Document/ExhibitDescriptionPagesSize
1: 10-K Annual Report HTML 3.14M
2: EX-21.1 Subsidiaries of Anywhere Real Estate Inc. and HTML 240K
Anywhere Real Estate Group LLC.
3: EX-23.1 Consent of Pricewaterhousecoopers LLP. HTML 35K
10: EX-97.1 Executive Officer Mandatory Compensation Clawback HTML 54K Policy.
4: EX-31.1 Certification of the Chief Executive Officer of HTML 40K
Anywhere Real Estate Inc.
5: EX-31.2 Certification of the Chief Financial Officer of HTML 40K
Anywhere Real Estate Inc.
6: EX-31.3 Certification of the Chief Executive Officer of HTML 40K
Anywhere Real Estate Group LLC.
7: EX-31.4 Certification of the Chief Financial Officer of HTML 40K
Anywhere Real Estate Group LLC.
8: EX-32.1 Certification for Anywhere Real Estate Inc. HTML 37K
9: EX-32.2 Certification for Anywhere Real Estate Group LLC HTML 37K
16: R1 Cover Page HTML 110K
17: R2 Audit Information HTML 41K
18: R3 Consolidated Statements Of Operations HTML 153K
19: R4 Consolidated Statements of Comprehensive Income HTML 88K
(Loss)
20: R5 Consolidated Balance Sheets HTML 179K
21: R6 Consolidated Statements Of Cash Flows HTML 172K
22: R7 Consolidated Statements Of Equity (Deficit) HTML 132K
23: R8 Equity Accumulated Other Comprehensive Loss HTML 75K
24: R9 SEC Schedule, Article 12-09, Valuation and HTML 62K
Qualifying Accounts
25: R10 Basis of Presentation (Notes) HTML 50K
26: R11 Summary of Significant Accounting Policies (Notes) HTML 64K
27: R12 Revenue Recognition HTML 138K
28: R13 Investments, Equity Method and Joint Ventures HTML 64K
29: R14 Property and Equipment, Net Property and HTML 50K
Equipment, Net (Notes)
30: R15 Leases Lessee Disclosure (Notes) HTML 111K
31: R16 Goodwill and Intangible Assets (Notes) HTML 125K
32: R17 Other Current Assets, Accrued Expenses And Other HTML 59K
Current Liabilities (Notes)
33: R18 Short and Long-Term Debt (Notes) HTML 126K
34: R19 Franchising and Marketing Activities (Notes) HTML 81K
35: R20 Employee Benefit Plans (Notes) HTML 74K
36: R21 Income Taxes (Notes) HTML 120K
37: R22 Stock-Based Compensation (Notes) HTML 46K
38: R23 Restructuring Costs (Notes) HTML 81K
39: R24 Commitments And Contingencies (Notes) HTML 110K
40: R25 Equity HTML 158K
41: R26 Earnings (Loss) Per Share (Notes) HTML 60K
42: R27 Risk Management and Fair Value of Financial HTML 86K
Instruments (Notes)
43: R28 Segment Information (Notes) HTML 132K
44: R29 Pay vs Performance Disclosure HTML 48K
45: R30 Insider Trading Arrangements HTML 42K
46: R31 Summary of Significant Accounting Policies HTML 98K
(Policies)
47: R32 Revenue Recognition (Policies) HTML 136K
48: R33 Investments, Equity Method and Joint Ventures HTML 39K
(Policies)
49: R34 Leases Lessee Disclosure (Policies) HTML 40K
50: R35 Segment Reporting (Policies) HTML 38K
51: R36 Earnings Per Share (Policies) HTML 40K
52: R37 SEC Schedule, Article 12-09, Valuation and HTML 58K
Qualifying Accounts (Tables)
53: R38 Revenue Recognition (Tables) HTML 122K
54: R39 Investments, Equity Method and Joint Ventures HTML 64K
(Tables)
55: R40 Property and Equipment, Net Property and HTML 49K
Equipment, Net (Tables)
56: R41 Leases Lessee Disclosure (Tables) HTML 113K
57: R42 Goodwill and Intangible Assets (Tables) HTML 128K
58: R43 Other Current Assets, Accrued Expenses And Other HTML 61K
Current Liabilities (Tables)
59: R44 Short and Long-Term Debt (Tables) HTML 95K
60: R45 Franchising and Marketing Activities (Tables) HTML 78K
61: R46 Employee Benefit Plans (Tables) HTML 72K
62: R47 Income Taxes (Tables) HTML 122K
63: R48 Restructuring Costs (Tables) HTML 84K
64: R49 Commitments And Contingencies (Tables) HTML 44K
65: R50 Equity (Tables) HTML 155K
66: R51 Earnings (Loss) Per Share (Tables) HTML 55K
67: R52 Risk Management and Fair Value of Financial HTML 78K
Instruments (Tables)
