular updates in areas such as rapidly evolving cybersecurity threats, cybersecurity technologies and solutions deployed internally, and major cybersecurity risk areas and efforts to mitigate those risks.

To date we have not experienced any cybersecurity incidents that have materially affected our business, results of operations or financial condition. We have also not identified any risks from cybersecurity threats, including those arising from previous cybersecurity incidents, that have materially affected the Company, or are reasonably likely to materially affect the Company, including its business strategy, results of operations, or financial condition. Although we have adopted various processes and preventative measures with the objective of preventing breaches and minimizing the risks from cybersecurity matters, given the nature of cybersecurity threats which are constantly evolving over time, there is no guarantee that the Company, including its business strategy, results of operations or financial condition, will not be adversely affected by such threats or that our preventative measures and processes will be effective. For further discussion of the Company’s risk related to cybersecurity, see the risk factor “Cyberattacks, security breaches and

improper access to, disclosure or deletion of our data, personally identifiable information we collect, or business records could harm our business, damage our reputation and cause losses” in Part I, Item 1A of this Form 10-K.
Cybersecurity Risk Board Committee or Subcommittee Responsible for Oversight [Text Block] Information Security Officer
Cybersecurity Risk Process for Informing Board Committee or Subcommittee Responsible for Oversight [Text Block] The ISO leads periodic reviews and discussions with senior management and the Audit Committee, including results of testing and training, initiatives to continuously improve cybersecurity measures and policies, and implementation of new technologies. In addition, the ISO provides regular updates in areas such as rapidly evolving cybersecurity threats, cybersecurity technologies and solutions deployed internally, and major cybersecurity risk areas and efforts to mitigate those risks.
Cybersecurity Risk Role of Management [Text Block]

Oversight of cybersecurity risks and the cybersecurity program is primarily the responsibility of the Company’s management, including the Chief Digital Information Officer (“CDIO”), and oversight of management is the responsibility of our Board of Directors (the “Board”), primarily through the Audit Committee. The ISO leads periodic reviews and discussions with senior management and the Audit Committee, including results of testing and training, initiatives to continuously improve cybersecurity measures and policies, and implementation of new technologies. In addition, the ISO provides regular updates in areas such as rapidly evolving cybersecurity threats, cybersecurity technologies and solutions deployed internally, and major cybersecurity risk areas and efforts to mitigate those risks.

To date we have not experienced any cybersecurity incidents that have materially affected our business, results of operations or financial condition. We have also not identified any risks from cybersecurity threats, including those arising from previous cybersecurity incidents, that have materially affected the Company, or are reasonably likely to materially affect the Company, including its business strategy, results of operations, or financial condition. Although we have adopted various processes and preventative measures with the objective of preventing breaches and minimizing the risks from cybersecurity matters, given the nature of cybersecurity threats which are constantly evolving over time, there is no guarantee that the Company, including its business strategy, results of operations or financial condition, will not be adversely affected by such threats or that our preventative measures and processes will be effective. For further discussion of the Company’s risk related to cybersecurity, see the risk factor “Cyberattacks, security breaches and

improper access to, disclosure or deletion of our data, personally identifiable information we collect, or business records could harm our business, damage our reputation and cause losses” in Part I, Item 1A of this Form 10-K.
Cybersecurity Risk Management Positions or Committees Responsible [Flag] true
Cybersecurity Risk Management Positions or Committees Responsible [Text Block] the Company’s management, including the Chief Digital Information Officer (“CDIO”), and oversight of management is the responsibility of our Board of Directors (the “Board”), primarily through the Audit Committee. The ISO leads periodic reviews and discussions with senior management and the Audit Committee, including results of testing and training, initiatives to continuously improve cybersecurity measures and policies, and implementation of new technologies. In addition, the ISO provides regular updates in areas such as rapidly evolving cybersecurity threats, cybersecurity technologies and solutions deployed internally, and major cybersecurity risk areas and efforts to mitigate those risks.
Cybersecurity Risk Process for Informing Management or Committees Responsible [Text Block] The ISO leads periodic reviews and discussions with senior management and the Audit Committee, including results of testing and training, initiatives to continuously improve cybersecurity measures and policies, and implementation of new technologies. In addition, the ISO provides regular updates in areas such as rapidly evolving cybersecurity threats, cybersecurity technologies and solutions deployed internally, and major cybersecurity risk areas and efforts to mitigate those risks.
Cybersecurity Risk Management Positions or Committees Responsible Report to Board [Flag] true
v3.25.4
Summary of Significant Accounting Policies (Policies)
 12 Months Ended
Dec. 31, 2025
Summary of Significant Accounting Policies  
Basis of Presentation

Basis of Presentation

The accompanying consolidated financial statements (“financial statements”) and notes thereto included in this Annual Report on Form 10-K have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). The accompanying financial statements include the accounts of Holdings and its consolidated subsidiaries. All significant intercompany accounts and transactions have been eliminated. In the opinion of management, the accompanying financial statements reflect all normal and recurring adjustments necessary to present fairly the Company’s financial position as of December 31, 2025 and 2024, the results of its operations and comprehensive income (loss), changes in its stockholders’ equity (deficit) and its cash flows for the years ended December 31, 2025, 2024 and 2023.

Use of Estimates

Use of Estimates

The preparation of the accompanying financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Segment Reporting

Segment Reporting

The Company operates under the following reportable segments:

●Real Estate – comprises the operations of the Company’s owned and independent global franchising operations under the REMAX brand along with corporate-wide shared services expenses.
●Mortgage – comprises the operations of the Company’s mortgage brokerage franchising operations under the Motto brand and mortgage loan processing services under the wemlo brand. Mortgage does not include any charges related to the corporate-wide shared services expenses.
●Marketing Funds – comprises the operations of the Company’s marketing campaigns designed to build and maintain brand awareness and the development and operation of agent marketing technology. This segment has no net income given the contractual restriction that all funds collected must be spent for designated purposes.

The Company presents all other business activities and operating segments which, due to quantitative insignificance, do not meet the quantitative significance tests for reportable segments under Other.

See Note 15, Segment Information, for additional information about segment reporting.

Principles of Consolidation

Principles of Consolidation

Holdings consolidates RMCO and records a non-controlling interest in the accompanying Consolidated Balance Sheets for the portion of RMCO owned by RIHI and records net income (loss) attributable to the non-controlling interest and comprehensive income (loss) attributable to the non-controlling interest in the accompanying Consolidated Statements of Income (Loss) and Consolidated Statements of Comprehensive Income (Loss), respectively.
Revenue Recognition

Revenue Recognition

The Company generates most of its revenue from contracts with customers. The Company’s franchise agreements offer the following benefits to the franchisee: common use and promotion of REMAX and Motto trademarks; distinctive sales and promotional materials; access to technology; marketing tools and education; standardized supplies and other materials used in REMAX and Motto offices; recommended procedures for operation of REMAX and Motto offices; and specifically for Motto franchisees, access to a variety of quality loan options from multiple leading wholesale lenders. The Company concluded that these benefits are highly related and all part of one performance obligation for each franchise agreement, a license of symbolic intellectual property that is billed through a variety of fees including continuing franchise fees, annual dues, broker fees, marketing funds fees and franchise sales, described below. The Company has other performance obligations associated with contracts with customers in other revenue for education, marketing and events, subscription revenue, loan processing revenue, advertising revenue and revenue from marketing as a service (“MaaS”). The method used to measure progress is over the passage of time for most streams of revenue. The following is a description of principal activities from which the Company generates its revenue.

Continuing Franchise Fees

Continuing franchise fees are fixed contractual fees paid monthly (a) by regional franchise owners in Independent Regions or franchisees in Company-Owned Regions based on the number of REMAX agents in the respective franchised region or office or (b) by Motto franchisees based on the number of open offices. Motto offices reach the full monthly billing once the Motto office has been open for 12 months. Continuing franchise fees are recognized in the month for which the fee is billed and are a usage-based royalty as they are dependent on the number of REMAX agents or the number of Motto open offices.

Annual Dues

Annual dues are a fixed membership fee paid annually by REMAX agents directly to the Company. The Company defers the annual dues revenue when billed and recognizes the revenue ratably over the 12-month period to which it relates. See the “Deferred Revenue” section below for a reconciliation of the activity in the Company’s deferred revenue for annual dues. Annual dues revenue is a usage-based royalty as it is dependent on the number of REMAX agents.

Broker Fees

Broker fees are assessed against real estate commissions paid by customers when a REMAX agent buys or sells a property. Generally, the amount paid is 1% of the total commission on the transaction in most regions. Revenue from broker fees is a sales-based royalty and recognized in the month when a home sale transaction occurs.

Agents in Company-Owned Regions who joined REMAX prior to 2004, the year the Company began assessing broker fees, are generally “grandfathered” and continue to be exempt from paying a broker fee. Certain agents in Canada do not pay broker fees. As of December 31, 2025, approximately 22% of agents in the U.S. and Canada Company-owned Regions did not pay broker fees. Motto franchisees do not pay any fees based on the number or dollar value of loans brokered.

The Company has pricing components that cap broker fees at certain commission levels. If a franchise agreement includes a capped broker fee plan the sales- and-usage-based royalty exception is no longer valid. Therefore, revenue from any agent, even agents on a traditional plan, that operates under a franchise agreement with a capped broker fee is estimated and recognized ratably over the year.

Marketing Funds Fees

Marketing Funds fees are fixed contractual fees paid monthly by franchisees based on the number of REMAX agents in the respective franchised region or office or the number of Motto offices. These revenues are obligated to be used for marketing campaigns to build brand awareness and to support agent marketing technology. Amounts received into the Marketing Funds are recognized as revenue in the month for which the fee is billed. This revenue is a usage-based royalty as it is dependent on the number of REMAX agents or number of Motto offices.

​

All assets of the Marketing Funds are contractually restricted for the benefit of franchisees, and the Company recognizes an equal and offsetting liability on the Company’s balance sheet for all amounts received. Additionally, this results in recording an equal and offsetting amount of expenses, against all revenues such that there is no impact to overall profitability of the Company from these revenues. In addition, advertising costs are expensed as incurred.

Franchise Sales

Franchise sales comprises revenue from the sale or renewal of franchises. A fee is charged upon a franchise sale or renewal. Those fees are deemed to be a part of the license of symbolic intellectual property and are recognized as revenue over the contractual term of the franchise agreement, which is typically 5 years for REMAX and 7 years for Motto franchise agreements. See the “Deferred Revenue” section below for a reconciliation of the activity in the Company’s deferred revenue for franchise sales.

Other Revenue

Other revenue is primarily from:

●Event-based revenue from education and other programs, which is recognized when the event occurs and until then amounts collected are included in “Deferred revenue”.
●Data service subscription revenue, which is recognized when the control of the products or services has transferred to the customer, which may occur at a point in time or over time, depending on the nature of the contract.
●Preferred marketing arrangements, which involves both flat fees paid in advance as well as revenue sharing, both of which are generally recognized over the period of the arrangement and are recorded net as the Company does not control the good or service provided.
●Technology products and subscription revenue, which charges a monthly fee to its customers or a periodic fee to agents who use the products or services.
●Mortgage loan processing revenue, which charges a flat fee per transaction which is recognized when a loan is closed.
●Advertising revenue is generated through advertisements, media and sponsorship sales via our websites. Revenue is recognized as ads are delivered based on the number of clicks or impressions and is recorded net of any commissions paid to advertising agencies, as applicable, as the Company does not control the good or service provided.
●MaaS is a centralized data-driven marketing platform that enables affiliates, such as brokers, owners, agents, and teams, to efficiently launch marketing campaigns. Revenue is generated from affiliate spend on marketing services within the platform and is recognized on a gross basis, as the Company controls the goods or services provided.

Deferred Revenue and Capitalized Contract Costs

Deferred revenue is primarily driven by Franchise sales and Annual dues, as discussed above, and is included in “Deferred revenue” and “Deferred revenue, net of current portion” on the Consolidated Balance Sheets. Other deferred revenue is primarily related to event-based revenue. The activity consists of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Balance at

​

​

​

Revenue

​

Balance at

​

​

January 1, 2025

​

New billings

​

recognized (a)

​

December 31, 2025

Franchise sales

​

$

21,282

​

$

5,582

​

$

(7,983)

​

$

18,881

Annual dues

​

​

12,261

​

​

29,801

​

​

(30,462)

​

​

11,600

Other

​

​

4,083

​

​

21,042

​

​

(21,356)

​

​

3,769

​

​

$

37,626

​

$

56,425

​

$

(59,801)

​

$

34,250

(a)Revenue recognized related to the beginning balance for Franchise Sales and Annual Dues was $7.2 million and $11.8 million, respectfully, for the year ended December 31, 2025.

Capitalized contract costs include commissions paid on Franchise sales and other contract costs that are recognized as an asset and amortized over the contract life of the franchise agreement. The activity in the Company’s capitalized contract costs (which are included in “Other current assets” and “Other assets, net of current portion” on the Consolidated Balance Sheets) consist of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Additions to

​

​

​

​

​

​

​

​

Balance at

​

contract cost

​

Expense

​

Balance at

​

​

January 1, 2025

​

for new activity

​

recognized

​

December 31, 2025

Capitalized contract costs

​

$

3,553

​

$

2,735

​

$

(1,970)

​

$

4,318

​

Disaggregated Revenue

In the following table, segment revenue is disaggregated by geographical area (in thousands):

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 

​

2025

​

2024

​

2023

U.S. Company-Owned Regions

$

122,933

​

$

131,375

​

$

138,499

U.S. Independent Regions

​

5,821

​

​

6,017

​

​

6,439

Canada Company-Owned Regions

​

39,177

​

​

40,693

​

​

40,805

Canada Independent Regions

​

2,754

​

​

2,758

​

​

2,891

Global

​

16,334

​

​

14,421

​

​

12,754

Fee revenue (a)

​

187,019

​

​

195,264

​

​

201,388

Franchise sales and other revenue (b)

​

18,073

​

​

18,829

​

​

25,794

Total Real Estate

​

205,092

​

​

214,093

​

​

227,182

U.S.

​

54,311

​

​

59,335

​

​

63,791

Canada

​

17,301

​

​

18,521

​

​

19,039

Global

​

1,223

​

​

1,127

​

​

1,031

Total Marketing Funds

​

72,835

​

​

78,983

​

​

83,861

Mortgage (c)

​

13,674

​

​

14,609

​

​

13,993

Other (c)

​

—

​

​

—

​

​

635

Total

$

291,601

​

$

307,685

​

$

325,671

(a)Fee revenue includes Continuing franchise fees, Annual dues and Broker fees.
(b)Franchise sales and other revenue is derived primarily within the U.S.
(c)Revenue from Mortgage and Other are derived exclusively within the U.S.
Transaction Price Allocated to the Remaining Performance Obligations

Transaction Price Allocated to the Remaining Performance Obligations

The following table includes estimated revenue by year, excluding certain other immaterial items, expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

2026

​

2027

​

2028

​

2029

​

2030

​

Thereafter

​

Total

Franchise sales

​

$

5,928

​

$

4,707

​

$

3,430

​

$

2,162

​

$

1,052

​

$

1,602

​

$

18,881

Annual dues

​

​

11,600

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

11,600

Total

​

$

17,528

​

$

4,707

​

$

3,430

​

$

2,162

​

$

1,052

​

$

1,602

​

$

30,481
Cash, Cash Equivalents and Restricted Cash

Cash, Cash Equivalents and Restricted Cash

All cash held by the Marketing Funds is contractually restricted. The following table reconciles the amounts presented for cash, both unrestricted and restricted, in the Consolidated Balance Sheets to the amounts presented in the Consolidated Statements of Cash Flows (in thousands):

​

​

​

​

​

​

​

​

​

​

December 31, 

​

​

2025

​

2024

Cash and cash equivalents

​

$

118,736

​

$

96,619

Restricted cash:

​

​

​

​

​

​

Marketing Funds (a)

​

​

19,332

​

​

17,668

Settlement Fund (b)

​

​

55,000

​

​

55,000

Total cash, cash equivalents and restricted cash

​

$

193,068

​

$

169,287

(a)All cash held by the Marketing Funds is contractually restricted, pursuant to the applicable franchise agreements.
(b)Represents the net amounts held in the U.S. Settlement Fund as part of the settlement of certain industry class-action lawsuits. See Note 13, Commitments and Contingencies, for additional information.
Services Provided to the Marketing Funds by Real Estate

Services Provided to the Marketing Funds by Real Estate

Real Estate charges the Marketing Funds for various services it performs or for payments it makes on behalf of the Marketing Funds to third-party vendors. These services are primarily comprised of (a) building and maintaining the remax.com and remax.ca websites, (b) agent and consumer-facing technology via the BoldTrail platform, (c) dedicated

employees focused on consumer-facing marketing initiatives, and (d) various administrative services including customer support of technology, accounting and legal.

