RMR GROUP INC.
For the period ended Mar 26, 2026. Filed Jan 15, 2026.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Mar 26, 2026 · Filed Jan 15, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934 (Amendment No. )
| | ☑ Filed by the Registrant | | | ☐ Filed by a Party other than the Registrant | |
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| | | Check the appropriate box: | | | ||||
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| | | ☐ | | | | Preliminary Proxy Statement | | |
| | | ☐ | | | | CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2)) | | |
| | | ☑ | | | | Definitive Proxy Statement | | |
| | | ☐ | | | | Definitive Additional Materials | | |
| | | ☐ | | | | Soliciting Material under §.240.14a-12 | | |
The RMR Group Inc.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
| | | Payment of Filing Fee (Check the appropriate box): | | | ||||
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| | | ☑ | | | | No fee required. | | |
| | | ☐ | | | | Fee paid previously with preliminary materials. | | |
| | | ☐ | | | | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. | | |
Notice of 2026 Annual Meeting
of Shareholders and Proxy Statement
Thursday, March 26, 2026 at 9:30 a.m., Eastern Time
Live Webcast Accessible at
https://www.virtualshareholdermeeting.com/RMR2026
LETTER TO OUR SHAREHOLDERS FROM YOUR BOARD OF DIRECTORS
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Dear Fellow Shareholders:
Please join us for our 2026 Annual Meeting of Shareholders, which will be held virtually at 9:30 a.m. on Thursday, March 26, 2026. The business to be conducted at the meeting is described in the attached Notice of Meeting and Proxy Statement. We believe furnishing these materials to shareholders electronically expedites your receipt, while lowering costs and reducing environmental impact.
We remain focused on executing our long-term business strategies to enhance growth at our perpetual capital clients and advance our private capital fundraising and investment initiatives. During 2025, we took various actions to strengthen our managed REITs’ balance sheets, executing over $3.9 billion of debt financings and over $900 million of asset sales, the proceeds of which our clients’ primarily used to repay maturing debts. Additionally, we completed nearly eight million square feet of leasing for our managed REITs at rental rates that were approximately 14% higher than prior rents for the same space, laying the foundation for future revenue growth.
Within our private capital business, we advanced strategies on multiple fronts. As general partner in joint venture arrangements, we completed the acquisition of two residential communities totaling nearly $200 million. We launched fundraising initiatives for RMR Residential’s new Enhanced Growth Venture with initial seed investments in apartment communities totaling over $400 million. Additionally, we acquired a community shopping center for $21 million in suburban Chicago as part of our new strategy to build a portfolio of value-add, multi-tenant retail properties for future fundraising opportunities. At the end of the fiscal year, our total assets under management (AUM) were approximately $39 billion, including over $12 billion in private capital AUM, which we have built in less than five years’ time.
We continue to invest in our people, technology and brand. Over the past year, we reinforced our leadership team with the promotions of Matt Jordan to Chief Operating Officer and Matt Brown to Chief Financial Officer. We also made strategic investments in artificial intelligence to help drive operational efficiencies and unlock new capabilities. In addition, we recruited private capital formation and investor relations senior leaders to fortify our position in the various competitive environments where we and our clients operate.
We remain confident in our strategic vision and ability to create lasting value through disciplined oversight, financial strength and private capital growth. We appreciate your continued investment and your confidence in our stewardship of your capital.
January 15, 2026
Matthew P. Jordan
Ann Logan
Adam Portnoy
Walter C. Watkins, Jr.
NOTICE OF 2026 ANNUAL MEETING OF SHAREHOLDERS OF THE RMR GROUP INC.
| | Location: Live Webcast Accessible at https://www.virtualshareholdermeeting.com/RMR2026 Date: Thursday, March 26, 2026 Time: 9:30 a.m., Eastern Time | | | Agenda: • Elect the Director nominees identified in the accompanying Proxy Statement to our Board of Directors; • Advisory vote to approve executive compensation; • Ratify the appointment of Deloitte & Touche LLP as our independent auditors to serve for the 2026 fiscal year; and • Transact such other business as may properly come before the meeting and at any postponements or adjournments of the meeting. Record Date: You can vote if you were a shareholder of record as of the close of business on January 8, 2026 (the “Record Date”). Attending the Annual Meeting: To provide all of our shareholders an opportunity to participate in our 2026 Annual Meeting, our 2026 Annual Meeting will be a virtual meeting of shareholders, which will be conducted by webcast. No physical meeting will be held. Shareholders will be able to listen, vote and submit questions online during our 2026 Annual Meeting. In order to attend and participate in our 2026 Annual Meeting, shareholders must register in advance at www.proxyvote.com by 11:59 p.m. Eastern Time, on March 25, 2026. | |
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| | | | | • Record Owners: If you are a shareholder as of the close of business on the Record Date who holds shares directly, you may participate in our 2026 Annual Meeting by visiting https://www.virtualshareholdermeeting.com/RMR2026 and entering the 16 digit control number located on your Notice Regarding the Availability of Proxy Materials or proxy card. • Beneficial Owners: If you are a shareholder as of the close of business on the Record Date who holds shares indirectly through a brokerage firm, bank or other nominee, you may participate in our 2026 Annual Meeting by visiting https://www.virtualshareholdermeeting.com/RMR2026 and entering the 16 digit control number located on your Notice Regarding the Availability of Proxy Materials, proxy card or voting instruction form. Please follow the instructions from your bank, broker or nominee included with these proxy materials, or contact your bank, broker or nominee to request a control number if needed. Please see the accompanying Proxy Statement for additional information. By Order of our Board of Directors, Lindsey Getz Executive Vice President, General Counsel and Secretary January 15, 2026 | |
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