CEO — Barry M. Gosin: Barry M. Gosin will step down as CEO at year-end but will continue as Chairman of the operating company.

of Form 8-K and shall be deemed incorporated by reference in any filing under the Securities Act, except as expressly set forth by specific reference in such filing. All other information set forth in Exhibit 99.1 is being furnished. DISCUSSION OF FORWARD-LOOKING STATEMENTS ABOUT NEWMARK Statements in the press release in Exhibit 99.1 of this Current Report on Form 8-K regarding Newmark that are not historical facts are “forward-looking statements” that involve risks and uncertainties, which…

of Form 8-K and shall be deemed incorporated by reference in any filing under the Securities Act, except as expressly set forth by specific reference in such filing. All other information set forth in Exhibit 99.1 is being furnished. DISCUSSION OF FORWARD-LOOKING STATEMENTS ABOUT NEWMARK Statements in the press release in Exhibit 99.1 of this Current Report on Form 8-K regarding Newmark that are not historical facts are “forward-looking statements” that involve risks and uncertainties, which…

Entry into a Material Definitive Agreement. The information set forth in

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in

Other Events. On April 17, 2026, Newmark Group, Inc. (“Newmark” or the “Company”) entered into the Third Amended and Restated Credit Agreement (“Third A&R Credit Agreement”), which amends and restates that certain Second Amended and Restated Credit Agreement dated as of April 26, 2024 (as amended, restated, supplemented or otherwise modified prior to the date hereof, the “Existing Credit Agreement”), by and among the Company, the several financial institutions from time to time party thereto,…

of Form 8-K and shall be deemed incorporated by reference in any filing under the Securities Act, except as expressly set forth by specific reference in such filing. All other information set forth in Exhibit 99.1 is being furnished. DISCUSSION OF FORWARD-LOOKING STATEMENTS ABOUT NEWMARK Statements in the press release in Exhibit 99.1 of this Current Report on Form 8-K regarding Newmark that are not historical facts are “forward-looking statements” that involve risks and uncertainties, which…

of Form 8-K and shall be deemed incorporated by reference in any filing under the Securities Act, except as expressly set forth by specific reference in such filing. All other information set forth in Exhibit 99.1 is being furnished. DISCUSSION OF FORWARD-LOOKING STATEMENTS ABOUT NEWMARK Statements in the press release in Exhibit 99.1 of this Current Report on Form 8-K regarding Newmark that are not historical facts are “forward-looking statements” that involve risks and uncertainties, which…

of Form 8-K and shall be deemed incorporated by reference in any filing under the Securities Act, except as expressly set forth by specific reference in such filing. All other information set forth in Exhibit 99.1 is being furnished. DISCUSSION OF FORWARD-LOOKING STATEMENTS ABOUT NEWMARK Statements in the press release in Exhibit 99.1 of this Current Report on Form 8-K regarding Newmark that are not historical facts are “forward-looking statements” that involve risks and uncertainties, which…

Regulation FD Disclosure. On May 19, 2025, the Court of Chancery (the “Court”) of the State of Delaware (Consolidated C.A. No. 2022-0687) entered an amended scheduling order (the “Amended Scheduling Order”) which rescheduled the hearing on the Stipulation and Agreement of Compromise, Settlement, and Release (the “Settlement Agreement”) by and among Newmark Group, Inc. (the “Company”), the Board of Directors of the Company (the “Board”) and certain executive officers of the Company (collective…

Regulation FD Disclosure. Sale of Class A Common Stock to the Company On May 16, 2025, Mr. Howard W. Lutnick, the U.S. Secretary of Commerce and the Company’s former Executive Chairman and former Chairman of the Board of Directors (the “Board”), agreed to sell to Newmark Group, Inc. (“Newmark” or “the Company”) 10,969,523 shares of Class A Common Stock beneficially owned by him, including (i) 7,989,936 shares held directly by Mr. Howard W. Lutnick, (ii) 2,843,781 shares held in Mr. Howard W.…

of this Current Report on Form 8-K. DISCUSSION OF FORWARD-LOOKING STATEMENTS ABOUT NEWMARK Statements in this report and in Exhibit 99.1 to this report regarding Newmark that are not historical facts are “forward-looking statements” that involve risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements. These include statements about the Company’s business, results, financial position, liquidity and outlook, and the consummation…

of Form 8-K and shall be deemed incorporated by reference in any filing under the Securities Act, except as expressly set forth by specific reference in such filing. All other information set forth in Exhibit 99.1 is being furnished. DISCUSSION OF FORWARD-LOOKING STATEMENTS ABOUT NEWMARK Statements in the press release in Exhibit 99.1 of this Current Report on Form 8-K regarding Newmark that are not historical facts are “forward-looking statements” that involve risks and uncertainties, which…