Costs charged from Real Estate to the Marketing Funds are as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 

​

​

2025

​

2024

​

2023

Technology - operating

​

$

17,950

​

$

4,397

​

$

4,676

Technology - capital (a)

​

​

—

​

​

—

​

​

(203)

Marketing staff and administrative services

​

​

9,043

​

​

5,970

​

​

6,102

Total

​

$

26,993

​

$

10,367

​

$

10,575

(a)During the year ended 2023, the Company determined that certain development projects were no longer needed and therefore $0.2 million, reflecting the cost of work in process assets that would no longer be placed in service, was refunded to the marketing funds.
Selling, Operating and Administrative Expenses

Selling, Operating and Administrative Expenses

Selling, operating and administrative expenses primarily consist of personnel costs, including salaries, benefits, payroll taxes and other compensation expenses, professional fees, lease costs, as well as expenses for outsourced technology services and expenses for marketing to customers, to expand the Company’s franchises.

Fair Value of Financial Instruments

Fair Value of Financial Instruments

The carrying amounts of financial instruments, net of any allowances, including cash equivalents, accounts and notes receivable, accounts payable and accrued expenses approximate fair value due to their short-term nature.

Accounts and Notes Receivable

Accounts and Notes Receivable

Accounts receivable arising from monthly billings do not bear interest. The Company provides limited financing of certain franchise sales through the issuance of notes receivable with the associated interest recorded in “Interest income” in the accompanying Consolidated Statements of Income (Loss). Amounts collected on notes receivable are included in “Net cash provided by operating activities” in the accompanying Consolidated Statements of Cash Flows. As of December 31, 2025 and 2024, the current portion of notes receivable was approximately $3.1 million, respectively, and are recorded as a component of “Accounts and notes receivable, net of allowances” on the Consolidated Balance Sheets.

The Company records estimates of expected credit losses against its accounts and notes receivable based on historical experience, the credit quality of specific accounts, and general economic conditions that affect the Company’s performance, including changes in interest rates or the number of existing home sales, which are expected to impact the performance of its franchisees, agents and loan originators. These changes are included as a component of “Selling, operating and administrative expenses” in the accompanying Consolidated Statements of Income (Loss).

The activity in the Company’s allowances against accounts and notes receivable consists of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Balance at
beginning of period

​

Charges to expense for changes in Allowance for doubtful accounts(a)

​

Write-offs

​

Balance at
end of period

Year Ended December 31, 2025

​

$

11,208

​

$

3,278

​

$

(1,867)

​

$

12,619

Year Ended December 31, 2024

​

$

10,900

​

$

1,359

​

$

(1,051)

​

$

11,208

Year Ended December 31, 2023

​

$

9,111

​

$

6,784

​

$

(4,995)

​

$

10,900

(a)Includes approximately $1.0 million, $0.4 million and $1.8 million of expense attributable to the Marketing Funds for the years ended December 31, 2025, 2024 and 2023, respectively.
Accumulated Other Comprehensive Income (Loss) and Foreign Currency Translation

Accumulated Other Comprehensive Income (Loss) and Foreign Currency Translation

Accumulated other comprehensive income (loss) includes all changes in equity during a period that have yet to be recognized in income, except those resulting from transactions with stockholders and is comprised of foreign currency translation adjustments.

As of December 31, 2025, the Company, directly and through its franchisees, conducted operations in over 120 countries and territories, including the U.S. and Canada. The functional currency for the Company’s operations is the U.S. dollar, except for its Canadian subsidiaries for which it is the Canadian Dollar.

Assets and liabilities of the Canadian subsidiaries are translated at the spot rate in effect at the applicable reporting date, and the consolidated statements of income (loss) and cash flows are translated at the average exchange rates in effect during the applicable period. Exchange rate fluctuations on translating consolidated foreign currency financial statements into U.S. dollars that result in unrealized gains or losses are referred to as translation adjustments. Cumulative translation adjustments are recorded as a component of “Accumulated other comprehensive income (loss),” and periodic changes are included in comprehensive income (loss). Were the Company to sell a part or all of its investment in a foreign entity resulting in the complete or substantially complete liquidation of the foreign entity in which the subsidiary or group of assets had resided, it would release any related cumulative translation adjustment into net income (loss).

Foreign currency denominated monetary assets and liabilities and transactions occurring in currencies other than the Company’s or the Company’s consolidated foreign subsidiaries’ functional currencies are recorded based on exchange rates at the time such transactions arise. Changes in exchange rates with respect to amounts recorded in the accompanying Consolidated Balance Sheets related to these non-functional currency transactions result in transaction gains and losses that are reflected in the accompanying Consolidated Statements of Income (Loss) as “Foreign currency transaction (losses) gains.”

Other Current Assets and Other Assets, Net of Current Portion

Other Current Assets and Other Assets, Net of Current Portion

Other current assets and Other assets, net of current portion consist of the following (in thousands):

​

​

​

​

​

​

​

​

​

December 31, 

​

​

2025

​

2024

Prepaid expenses

​

$

10,472

​

$

12,438

Capitalized contract costs

​

​

1,055

​

​

1,008

Other

​

​

413

​

​

379

Other current assets

​

$

11,940

​

$

13,825

​

​

​

​

​

​

​

Capitalized contract costs

​

$

3,263

​

$

2,545

Notes receivable, net of current portion

​

​

1,791

​

​

1,873

Other

​

​

1,251

​

​

1,147

Other assets, net of current portion

​

$

6,305

​

$

5,565
Property and Equipment

Property and Equipment

Property and equipment, including leasehold improvements, are initially recorded at cost. Depreciation is provided for on a straight-line method over the estimated useful lives of each asset class and commences when the property is placed in service. Amortization of leasehold improvements is provided for on a straight-line method over the estimated benefit period of the related assets or the lease term, if shorter.

Franchise Agreements and Other Intangible Assets

Franchise Agreements and Other Intangible Assets

The Company’s franchise agreements result from franchise rights acquired from Independent Region acquisitions and are initially recorded at fair value. The Company amortizes the franchise agreements over their estimated useful life on a straight-line basis.

The Company also purchases and develops software for internal use. Software development costs and upgrade and enhancement costs incurred during the application development stage that result in additional functionality are capitalized. Costs incurred during the preliminary project and post-implementation-operation stages are expensed as incurred. Capitalized software costs are generally amortized over a term of two to five years. Purchased software licenses are amortized over their estimated useful lives.

The Company reviews its franchise agreements and other intangible assets subject to amortization for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is assessed by a comparison of the carrying amount of an asset group to estimated undiscounted future cash flows expected to be generated from such asset. If not recoverable, the excess of the carrying amount of an asset over its estimated discounted cash flows would be charged to operations as an impairment loss. For the years ended December 31, 2025, 2024 and 2023, there were no impairments indicated for such assets.
Goodwill

Goodwill

Goodwill is an asset representing the future economic benefits arising from the other assets acquired in a business combination that are not individually identified and separately recognized. The Company assesses goodwill for impairment at least annually at the reporting unit level or whenever an event occurs that would indicate impairment may have occurred. Reporting units are driven by the level at which segment management reviews operating results. The Company performs its required impairment testing annually on October 1.

The Company’s impairment assessment begins with a qualitative assessment to determine if it is more likely than not that a reporting unit’s fair value is less than the carrying amount. The initial qualitative assessment includes comparing the overall financial performance of the reporting units against the planned results as well as other factors which might indicate that the reporting unit’s value has declined since the last assessment date. If it is determined in the qualitative assessment that it is more likely than not that the fair value of a reporting unit is less than its carrying value, then the standard two-step quantitative impairment test is performed. The impairment test consists of comparing the estimated fair value of each reporting unit with its carrying amount, including goodwill. The fair value of a reporting unit is determined by forecasting results and applying an assumed discount rate to determine fair value as of the test date. If the estimated fair value of a reporting unit exceeds its carrying value, then it is not considered impaired and no further analysis is required. Goodwill impairment exists when the estimated implied fair value of a reporting unit’s goodwill is less than its carrying value.

During 2023, the Company recorded a goodwill impairment on its Mortgage reporting unit in its Mortgage Segment. See Note 7, Intangible Assets and Goodwill, for additional information.
Income Taxes

Income Taxes

The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Management periodically assesses the recoverability of its deferred tax assets based upon expected future earnings, future deductibility of the asset and changes in applicable tax laws and other factors. If management determines that it is not likely that the deferred tax asset will be fully recoverable in the future, a valuation allowance may be established for the difference between the asset balance and the amount expected to be recoverable in the future. The allowance will result in a charge to the Company’s Consolidated Statements of Income (Loss). During 2025 and 2024, the Company recorded an adjustment to the valuation allowance on its deferred tax assets, see Note 11, Income Taxes, for additional information.

RMCO complies with the requirements of the Internal Revenue Code that are applicable to limited liability companies that have elected to be treated as partnerships, which allow for the complete pass-through of taxable income or losses to RMCO’s unitholders, who are individually responsible for any federal tax consequences. The share of U.S. income allocable to Holdings results in a provision for income taxes for the federal and state taxes on that portion of income. The share of U.S. income allocable to RIHI does not result in a provision for income taxes for federal and state taxes given Holdings does not consolidate RIHI. RMCO is subject to certain global withholding taxes, which are ultimately allocated to both Holdings and RIHI since they are paid by RMCO. RMCO owns two corporate subsidiaries, which unlike RMCO are not pass-through entities. Income in those corporations is taxed at the corporate level, resulting in a provision for income taxes on 100% of their income, unlike domestic income at RMCO, for which a provision for income taxes is recognized on only Holdings share of that income (approximately 60%).

The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs.

Leases

Leases

The Company determines if an arrangement is a lease at inception. The Company’s operating lease agreements are primarily for corporate office space and are included within “Operating lease right of use assets”, “Operating lease liabilities” and “Operating lease liabilities, net of current portion’ on the Consolidated Balance Sheets.

The Company’s lease liabilities represent the obligation to make lease payments arising from the leases and right of use (“ROU”) assets are recognized as an offset at lease inception. ROU assets and lease liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. Variable lease payments consist of non-lease services related to the lease. Variable lease payments are excluded from the ROU assets and lease liabilities and are recognized in the period in which the obligation for those payments is incurred. As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the

information available at commencement date in determining the present value of lease payments. Many of the Company’s lessee agreements include options to extend the lease, which is not included in the minimum lease terms unless they are reasonably certain to be exercised. Lease costs expense for lease payments related to operating leases (which is substantially all of the Company’s leases) is recognized on a straight-line basis over the lease term and is recorded to “Selling, operating and administrative expenses’ in the Consolidated Statements of Income (Loss).

The Company has made an accounting policy election not to recognize ROU assets and lease liabilities that arise from any of its short-term leases. All leases with a term of 12 months or less at commencement, for which the Company is not reasonably certain to exercise available renewal options that would extend the lease term past 12 months, are recognized on a straight-line basis over the lease term.
Restructuring Charges

Restructuring Charges

During 2025, the Company restructured its support services intended to further enhance the overall customer experience. As a result, the Company incurred $2.7 million of severance and related expenses and an equity compensation benefit of $0.4 million, which are recognized as “Selling, operating and administrative expenses” in the Consolidated Statements of Income (Loss). See Note 8, Accrued Liabilities, for a roll forward of the liability.

During the fourth quarter of 2024, the Company restructured its support services intended to further enhance the overall customer experience. As a result of this restructuring, for the year ended December 31, 2024, the Company incurred $1.3 million of severance and related expenses and accelerated equity compensation expense of $0.3 million, which are recognized as “Selling, operating and administrative expenses” in the Consolidated Statements of Income (Loss). See Note 8, Accrued Liabilities, for a roll forward of the liability.

During the third quarter of 2023, the Company announced a reduction in force and reorganization (the “Reorganization”) intended to streamline the Company’s operations and yield cost savings over the long term. The Reorganization reduced the Company’s overall workforce by approximately 7% and was substantially complete by the end of the third quarter. As a result of the Reorganization, the Company incurred a pre-tax cash charge for one-time termination benefits of severance and related costs of $4.3 million and accelerated equity compensation expense of $0.5 million, which are recognized as “Selling, operating and administrative expenses” in the Consolidated Statements of Income (Loss). See Note 8, Accrued Liabilities, for a roll forward of the liability.
Equity-Based Compensation

Equity-Based Compensation

The Company recognizes compensation expense associated with equity-based compensation as a component of “Selling, operating and administrative expenses” in the accompanying Consolidated Statements of Income (Loss). All equity-based compensation is required to be measured at fair value on or just prior to the date of grant and is expensed over the requisite service period, generally over three-years, and forfeitures are accounted for as they occur. The Company recognizes compensation expense on awards on a straight-line basis over the requisite service period for the entire award. See Note 12, Equity-Based Compensation, for additional discussion regarding details of the Company’s equity-based compensation plans.

Severance and Retirement Plan

Severance and Retirement Plan

On December 2, 2025, the Compensation Committee of the Board of Directors modified the Severance and Retirement Plan previously adopted by the Company on May 24, 2023 (the “Plan”). The Plan provides benefits to eligible employees and executive officers of RE/MAX, LLC and its subsidiaries, in the event of (i) involuntary termination of their employment due to position elimination, reduction in force, or other circumstances that the employer determines should result in payment of benefits, or (ii) voluntary termination of employment due to retirement for employees who meet the retirement eligibility criteria in the Plan, subject in both cases to certain restrictions set forth in the Plan. In the case of involuntary termination, these benefits include salary continuation, a health benefits stipend, outplacement services and a possible pro-rated bonus. In the case of retirement, these benefits include modification of vesting of restricted stock awards (for employees who are eligible for restricted stock awards) and a possible pro-rated bonus. Any associated equity compensation expense will be accelerated through the employee's retirement eligibility date.
Foreign Currency Derivatives

Foreign Currency Derivatives

The Company is exposed to foreign currency transaction gains and losses related to certain foreign currency denominated asset and liability positions, with the Canadian dollar representing the most significant exposure primarily from an intercompany Canadian loan between RMCO and the Canadian entity for INTEGRA. The Company uses short duration foreign currency forward contracts, generally with maturities ranging from a few days to a few months, to minimize its exposures related to foreign currency exchange rate fluctuations. None of these contracts are designated as

accounting hedges as the underlying currency positions are revalued through “Foreign currency transaction gains (losses)” on the Consolidated Statements of Income (Loss) along with the related derivative contracts. Maturities of the foreign currency forward contracts are included within “Net cash provided by operating activities” on the Consolidated Statements of Cash Flows, with any non-cash portion included as a component of “Changes in operating assets and liabilities - Other assets and liabilities” on the Consolidated Statements of Cash Flows. During the years ended December 31, 2025, 2024 and 2023, the Company recognized a net loss of $1.0 million, a net gain of $3.5 million and a net loss of $1.1 million, respectively, on the derivative contracts.

