Compass, Inc.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 14A

(Rule 14a-101)

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SCHEDULE 14A INFORMATION

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Securities Exchange Act of 1934

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Compass, Inc.

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Letter to Stockholders

April 4, 2025

To our stockholders:

You are cordially invited to attend the 2025 annual meeting of stockholders (the “Annual Meeting”) of Compass, Inc. (“Compass”), which will be held virtually on May 22, 2025 at 1:00 p.m. Eastern Time. Please see additional information about our Annual Meeting in the section entitled “Important Information About Annual Meeting” in the proxy statement.

2024 was a year of resetting and growth for Compass.

In 2024, existing home sales remained at their lowest since 1995, and the residential real estate market faced elevated mortgage rates, high home prices and a lack of inventory. Despite these challenges, the Compass team and our experienced professional agents delivered excellent results that strengthened our business.

For the fourth year in a row, Compass was named the number one residential real estate brokerage in the United States by sales volume and importantly, we produced our first full-year of positive Adjusted EBITDA and Free Cash Flow(1). We remained focused on aggressively controlling our operating expenses to adapt and drive operating efficiencies in our business while still investing in growing our agent base organically and through acquisitions, investing in improving and expanding our proprietary end-to-end technology platform, and building upon our strong culture. In the latter half of 2024, we also announced the acquisition of Christie’s International Real Estate, which added a best-in-class brokerage to Compass and marked our entry into a new business line, allowing us to now partner with independently operated brokerages as a franchisee or a licensee. We refer to this new line of business as our “affiliate business.” With our business now on firm footing, we are setting our sights for further growth and achieving another year of positive Free Cash Flow in 2025.

Looking forward to the future, we believe we are at the beginnings of a structural shift in the residential real estate brokerage industry, with Compass being well-positioned to capitalize on the opportunity.

Our core playbook of controlling our costs, growing market share through organic and inorganic means, expanding margin by increasing attach rates in our title and escrow business, and now the expansion of our new higher-margin Christie’s International Real Estate affiliate business remains a top priority in 2025. As we execute on this playbook and the housing market normalizes, we believe we can drive significant top-and-bottom-line growth for our shareholders. Beyond our core playbook however, we are seeing emergence of potential new and exciting opportunities. The Compass Three-Phased Marketing strategy sits at the center of our strategy as we provide our high-performing agents with an innovative program, which we believe will ultimately benefit all stakeholders. As we increase the adoption of the Compass Three-Phased Marketing strategy throughout 2025 and marry that with our depth of inventory and platform, we believe we will be able to drive differentiated outcomes versus the rest of the industry. Additionally, our mergers and acquisitions pipeline continues to be robust and we will continue to look to strategically add great brands to the Compass, which we believe will further enhance our inventory advantage.

We are also extending our lead in technology as we roll out numerous products in support of the Compass Three-Phased Marketing strategy such as Reverse Prospecting and Make-Me-Sell, which create more proprietary inventory for Compass and we believe will drive more consumers to Compass agents and our platform. Additionally, earlier this year, we launched Compass One, an all-in-one client dashboard that provides a client-facing version of the Compass platform to consumers, allowing agents’ clients to have a differentiated experience where they can access the tools, services and advantages Compass offers to manage their homeownership journey.

We believe that the combination of our innovative programs for agents, depth of inventory in key markets, and platform will create differentiated outcomes for you, our shareholders, and we’re excited to capitalize on that opportunity in 2025 and beyond.

We rely on the efforts of our employees and agents and guidance from our Board of Directors.

I want to thank the entire Compass team of employees and agents who work tirelessly in what continues to be a challenging time in the residential real estate industry. Their incredible dedication, passion and deep commitment to our mission and purpose have allowed us to enter 2025 and beyond with the confidence that we have a strong foundation for future success. Lastly, I would also like to thank the Board for their continued guidance and support as we embark on our bold strategic roadmap to transform the residential real estate brokerage industry.

Thank you for your support of our company. Your vote is important.

Whether or not you plan to attend the Annual Meeting, please vote as soon as possible. As an alternative to voting at the Annual Meeting, you may vote prior to the Annual Meeting via the internet, by telephone, or by mail. Voting by any of these methods will ensure your representation at the Annual Meeting. We look forward to seeing you at the Annual Meeting.

On behalf of the Board of Directors, management and employees of Compass, I thank you for your continued support.

Sincerely,Robert L. ReffkinRobert L. ReffkinChairman of the Board of Directors and Chief Executive Officer

(1) See "Annex" for definitions and a reconciliation of GAAP to non-GAAP measures.

Notice of Annual Meeting of Stockholders

Stockholders will also consider such other business as may properly be presented before the annual meeting or any adjournment thereof.

This notice, proxy statement and voting instructions are being mailed to stockholders beginning on or about April 4, 2025.

Your vote is important. Regardless of whether you plan to attend the live virtual meeting, we encourage you to vote as soon as possible in one of the following ways:

By Order of the Board of Directors,

General Counsel and Corporate Secretary

Important Notice Regarding the Availability of Proxy Materials. Our proxy statement and 2024 annual report on Form 10-K are available at http://www.proxyvote.com. You are encouraged to access and review all the important information contained in these materials before voting.

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