FORM 10-Q Quarterly Report Pursuant to Section13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March31,2026. OR Transition Report Pursuant to Section13 or 15(d) of the Securities Exchange Act of 1934 For the transition period fromtoCommission file number: 001-36101 RE/MAX Holdings, Inc.(Exact name of registrant as specified in its charter) 80-0937145(I.R.S.EmployerIdentificationNumber) Delaware (State or other jurisdiction ofincorporation or organization) (303) 770-5531(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2)has been subject to such filing requirements for the past 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reportingcompany,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☐Acceleratedfiler☒EmerginggrowthcompanyNon-accelerated filer☐Smallerreportingcompany☐ ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ On May 1, 2026, there were 21,232,815 outstanding shares of the registrant’s Class A common stock, $0.0001 par value per share,and 1 outstanding share of Class B common stock, $0.0001 par value per share. TABLE OF CONTENTS o.PART I. – FINANCIAL INFORMATIONItem1.Financial Statements3Condensed Consolidated Balance Sheets3Condensed Consolidated Statements of Income (Loss)4Condensed Consolidated Statements of Comprehensive Income (Loss)5Condensed Consolidated Statements of Stockholders’ Equity (Deficit)6Condensed Consolidated Statements of Cash Flows7Notes to Unaudited Condensed Consolidated Financial Statements8Item 2.Management’s Discussion and Analysis of Financial Condition and Results ofOperations25Item 3.Quantitative and Qualitative Disclosures About Market Risks37Item 4.Controls and Procedures37PART II. – OTHER INFORMATIONItem 1.Legal Proceedings38Item1A.Risk Factors39Item 2.Unregistered Sales of Equity Securities and Use of Proceeds43Item 3.Defaults Upon Senior Securities44Item 4.Mine Safety Disclosures44Item 5.Other Information44Item 6.Exhibits45SIGNATURES47 PART I. – FINANCIAL INFORMATION RE/MAX HOLDINGS, INC.Condensed Consolidated Balance Sheets(In thousands, except share and per share amounts)(Unaudited) March31,December31,20262025AssetsCurrent assets:Cash and cash equivalents$107,126$118,736Restricted cash75,49674,332Accounts and notes receivable, net of allowances28,24126,944Income taxes receivable7,9378,188Other current assets14,08911,940Total current assets232,889240,140Property and equipment, net of accumulated depreciation5,6745,996Operating lease right of use assets11,74912,608Franchise agreements, net63,23567,080Other intangible assets, net11,54310,774Goodwill238,854239,572Other assets, net of current portion8,4016,305Total assets$572,345$582,475Liabilities and stockholders' equity (deficit)Current liabilities:Accounts payable$6,814$3,986Accrued liabilities106,661100,927Income taxes payable386105Deferred revenue20,11221,391Debt4,6004,600Payable pursuant to tax receivable agreements2191,542Operating lease liabilities9,4519,217Total current liabilities148,243141,768Debt, net of current portion431,362432,151Deferred tax liabilities8,0398,193Deferred revenue, net of current portion12,41012,859Operating lease liabilities, net of current portion11,50813,514Other liabilities, net of current portion2,4412,978Total liabilities614,003611,463Commitments and contingenciesStockholders' equity (deficit):Class A common stock, par value $.0001 per share, 180,000,000 shares authorized;21,232,815 and 20,095,180 shares issued and outstanding as of March31,2026and December31,2025, respectively22Class B common stock, par value $.0001 per share, 1,000 shares authorized; 1share issued and outstanding as of March31,2026 and December31,2025,respectively——Additional paid-in capital582,658578,429Accumulated deficit(135,915)(126