The Company had a short-term $44.0 million Canadian dollar forward contract that matures in the first quarter of 2026 that net settles in U.S. dollar based on the prevailing spot rates at maturity.

Recently Adopted and New Accounting Pronouncements Not Yet Adopted

Recently Adopted Accounting Pronouncements

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740) – Improvements to Income Tax Disclosures (“ASU 2023-09”), which requires greater disaggregation of income tax disclosures related to the income tax reconciliation and income taxes paid. The amendments improve the transparency of income tax disclosures by requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction. The Company adopted this standard, effective December 31, 2025 on a prospective basis. See Note 11, Income Taxes for additional information.

New Accounting Pronouncements Not Yet Adopted

In November 2024, the FASB issued ASU 2024-03, Income Statement (Topic 220) – Disaggregation of Income Statement Expenses (“ASU 2024-03”), which requires enhanced disclosures around disaggregation of certain income statement expense lines into specified categories. The new standard applies to public business entities and is effective on a prospective basis for annual periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027. Early adoption is permitted. The Company believes the amendments of ASU 2024-03 will not have a significant impact on the Company’s consolidated financial statements and will include all required disclosures upon adoption.

In September 2025, the FASB issued ASU 2025-06, Intangibles (Topic 350) – Targeted Improvements to the Accounting for Internal-Use Software (“ASU 2025-06”), which clarifies and modernizes the accounting for costs related to internal-use software. The amendments remove all references to project stages in Accounting Standards Codification (“ASC”) 350-40 and clarify the threshold entities should apply to begin capitalizing costs. The new standard is effective for annual periods beginning after December 15, 2027, and interim periods within those fiscal years. The amendments can be applied using a prospective, retrospective, or modified transition approach. The Company believes the amendments of ASU 2025-06 will not have a significant impact on the Company’s consolidated financial statements or required disclosures.
v3.25.4
Summary of Significant Accounting Policies (Tables)
 12 Months Ended
Dec. 31, 2025
Summary of Significant Accounting Policies  
Schedule of deferred revenue for franchise sales and annual dues The activity consists of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Balance at

​

​

​

Revenue

​

Balance at

​

​

January 1, 2025

​

New billings

​

recognized (a)

​

December 31, 2025

Franchise sales

​

$

21,282

​

$

5,582

​

$

(7,983)

​

$

18,881

Annual dues

​

​

12,261

​

​

29,801

​

​

(30,462)

​

​

11,600

Other

​

​

4,083

​

​

21,042

​

​

(21,356)

​

​

3,769

​

​

$

37,626

​

$

56,425

​

$

(59,801)

​

$

34,250

(a)Revenue recognized related to the beginning balance for Franchise Sales and Annual Dues was $7.2 million and $11.8 million, respectfully, for the year ended December 31, 2025.
Schedule of commissions related to franchise sales The activity in the Company’s capitalized contract costs (which are included in “Other current assets” and “Other assets, net of current portion” on the Consolidated Balance Sheets) consist of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Additions to

​

​

​

​

​

​

​

​

Balance at

​

contract cost

​

Expense

​

Balance at

​

​

January 1, 2025

​

for new activity

​

recognized

​

December 31, 2025

Capitalized contract costs

​

$

3,553

​

$

2,735

​

$

(1,970)

​

$

4,318
Schedule of disaggregated revenue

In the following table, segment revenue is disaggregated by geographical area (in thousands):

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 

​

2025

​

2024

​

2023

U.S. Company-Owned Regions

$

122,933

​

$

131,375

​

$

138,499

U.S. Independent Regions

​

5,821

​

​

6,017

​

​

6,439

Canada Company-Owned Regions

​

39,177

​

​

40,693

​

​

40,805

Canada Independent Regions

​

2,754

​

​

2,758

​

​

2,891

Global

​

16,334

​

​

14,421

​

​

12,754

Fee revenue (a)

​

187,019

​

​

195,264

​

​

201,388

Franchise sales and other revenue (b)

​

18,073

​

​

18,829

​

​

25,794

Total Real Estate

​

205,092

​

​

214,093

​

​

227,182

U.S.

​

54,311

​

​

59,335

​

​

63,791

Canada

​

17,301

​

​

18,521

​

​

19,039

Global

​

1,223

​

​

1,127

​

​

1,031

Total Marketing Funds

​

72,835

​

​

78,983

​

​

83,861

Mortgage (c)

​

13,674

​

​

14,609

​

​

13,993

Other (c)

​

—

​

​

—

​

​

635

Total

$

291,601

​

$

307,685

​

$

325,671

(a)Fee revenue includes Continuing franchise fees, Annual dues and Broker fees.
(b)Franchise sales and other revenue is derived primarily within the U.S.
(c)Revenue from Mortgage and Other are derived exclusively within the U.S.
Schedule of transaction price allocated to the remaining performance obligations

The following table includes estimated revenue by year, excluding certain other immaterial items, expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

2026

​

2027

​

2028

​

2029

​

2030

​

Thereafter

​

Total

Franchise sales

​

$

5,928

​

$

4,707

​

$

3,430

​

$

2,162

​

$

1,052

​

$

1,602

​

$

18,881

Annual dues

​

​

11,600

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

11,600

Total

​

$

17,528

​

$

4,707

​

$

3,430

​

$

2,162

​

$

1,052

​

$

1,602

​

$

30,481
Schedule of reconciliation of cash, both unrestricted and restricted The following table reconciles the amounts presented for cash, both unrestricted and restricted, in the Consolidated Balance Sheets to the amounts presented in the Consolidated Statements of Cash Flows (in thousands):

​

​

​

​

​

​

​

​

​

​

December 31, 

​

​

2025

​

2024

Cash and cash equivalents

​

$

118,736

​

$

96,619

Restricted cash:

​

​

​

​

​

​

Marketing Funds (a)

​

​

19,332

​

​

17,668

Settlement Fund (b)

​

​

55,000

​

​

55,000

Total cash, cash equivalents and restricted cash

​

$

193,068

​

$

169,287

(a)All cash held by the Marketing Funds is contractually restricted, pursuant to the applicable franchise agreements.
(b)Represents the net amounts held in the U.S. Settlement Fund as part of the settlement of certain industry class-action lawsuits. See Note 13, Commitments and Contingencies, for additional information.
Schedule of cost charges to intersegment

Costs charged from Real Estate to the Marketing Funds are as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 

​

​

2025

​

2024

​

2023

Technology - operating

​

$

17,950

​

$

4,397

​

$

4,676

Technology - capital (a)

​

​

—

​

​

—

​

​

(203)

Marketing staff and administrative services

​

​

9,043

​

​

5,970

​

​

6,102

Total

​

$

26,993

​

$

10,367

​

$

10,575

(a)During the year ended 2023, the Company determined that certain development projects were no longer needed and therefore $0.2 million, reflecting the cost of work in process assets that would no longer be placed in service, was refunded to the marketing funds.
Schedule of allowances against accounts and notes receivable

The activity in the Company’s allowances against accounts and notes receivable consists of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Balance at
beginning of period

​

Charges to expense for changes in Allowance for doubtful accounts(a)

​

Write-offs

​

Balance at
end of period

Year Ended December 31, 2025

​

$

11,208

​

$

3,278

​

$

(1,867)

​

$

12,619

Year Ended December 31, 2024

​

$

10,900

​

$

1,359

​

$

(1,051)

​

$

11,208

Year Ended December 31, 2023

​

$

9,111

​

$

6,784

​

$

(4,995)

​

$

10,900

(a)Includes approximately $1.0 million, $0.4 million and $1.8 million of expense attributable to the Marketing Funds for the years ended December 31, 2025, 2024 and 2023, respectively.
Schedule of other current assets and other assets, net of current portion

Other current assets and Other assets, net of current portion consist of the following (in thousands):

​

​

​

​

​

​

​

​

​

December 31, 

​

​

2025

​

2024

Prepaid expenses

​

$

10,472

​

$

12,438

Capitalized contract costs

​

​

1,055

​

​

1,008

Other

​

​

413

​

​

379

Other current assets

​

$

11,940

​

$

13,825

​

​

​

​

​

​

​

Capitalized contract costs

​

$

3,263

​

$

2,545

Notes receivable, net of current portion

​

​

1,791

​

​

1,873

Other

​

​

1,251

​

​

1,147

Other assets, net of current portion

​

$

6,305

​

$

5,565
v3.25.4
Leases (Tables)
 12 Months Ended
Dec. 31, 2025
Leases  
Schedule of lease cost and other information

A summary of the Company’s lease cost is as follows (in thousands, except for weighted-averages):

​

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 

​

​

​

2025

​

2024

​

2023

​

Lease Cost

​

​

​

​

​

​

​

​

​

​

Operating lease cost (a)

​

$

9,257

​

$

9,682

​

$

10,833

​

Sublease income

​

​

(2,765)

​

​

(2,798)

​

​

(2,555)

​

Short-term lease cost (b)

​

​

7,494

​

​

7,383

​

​

8,882

​

Total lease cost

​

$

13,986

​

$

14,267

​

$

17,160

​

Other information

​

​

​

​

​

​

​

​

​

​

Cash paid for amounts included in the measurement of lease liabilities

​

​

​

​

​

​

​

​

​

​

Operating cash outflows from operating leases

​

​

10,294

​

​

10,028

​

​

9,819

​

Weighted-average remaining lease term in years - operating leases

​

​

2.5

​

​

3.4

​

​

4.4

​

Weighted-average discount rate - operating leases

​

​

6.3

%

​

6.3

%

​

6.3

%

(a)Includes approximately $2.7 million, $2.7 million and $3.5 million of taxes, insurance and maintenance for the years ended December 31, 2025, 2024, and 2023 respectively.
(b)Includes expenses associated with short-term leases of billboard advertisements and is included in “Marketing Funds expenses” on the Consolidated Statements of Income (Loss) for the years ended December 31, 2025, 2024 and 2023.
Schedule of maturities of lease liabilities under non-cancellable leases

Maturities under non-cancellable leases were as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

Rent Payments

​

Sublease Receipts

​

Total Cash Outflows

Year ending December 31:

​

​

​

​

​

​

​

​

​

2026

​

$

10,389

​

$

(2,333)

​

$

8,056

2027

​

​

10,410

​

​

(2,341)

​

​

8,069

2028

​

​

3,216

​

​

(781)

​

​

2,435

2029

​

​

244

​

​

—

​

​

244

2030

​

​

251

​

​

—

​

​

251

Thereafter

​

​

82

​

​

—

​

​

82

Total lease payments

​

$

24,592

​

$

(5,455)

​

$

19,137

Less: imputed interest

​

​

1,861

​

​

​

​

​

​

Present value of lease liabilities

​

$

22,731

​

​

​

​

​

​

​
v3.25.4
Non-controlling Interest (Tables)
 12 Months Ended
Dec. 31, 2025
Non-controlling Interest  
Summary of Ownership of the Common Units

Holdings is the sole managing member of RMCO and operates and controls all the business affairs of RMCO. The ownership of the common units in RMCO is summarized as follows:

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 2025

​

December 31, 2024

​

​

​

Shares

​

Ownership %

​

Shares

​

Ownership %

​

Non-controlling interest ownership of common units in RMCO

​

12,559,600

​

38.5

%

12,559,600

​

39.8

%

Holdings outstanding Class A common stock (equal to Holdings common units in RMCO)

​

20,095,180

​

61.5

%

18,971,435

​

60.2

%

Total common units in RMCO

​

32,654,780

​

100.0

%

31,531,035

​

100.0

%
Reconciliation from Income Before Provision for Income Taxes to Net Income A reconciliation of “Income (loss) before provision for income taxes” to “Net income (loss) attributable to RE/MAX Holdings, Inc.” and “Net Income attributable to non-controlling interest” in the accompanying Consolidated Statements of Income (Loss) for the periods indicated is detailed as follows (in thousands, except percentages):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 

​

​

​

2025

​

2024

​

2023

​

​

​

Holdings

  ​ ​ ​

NCI

  ​ ​ ​

Total

  ​ ​ ​

Holdings

  ​ ​ ​

NCI

  ​ ​ ​

Total

​

Holdings

  ​ ​ ​

NCI

  ​ ​ ​

Total

​

WAO percentage of RMCO(a)

​

​

61.2

%

​

38.8

%

​

100.0

%

​

59.9

%

​

40.1

%

​

100.0

%

​

59.1

%

​

40.9

%

​

100.0

%

Income (loss) before provision for income taxes(a)

​

$

11,743

​

$

7,885

​

$

19,628

​

$

3,216

​

$

2,984

​

$

6,200

​

$

(14,149)

​

$

(27,390)

​

$

(41,539)

​

(Provision) / benefit for income taxes(b)

​

​

(3,590)

​

​

(2,605)

​

​

(6,195)

​

​

3,907

​

​

(2,030)

​

​

1,877

​

​

(54,873)

​

​

(2,074)

​

​

(56,947)

​

Net income (loss)

​

$

8,153

​

$

5,280

​

$

13,433

​

$

7,123

​

$

954

​

$

8,077

​

$

(69,022)

​

$

(29,464)

​

$

(98,486)

​

NCI – non-controlling interest

(a)The WAO percentage of RMCO differs from the allocation of income (loss) before provision for income taxes between RE/MAX Holdings and the non-controlling interest due to certain items recorded at Holdings.
(b)The provision for income taxes attributable to Holdings is primarily comprised of U.S. federal and state income taxes on its proportionate share of the pass-through income (loss) from RMCO. It also includes Holdings’ share of taxes directly incurred by RMCO and its subsidiaries, including taxes in certain foreign jurisdictions. See Note 11, Income Taxes, for additional information.
v3.25.4
Earnings (Loss) Per Share and Dividends (Tables)
 12 Months Ended
Dec. 31, 2025
Earnings (Loss) Per Share and Dividends  
Reconciliation of Numerator and Denominator used in Basic and Diluted EPS Calculations

The following is a reconciliation of the numerator and denominator used in the basic and diluted EPS calculations (in thousands, except shares and per share information):

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended

​

​

December 31, 

​

​

2025

​

2024

​

2023

Numerator

​

​

​

​

​

​

​

​

​

Net income (loss) attributable to RE/MAX Holdings, Inc.