68: R53 Segment Information (Tables) HTML 138K
69: R54 SEC Schedule, Article 12-09, Valuation and HTML 54K
Qualifying Accounts (Details)
70: R55 Supplemental Balance Sheet (Details) HTML 38K
71: R56 Business Description (Details) HTML 48K
72: R57 Basis of Presentation Sale of the Title Insurance HTML 64K
Underwriter (Details)
73: R58 Summary of Significant Accounting Policies HTML 44K
(Details)
74: R59 Summary of Significant Accounting Policies HTML 53K
Property, Plant and Equipment (Details)
75: R60 Summary of Significant Accounting Policies HTML 63K
Impairment of Goodwill, Intangible Assets and
Other Long-Lived Assets (Details)
76: R61 Revenue Recognition - Disaggregation of Revenue HTML 90K
(Details)
77: R62 Revenue Recognition - Deferred Revenue (Details) HTML 94K
78: R63 Investments, Equity Method and Joint Ventures HTML 87K
(Details)
79: R64 Property and Equipment, Net Property and HTML 59K
Equipment, Net (Details)
80: R65 Leases Lessee Disclosure - Narrative (Details) HTML 50K
81: R66 Leases Lessee Disclosure - Supplemental Balance HTML 67K
Sheet Information (Details)
82: R67 Leases Lessee Disclosure - Lease Liability HTML 94K
Maturity Table (Details)
83: R68 Leases Lessee Disclosure - Lease Costs (Details) HTML 53K
84: R69 Leases Lessee Disclosure - Supplemental Cash Flow HTML 49K
Information (Details)
85: R70 Goodwill (Details) HTML 97K
86: R71 Acquisitions (Details) HTML 59K
87: R72 Intangible Assets (Details) HTML 84K
88: R73 Amortization Expense (Details) HTML 62K
89: R74 Other Current Assets, Accrued Expenses And Other HTML 71K
Current Liabilities (Details)
90: R75 Short And Long-Term Debt Schedule of Total HTML 71K
Indebtedness (Details)
91: R76 Short And Long-Term Debt Schedule of Debt HTML 119K
(Details)
92: R77 Short And Long-Term Debt Debt Maturities Table HTML 70K
(Details)
93: R78 Short And Long-Term Debt Senior Secured Credit HTML 80K
Facility (Details)
94: R79 Short And Long-Term Debt Term Loan A Facility HTML 83K
(Details)
95: R80 Short And Long-Term Debt Debt Transactions HTML 70K
(Details)
96: R81 Short And Long-Term Debt Senior Secured Second HTML 46K
Lien Notes (Details)
97: R82 Short And Long-Term Debt Unsecured Notes (Details) HTML 66K
98: R83 Short and Long-Term Debt Exchangeable Senior Notes HTML 105K
(Details)
99: R84 Short And Long-Term Debt Securitization HTML 61K
Obligations (Details)
100: R85 Short And Long-Term Debt Gain/Loss on the Early HTML 68K
Extinguishment of Debt (Details)
101: R86 Franchising and Marketing Activities (Details) HTML 73K
102: R87 Franchising and Marketing Activities Change in the HTML 54K
Number of Franchised and Brokerage Outlets
(Details)
103: R88 Changes in Benefit Obligations and Plan Assets HTML 59K
Table (Details)
104: R89 Employee Benefit Plans Estimated Future Funding HTML 52K
(Details)
105: R90 Employee Benefit Plans Fair Value of Plan Assets HTML 72K
by Category (Details)
106: R91 Employee Benefit Plans Other Employee Benefit HTML 44K
Plans (Details)
107: R92 Income Taxes Pre-tax Income (Loss) for Domestic HTML 43K
and Foreign Operations (Details)
108: R93 Income Tax Provision (Details) HTML 64K
109: R94 Income Taxes Reconciliation of Effective Tax Rate HTML 62K
(Details)
110: R95 Income Taxes Deferred Income Tax Assets and HTML 76K
Liabilities (Details)
111: R96 Income Taxes Accounting for Uncertainty in Income HTML 59K
Taxes (Details)
112: R97 Income Taxes Tax Sharing Agreement (Details) HTML 37K
113: R98 Stock-Based Compensation Introduction Narrative HTML 68K
(Details)
114: R99 Stock-Based Compensation Incentive Equity Awards HTML 72K
Activity - Summary of Share-Based Compensation
Activity (Details)
115: R100 Stock-Based Compensation Expense (Details) HTML 43K
116: R101 Restructuring Costs (Details) HTML 98K
117: R102 Commitments And Contingencies Litigation and Tax HTML 57K
