RMR GROUP INC

RMR LLC entered into a letter agreement, or the Retirement Agreement, dated February 5, 2025, with Jennifer B. Clark, Executive Vice President, General Counsel and Secretary of RMR Inc. and of RMR LLC. Ms. Clark also serves as a Managing Director of RMR Inc., a managing trustee of OPI and a director of each of Tremont, AlerisLife and Sonesta. Ms. Clark will continue to serve in her current roles as an officer of RMR Inc. and as an officer of RMR LLC until December 31, 2025 at which time she will resign from such offices and from any other officer or related positions within RMR LLC, any RMR LLC managed company or any of their affiliates. Ms. Clark will continue to serve as a Managing Director of RMR Inc. and as a managing trustee of OPI but, pursuant to the Retirement Agreement, has agreed not to seek or accept reelection as a managing trustee of OPI or as a Managing Director of RMR Inc. in 2026. She will continue to serve as an employee of RMR LLC until July 1, 2026, or the Retirement Date.

Under the Retirement Agreement, RMR LLC agreed to pay Ms. Clark her current base cash salary compensation until December 31, 2025, and $15,000 per month from January 1, 2026 until the Retirement Date. In September 2025, Ms. Clark will receive a cash bonus equal to the greater of the cash bonus paid to Adam Portnoy for fiscal year 2025 and $2,880,000 and will be recommended for a share grant from RMR Inc. equal in value to the share grant she received from RMR Inc. in September 2024. In addition, subject to her execution of a customary release on or before each payment date, RMR LLC agreed to pay Ms. Clark a combined cash payment in the amount of $4,375,000 with half of that amount expected to be paid on or about January 9, 2026, and the other half expected to be paid on or about July 9, 2026. Pursuant to the Retirement Agreement, RMR LLC agreed to recommend that RMR Inc.’s Compensation Committee approve the acceleration of vesting of Ms. Clark’s unvested shares of RMR Inc., effective as of the Retirement Date. The Retirement Agreement contains other customary terms and conditions, including confidentiality, non-solicitation, and other covenants and a waiver and release. The foregoing summary of the material terms of the Retirement Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Retirement Agreement, a copy of which is filed as Exhibit 10.2 and incorporated herein by reference.