​

$

8,153

​

$

7,123

​

$

(69,022)

Denominator for basic net income (loss) per share of Class A common stock

​

​

​

​

​

​

​

​

​

Weighted average shares of Class A common stock outstanding

​

​

19,845,469

​

​

18,780,200

​

​

18,111,409

Denominator for diluted net income (loss) per share of Class A common stock

​

​

​

​

​

​

​

​

​

Weighted average shares of Class A common stock outstanding

​

​

19,845,469

​

​

18,780,200

​

​

18,111,409

Add dilutive effect of the following:

​

​

​

​

​

​

​

​

​

Restricted stock (a)

​

​

554,579

​

​

513,627

​

​

—

Weighted average shares of Class A common stock outstanding, diluted

​

​

20,400,048

​

​

19,293,827

​

​

18,111,409

Net income (loss) attributable to RE/MAX Holdings, Inc. per share of Class A common stock

​

​

​

​

​

​

​

​

​

Basic

​

$

0.41

​

$

0.38

​

$

(3.81)

Diluted

​

$

0.40

​

$

0.37

​

$

(3.81)

(a)As the Company had a net loss for the year ended December 31, 2023, these shares would have been considered anti-dilutive and therefore there is no effect on the weighted average shares of Class A common stock outstanding EPS calculation.
v3.25.4
Property and Equipment (Tables)
 12 Months Ended
Dec. 31, 2025
Property and Equipment  
Property and Equipment

Property and equipment consist of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

As of December 31, 

​

​

Depreciable Life

​

2025

​

2024

Leasehold improvements

​

Shorter of estimated useful life or life of lease

​

$

9,875

​

$

9,838

Office furniture, fixtures and equipment

​

2 - 10 years

​

​

13,283

​

​

13,264

Total property and equipment

​

​

​

​

23,158

​

​

23,102

Less accumulated depreciation

​

​

​

​

(17,162)

​

​

(15,524)

Total property and equipment, net

​

​

​

$

5,996

​

$

7,578
v3.25.4
Intangible Assets and Goodwill (Tables)
 12 Months Ended
Dec. 31, 2025
Intangible Assets and Goodwill  
Schedule of components of intangible assets

The following table provides the components of the Company’s intangible assets (in thousands, except weighted average amortization period in years):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Weighted

  ​ ​ ​

​

​

  ​ ​ ​

​

​

  ​ ​ ​

​

​

  ​ ​ ​

​

​

  ​ ​ ​

​

​

  ​ ​ ​

​

​

​

​

​

Average

​

As of December 31, 2025

​

As of December 31, 2024

​

​

​

Amortization

​

Initial

​

Accumulated

​

Net

​

Initial

​

Accumulated

​

Net

​

​

​

Period

​

Cost

​

Amortization

​

Balance

​

Cost

​

Amortization

​

Balance

Franchise agreements

​

​

12.3

​

$

224,231

​

$

(157,151)

​

$

67,080

​

$

222,055

​

$

(140,869)

​

$

81,186

Other intangible assets:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Software (a)

​

​

2.9

​

$

55,884

​

$

(46,455)

​

$

9,429

​

$

57,243

​

$

(46,829)

​

$

10,414

Trademarks

​

​

10.8

​

​

835

​

​

(527)

​

​

308

​

​

900

​

​

(684)

​

​

216

Non-compete agreements

​

​

5.0

​

​

12,917

​

​

(11,880)

​

​

1,037

​

​

12,721

​

​

(9,969)

​

​

2,752

Training materials

​

​

—

​

​

—

​

​

—

​

​

—

​

​

2,400

​

​

(2,400)

​

​

—

Other

​

​

—

​

​

—

​

​

—

​

​

—

​

​

870

​

​

(870)

​

​

—

Total other intangible assets

​

​

3.7

​

$

69,636

​

$

(58,862)

​

$

10,774

​

$

74,134

​

$

(60,752)

​

$

13,382

(a)As of December 31, 2025 and 2024, capitalized software development costs of $1.8 million and $1.2 million, respectively, were related to technology projects not yet complete and ready for their intended use and thus were not subject to amortization.
Schedule of estimated future amortization of intangible assets, other than goodwill

As of December 31, 2025, the estimated future amortization expense related to intangible assets includes the estimated amortization expense associated with the Company’s intangible assets assumed with the Company’s acquisitions (in thousands):

​

​

​

​

2026

​

$

18,650

2027

​

​

11,695

2028

​

​

9,629

2029

​

​

7,194

2030

​

​

6,768

Thereafter

​

​

23,918

​

​

$

77,854
Schedule of changes to goodwill

The following table presents changes to goodwill by reportable segment for the period from January 1, 2024 to December 31, 2025 (in thousands):

​

​

​

​

​

​

Real Estate

Balance, January 1, 2024 (a)

​

$

241,164

Effect of changes in foreign currency exchange rates

​

​

(3,925)

Balance, January 1, 2025

​

$

237,239

Effect of changes in foreign currency exchange rates

​

​

2,333

Balance, December 31, 2025

​

$

239,572

(a)As of January 1, 2024, the Real Estate segment had a gross goodwill balance of $253.4 million and accumulated impairment losses of $12.2 million. The Mortgage segment goodwill balance was fully impaired during the fourth quarter of 2023, recognizing accumulated impairment losses of $18.6 million. The Marketing Funds segment does not have a goodwill balance.
v3.25.4
Accrued Liabilities (Tables)
 12 Months Ended
Dec. 31, 2025
Accrued Liabilities  
Schedule of Accrued Liabilities

Accrued liabilities consist of the following (in thousands):

​

​

​

​

​

​

​

​

​

As of December 31, 

​

​

2025

​

2024

Marketing Funds (a)

​

$

26,427

​

$

27,995

Accrued payroll and related employee costs

​

​

12,448

​

​

15,444

Accrued taxes

​

​

1,566

​

​

2,153

Accrued professional fees

​

​

1,655

​

​

960

Settlements payable (b)

​

​

55,167

​

​

60,410

Other

​

​

3,664

​

​

3,897

​

​

$

100,927

​

$

110,859

(a)Consists primarily of liabilities recognized to reflect the contractual restriction that all funds collected in the Marketing Funds must be spent for designated purposes. See Note 2, Summary of Significant Accounting Policies, for additional information.
(b)Represents the settlement payable as part of the settlements of certain industry class-action lawsuits and other legal settlements. Settlement payables that are transacted in Canadian dollars have been translated into U.S. dollars at the balance sheet date. During the fourth quarter of 2025, the court approved the Canadian Settlement Amount thereby relieving the associated settlement payable. See Note 13, Commitments and Contingencies, for additional information.
Schedule of restructure by type of cost

The following table presents a rollforward of the liability as related to the restructuring activities, which are in “Accrued payroll and related employee costs” in the table above (in thousands):

​

​

​

​

​

Balance January 1, 2023

​

$

3,631

Severance and other related expenses

​

​

4,211

Cash payments and other

​

​

(5,220)

Balance December 31, 2023 (a)

​

​

2,622

Severance and other related expenses

​

​

1,268

Cash payments and other

​

​

(2,497)

Balance December 31, 2024 (b)

​

​

1,393

Severance and other related expenses

​

​

2,591

Cash payments and other

​

​

(2,663)

Balance, December 31, 2025 (c)

​

$

1,321

(a)Includes $2.6 million related to the Reorganization that occurred in the third quarter of 2023. See Note 2, Summary of Significant Accounting Policies, for additional information.
(b)Includes $1.1 million related to the restructuring that occurred in the fourth quarter of 2024 and $0.3 million related to the Reorganization that occurred in the third quarter of 2023. See Note 2, Summary of Significant Accounting Policies for additional information.
(c)Includes $1.3 million related to a restructuring that occurred in 2025. See Note 2, Summary of Significant Accounting Policies for additional information.
v3.25.4
Debt (Tables)
 12 Months Ended
Dec. 31, 2025
Debt  
Schedule of debt

Debt, net of current portion, consists of the following (in thousands):

​

​

​

​

​

​

​

​

​

As of December 31, 

​

​

2025

​

2024

Senior Secured Credit Facility

​

$

439,300

​

$

443,901

Less unamortized debt issuance costs

​

​

(1,975)

​

​

(2,259)

Less unamortized debt discount costs

​

​

(574)

​

​

(799)

Less current portion

​

​

(4,600)

​

​

(4,600)

​

​

$

432,151

​

$

436,243
Schedule of Maturities of Debt

Maturities of debt are as follows (in thousands):

​

​

​

​

As of December 31, 

​

​

​

2026

​

$

4,600

2027

​

​

4,600

2028

​

​

430,100

​

​

$

439,300
v3.25.4
Fair Value Measurements (Tables)
 12 Months Ended
Dec. 31, 2025
Fair Value Measurements  
Liabilities measured at fair value on a recurring basis

A summary of the Company’s liabilities measured at fair value on a recurring basis is as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

As of December 31, 2025

​

As of December 31, 2024

​

​

Fair Value

  ​ ​ ​

Level 1

  ​ ​ ​

Level 2

  ​ ​ ​

Level 3

  ​ ​ 

Fair Value

  ​ ​ ​

Level 1

  ​ ​ ​

Level 2

  ​ ​ ​

Level 3

Liabilities - Contingent consideration (a)

​

$

1,275

​

$

—

​

$

—

​

$

1,275

​

$

2,175

​

$

—

​

$

—

​

$

2,175

(a)Recorded as a component of “Accounts payable”, “Accrued liabilities” and “Other liabilities, net of current portion” in the accompanying Consolidated Balance Sheets.
Reconciliation of the contingent consideration

The table below presents a reconciliation of the contingent consideration (in thousands):

​

​

​

​

​

​

Total

Balance at January 1, 2024

​

$

2,760

Fair value adjustments

​

​

(225)

Cash payments

​

​

(360)

Balance at January 1, 2025

​

$

2,175

Fair value adjustments

​

​

(109)

Cash payments

​

​

(791)

Balance at December 31, 2025

​

$

1,275
Summary of carrying value and fair value of senior secured credit facility

The following table summarizes the carrying value and estimated fair value of the Senior Secured Credit Facility (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 2025

​

December 31, 2024

​

​

Carrying
Amount

  ​ ​ ​

Fair Value
Level 2

  ​ ​ ​

Carrying
Amount

  ​ ​ ​

Fair Value
Level 2

Senior Secured Credit Facility

​

$

436,751

​

$

432,711

​

$

440,843

​

$

435,022

​
v3.25.4
Income Taxes (Tables)
 12 Months Ended
Dec. 31, 2025
Income Taxes  
Schedule of Income Before Provision for Income Taxes

“Income (loss) before provision for income taxes” as shown in the accompanying Consolidated Statements of Income (Loss) is comprised of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31,

​

​

2025

​

2024

​

2023

Domestic

​

$

(25,782)

​

$

(37,232)

​

$

(82,690)

Foreign

​

​

45,410

​

​

43,432

​

​

41,151

Total

​

$

19,628

​

$

6,200

​

$

(41,539)
Schedule of Components of Provision for Income Taxes Components of the “Provision for income taxes” in the accompanying Consolidated Statements of Income (Loss) consist of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31,

​

​

2025

​

2024

​

2023

Current

​

​

​

​

​

​

​

​

​

Federal

​

$

691

​

$

(6,807)

​

$

1,748

Foreign

​

​

5,460

​

​

6,529

​

​

5,248

State and local

​

​

499

​

​

503

​

​

564

Total current expense

​

​

6,650

​

​

225

​

​

7,560

Deferred expense

​

​

​

​

​

​

​

​

​

Federal

​

​

(1,085)

​

​

(649)

​

​

39,634

Foreign

​

​

630

​

​

(1,453)

​

​

573

State and local

​

​

—

​

​

—

​

​

9,180

Total deferred expense (benefit)

​

​

(455)

​

​

(2,102)

​

​

49,387

Provision for income taxes

​

$

6,195

​

$

(1,877)

​

$

56,947
Schedule of income tax paid net of refunds

The following table presents total cash paid, net of refunds, for income taxes disaggregated by jurisdiction (in thousands):

​

​

​

​

​

​

Year Ended

​

​

December 31, 2025

Federal

​

$

1,553

State

​

​

201

Foreign

​

​

​

Canada

​

​

3,197

Argentina

​

​

833

Other

​

​

1,388

Total

​

$

7,172
Schedule of Reconciliation of U.S. Statutory Income Tax Rate to Company's Effective Tax Rate

A reconciliation of the U.S. statutory income tax rate to the Company’s effective tax rate for the year ended December 31, 2025, is as follows:

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 2025

​

​

​

$

​

%

​

U.S. statutory tax rate

​

$

4,122

​

​

21.0

%

State and local taxes, net of federal benefit (a)(b)

​

​

329

​

​

1.7

​

Foreign tax effects

​

​

​

​

​

​

​

Canada - Rate Differential

​

​

438

​

​

2.2

​

Canada -Other

​

​

105

​

​

0.5

​

Foreign withholding taxes

​

​

​

​

​

​

​

Canada withholding taxes

​

​

913

​

​

4.7

​

Argentina withholding taxes

​

​

510

​

​

2.6

​

Other

​

​

850

​

​

4.3

​

Earnings and adjustments attributable to non-controlling interests (c)(d)

​

​

(57)

​

​

(0.3)

​

Effect of changes in tax laws or rates enacted in the current period

​

​

838

​

​

4.3

​

Effect of cross-border tax laws

​

​

​

​

​

​

​

Deferred impact on organizational restructure - Canada

​

​

(362)

​

​

(1.8)

​

Deemed royalty

​

​

364

​

​

1.9

​

Foreign Tax Credits

​

​

(3,079)

​

​

(15.7)

​

Nontaxable or nondeductible items

​

​

​

​

​

​

​

Share-based payment awards

​

​

853

​

​

4.3

​

162(m) compensation limitation

​

​

243

​

​

1.2

​

Other

​

​

(160)

​

​

(0.8)

​

Changes in Valuation Allowances Federal

​

​

758

​

​

3.9

​

Other Adjustments

​

​

​

​

​

​

​

Other

​

​

(470)

​

​

(2.4)

​

​

​

$

6,195

​

​

31.6

%

(a)The Company does not expect to have material state income tax expense. The states with the highest expected impact are Colorado, California, Minnesota, Florida, New Jersey, Pennsylvania and Illinois.
(b)Encompasses state tax liabilities and any state-specific tax adjustments such as the write-off of state deferred tax assets (including valuation allowances on state net operating losses (“NOL”s) and other state tax differences.
(c)The majority of the Company’s income is generated via a pass-through entity of which the non-controlling interest owns approximately 40%, that proportion of the Company’s income is not subject to U.S. or state income tax rates.
(d)Approximately 40% of foreign taxes paid at the RMCO level and corporate subsidiary taxes are attributable to the non-controlling interest. As a result, these taxes are not creditable against the U.S. taxes of Holdings.

As previously disclosed for the years ended December 31, 2024 and 2023, prior to the adoption of ASU 2023-09, a reconciliation of the U.S. statutory income tax rate to the Company’s effective tax rate is as follows:

​

​

​

​

​

​

​

​

​

​

Year Ended December 31,

​

​

​

2024

​

2023

​

U.S. statutory tax rate

​

​

21.0

%

​

21.0

%

State and local taxes, net of federal benefit

​

​

5.7

​

​

3.7

​

Income attributable to non-controlling interests (a)

​

​

(12.7)

​

​

(16.3)

​

Subtotal

​

​

14.0

%

​

8.4

%

Non-creditable foreign and domestic taxes - non-controlling interest (b)(c)

​

​

30.7

​

​

(4.6)

​

Non-creditable foreign taxes - RE/MAX Holdings (c)(d)

​

​

8.7

​

​

(0.5)

​

Foreign derived intangible income deduction

​

​

(8.6)

​

​

—

​

Other permanent differences

​

​

23.3

​

​

(3.4)

​

Uncertain tax positions

​

​

—

​

​

2.4

​

Foreign Tax Rate Differential

​

​

(2.5)

​

​

—

​

162(m) compensation limitation

​

​

1.6

​

​

—

​

Valuation Allowance

​

​

(108.0)

​

​

(153.1)

​

Effect of permanent difference - adjustment TRA liability

​

​

4.8

​

​

15.0

​

Other

​

​

5.7

​

​

(1.3)

​

​

​

​

(30.3)

%

​

(137.1)

%

(a)Given the majority of the Company’s income is generated via a pass-through entity of which the non-controlling interest owns approximately 40%, that proportion of the Company’s income is not subject to U.S. or state income tax rates.
(b)Approximately 40% of foreign taxes paid at the RMCO level and corporate subsidiary taxes are attributable to the non-controlling interest. As a result, these taxes are not creditable against the U.S. taxes of Holdings.
(c)The percentage impact of these items in 2023 switched directionally because the Company’s pre-tax net income changed from positive to negative.
(d)While a portion of foreign taxes are creditable within the U.S. since Canada’s tax rate is higher than the U.S. statutory rate a portion of the tax paid will not be creditable.
Summary of Deferred Tax Assets and Liabilities

The components of the Company’s deferred tax assets and liabilities are summarized as follows (in thousands):

