Newmark Group Buys Nearly 11 Million Shares From Howard Lutnick

NEW YORK — Newmark Group, a leading commercial real estate advisor and service provider to large institutional investors, global corporations, and other owners and occupiers, has agreed to repurchase 10,969,523 shares of Newmark Class A common stock beneficially owned by Howard W. LutnickUnited States Secretary of Commerce, the Company’s former Executive Chairman.

The aggregate purchase price to be paid by Newmark is $127,027,077, based on $11.58 per share, the closing price on May 16, 2025. The purchases are under Newmark’s existing stock repurchase authorization, which will have $244.9 million remaining following this transaction. The sale is in furtherance of Mr. Lutnick’s U.S. government ethics agreement.

Newmark’s Chief Financial Officer, Michael Rispoli, said: “This transaction presented a unique opportunity to efficiently acquire a substantial number of shares at what we believe was a favorable price. Given our expected strong cash generation, we anticipate continuing to invest in the Company’s growth, while also returning capital to shareholders through repurchases over time.”1

Additionally, Mr. Lutnick has agreed to transfer his Cantor Fitzgerald ownership to trusts for the benefit of Kyle S. Lutnick, Cantor Fitzgerald Executive Vice Chairman, and Brandon G. Lutnick, Cantor Fitzgerald Chairman & CEO, and his other adult children. Mr. Brandon Lutnick is the controlling trustee of such trusts. The closing of the Cantor Fitzgerald transactions will occur after receipt of all required regulatory approvals, expected in the third quarter of 2025.

The sale of 10,839,674 shares will close today, and the sale of 129,849 shares held in retirement accounts will close immediately after the Cantor Fitzgerald transactions.

Mr. Lutnick has entered into agreements to forgo all economic benefits in Newmark as of May 16, 2025. These transactions divest his ownership, voting, and economic interests in the Company, complying with Mr. Lutnick’s U.S. government ethics agreement.

Cantor Fitzgerald will continue to be Newmark’s largest and controlling shareholder.

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