RE/MAX (RMAX) Deadline Tuesday: Cash Beats Stock by 11.7%

Update (August 22, 2026, 8:15pm ET): The Court Order This Piece Flagged as Outstanding Has Been Granted

Real and RE/MAX Holdings announced Friday, August 21 at 4:30pm ET that the Supreme Court of British Columbia has granted the final order approving the arrangement, a filing RE/MAX also furnished to the SEC as a 6-K exhibit. That was the single outstanding condition this piece named after the August 14 shareholder votes. Both companies still close the release with the standard hedge, that completion is "subject to the satisfaction or waiver of any remaining closing conditions," but the specific item both sides had been waiting on all week is now in hand.

Both stocks fell into Friday's close, more consistent with the market digesting Thursday's proration math than with any fresh doubt about the deal closing. REAX closed at $2.64, down 4.0% from Thursday's $2.75; RMAX closed at $13.62, down 3.9% from $14.17 (both per StockAnalysis).

Run the numbers again at those closes. The stock leg, 5.150 shares times $2.64, is worth $13.60 against the fixed $13.80 cash election, a gap of $0.20, or about 1.5%. That is down from the 11.7% gap this piece opened with on August 14, and tighter even than the roughly 1.1% read from Friday's intraday price. RMAX itself closed at $13.62, a couple of cents above that stock floor and a few cents below the roughly $13.66 blended value this piece estimated from Thursday's 86.7%-elected-cash, capped-at-$80m proration.

Nothing about the mechanics moved. Real's 10-for-1 share consolidation is still set for 4:01pm ET Monday, August 24, and the combined Real REMAX Group is still due to open under REAX on Nasdaq at Tuesday's open. What moved is that every closing condition this piece could find publicly disclosed is now satisfied ahead of that Monday close.

Update (August 21, 2026, 2:15pm ET): 87% of Holders Wanted Cash. The Cap Meant Almost Nobody Got a Full Fill.

RE/MAX and Real disclosed preliminary election results Thursday, August 20 at 5:02pm ET. 18,488,134 of the 21,317,742 RE/MAX Class A shares outstanding as of July 31 (per RE/MAX's own 10-Q) elected cash: 86.7%. This piece guessed a cash fill of 13-17% of the float from where RMAX was trading before the deadline. Holders wanted cash at more than five times that rate.

It didn't matter much, because the $80 million cap was always going to bind once cash election ran anywhere near that heavy. Each Cash Electing Share is now expected to receive about $4.33 in cash plus 0.3535 Real REMAX shares (post-consolidation), against the $13.80 and 0.5150 shares on offer to a full election of either kind. The math behind that split checks out: $80m divided by 18,488,134 shares is $4.327, and 0.5150 x (1 - $80m / $255.1m aggregate cash elected) is 0.3535, exactly what the release states.

The spread this piece flagged has mostly closed. On August 14, REAX's $2.40 close put the stock leg at $12.36 against $13.80 cash, an 11.7% gap. REAX has since traded up to $2.65 (previous close $2.75, both per Google Finance and Stock Analysis as of 2:12pm ET Friday), which puts the stock-only leg at $13.65, a gap of just 1.1%. The prorated cash-and-stock blend works out to roughly $13.70. All three paths now land within about 15 cents of each other; RMAX itself trades at $13.64-$13.87 intraday, previous close $14.17. Whichever way a holder elected, the outcome converged far closer than the deadline-week math implied.

Nothing about the close date moved. The deal is still expected to close Monday, August 24, pending the outstanding British Columbia court order. Real's 10-for-1 share consolidation is set for 4:01pm ET that day, and the combined Real REMAX Group begins trading on Nasdaq under the same ticker, REAX, at Tuesday's open, August 25.

One number in this piece was wrong: the cash-fill estimate assumed a ~34 million-share base pulled from RMAX's market cap, well above the 21.3 million Class A shares actually eligible to elect. The share count was off; the direction of the call, elect cash, still held up against every price the stock leg traded at between publication and the deadline.

TL;DR

• RE/MAX Class A holders have until 5:00pm ET on Tuesday, August 18 to elect $13.80 in cash or 5.150 shares of Real REMAX Group per share. Both companies' securityholders approved the deal on August 14.
• Doing nothing is an election. The default is stock, and at Friday's closes that is the cheaper leg by $1.44 a share.
• The arithmetic: REAX closed at $2.40, so 5.15 shares is worth $12.36 against $13.80 of cash. REAX would have to rise 11.7%, to $2.68, before the stock leg matches.
• Cash is capped and will prorate. Aggregate cash to RE/MAX holders is contractually no less than $60m and no greater than $80m, so a full cash election comes back part cash and part stock.
• The market has already done this sum. RMAX closed at $12.55, which implies a cash fill near 13%, sitting just above the $60m floor.