​

​

​

​

​

​

​

​

​

As of December 31, 

​

​

2025

​

2024

Deferred tax assets

​

​

​

​

​

​

Goodwill, other intangibles and other assets

​

$

22,921

​

$

28,322

Settlement charge

​

​

—

​

​

1,180

Imputed interest deduction pursuant to tax receivable agreements

​

​

1,763

​

​

1,987

Operating lease liabilities

​

​

3,303

​

​

4,398

Compensation and benefits

​

​

3,427

​

​

5,238

Allowance for doubtful accounts

​

​

2,334

​

​

1,043

Property and equipment

​

​

1,749

​

​

442

Deferred revenue

​

​

4,055

​

​

3,624

Foreign tax credit carryforward

​

​

16,960

​

​

14,919

Net operating loss carryforward

​

​

2,795

​

​

1

163j business interest limitation carryforward

​

​

11,757

​

​

9,987

Other

​

​

2,319

​

​

3,812

Total deferred tax assets

​

​

73,383

​

​

74,953

Valuation allowance (a)

​

​

(68,812)

​

​

(69,211)

Total deferred tax assets, net of valuation allowance

​

​

4,571

​

​

5,742

Deferred tax liabilities

​

​

​

​

​

​

Goodwill, other intangibles and other assets

​

​

(10,289)

​

​

(10,888)

Operating lease assets

​

​

(1,722)

​

​

(2,408)

Other

​

​

(753)

​

​

(894)

Total deferred tax liabilities

​

​

(12,764)

​

​

(14,190)

Net deferred tax assets and liabilities

​

$

(8,193)

​

$

(8,448)

(a)In 2025 and 2024, a valuation allowance was recorded against the Company’s deferred tax assets as a result of a combined three-year cumulative loss primarily due to the settlement of the 2023 industry class-action lawsuits.
Schedule of unrecognized tax benefits

Uncertain tax position liabilities represent the aggregate tax effect of differences between the tax return positions and the amounts otherwise recognized in the consolidated financial statements and are recognized in “Income taxes payable” in the Consolidated Balance Sheets. A reconciliation of the beginning and ending amount, excluding interest and penalties is as follows:

​

​

​

​

​

​

​

​

​

​

​

​

As of December 31, 

​

​

2025

​

2024

​

2023

Balance, January 1

​

$

30

​

$

258

​

$

1,014

Decrease related to prior year tax positions

​

​

(30)

​

​

(228)

​

​

(756)

Balance, December 31 (a)

​

$

—

​

$

30

​

$

258

(a)Excludes accrued interest and penalties of $0.1 million for the year ended December 31, 2023. As of December 31, 2025, there is no accrued interest and penalties. Interest and penalties are recognized in “Income taxes payable” within the Consolidated Balance Sheets.
v3.25.4
Equity-Based Compensation (Tables)
 12 Months Ended
Dec. 31, 2025
Schedule of Employee Stock-Based Compensation Expense

Employee stock-based compensation expense under the Company’s Incentive Plan is as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 

​

​

2025

​

2024

​

2023

Expense from time-based awards (a)

​

$

9,635

​

$

10,849

​

$

12,305

Expense from performance-based awards (a)(b)

​

​

3,338

​

​

2,942

​

​

3,718

Expense from bonus to be settled in shares (c)

​

​

3,654

​

​

5,064

​

​

3,513

Equity-based compensation expense

​

$

16,627

​

$

18,855

​

$

19,536

Tax benefit from equity-based compensation

​

​

(2,501)

​

​

(2,776)

​

​

(2,834)

Deficit / (excess) tax benefit from equity-based compensation

​

​

706

​

​

1,001

​

​

965

Net compensation cost

​

$

14,832

​

$

17,080

​

$

17,667

(a)Includes $0.7 million of expense recognized for time-based awards and $0.6 million of expense recognized for performance-based awards, for the year ended December 31, 2025, for inducement awards granted to the Company's CEO, Erik Carlson, in the fourth quarter of 2023, and two additional employees hired during the second half of 2025. As of December 31, 2025, 804,311 restricted stock units remain outstanding assuming maximum achievement of the CEO performance awards.
(b)Expense recognized for performance-based awards is re-assessed each quarter based on expectations of achievement against the performance conditions.
(c)A portion of the annual corporate bonus earned is to be settled in shares. These amounts are recognized as “Accrued liabilities” in the Consolidated Balance Sheets and are not included in “Additional paid-in capital” until the shares are issued.
Time-based awards  
Schedule of Restricted Stock Units

The following table summarizes equity-based compensation activity related to time-based restricted stock units and restricted stock awards:

​

​

​

​

​

​

​

​

Shares

​

Weighted average
grant date fair
value per share

Balance, January 1, 2025

​

1,743,345

​

$

10.40

Granted (a)

​

1,656,049

​

$

8.80

Shares vested (including tax withholding) (b)

​

(907,191)

​

$

11.17

Forfeited

​

(488,340)

​

$

9.46

Balance, December 31, 2025

​

2,003,863

​

$

8.96

​

(a)The weighted average grant date fair value per share for the years ended December 31, 2024 and 2023 were $8.77 and $15.50, respectively.
(b)Pursuant to the terms of the Incentive Plans, shares withheld by the Company for the payment of the employee's tax withholding related to shares vesting are added back to the pool of shares available for future awards.
Performance-based awards  
Schedule of Restricted Stock Units

The following table summarizes equity-based compensation activity related to PSUs:

​

​

​

​

​

​

​

​

Shares

​

Weighted average
grant date fair
value per share

Balance, January 1, 2025

​

1,025,661

​

$

6.22

Granted (a)

​

741,435

​

$

9.27

Shares vested (including tax withholding) (b)

​

(237,463)

​

$

11.40

Forfeited

​

(334,429)

​

$

9.86

Balance, December 31, 2025

​

1,195,204

​

$

6.06

(a)The weighted average grant date fair value per share for the years ended December 31, 2024 and 2023 were $8.81 and $7.95, respectively.
(b)Pursuant to the terms of the Incentive Plans, shares withheld by the Company for the payment of the employee's tax withholding related to shares vesting are added back to the pool of shares available for future awards.

​
v3.25.4
Segment Information (Tables)
 12 Months Ended
Dec. 31, 2025
Segment Information  
Schedule of revenue from external customers by segment

The following table presents revenue from external customers by segment (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 

​

​

​

2025

​

2024

​

2023

Continuing franchise fees

​

​

$

102,866

​

$

111,260

​

$

116,472

Annual dues

​

​

​

30,462

​

​

32,188

​

​

33,904

Broker fees

​

​

​

53,691

​

​

51,816

​

​

51,012

Franchise sales and other revenue

​

​

​

18,073

​

​

18,829

​

​

25,794

Total Real Estate revenue

​

​

​

205,092

​

​

214,093

​

​

227,182

Continuing franchise fees

​

​

​

9,999

​

​

10,751

​

​

10,912

Franchise sales and other revenue

​

​

​

3,675

​

​

3,858

​

​

3,081

Total Mortgage revenue

​

​

​

13,674

​

​

14,609

​

​

13,993

Marketing Funds fees

​

​

​

72,835

​

​

78,983

​

​

83,861

Total reportable segments revenue

​

​

​

291,601

​

​

307,685

​

​

325,036

Other (a)

​

​

​

—

​

​

—

​

​

635

Total revenue

​

​

$

291,601

​

$

307,685

​

$

325,671

​

(a)As of December 31, 2025, Other is not considered a reportable segment. See Note 2, Summary of Significant Accounting Policies, for additional information.
Schedule of selling, operating and administrative expenses included in adjusted EBITDA of the company's reportable segments

The following table presents Selling, operating and administrative expenses by segment and includes a reconciliation of reportable segment expenses in Adjusted EBITDA (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 

​

​

​

2025

​

2024

​

2023

Personnel

​

​

$

73,513

​

$

79,919

​

$

81,900

Professional fees

​

​

​

13,445

​

​

10,850

​

​

13,450

Lease costs

​

​

​

5,807

​

​

6,317

​

​

7,140

Events, travel and related costs

​

​

​

13,026

​

​

15,307

​

​

19,734

Other segment items (a)

​

​

​

20,057

​

​

17,649

​

​

25,148

Total Real Estate selling, operating and administrative expenses

​

​

​

125,848

​

​

130,042

​

​

147,372

Adjustments to arrive at segment expense in Adjusted EBITDA (b)

​

​

​

(19,910)

​

​

(18,853)

​

​

(24,495)

Total Real Estate expense in Adjusted EBITDA

​

​

$

105,938

​

$

111,189

​

$

122,877

​

​

​

​

​

​

​

​

​

​

​

Personnel

​

​

$

13,321

​

$

14,240

​

$

14,134

Professional fees

​

​

​

820

​

​

1,394

​

​

1,237

Lease costs

​

​

​

454

​

​

439

​

​

460

Events, travel and related costs

​

​

​

2,535

​

​

2,721

​

​

3,118

Other segment items (a)

​

​

​

3,689

​

​

3,291

​

​

3,495

Total Mortgage selling, operating and administrative expenses

​

​

​

20,819

​

​

22,085

​

​

22,444

Adjustments to arrive at segment expense in Adjusted EBITDA (b)

​

​

​

(1,747)

​

​

(2,403)

​

​

(1,531)

Total Mortgage expense in Adjusted EBITDA

​

​

$

19,072

​

$

19,682

​

$

20,913

​

​

​

​

​

​

​

​

​

​

​

Marketing Funds fees (c)

​

​

$

72,835

​

$

78,983

​

$

83,861

Other (d)

​

​

$

35

​

$

131

​

$

1,732

(a)Other segment items for each reportable segment include:

Real Estate – other technology expenses, bank fees, corporate administration expenses, commissions, insurance, property and other taxes, bad debt expense, and other miscellaneous expenses.

Mortgage – other technology expenses, commissions, bad debt expense, and other miscellaneous expenses.

(b)This adjustment reconciles segment Selling, operating and administrative expenses to total segment expense included in the measure of segment Adjusted EBITDA. These adjustments contain certain non-cash items and other non-recurring cash charges or other items.
(c)Marketing Funds fees comprise the Company’s marketing campaigns designed to build and maintain brand awareness and the development and operation of agent marketing technology. The Marketing Funds segment operates at no profit. See Note 2, Summary of Significant Accounting Policies, for additional information.
(d)As of December 31, 2025, Other is not considered a reportable segment and is included in total Selling, operating and administrative expenses. See Note 2, Summary of Significant Accounting Policies, for additional information.
Schedule of reconciliation of adjusted EBITDA by segment to income (loss) before provision for income taxes

The following table presents a reconciliation of Adjusted EBITDA by segment to income (loss) before provision for income taxes (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 

​

​

​

2025

​

2024

​

2023

Adjusted EBITDA: Real Estate

​

​

$

99,154

​

$

102,904

​

$

104,305

Adjusted EBITDA: Mortgage

​

​

​

(5,398)

​

​

(5,073)

​

​

(6,920)

Adjusted EBITDA: Total reportable segments (a)

​

​

​

93,756

​

​

97,831

​

​

97,385

Adjusted EBITDA: Other (a)

​

​

​

(35)

​

​

(131)

​

​

(1,097)

Settlement and impairment charges (b)

​

​

​

1,542

​

​

(5,483)

​

​

(73,783)

Equity-based compensation expense

​

​

​

(16,627)

​

​

(18,855)

​

​

(19,536)

Fair value adjustments to contingent consideration (c)

​

​

​

109

​

​

225

​

​

533

Restructuring charges (d)

​

​

​

(2,536)

​

​

(1,227)

​

​

(4,210)

Change in estimated tax receivable agreement liability (e)

​

​

​

(715)

​

​

(1,219)

​

​

25,298

Other adjustments (f)

​

​

​

(1,898)

​

​

(2,860)

​

​

(2,394)

Interest income

​

​

​

3,580

​

​

3,738

​

​

4,420

Interest expense

​

​

​

(31,700)

​

​

(36,258)

​

​

(35,741)

Depreciation and amortization

​

​

​

(25,848)

​

​

(29,561)

​

​

(32,414)

Income (loss) before provision for income taxes

​

​

$

19,628

​

$

6,200

​

$

(41,539)

(a)The Marketing Funds segment operates at no profit. In addition, as of December 31, 2025, Other is not considered a reportable segment. See Note 2, Summary of Significant Accounting Policies, for additional information.
(b)During 2025, the Company recorded a cost recovery in connection with a previous settlement, that was received in the fourth quarter of 2025 from an escrow fund from a prior acquisition. This was partially offset by the settlement of an immaterial legal matter and an impairment recognized on an office lease in Canada, see Note 3, Leases, for additional information on our leases. During 2024 and 2023, represents the settlements of certain industry class-action lawsuits and other legal settlements, see Note 13, Commitments and Contingencies, for additional information. During 2023, in connection with the Company’s annual goodwill impairment test, it concluded that the carrying value of the Mortgage reporting unit within the Mortgage segment exceeded its fair value, resulting in an impairment charge to the Mortgage reporting unit goodwill. See Note 7, Intangible Assets and Goodwill, for additional information.
(c)Fair value adjustments to contingent consideration include amounts recognized for changes in the estimated fair value of the contingent consideration liabilities. See Note 10, Fair Value Measurements, for additional information.
(d)During 2025 and 2024, the Company restructured its support services to further enhance the overall customer experience. Additionally, during 2023, the Company announced a reduction in force and reorganization intended to streamline the Company’s operations and yield cost savings over the long term. See Note 2, Summary of Significant Accounting Policies, for additional information.
(e)Change in estimated tax receivable agreement liability is the result of a valuation allowance on deferred tax assets. See Note 4, Non-controlling Interest and Note 11, Income Taxes, for additional information.
(f)Other adjustments are primarily made up of losses on disposal of assets in 2025 and employee retention related expenses from the Company’s CEO transition in 2024 and 2023.
Summary of total assets by segment

The following table presents total assets of the Company’s segments (in thousands):

​

​

​

​

​

​

​

As of December 31, 

​

2025

​

2024

Real Estate

$

504,451

​

$

508,081

Marketing Funds

​

28,192

​

​

29,069

Mortgage

​

49,832

​

​

44,433

Other (a)

