Regulation FD Disclosure - Form 8-K

Item 7.01Regulation FD Disclosure

On April 11, 2024, a putative class action complaint under the caption Shauntell Burton et al. v. Bluefield Realty Group, LLC, et al. (Case No. 7:24-cv-01800-JDA) (the "Class Action") was filed in the United States District Court for the District of South Carolina, Spartanburg Division, naming as defendants certain real estate brokerages, franchisors and real estate brokerage owners, including the Company. The Class Action complaint alleges that defendants conspired to restrain trade by causing certain home sellers to pay buyer broker fees and inflated commissions on the sale of homes all in violation of federal antitrust law. The putative class representatives seek to represent a class of persons comprising of any person who used a listing broker to sell a home listed on a multiple listing service in the District of South Carolina between November 6, 2019, through the present. Plaintiffs, on behalf of themselves and the putative class, seek a permanent injunction enjoining the defendants from requiring that sellers pay the buyer broker, continuing to restrict competition among buyer brokers and seller brokers and engaging in conduct determined to be unlawful. Plaintiffs, on behalf of themselves and the putative class, also seek an award of declaratory relief, damages and/or restitution in an amount to be determined at trial, pre-and post-judgment interest and attorneys' fees, expenses and costs of suit. The Company believes that additional antitrust litigation may be possible. The Company cannot provide any assurances that results of such litigation will not have a material adverse effect on its business, results of operations or financial condition.

The information in this Item 7.01 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing by the Company under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing, except as expressly set forth by specific reference in such filing.

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