Chief Operating Officer — Luis Alvarado: Luis Alvarado was promoted to Chief Operating Officer.

Unregistered Sales of Equity Securities. As previously reported, Cantor Fitzgerald, L.P. (“Cantor”), our controlling stockholder, is obligated to distribute shares of Class A common stock (“Class A Common Stock”) of Newmark Group, Inc. (“Newmark” or the “Company”) to certain current and former partners of Cantor to satisfy certain of Cantor’s deferred stock distribution obligations provided to such partners on April 1, 2008, and on February 14, 2012 in connection with Cantor’s payment of prev…

Executive Chairman — Howard Lutnick: Howard Lutnick stepped down as Executive Chairman to become the United States Secretary of Commerce.

of Form 8-K and shall be deemed incorporated by reference in any filing under the Securities Act, except as expressly set forth by specific reference in such filing. All other information set forth in Exhibit 99.1 is being furnished. DISCUSSION OF FORWARD-LOOKING STATEMENTS ABOUT NEWMARK Statements in the press release in Exhibit 99.1 of this Current Report on Form 8-K regarding Newmark that are not historical facts are “forward-looking statements” that involve risks and uncertainties, which…

Regulation FD Disclosure. On February 7, 2025, Newmark Group, Inc. (the “Company”), the Board of Directors of the Company (the “Board”) and certain executive officers of the Company (collectively, the “Defendants”) entered into a Stipulation and Agreement of Compromise, Settlement, and Release (the “Settlement Agreement”) with a putative class of stockholders of the Company (the “Plaintiffs”) to resolve the previously disclosed stockholder derivative litigation pending in the Court of Chancer…

The information set forth in the filing does not specify any particular movement or event.

of Form 8-K and shall be deemed incorporated by reference in any filing under the Securities Act, except as expressly set forth by specific reference in such filing. All other information set forth in Exhibit 99.1 is being furnished. DISCUSSION OF FORWARD-LOOKING STATEMENTS ABOUT NEWMARK Statements in the press release in Exhibit 99.1 of this Current Report on Form 8-K regarding Newmark that are not historical facts are “forward-looking statements” that involve risks and uncertainties, which…

The filing details amendments to the company's equity and bonus compensation plans.

Chief Executive Officer — Barry Gosin: The CEO's employment agreement was amended to extend his term and provide additional compensation.

of Form 8-K and shall be deemed incorporated by reference in any filing under the Securities Act, except as expressly set forth by specific reference in such filing. All other information set forth in Exhibit 99.1 is being furnished. DISCUSSION OF FORWARD-LOOKING STATEMENTS ABOUT NEWMARK Statements in the press release in Exhibit 99.1 of this Current Report on Form 8-K regarding Newmark that are not historical facts are “forward-looking statements” that involve risks and uncertainties, which…

Other Events. On June 10, 2024, Newmark Group, Inc. (the “Registrant” or “Newmark”) issued a press release announcing an offer to exchange up to $475 million aggregate principal amount of its outstanding 7.500% Senior Notes due 2029 for an equivalent amount of 7.500% Senior Notes due 2029 registered under the Securities Act of 1933, as amended. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is hereby incorporated by reference herein. Discussion…

of Form 8-K and shall be deemed incorporated by reference in any filing under the Securities Act, except as expressly set forth by specific reference in such filing. All other information set forth in Exhibit 99.1 is being furnished. DISCUSSION OF FORWARD-LOOKING STATEMENTS ABOUT NEWMARK Statements in the press release in Exhibit 99.1 of this Current Report on Form 8-K regarding Newmark that are not historical facts are “forward-looking statements” that involve risks and uncertainties, which…