​

—

​

​

11

Total assets

$

582,475

​

$

581,594

(a)Other is not considered a reportable segment.
v3.25.4
Business and Organization (Details)
 12 Months Ended
Dec. 31, 2025
Vote
class
Dec. 31, 2024
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]    
Percentage of company consisting of franchises 100.00%  
Number of classes of common stock | class 2  
Common Class A    
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]    
Number of votes per share held | Vote 1  
Common Class A | One Company Founder    
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]    
Ownership percentage 1.10%  
RMCO, LLC    
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]    
Parent economic interest in RMCO (as a percentage) 61.50% 60.20%
RMCO, LLC | RIHI    
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]    
Non-controlling interest ownership of common units in RMCO 38.50% 39.80%
v3.25.4
Summary of Significant Accounting Policies - Schedule of Deferred Revenue (Details)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
USD ($)
Disaggregation of Revenue [Line Items]  
Balance at beginning of period $ 37,626
New billings 56,425
Revenue recognized (59,801)
Balance at the end of period 34,250
Franchise sales  
Disaggregation of Revenue [Line Items]  
Balance at beginning of period 21,282
New billings 5,582
Revenue recognized (7,983)
Balance at the end of period 18,881
Revenue recognized related to the beginning balance 7,200
Annual dues  
Disaggregation of Revenue [Line Items]  
Balance at beginning of period 12,261
New billings 29,801
Revenue recognized (30,462)
Balance at the end of period 11,600
Revenue recognized related to the beginning balance 11,800
Other  
Disaggregation of Revenue [Line Items]  
Balance at beginning of period 4,083
New billings 21,042
Revenue recognized (21,356)
Balance at the end of period $ 3,769
v3.25.4
Summary of Significant Accounting Policies - Franchise Sales Commission and Other Contract Costs (Details) - Capitalized contracts costs for commission and other contract costs
$ in Thousands
 12 Months Ended
Dec. 31, 2025
USD ($)
Capitalized Contract Cost [Line Items]  
Balance at beginning of period $ 3,553
Additions to contract cost for new activity (2,735)
Expense recognized (1,970)
Balance at end of period $ 4,318
v3.25.4
Summary of Significant Accounting Policies - Disaggregated Revenue (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Disaggregation of Revenue [Line Items]      
Total revenue $ 291,601 $ 307,685 $ 325,671
Franchise sales and other revenue      
Disaggregation of Revenue [Line Items]      
Total revenue 21,748 22,687 29,510
Real Estate      
Disaggregation of Revenue [Line Items]      
Total revenue 205,092 214,093 227,182
Real Estate | Fee revenue      
Disaggregation of Revenue [Line Items]      
Total revenue 187,019 195,264 201,388
Real Estate | Franchise sales and other revenue      
Disaggregation of Revenue [Line Items]      
Total revenue 18,073 18,829 25,794
Marketing Funds      
Disaggregation of Revenue [Line Items]      
Total revenue 72,835 78,983 83,861
Mortgage      
Disaggregation of Revenue [Line Items]      
Total revenue 13,674 14,609 13,993
Other      
Disaggregation of Revenue [Line Items]      
Total revenue     635
UNITED STATES | Company -Owned Regions | Fee revenue      
Disaggregation of Revenue [Line Items]      
Total revenue 122,933 131,375 138,499
UNITED STATES | Independent Regions | Fee revenue      
Disaggregation of Revenue [Line Items]      
Total revenue 5,821 6,017 6,439
UNITED STATES | Marketing Funds      
Disaggregation of Revenue [Line Items]      
Total revenue 54,311 59,335 63,791
CANADA | Company -Owned Regions | Fee revenue      
Disaggregation of Revenue [Line Items]      
Total revenue 39,177 40,693 40,805
CANADA | Independent Regions | Fee revenue      
Disaggregation of Revenue [Line Items]      
Total revenue 2,754 2,758 2,891
CANADA | Marketing Funds      
Disaggregation of Revenue [Line Items]      
Total revenue 17,301 18,521 19,039
Global | Global. | Fee revenue      
Disaggregation of Revenue [Line Items]      
Total revenue 16,334 14,421 12,754
Global | Marketing Funds      
Disaggregation of Revenue [Line Items]      
Total revenue $ 1,223 $ 1,127 $ 1,031
v3.25.4
Summary of Significant Accounting Policies - Transaction Price (Details)
$ in Thousands
Dec. 31, 2025
USD ($)
Annual Dues And Franchise Sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 30,481
Franchise sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue 18,881
Annual dues  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue 11,600
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | Annual Dues And Franchise Sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 17,528
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | Franchise sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 5,928
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | Annual dues  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 11,600
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | Annual Dues And Franchise Sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 4,707
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | Franchise sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 4,707
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | Annual dues  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01 | Annual Dues And Franchise Sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 3,430
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01 | Franchise sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 3,430
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01 | Annual dues  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2029-01-01 | Annual Dues And Franchise Sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 2,162
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2029-01-01 | Franchise sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 2,162
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2029-01-01 | Annual dues  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2030-01-01 | Annual Dues And Franchise Sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 1,052
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2030-01-01 | Franchise sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 1,052
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2030-01-01 | Annual dues  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2031-01-01 | Annual Dues And Franchise Sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 1,602
Performance period
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2031-01-01 | Franchise sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 1,602
Performance period
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2031-01-01 | Annual dues  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Performance period
v3.25.4
Summary of Significant Accounting Policies - Cash, Cash Equivalents and Restricted Cash (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Cash, Cash Equivalents and Restricted Cash        
Cash and cash equivalents $ 118,736 $ 96,619    
Restricted cash 74,332 72,668    
Total cash, cash equivalents and restricted cash 193,068 169,287 $ 125,763 $ 138,128
Marketing Funds        
Cash, Cash Equivalents and Restricted Cash        
Restricted cash 19,332 17,668    
Settlement Fund        
Cash, Cash Equivalents and Restricted Cash        
Restricted cash $ 55,000 $ 55,000    
v3.25.4
Summary of Significant Accounting Policies - Services Provided to Marketing Funds by REMAX Franchising (Details) - Marketing funds - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Intersegment Costs [Line Items]      
Costs charged $ 26,993 $ 10,367 $ 10,575
Technology - operating      
Intersegment Costs [Line Items]      
Costs charged 17,950 4,397 4,676
Technology - capital      
Intersegment Costs [Line Items]      
Costs charged     (203)
Technology - capital | Work in progress assets      
Intersegment Costs [Line Items]      
Costs charged     200
Marketing staff and administrative services      
Intersegment Costs [Line Items]      
Costs charged $ 9,043 $ 5,970 $ 6,102
v3.25.4
Summary of Significant Accounting Policies - Schedule of Allowances Against Accounts and Notes Receivable (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Accounts, Notes, Loans and Financing Receivable [Line Items]      
Notes receivable $ 3,100 $ 3,100  
Balance at beginning of period 11,208 10,900 $ 9,111
Charges to expense for changes in Allowance for doubtful accounts 3,278 1,359 6,784
Write-offs (1,867) (1,051) (4,995)
Balance at end of period 12,619 11,208 10,900
Marketing funds      
Accounts, Notes, Loans and Financing Receivable [Line Items]      
Charges to expense for changes in Allowance for doubtful accounts $ 1,000 $ 400 $ 1,800
v3.25.4
Summary of Significant Accounting Policies - Other Current Assets and Other Assets, Net of Current Portion (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Summary of Significant Accounting Policies    
Prepaid expenses $ 10,472 $ 12,438
Capitalized contract costs 1,055 1,008
Other 413 379
Other current assets 11,940 13,825
Capitalized contract costs 3,263 2,545
Notes receivable, net of current portion 1,791 1,873
Other 1,251 1,147
Other assets, net of current portion $ 6,305 $ 5,565
v3.25.4
Summary of Significant Accounting Policies - Restructuring Charges (Details) - USD ($)
$ in Millions
 3 Months Ended 12 Months Ended
Sep. 30, 2023
Dec. 31, 2025
Dec. 31, 2024
Summary of Significant Accounting Policies      
Severance and related costs $ 4.3 $ 2.7 $ 1.3
Accelerated equity compensation benefit   $ 0.4  
Equity compensation expense $ 0.5   $ 0.3
Restructuring and related cost percent 7.00%    
v3.25.4
Summary of Significant Accounting Policies - Foreign Currency Derivatives (Details) - Foreign Currency Exchange - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Derivative [Line Items]      
Recognized net realized gain (loss) $ (1.0) $ 3.5 $ (1.1)
Notional amount $ 44.0    
v3.25.4
Summary of Significant Accounting Policies - Additional Information (Details)
 12 Months Ended
Dec. 31, 2025
USD ($)
subsidiary
country
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Significant Accounting Policies [Line Items]      
Broker fees, as a percent 1.00%    
Percentage of agent 22.00%    
Impairment of franchise agreements and other intangible assets subject to amortization | $ $ 0 $ 0 $ 0
Equity-based compensation vesting period 3 years    
Minimum      
Significant Accounting Policies [Line Items]      
Number of countries and territories operations conducted | country 120    
Software | Minimum      
Significant Accounting Policies [Line Items]      
Useful life of intangible assets 2 years    
Software | Maximum      
Significant Accounting Policies [Line Items]      
Useful life of intangible assets 5 years    
RMCO, LLC      
Significant Accounting Policies [Line Items]      
Parent economic interest in RMCO (as a percentage) 61.50% 60.20%  
RMCO, LLC | Maximum      
Significant Accounting Policies [Line Items]      
Parent economic interest in RMCO (as a percentage) 60.00%    
RMCO, LLC      
Significant Accounting Policies [Line Items]      
Number of corporate subsidiaries | subsidiary 2    
RMCO, LLC | Subsidiaries      
Significant Accounting Policies [Line Items]      
Income tax provision recognized, percentage of income 100.00%    
Annual dues      
Significant Accounting Policies [Line Items]      
Deferred revenue recognition period 12 months    
Franchise sales | RE/MAX franchise agreements      
Significant Accounting Policies [Line Items]      
Period of franchise agreement 5 years    
Franchise sales | Motto Franchising      
Significant Accounting Policies [Line Items]      
Period of franchise agreement 7 years    
v3.25.4
Leases - Lease Cost (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Lease Cost      
Operating lease cost $ 9,257 $ 9,682 $ 10,833
Sublease income (2,765) (2,798) (2,555)
Short-term lease cost 7,494 7,383 8,882
Total lease cost 13,986 14,267 17,160
Operating cash outflows from operating leases $ 10,294 $ 10,028 $ 9,819
Weighted-average remaining lease term in years - operating leases 2 years 6 months 3 years 4 months 24 days 4 years 4 months 24 days
Weighted-average discount rate - operating leases 6.30% 6.30% 6.30%
Taxes, insurance and maintenance related to operating lease $ 2,700 $ 2,700 $ 3,500
v3.25.4
Leases - Maturities of Lease Liabilities Under Non-Cancellable Leases (Details)
$ in Thousands
Dec. 31, 2025
USD ($)
Lessee, Operating Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract]  
2026 $ 10,389
2027 10,410
2028 3,216
2029 244
2030 251
Thereafter 82
Total lease payments 24,592
Less: imputed interest 1,861
Present value of lease liabilities 22,731
Sublease Receipts  
2026 (2,333)
2027 (2,341)
2028 (781)
Total sublease Receipts (5,455)
Total Cash Outflows  
2026 8,056
2027 8,069
2028 2,435
2029 244
2030 251
Thereafter 82
Total Cash Outflows $ 19,137
v3.25.4
Leases (Additional Information) (Details)
 12 Months Ended
Dec. 31, 2025
agreement
item
Lessee, Lease, Description [Line Items]  
Number of sublease agreements | agreement 6
Master Lease  
Lessee, Lease, Description [Line Items]  
Number of renewal periods | item 2
Annual rent escalation in initial lease period and in first renewal period 3.00%
Renewal of lease period 10 years
v3.25.4
Non-controlling Interest - Ownership of Common Units in RMCO (Details) - RMCO, LLC - shares
Dec. 31, 2025
Dec. 31, 2024
Shares    
Holdings outstanding Class A common stock (equal to Holdings common units in RMCO) 20,095,180 18,971,435
Total number of common stock units in RMCO 32,654,780 31,531,035
Ownership Percentage    
Holdings outstanding Class A common stock (equal to Holdings common units in RMCO) 61.50% 60.20%
Total percentage of common stock units in RMCO 100.00% 100.00%
RIHI    
Shares    
Non-controlling interest ownership of common units in RMCO 12,559,600 12,559,600
Ownership Percentage    
Non-controlling interest ownership of common units in RMCO 38.50% 39.80%
v3.25.4
Non-controlling Interest - Net Income (Loss) Reconciliation (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Noncontrolling Interest [Line Items]      
Income (loss) before provision for income taxes attributable to Holdings $ 11,743 $ 3,216 $ (14,149)
Income (loss) before provision for income taxes attributable to NCI 7,885 2,984 (27,390)
Income (loss) before provision for income taxes 19,628 6,200 (41,539)
(Provision) / benefit for income taxes attributable to Holdings (3,590) 3,907 (54,873)
(Provision) / benefit for income taxes attributable to NCI (2,605) (2,030) (2,074)
(Provision) / benefit for income taxes (6,195) 1,877 (56,947)
Net income (loss) attributable to Holdings 8,153 7,123 (69,022)
Net income (loss) attributable to NCI 5,280 954 (29,464)
Net income (loss) $ 13,433 $ 8,077 $ (98,486)
RMCO, LLC | Weighted Average      
Noncontrolling Interest [Line Items]      
WAO percentage of Holdings 61.20% 59.90% 59.10%
WAO percentage 100.00% 100.00% 100.00%
RIHI | RMCO, LLC | Weighted Average      
Noncontrolling Interest [Line Items]      
WAO percentage: NCI 38.80% 40.10% 40.90%
v3.25.4
Non-controlling Interest - Distributions and Other Payments to Non-controlling Unitholders (Details)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
USD ($)
Non-controlling Interest  
Distributions to non-controlling unitholders $ 8,655
v3.25.4
Non-controlling Interest - Tax Receivable Agreements (Details) - USD ($)
shares in Millions, $ in Millions
 1 Months Ended 2 Months Ended 12 Months Ended
Oct. 31, 2013
Dec. 31, 2015
Dec. 31, 2025
Dec. 31, 2023
Dec. 31, 2024
RIHI          
Significant Accounting Policies [Line Items]          
Common stock issued at initial public offering 11.5 5.2      
TRA holders          
Significant Accounting Policies [Line Items]          
Tax benefit realized     85.00%    
Amounts payable under tax receivable agreements     $ 1.5   $ 1.5
Reduction in tax receivable       $ 25.3  
v3.25.4
Earnings (Loss) Per Share and Dividends - Reconciliation of the Numerator and Denominator Used in Basic and Diluted EPS Calculations (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Numerator      
Net income (loss) attributable to RE/MAX Holdings, Inc. $ 8,153 $ 7,123 $ (69,022)
Common Class A      
Denominator for basic net income (loss) per share of Class A common stock      
Weighted average shares of Class A common stock outstanding 19,845,469 18,780,200 18,111,409
Denominator for diluted net income (loss) per share of Class A common stock      
Weighted average shares of Class A common stock outstanding 19,845,469 18,780,200 18,111,409
Add dilutive effect of the following:      
Weighted average shares of Class A common stock outstanding, diluted 20,400,048 19,293,827 18,111,409
