---
title: A Tech Brokerage's $880 Million Takeover of RE/MAX Clears Its Shareholder Vote
description: The Real Brokerage's roughly $880 million acquisition of RE/MAX won shareholder approval, but the combined company's path to profit remains unclear.
author: Darie Nani (Editor-in-Chief)
updated: 2026-08-15T09:16:51.395Z
canonical: https://www.sovereignmagazine.com/article/real-remax-880-million-shareholder-vote
image: https://cdn.nanimediahouse.com/remax-balloon-real-remax-merger-155967.webp
categories: Markets
content_type: Analysis
region: Global
publication: Sovereign Magazine
schema_type: Article
---

Securityholders of The Real Brokerage Inc. and stockholders of RE/MAX Holdings Inc. voted on August 14, 2026 to approve combining the two companies into a new parent, Real REMAX Group Inc., clearing the last major hurdle for a deal that pairs a fast-growing, still-unprofitable technology brokerage with a shrinking legacy franchise network.

Real's holders backed the deal overwhelmingly, with about 99% in favor (98.91% when shares, options and restricted stock units voted as one class). The vote confirms the roughly $880 million transaction first announced April 26, 2026: a 10-for-1 consolidation of Real shares, with RE/MAX Class A holders able to elect either 5.150 new shares per share (consolidation-adjusted) or $13.80 in cash, drawn from an aggregate cash pool of $60 million to $80 million. When the deal closes, expected in the second half of 2026 pending court approval, Real's current owners will hold about 60% of the combined company and RE/MAX's about 40% on a fully diluted basis. The new entity will trade on Nasdaq under the ticker REAX, and both Real, currently on Nasdaq, and RE/MAX, currently on the NYSE, will delist.

## Two Companies Headed in Opposite Directions

Real, founded in 2014 as a cloud-first, agent-focused brokerage, has more than 33,200 agents and posted about $2.0 billion in 2025 revenue, up 56% year over year. It has not turned a profit: Real lost $8.1 million in 2025, though that narrowed from a $26.5 million loss in 2024, and its agent count grew between 77% and 113% annually from 2022 to 2024.

RE/MAX has moved the other way. The franchise brand went public in October 2013 at $22 a share; its stock recently traded near $9.69. RE/MAX has logged 14 consecutive quarters of declining U.S. agent count, falling to about 47,170 from 51,286 over two years, a drop of roughly 12%. Revenue slid from $325.7 million in 2023 to $307.7 million in 2024 and was down 5.8% in the second quarter of 2026. The company carries about $456.9 million in debt, and the deal is reported to add roughly $400 million more. What RE/MAX still has is scale: about 5,200 franchised offices carrying one of the most recognized names in American real estate.

Real Brokerage CEO Tamir Poleg framed the combination as uniting "Real's AI-powered, high-growth brokerage platform, proprietary software and vibrant agent community with REMAX's iconic real estate brand and expansive global franchise network." RE/MAX CEO Erik Carlson said the transaction would create "a leading technology-enabled global real estate platform." Both companies say the combined business would count more than 180,000 agents and about $2.3 billion in pro forma revenue, with roughly $157 million in adjusted EBITDA before an estimated $30 million in synergies, projected to reach about $187 million.

## The Commission Settlement Squeezed the Franchise Model

RE/MAX's decline traces largely to the 2024 National Association of Realtors commission settlement, which ended the long-standing roughly 6% standard commission arrangement and changed how buyer agents get paid. The shift squeezed the economics that traditional franchise brokerages like RE/MAX depend on, fixed franchise fees layered on top of commission splits, and made fixed-fee and technology-driven brokerages like Real more attractive to agents shopping for better take-home pay. Real's rapid agent growth over the same period tracks the same dynamic from the other side.

## The Profit Case Depends on Franchisees Real Cannot Compel

The projected $157 million in adjusted EBITDA, before synergies, is the clearest sign the combination could move Real toward sustained profitability, since RE/MAX's franchise fees produce steadier cash flow than Real's commission-driven model. But the synergy math assumes RE/MAX's 5,200 franchise offices adopt Real's technology platform, and franchisees are not required to do so. Uptake will be voluntary, and a decentralized franchise network integrating with Real's centralized software is not guaranteed to happen quickly or fully. That gap between what the deal projects and what it can enforce is why the timeline for actual profitability remains unclear even after the vote.

Real's stock fell about 27% when the deal was first announced in April, a reaction that has not fully reversed. Steve Murray, co-founder of RealTrends Consulting, publicly questioned the logic of the transaction, asking "Where's the upside here?" Analysts remain split on whether Real can deliver durable profitability at scale by absorbing a declining franchise business, or whether RE/MAX's debt and shrinking agent base will offset the revenue and scale gains. The vote decided who will own the combined company, not whether the combination can be made to pay.

## FAQ

**Q: Is Real Broker taking over RE/MAX?**
Yes. Real and RE/MAX are combining into a new parent company, Real REMAX Group Inc., with Real's current owners holding about 60% and RE/MAX's stockholders about 40%. Both companies' existing shares will delist, and the new company will trade on Nasdaq as REAX.

**Q: Why are agents leaving RE/MAX?**
RE/MAX has recorded 14 straight quarters of declining U.S. agent count. The trend is tied largely to the 2024 National Association of Realtors commission settlement, which changed how buyer agents are paid and squeezed the economics of RE/MAX's traditional franchise-fee model, pushing agents toward fixed-fee and technology-driven brokerages.

**Q: What was the NAR commission settlement?**
The 2024 settlement ended the long-standing practice of a roughly 6% standard commission split baked into home listings, changing how buyer agents negotiate and collect their pay. It pressured brokerages built around that older structure, including RE/MAX, while benefiting lower-cost, technology-driven models such as Real.
