Hessam Nadji, Chief Executive Officer and Director of Marcus & Millichap, Inc. (NYSE:MMI), filed a Form 4 on September 15, 2026, disclosing several changes in beneficial ownership stemming from transactions dated September 10 and September 14, 2026.

Key Highlights

  • RSU settlement: 30,000 restricted stock units were converted to common stock on September 10, 2026, at a price of $0, acquired (code M).
  • Tax withholding: 15,264 shares were withheld by the issuer on September 10, 2026, at $0, to satisfy the tax liability upon RSU settlement (code F).
  • Gift transaction: 700 shares were disposed of on September 14, 2026, at $0 via a gift (code G).
  • Direct beneficial ownership: Following all reported transactions, Nadji directly owns 314,018 shares of common stock.
  • Indirect ownership: An additional 480 shares are held indirectly by the reporting person's adult son residing in the reporting person's household; the filing states Nadji disclaims beneficial ownership of those shares.
  • Remaining RSUs: 60,000 restricted stock units remain beneficially owned directly following the reported transactions, with an expiration date of February 10, 2032.

RSU Vesting, Tax Withholding, and Share Gift by Marcus & Millichap's CEO

According to the filing, Hessam Nadji, who serves as both Chief Executive Officer and Director of Marcus & Millichap, Inc., reported a series of transactions involving the company's common stock and restricted stock units. On September 10, 2026, 30,000 restricted stock units were settled and converted into common stock at a price of $0 per unit, with each unit representing a contingent right to receive one share of common stock. The RSUs in question are described as vesting in five equal annual installments beginning March 10, 2023.

Also on September 10, 2026, the filing discloses that 15,264 shares were withheld by the issuer to cover the withholding tax liability incurred upon the RSU settlements. The filing notes that "the amount of shares withheld is based on the closing sale price on September 10, 2026." This transaction carried code F and was recorded at $0 in the price field. Following these two transactions, Nadji's direct beneficial ownership stood at 314,718 shares before the subsequent gift.

On September 14, 2026, Nadji disposed of 700 shares via a gift (code G) at $0, bringing his total direct beneficial ownership to 314,018 shares. Separately, 480 shares are reported as indirectly held through his adult son currently residing in his household. The filing explicitly states that Nadji "disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such shares for purposes of Section 16 or for any other purpose." After all reported activity, 60,000 restricted stock units remain directly owned, with an expiration date of February 10, 2032.

What Was Disclosed

The Form 4 covers an RSU-to-common-stock settlement of 30,000 units, a tax-related share withholding of 15,264 shares, and a gift of 700 shares by CEO Hessam Nadji between September 10 and September 14, 2026, leaving him with 314,018 shares held directly.