Net income (loss) attributable to RE/MAX Holdings, Inc. per share of Class A common stock      
Basic $ 0.41 $ 0.38 $ (3.81)
Diluted $ 0.4 $ 0.37 $ (3.81)
Restricted Stock Units (RSUs) | Common Class A      
Add dilutive effect of the following:      
Restricted stock 554,579 513,627  
v3.25.4
Earnings (Loss) Per Share and Dividends - Dividends (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 12 Months Ended
Dec. 31, 2024
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Earnings (Loss) Per Share and Dividends              
Dividends paid (in dollars per share)   $ 0.23 $ 0.23 $ 0.23      
Dividends payable $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0
Dividend paid $ 0       $ 0 $ 0  
v3.25.4
Earnings (Loss) Per Share and Dividends - Share Repurchases and Retirement (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2023
Jan. 31, 2022
Share Repurchases And Retirement [Line Items]      
Shares repurchased and retired, Value   $ 3,408  
Common Class A [Member]      
Share Repurchases And Retirement [Line Items]      
Authorized amount     $ 100,000
Shares repurchased and retired, Shares 0    
Share repurchase value of remaining $ 62,500    
v3.25.4
Property and Equipment (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Property Plant And Equipment [Line Items]      
Total property and equipment, gross $ 23,158 $ 23,102  
Less accumulated depreciation (17,162) (15,524)  
Total property and equipment, net 5,996 7,578  
Depreciation expense 2,400 2,400 $ 2,500
Leasehold Improvements      
Property Plant And Equipment [Line Items]      
Total property and equipment, gross 9,875 9,838  
Office furniture, fixtures and equipment      
Property Plant And Equipment [Line Items]      
Total property and equipment, gross $ 13,283 $ 13,264  
Office furniture, fixtures and equipment | Minimum      
Property Plant And Equipment [Line Items]      
Depreciable life 2 years    
Office furniture, fixtures and equipment | Maximum      
Property Plant And Equipment [Line Items]      
Depreciable life 10 years    
v3.25.4
Intangible Assets and Goodwill - Components of Company's Intangible Assets (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Finite Lived Intangible Assets [Line Items]      
Net Balance $ 67,080 $ 81,186  
Amortization expense 23,500 27,200 $ 29,900
Franchise agreements      
Finite Lived Intangible Assets [Line Items]      
Initial Cost 224,231 222,055  
Accumulated Amortization (157,151) (140,869)  
Net Balance $ 67,080 81,186  
Franchise agreements | Weighted Average      
Finite Lived Intangible Assets [Line Items]      
Useful life of intangible assets 12 years 3 months 18 days    
Other Intangible Assets      
Finite Lived Intangible Assets [Line Items]      
Initial Cost $ 69,636 74,134  
Accumulated Amortization (58,862) (60,752)  
Net Balance $ 10,774 13,382  
Other Intangible Assets | Weighted Average      
Finite Lived Intangible Assets [Line Items]      
Useful life of intangible assets 3 years 8 months 12 days    
Software      
Finite Lived Intangible Assets [Line Items]      
Initial Cost $ 55,884 57,243  
Accumulated Amortization (46,455) (46,829)  
Net Balance $ 9,429 10,414  
Software | Weighted Average      
Finite Lived Intangible Assets [Line Items]      
Useful life of intangible assets 2 years 10 months 24 days    
Software Development      
Finite Lived Intangible Assets [Line Items]      
Capitalized software development costs $ 1,800 1,200  
Trademarks      
Finite Lived Intangible Assets [Line Items]      
Initial Cost 835 900  
Accumulated Amortization (527) (684)  
Net Balance $ 308 216  
Trademarks | Weighted Average      
Finite Lived Intangible Assets [Line Items]      
Useful life of intangible assets 10 years 9 months 18 days    
Non-compete agreements      
Finite Lived Intangible Assets [Line Items]      
Initial Cost $ 12,917 12,721  
Accumulated Amortization (11,880) (9,969)  
Net Balance $ 1,037 2,752  
Non-compete agreements | Weighted Average      
Finite Lived Intangible Assets [Line Items]      
Useful life of intangible assets 5 years    
Training materials      
Finite Lived Intangible Assets [Line Items]      
Initial Cost   2,400  
Accumulated Amortization   (2,400)  
Training materials | Weighted Average      
Finite Lived Intangible Assets [Line Items]      
Useful life of intangible assets 0 years    
Other      
Finite Lived Intangible Assets [Line Items]      
Initial Cost   870  
Accumulated Amortization   $ (870)  
Other | Weighted Average      
Finite Lived Intangible Assets [Line Items]      
Useful life of intangible assets 0 years    
v3.25.4
Intangible Assets and Goodwill - Estimated Future Amortization of Intangible Assets, Other Than Goodwill (Details)
$ in Thousands
Dec. 31, 2025
USD ($)
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract]  
2026 $ 18,650
2027 11,695
2028 9,629
2029 7,194
2030 6,768
Thereafter 23,918
Estimated future amortization expense $ 77,854
v3.25.4
Intangible Assets and Goodwill - Schedule of Changes in Goodwill (Details) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Dec. 31, 2023
Dec. 31, 2025
Dec. 31, 2024
Jan. 01, 2024
Changes to goodwill        
Beginning Balance   $ 237,239    
Ending Balance   239,572 $ 237,239  
Goodwill impairment losses   0 0  
Real Estate        
Changes to goodwill        
Beginning Balance   237,239 241,164  
Effect of changes in foreign currency exchange rates   2,333 (3,925)  
Ending Balance $ 241,164 $ 239,572 $ 237,239  
Goodwill gross       $ 253,400
Goodwill impairment losses       $ 12,200
Mortgage        
Changes to goodwill        
Impairment charge $ 18,600      
Goodwill, Impairment Loss, Statement of Income or Comprehensive Income [Extensible Enumeration] Settlement And Impairment Charges      
Goodwill impairment losses $ 18,600      
v3.25.4
Accrued Liabilities - Schedule of Accrued Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Accrued Liabilities    
Marketing Funds $ 26,427 $ 27,995
Accrued payroll and related employee costs 12,448 15,444
Accrued taxes 1,566 2,153
Accrued professional fees 1,655 960
Settlements payable 55,167 60,410
Other 3,664 3,897
Accrued liabilities $ 100,927 $ 110,859
v3.25.4
Accrued Liabilities - Rollforward Related to Restructure (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Restructuring Cost and Reserve [Line Items]      
Beginning balance $ 1,393 $ 2,622 $ 3,631
Severance and other related expenses $ 2,591 $ 1,268 $ 4,211
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration] Selling, General and Administrative Expense Selling, General and Administrative Expense Selling, General and Administrative Expense
Cash payments and other $ (2,663) $ (2,497) $ (5,220)
Ending balance 1,321 1,393 2,622
Restructuring and Reduction in Force Charges      
Restructuring Cost and Reserve [Line Items]      
Beginning balance 1,100    
Ending balance 1,300 1,100  
Reorganization      
Restructuring Cost and Reserve [Line Items]      
Beginning balance $ 300 2,600  
Ending balance   $ 300 $ 2,600
v3.25.4
Debt - Schedule of Debt (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Debt    
Senior Secured Credit Facility $ 439,300 $ 443,901
Less unamortized debt issuance costs (1,975) (2,259)
Less unamortized debt discount costs (574) (799)
Less current portion (4,600) (4,600)
Debt, net of current portion $ 432,151 $ 436,243
v3.25.4
Debt - Schedule of Maturities of Debt (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Debt    
2026 $ 4,600  
2027 4,600  
2028 430,100  
Long term debt $ 439,300 $ 443,901
v3.25.4
Debt - Additional Information (Details) - USD ($)
$ in Millions
 6 Months Ended 12 Months Ended
Jul. 21, 2021
Jun. 30, 2023
Dec. 31, 2025
Debt Instrument [Line Items]      
Leverage ratio under debt covenant     3.12
Amount of consolidated EBITDA     $ 102.6
Base Rate | Minimum | Debt Instrument Borrowings Rate, Scenario Biii      
Debt Instrument [Line Items]      
Debt Instrument, Reference Rate, Benchmark     1.50%
Senior Secured Credit Facility Refinancing      
Debt Instrument [Line Items]      
Constitutes an event of default     $ 15.0
Senior Secured Credit Facility Refinancing | Below 3.50 Percent      
Debt Instrument [Line Items]      
Leverage ratio under debt covenant     3.5
Senior Secured Credit Facility Refinancing | Above 3.50 Percent      
Debt Instrument [Line Items]      
Leverage ratio under debt covenant     3.5
Amount of restricted payments limit     $ 50.0
Percentage of restricted payments limit     50.00%
Senior Secured Credit Facility Refinancing | Debt Instrument Borrowings Rate, Scenario B      
Debt Instrument [Line Items]      
Applicable margin added to basis spread on variable rate     1.50%
Senior Secured Credit Facility Refinancing | Federal Reserve Bank of New York | Debt Instrument Borrowings Rate, Scenario Bii      
Debt Instrument [Line Items]      
Basis spread on variable rate   0.50%  
Senior Secured Credit Facility Refinancing | London Interbank Offered Rate (LIBOR) | Debt Instrument Borrowings Rate, Scenario A      
Debt Instrument [Line Items]      
Basis spread on variable rate   2.50%  
Senior Secured Credit Facility Refinancing | London Interbank Offered Rate (LIBOR) | Minimum | Debt Instrument Borrowings Rate, Scenario A      
Debt Instrument [Line Items]      
Debt Instrument, Reference Rate, Benchmark   0.50%  
Senior Secured Credit Facility Refinancing | Base Rate | Debt Instrument Borrowings Rate, Scenario Biii      
Debt Instrument [Line Items]      
Variable rate     1.50%
Senior Secured Credit Facility Refinancing | Eurodollar | Debt Instrument Borrowings Rate, Scenario B      
Debt Instrument [Line Items]      
Applicable margin added to basis spread on variable rate   1.50%  
Senior Secured Credit Facility Refinancing | Eurodollar | Debt Instrument Borrowings Rate, Scenario Biii      
Debt Instrument [Line Items]      
Basis spread on variable rate   1.00%  
Senior Secured Credit Facility Refinancing | SOFR | Debt Instrument Borrowings Rate, Scenario A      
Debt Instrument [Line Items]      
Basis spread on variable rate     2.50%
Variable rate     0.50%
Senior Secured Credit Facility Refinancing | SOFR | Debt Instrument Borrowings Rate, Scenario Biii      
Debt Instrument [Line Items]      
Basis spread on variable rate     1.00%
Senior Secured Credit Facility Refinancing | SOFR | Minimum | Debt Instrument Borrowings Rate, Scenario A      
Debt Instrument [Line Items]      
Debt Instrument, Reference Rate, Benchmark     0.50%
Senior Secured Credit Facility Refinancing | NYFRB Rate | Debt Instrument Borrowings Rate, Scenario Bii      
Debt Instrument [Line Items]      
Basis spread on variable rate     0.50%
Term loan | Senior Secured Credit Facility Refinancing      
Debt Instrument [Line Items]      
Loan term 7 years    
Credit facility, borrowing capacity $ 460.0    
Mandatory principal payments     $ 1.2
Percentage of proceeds of additional debt incurred not permitted by credit facility required to repay term loans     100.00%
Percentage of proceeds of assets sales required to repay term loans and reduce revolving commitments     100.00%
Percentage of amounts recovered under insurance policies required to repay term loans and reduce revolving commitments     100.00%
Excess cash flow repayment (as a percent)     50.00%
Excess cash flow payment     $ 0.0
Debt instrument, interest rate     6.30%
Term loan | Senior Secured Credit Facility Refinancing | Equal To or Less Than 4.25 But Above 3.75 Percent      
Debt Instrument [Line Items]      
Percentage of excess cash flow repayments     25.00%
Term loan | Senior Secured Credit Facility Refinancing | Less Than 3.75 Percent      
Debt Instrument [Line Items]      
Leverage ratio under debt covenant     3.75
Excess cash flow payment     $ 0.0
Term loan | Senior Secured Credit Facility Refinancing | Excess of 4.25 Percent      
Debt Instrument [Line Items]      
Leverage ratio under debt covenant     4.25
Term loan | Senior Secured Credit Facility Refinancing | Maximum | Equal To or Less Than 4.25 But Above 3.75 Percent      
Debt Instrument [Line Items]      
Leverage ratio under debt covenant     4.25
Term loan | Senior Secured Credit Facility Refinancing | Minimum | Equal To or Less Than 4.25 But Above 3.75 Percent      
Debt Instrument [Line Items]      
Leverage ratio under debt covenant     3.75
Revolving loan facility | Senior Secured Credit Facility Refinancing      
Debt Instrument [Line Items]      
Credit facility, borrowing capacity $ 50.0   $ 50.0
Revolving loan facility commitment fee on average daily amount of unused portion     0.50%
Amounts drawn on line of credit     $ 0.0
Revolving loan facility | Senior Secured Credit Facility Refinancing | Not Exceeding 4.50 Percent      
Debt Instrument [Line Items]      
Leverage ratio under debt covenant     4.5
v3.25.4
Fair Value Measurements - Company's Liabilities Measured at Fair Value on a Recurring Basis (Details)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
USD ($)
item
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Percentage of gross revenues to be paid yearly 8.00%    
Reduction in franchise sales - percentage 10.00%    
Annual payment period 120 days    
Assumed number of franchises sold annually | item 30    
Change in discount rate 1.00%    
Recurring      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Contingent consideration liability $ 1,275 $ 2,175  
Fair Value, Inputs, Level 3 | Recurring      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Contingent consideration liability $ 1,275 $ 2,175 $ 2,760
v3.25.4
Fair Value Measurements - Reconciliation of the Contingent Consideration (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Fair value adjustments $ (109) $ (225) $ (533)
Cash payments (791)   (1,234)
Recurring      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Balance at Beginning 2,175    
Balance at Ending 1,275 2,175  
Fair Value, Inputs, Level 3 | Recurring      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Balance at Beginning 2,175 2,760  
Fair value adjustments (109) (225)  
Cash payments (791) (360)  
Balance at Ending $ 1,275 $ 2,175 $ 2,760
v3.25.4
Fair Value Measurements - Schedule of Senior Secured Credit Facility (Details) - Senior Secured Credit Facility Refinancing - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Carrying amounts    
Debt Instrument [Line Items]    
Long term debt, carrying amount $ 436,751 $ 440,843
Fair Value, Inputs, Level 2 | Estimated fair value    
Debt Instrument [Line Items]    
Long term debt, fair value $ 432,711 $ 435,022
v3.25.4
Income Taxes - Schedule of Income Before Provision for Income Taxes (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Income Taxes      
Domestic $ (25,782) $ (37,232) $ (82,690)
Foreign 45,410 43,432 41,151
Income (loss) before provision for income taxes $ 19,628 $ 6,200 $ (41,539)
v3.25.4
Income Taxes - Schedule of Components of Provision for Income Taxes (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Current      
Federal $ 691 $ (6,807) $ 1,748
Foreign 5,460 6,529 5,248
State and local 499 503 564
Total current expense 6,650 225 7,560
Deferred expense      
Federal (1,085) (649) 39,634
Foreign 630 (1,453) 573
State and local     9,180
Total deferred expense (benefit) (455) (2,102) 49,387
Provision for income taxes $ 6,195 $ (1,877) $ 56,947
v3.25.4
Income Taxes - Taxes Paid, Net (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Cash taxes paid      
Federal $ 1,553    
State 201    
Income Taxes Paid, Net, Total 7,172 $ 6,662 $ 7,107
Canada      
Cash taxes paid      
Foreign 3,197    
Argentina      
Cash taxes paid      
Foreign 833    
Other      
Cash taxes paid      
Foreign $ 1,388    
v3.25.4
Income Taxes - Reconciliation of Effective Tax Rate, Amount (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Effective Income Tax Rate Reconciliation, Monetary (in$)      
U.S. Federal Statutory Tax Rate $ 4,122    
State and local taxes, net of federal benefit $ 329    
Effective Income Tax Rate Reconciliation, State and Local Jurisdiction, Contribution Greater than 50 Percent, Tax Effect [Extensible Enumeration] stpr:CA, stpr:CO, stpr:FL, stpr:IL, stpr:MN, stpr:NJ, stpr:PA stpr:CA, stpr:CO, stpr:FL, stpr:IL, stpr:MN, stpr:NJ, stpr:PA  
Foreign tax effects      
Earnings and adjustments attributable to non-controlling interests $ (57)    
Effect of changes in tax laws or rates enacted in the current period 838    
Effect of cross-border tax laws      
Deemed royalty (364)    
Foreign Tax Credits (3,079)    
Nontaxable or nondeductible items      
Share-based payment awards 853    
162(m) compensation limitation 243    
Other (160)    
Changes in Valuation Allowances Federal 758    
Other Adjustments (470)    
Provision for income taxes $ 6,195 $ (1,877) $ 56,947
Effective Income Tax Rate Reconciliation, Percentage (in %)      
U.S. statutory tax rate 21.00% 21.00% 21.00%
