Governance Overview

RE/MAX Holdings is committed to a corporate governance program that ensures that our Board has the right people and practices to effectively create stockholder value while considering the interests of all of our stakeholders.

  • Key Board committees are fully independent
  • Separate Chair & CEO Roles
  • Robust Lead Independent Director Role
  • Most directors attended 100% of Board and Committee meetings; no director attended less than 90% of Board and Committee meetings in 2020
  • Ten directors have earned fellowships with National Association of Corporate Directors (“NACD”); newest members are working toward fellowships
  • Annual self-assessments administered by inside counsel or third-party
  • Commitment to Board refreshment—two new members added in 2020

Gender and Racial Board Diversity

Board Tenure

  • 58% >5 Years
  • 25% <3 Years
  • 17% 3-5 Years

Board Age

  • 42% 70 - 79
  • 8% <50
  • 34% 60 - 69
  • 8% >79
  • 8% 50 - 59

Board Independence

  • Independent
  • Not Independent

Diversity of Skills, Qualifications, and Experience

RE/MAX Holdings Board of Directors possess a diverse range of skills and experience including the following areas:

# of
Directors
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Finance

Board members with strong financial backgrounds assist the Board in its oversight of the Company’s accounting and financial reporting. Two members are “Audit Committee Financial Experts.”

6

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Global Business Expertise

RE/MAX, with a presence in over 110 countries and territories, continues to grow quickly in international markets. Board member with experience in global businesses can help as the Company seeks to expand global revenue opportunities.

7

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Public Board Experience (Other than RMAX)

Experience on other public boards gives members a broad perspective on the issues that public companies face.

3

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Real-Estate Expertise

As a holding company that addresses many aspects of home buying and home selling, having Board members with broad experience in the real estate industry is crucial.

5

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Franchise Knowledge and Expertise

The Company is primarily a franchisor. Board members with franchise experience can help the Company navigate the unique challenges of the franchise business model.

6

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Technology Expertise

Technology continues to grow in importance in the real estate industry. The Company has completed four technology-related acquisitions since 2018. Board members with strong technology backgrounds can help guide the Company as it improves its technology and pursues other technology-related opportunities.

2

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In-Depth Company Knowledge

RE/MAX was founded in 1973 by Dave and Gail Liniger. These real estate visionaries have led RE/MAX through many economic cycles and massive changes in the industry. Mr. Contos has been an officer of RE/MAX for over fifteen years. The wisdom these leaders have gained over their careers continues to be invaluable to the Board as RE/MAX Holdings continues to grow and expand its business.

3

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Cyber Security

As the industries the Company operates in become more technology centered, the risks increase. Board members with information technology security backgrounds are valuable in this important area of Board oversight.

2

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