When Is the RE/MAX Election Deadline?

5:00pm New York time on Tuesday, August 18, 2026, for holders of record. RE/MAX and Real issued a joint reminder release ahead of it. Holders through a broker face an earlier internal cutoff, usually a day or two sooner, which is set by the broker rather than by the companies.

The choice, per the merger agreement disclosed in RE/MAX's 8-K, is $13.80 in cash or 5.150 shares of Real REMAX Group for each share of Class A common stock. Real is doing a 10-for-1 consolidation before closing, so that 5.150 becomes 0.515 consolidated shares. The consolidation is cosmetic and changes nothing about the value.

Failing to elect is not neutral. The default is the stock leg.

The Board

Elections close 5:00pm ET Tuesday. The default is stock.

Which Leg Is Worth More

Cash, by a distance, at Friday's prices.

REAX closed Friday, August 14 at $2.40. Multiply by the 5.150 ratio and the stock election is worth $12.36 per RE/MAX share. The cash election is $13.80. That is a $1.44 gap, or 11.7% in favour of cash.

Put the other way, REAX has to trade at $2.6796 for the two legs to be equal, and it closed 11.7% below that. So the stock leg only wins if Real rallies hard between now and closing, and the election locks in before that is known.

I want to be careful about what that comparison is and is not. It is a snapshot struck against a regular-session close on August 14, not a settled deal value. The cash number is fixed; the stock number floats every day until the shares are actually delivered, and the election deadline arrives before the exchange ratio's value is knowable. Anyone electing stock is taking Real equity risk from Tuesday through closing without compensation for it.

The Cash Is Capped, So the Election Prorates

Here is the part the two-line summaries leave out. The consideration is subject to proration such that aggregate cash delivered to RE/MAX holders "will be no less than $60 million and no greater than $80 million." Nobody gets a full cash fill if the cash is oversubscribed, and on an 11.7% spread it will be.

RMAX's $425.16m market cap at a $12.55 close implies about 33.88m shares. Against that base:

• the $80m cap covers about 5.80m shares, or 17.1%
• the $60m floor covers about 4.35m shares, or 12.8%

So an all-cash election plausibly returns something like 13% to 17% in cash and the balance in stock. I would treat that share count as approximate: RE/MAX runs an Up-C structure with Class B interests alongside the Class A stock, and only the Class A shares elect, so the eligible base may be smaller and the fill correspondingly larger.

The market has priced this already, and the reconciliation is tight enough to be worth showing. If a holder elects cash and receives a fraction p in cash with the rest in stock, the blend is worth $12.36 + p x $1.44. Solving against RMAX's $12.55 close gives p = 13.2%, which lands just above the $60m floor. RMAX is trading almost exactly where a fully subscribed cash election prorated to the floor would leave it.

That also frames the arbitrage as a modest one. RMAX at $12.55 against a $12.36 stock floor is not a wide gap, and it closes only if the cash fill comes in above the floor.

What Happens After

One condition is outstanding: a final order from the Supreme Court of British Columbia, since Real is a British Columbia company. Both companies said on August 14 that they expect to close shortly afterwards, with the vote itself carrying 99.0% of Real shareholders and 78.8% of RE/MAX voting power.

The combined company becomes Real REMAX Group, with former Real holders at roughly 59% and former RE/MAX holders at 41% on a fully diluted basis at the midpoint of the cash band. Pro forma 2025 revenue is about $2.3bn with $157m of adjusted EBITDA before synergies, and management targets $30m of cost synergies. It brings together Real's roughly 36,000 agents with RE/MAX's 145,000-plus across nearly 8,500 offices, which the companies put at more than 180,000 professionals in over 120 countries.

The strategic question is whether a technology-led brokerage can carry a franchise network without breaking the franchisees' economics, and none of it gets answered by Tuesday. What gets answered by Tuesday is which of two numbers a holder ends up with.

The One-Line Read

The cash leg is worth 11.7% more, the cap means most of an election comes back as stock anyway, and the default for doing nothing is the cheaper side. The election I would make is cash.

No options play is logged. RMAX is a merger stub days from closing, with no chain worth pricing and nothing that would score as a call.

Related: AvalonBay's conversion to VMRK closes on Monday and is the other merger mechanic landing this week, Home Depot reports the same Tuesday morning for the housing read, and the full schedule is in our August 17-21 hub.