RE/MAX (RMAX) Proxy filing summary

Executive summary

• Announced a definitive agreement for acquisition by The Real Brokerage Inc., combining two major real estate platforms to create a leading technology-enabled global real estate group.

• The combined entity will maintain both REMAX and Motto Mortgage brands, operating as dedicated franchise models until the transaction closes, expected in the second half of 2026.

• Projected pro forma 2025 results include $2.3 billion in revenue, $157 million in Adjusted EBITDA, and 1.6 million global transactions, with over 180,000 agents worldwide.

• Integration will occur in four phases, leveraging leadership and institutional knowledge from both organizations to ensure a smooth transition.

• The transaction is supported by REMAX founders and is positioned as a strategic move to strengthen the legacy and future growth of the combined company.

Voting matters and shareholder proposals

• Shareholders of both companies will be asked to approve the proposed transaction and related matters via proxy statements and management information circulars.

• Voting materials, including a registration statement and proxy statement/prospectus, will be mailed to shareholders for their approval.

Board of directors and corporate governance

• Tamir Poleg will serve as CEO and Chairman of the board of the new Real REMAX Group.

• The pro forma leadership team will include key executives from both organizations, drawing on their respective expertise.

• Information about directors and executive officers is available in recent annual meeting circulars and proxy statements.