State and local taxes, net of federal benefit 1.70% 5.70% 3.70%
Foreign tax effects      
Foreign Tax Rate Differential   (2.50%)  
Earnings and adjustments attributable to non-controlling interests (0.30%) (12.70%) (16.30%)
Effect of changes in tax laws or rates enacted in the current period 4.30%    
Effect of cross-border tax laws      
Deemed royalty 1.90%    
Foreign Tax Credits (15.70%)    
Nontaxable or nondeductible items      
Share-based payment awards 4.30%    
162(m) compensation limitation 1.20% (1.60%)  
Other (0.80%) 5.70% (1.30%)
Changes in Valuation Allowances Federal 3.90% 108.00% 153.10%
Other Adjustments      
Other (2.40%)    
Effective tax rate 31.60% (30.30%) (137.10%)
Tax Jurisdiction of Domicile [Extensible Enumeration] UNITED STATES UNITED STATES UNITED STATES
Percentage of non controlling interest income not subject to income taxes 40.00% 40.00% 40.00%
RIHI | RMCO, LLC      
Other Adjustments      
Non-controlling interest ownership of common units in RMCO 38.50% 39.80%  
RIHI | RMCO, LLC | Maximum      
Other Adjustments      
Non-controlling interest ownership of common units in RMCO 40.00% 40.00% 40.00%
Canada      
Foreign tax effects      
Rate Differential $ 438    
Other 105    
Foreign withholding taxes 913    
Effect of cross-border tax laws      
Deferred impact on organizational restructure $ (362)    
Foreign tax effects      
Foreign Tax Rate Differential 2.20%    
Other 0.50%    
Foreign withholding taxes 4.70%    
Effect of cross-border tax laws      
Deferred impact on organizational restructure (1.80%)    
Argentina      
Foreign tax effects      
Foreign withholding taxes $ 510    
Foreign tax effects      
Foreign withholding taxes 2.60%    
Other      
Foreign tax effects      
Foreign withholding taxes $ 850    
Foreign tax effects      
Foreign withholding taxes 4.30%    
v3.25.4
Income Taxes - Schedule of Reconciliation of U.S. Statutory Income Tax Rate to Company's Effective Tax Rate (Details)
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Income Tax Paid, by Individual Jurisdiction [Line Items]      
U.S. statutory tax rate 21.00% 21.00% 21.00%
State and local taxes, net of federal benefit 1.70% 5.70% 3.70%
Income attributable to non-controlling interests (0.30%) (12.70%) (16.30%)
Subtotal   14.00% 8.40%
Non-creditable foreign and domestic taxes - non-controlling interest   30.70% (4.60%)
Non-creditable foreign taxes - RE/MAX Holdings   8.70% (0.50%)
Foreign derived intangible income deduction   (8.60%)  
Other permanent differences   23.30% (3.40%)
Uncertain tax positions     2.40%
Foreign Tax Rate Differential   (2.50%)  
162(m) compensation limitation (1.20%) 1.60%  
Valuation Allowance (3.90%) (108.00%) (153.10%)
Effect of permanent difference - adjustment TRA liability   4.80% 15.00%
Other (0.80%) 5.70% (1.30%)
Effective tax rate 31.60% (30.30%) (137.10%)
Tax Jurisdiction of Domicile [Extensible Enumeration] UNITED STATES UNITED STATES UNITED STATES
Percentage of non controlling interest income not subject to income taxes 40.00% 40.00% 40.00%
RIHI | RMCO, LLC      
Income Tax Paid, by Individual Jurisdiction [Line Items]      
Non-controlling interest ownership of common units in RMCO 38.50% 39.80%  
RIHI | RMCO, LLC | Maximum      
Income Tax Paid, by Individual Jurisdiction [Line Items]      
Non-controlling interest ownership of common units in RMCO 40.00% 40.00% 40.00%
v3.25.4
Income Taxes - Summary of Deferred Tax Assets and Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Deferred tax assets    
Goodwill, other intangibles and other assets $ 22,921 $ 28,322
Settlement charge   1,180
Imputed interest deduction pursuant to tax receivable agreements 1,763 1,987
Operating lease liabilities 3,303 4,398
Compensation and benefits 3,427 5,238
Allowance for doubtful accounts 2,334 1,043
Property and equipment 1,749 442
Deferred revenue 4,055 3,624
Foreign tax credit carryforward 16,960 14,919
Net operating loss carryforward 2,795 1
163j business interest limitation carryforward 11,757 9,987
Other 2,319 3,812
Total deferred tax assets 73,383 74,953
Valuation allowance (68,812) (69,211)
Total deferred tax assets, net of valuation allowance 4,571 5,742
Deferred tax liabilities    
Goodwill, other intangibles and other assets 10,289 10,888
Operating lease assets (1,722) (2,408)
Other (753) (894)
Total deferred tax liabilities (12,764) (14,190)
Net deferred tax assets and liabilities $ (8,193) $ (8,448)
v3.25.4
Income Taxes - Uncertain Tax Positions (Details) - USD ($)
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Unrecognized Tax Benefits [Roll Forward]      
Balance, beginning $ 30,000 $ 258,000 $ 1,014,000
Decrease related to prior year tax positions (30,000) (228,000) (756,000)
Balance, ending 0 $ 30,000 258,000
Income Taxes Payable      
Unrecognized Tax Benefits [Roll Forward]      
Accrued interest and penalties $ 0   $ 100,000
v3.25.4
Income Taxes - Additional Information (Details)
$ in Millions
Dec. 31, 2025
USD ($)
Income Taxes  
Unutilized foreign tax credit carryforward amount $ 17.0
Interest expense carryforwards $ 11.8
v3.25.4
Equity-Based Compensation - 2023 Omnibus Incentive Plan (Details)
$ in Thousands
 6 Months Ended 12 Months Ended
Dec. 31, 2025
employee
shares
Dec. 31, 2025
USD ($)
shares
Dec. 31, 2024
USD ($)
shares
Dec. 31, 2023
USD ($)
Employee stock-based compensation expense        
Equity-based compensation expense   $ 16,627 $ 18,855 $ 19,536
Tax benefit from equity-based compensation   (2,501) (2,776) (2,834)
Deficit / (excess) tax benefit from equity-based compensation   706 1,001 965
Net compensation cost   14,832 17,080 17,667
Time-based awards        
Employee stock-based compensation expense        
Equity-based compensation expense   $ 9,635 $ 10,849 12,305
Restricted stock units outstanding | shares 2,003,863 2,003,863 1,743,345  
Employees hired | employee 2      
Time-based awards | Chief Executive Officer        
Employee stock-based compensation expense        
Equity-based compensation expense   $ 700    
Restricted Stock Units (RSUs) | Chief Executive Officer        
Employee stock-based compensation expense        
Restricted stock units outstanding | shares 804,311 804,311    
Performance-based awards        
Employee stock-based compensation expense        
Equity-based compensation expense   $ 3,338 $ 2,942 3,718
Restricted stock units outstanding | shares 1,195,204 1,195,204 1,025,661  
Performance-based awards | Chief Executive Officer        
Employee stock-based compensation expense        
Equity-based compensation expense   $ 600    
Bonus settled in shares        
Employee stock-based compensation expense        
Equity-based compensation expense   $ 3,654 $ 5,064 $ 3,513
v3.25.4
Equity-Based Compensation - Time-Based Restricted Stock (Details) - USD ($)
$ / shares in Units, $ in Millions
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Restricted Stock Units      
Vesting Period 3 years    
Time-based awards      
Restricted Stock Units      
Nonvested at beginning of period 1,743,345    
Granted 1,656,049    
Shares vested (including tax withholding) (907,191)    
Forfeited (488,340)    
Nonvested at end of period 2,003,863 1,743,345  
Nonvested at beginning of period, Weighted average grant date fair value per share $ 10.4    
Granted, Weighted average grant date fair value per share 8.8 $ 8.77 $ 15.5
Shares vested (including tax withholding) , Weighted average grant date fair value per share 11.17    
Forfeited, Weighted average grant date fair value per share 9.46    
Nonvested at end of period, Weighted average grant date fair value per share $ 8.96 $ 10.4  
Unrecognized compensation cost $ 9.3    
Period for recognition of RSU compensation expense 1 year 8 months 12 days    
Shares vested $ 10.1 $ 12.0 $ 13.2
Time-based awards | Director      
Restricted Stock Units      
Vesting Period 1 year    
Time-based awards | Employees | Minimum      
Restricted Stock Units      
Vesting Period 2 years    
Time-based awards | Employees | Maximum      
Restricted Stock Units      
Vesting Period 3 years    
Time-based awards | Chief Executive Officer | Minimum      
Restricted Stock Units      
Vesting Period 1 year    
Time-based awards | Chief Executive Officer | Maximum      
Restricted Stock Units      
Vesting Period 3 years    
v3.25.4
Equity-Based Compensation - Performance-Based Restricted Stock (Details) - USD ($)
$ / shares in Units, $ in Millions
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Restricted Stock Units      
Vesting Period 3 years    
Performance-based awards      
Restricted Stock Units      
Nonvested at beginning of period 1,025,661    
Granted 741,435    
Shares vested (including tax withholding) (237,463)    
Forfeited (334,429)    
Nonvested at end of period 1,195,204 1,025,661  
Nonvested at beginning of period, Weighted average grant date fair value per share $ 6.22    
Granted, Weighted average grant date fair value per share 9.27 $ 8.81 $ 7.95
Shares vested (including tax withholding) , Weighted average grant date fair value per share 11.4    
Forfeited, Weighted average grant date fair value per share 9.86    
Nonvested at end of period, Weighted average grant date fair value per share $ 6.06 $ 6.22  
Unrecognized compensation cost $ 1.7    
Period for recognition of RSU compensation expense 1 year 6 months    
Shares vested $ 2.7 $ 2.2 $ 3.8
Additional shares available to grant under plan (in shares) 3,530,869    
Performance-based awards | Employees      
Restricted Stock Units      
Vesting Period 3 years    
Number of shares that will vest if minimum threshold conditions are not met 0    
Performance-based awards | Employees | Minimum      
Restricted Stock Units      
Shares issued upon participants target award 0.00%    
Performance-based awards | Employees | Maximum      
Restricted Stock Units      
Shares issued upon participants target award 200.00%    
Performance-based awards | Chief Executive Officer      
Restricted Stock Units      
Number of shares that will vest if minimum threshold conditions are not met 0    
Performance-based awards | Chief Executive Officer | Minimum      
Restricted Stock Units      
Shares issued upon participants target award 0.00%    
Performance-based awards | Chief Executive Officer | Maximum      
Restricted Stock Units      
Shares issued upon participants target award 200.00%    
v3.25.4
Commitments and Contingencies (Details) - Settled Litigation
$ in Millions, $ in Millions
 3 Months Ended
Oct. 08, 2025
USD ($)
Oct. 08, 2025
CAD ($)
Oct. 05, 2023
USD ($)
Jun. 30, 2025
USD ($)
Nationwide Claims        
Commitments and Contingencies        
Settlement amount     $ 55.0  
Canadian antitrust litigations        
Commitments and Contingencies        
Settlement amount payable       $ 7.8
Reduction in accrued litigation liability $ 5.6 $ 7.8    
v3.25.4
Defined-Contribution Savings Plan (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Defined-Contribution Savings Plan      
Matching contribution expenses $ 2.7 $ 2.6 $ 2.6
v3.25.4
Segment Information - Additional Information (Details)
 12 Months Ended
Dec. 31, 2025
segment
Segment Information  
Number of reportable segments 3
v3.25.4
Segment Information - Revenue (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Segment Reporting Information      
Total revenue $ 291,601 $ 307,685 $ 325,671
Real Estate      
Segment Reporting Information      
Total revenue 205,092 214,093 227,182
Mortgage      
Segment Reporting Information      
Total revenue 13,674 14,609 13,993
Marketing Funds      
Segment Reporting Information      
Total revenue 72,835 78,983 83,861
Other      
Segment Reporting Information      
Total revenue     635
Operating Segments | Total reportable segments revenue      
Segment Reporting Information      
Total revenue 291,601 307,685 325,036
Operating Segments | Real Estate      
Segment Reporting Information      
Total revenue 205,092 214,093 227,182
Operating Segments | Mortgage      
Segment Reporting Information      
Total revenue 13,674 14,609 13,993
Operating Segments | Marketing Funds      
Segment Reporting Information      
Total revenue 72,835 78,983 83,861
Operating Segments | Other      
Segment Reporting Information      
Total revenue     635
Continuing franchise fees      
Segment Reporting Information      
Total revenue 112,865 122,011 127,384
Continuing franchise fees | Operating Segments | Real Estate      
Segment Reporting Information      
Total revenue 102,866 111,260 116,472
Continuing franchise fees | Operating Segments | Mortgage      
Segment Reporting Information      
Total revenue 9,999 10,751 10,912
Annual dues      
Segment Reporting Information      
Total revenue 30,462 32,188 33,904
Annual dues | Operating Segments | Real Estate      
Segment Reporting Information      
Total revenue 30,462 32,188 33,904
Broker fees      
Segment Reporting Information      
Total revenue 53,691 51,816 51,012
Broker fees | Operating Segments | Real Estate      
Segment Reporting Information      
Total revenue 53,691 51,816 51,012
Franchise sales and other revenue      
Segment Reporting Information      
Total revenue 21,748 22,687 29,510
Franchise sales and other revenue | Real Estate      
Segment Reporting Information      
Total revenue 18,073 18,829 25,794
Franchise sales and other revenue | Operating Segments | Real Estate      
Segment Reporting Information      
Total revenue 18,073 18,829 25,794
Franchise sales and other revenue | Operating Segments | Mortgage      
Segment Reporting Information      
Total revenue $ 3,675 $ 3,858 $ 3,081
v3.25.4
Segment Information - Reconciliation (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated      
Total selling, operating and administrative expenses $ 146,702 $ 152,258 $ 171,548
Marketing Funds fees 72,835 78,983 83,861
Real Estate | Operating Segments      
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated      
Personnel 73,513 79,919 81,900
Professional fees 13,445 10,850 13,450
Lease costs 5,807 6,317 7,140
Events, travel and related costs 13,026 15,307 19,734
Other segment items 20,057 17,649 25,148
Total selling, operating and administrative expenses 125,848 130,042 147,372
Adjustments to arrive at segment expense in Adjusted EBITDA (19,910) (18,853) (24,495)
Total expense in Adjusted EBITDA 105,938 111,189 122,877
Mortgage | Operating Segments      
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated      
Personnel 13,321 14,240 14,134
Professional fees 820 1,394 1,237
Lease costs 454 439 460
Events, travel and related costs 2,535 2,721 3,118
Other segment items 3,689 3,291 3,495
Total selling, operating and administrative expenses 20,819 22,085 22,444
Adjustments to arrive at segment expense in Adjusted EBITDA (1,747) (2,403) (1,531)
Total expense in Adjusted EBITDA 19,072 19,682 20,913
Marketing Funds | Operating Segments      
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated      
Marketing Funds fees 72,835 78,983 83,861
Other | Operating Segments      
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated      
Total selling, operating and administrative expenses $ 35 $ 131 $ 1,732
v3.25.4
Segment Information - Reconciliation of Adjusted EBITDA (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated      
Settlement And Impairment Charges $ 1,542 $ (5,483) $ (73,783)
Equity-based compensation expense (16,627) (18,855) (19,536)
Fair value adjustments to contingent consideration 109 225 533
Restructuring charges (2,536) (1,227) (4,210)
Change in estimated tax receivable agreement liability (715) (1,219) 25,298
Other adjustments (1,898) (2,860) (2,394)
Interest income 3,580 3,738 4,420
Interest expense (31,700) (36,258) (35,741)
Depreciation and amortization (25,848) (29,561) (32,414)
Income (loss) before provision for income taxes 19,628 6,200 (41,539)
Total reportable segments      
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated      
Adjusted EBITDA 93,756 97,831 97,385
Real Estate      
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated      
Adjusted EBITDA 99,154 102,904 104,305
Mortgage      
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated      
Adjusted EBITDA (5,398) (5,073) (6,920)
Other      
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated      
Adjusted EBITDA $ (35) $ (131) $ (1,097)
v3.25.4
Segment Information - Summary of Total Assets (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Segment Total Assets [Line Items]    
Total assets $ 582,475 $ 581,594
Operating Segments | Real Estate    
Segment Total Assets [Line Items]    
Total assets 504,451 508,081
Operating Segments | Marketing Funds    
Segment Total Assets [Line Items]    
Total assets 28,192 29,069
Operating Segments | Mortgage    
Segment Total Assets [Line Items]    
Total assets $ 49,832 44,433
Operating Segments | Other    
Segment Total Assets [Line Items]    
Total assets   $ 11