Matters (Details)
118: R103 Commitments And Contingencies Escrow and Trust HTML 43K
Deposits (Details)
119: R104 Commitments And Contingencies Purchase Commitments HTML 60K
and Minimum Licensing Fees (Details)
120: R105 Commitments And Contingencies Other Guarantees, HTML 60K
Insurance and Self-Insurance (Details)
121: R106 Equity (Details) HTML 121K
122: R107 Earnings (Loss) Per Share (Details) HTML 95K
123: R108 Interest Rate, Credit, and Market Risk Exposures HTML 54K
(Details)
124: R109 Derivative Instruments (Details) HTML 41K
125: R110 Financial Instruments (Details) HTML 68K
126: R111 Fair Value Indebtedness Table (Details) HTML 73K
127: R112 Reconciliation of Revenue from Segments to HTML 56K
Consolidated (Details)
128: R113 Operating EBITDA (Details) HTML 116K
129: R114 Reconciliation of Depreciation and Amortization HTML 49K
from Segments to Consolidated (Details)
130: R115 Reconciliation of Assets from Segment to HTML 55K
Consolidated (Details)
131: R116 Reconciliation of Capital Expenditures from HTML 49K
Segment to Consolidated (Details)
132: R117 Geographic Region (Details) HTML 64K
134: XML IDEA XML File -- Filing Summary XML 253K
137: XML XBRL Instance -- hous-20231231_htm XML 4.35M
133: EXCEL IDEA Workbook of Financial Report Info XLSX 310K
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136: ZIP XBRL Zipped Folder -- 0001398987-24-000015-xbrl Zip 2.32M
Anywhere Real Estate Inc. Executive Officer Mandatory Clawback Policy
Recoupment of Incentive-Based Compensation
It is the policy of Anywhere Real Estate Inc. and its subsidiaries (the “Company”) that, in the event the Company is required to prepare Restatement due to material non-compliance with any financial
reporting requirement under the federal securities laws, the Company will recover on a reasonably prompt basis the amount of any Incentive-Based Compensation Received by a Covered Executive during the Recovery Period that exceeds the amount that otherwise would have been Received had it been determined based on the applicable Restatement.
Policy Administration and Definitions
This Executive Officer Mandatory Clawback Policy (the “Executive Policy”) is administered by the Compensation Committee of the Company’s Board of Directors (the “Committee”) and is intended to comply with, and as applicable to be administered and interpreted consistent with, Listing Standard 303A.14 adopted by the New York Stock Exchange to implement Rule 10D-1 under the Securities Exchange Act of 1934, as amended (collectively, “Rule 10D-1”).
For
purposes of this Executive Policy:
“Covered Executive” means any officer of the Company as defined under Rule 16a-1(f) under the Securities Exchange Act of 1934, as amended, which shall be deemed to include any individuals identified by the Company as executive officers pursuant to Item 401(b) of Regulation S-K under the Exchange Act.
“Covered Compensation” means any Incentive-Based Compensation granted, vested or paid to a person who served as an Executive Officer at any time during the performance period for the Incentive-Based Compensation and that was Received (i) on or after the effective date of the NYSE listing standard, (ii) after the person became an Executive Officer and (iii) at a time that the Company had a class of securities listed on a national securities exchange or a national securities association.
“Erroneously
Awarded Compensation” means the amount of Covered Compensation granted, vested or paid to a person during the fiscal period when the applicable Financial Reporting Measure relating to such Covered Compensation was attained that exceeds the amount of Covered Compensation that otherwise would have been granted, vested or paid to the person had such amount been determined based on the applicable Restatement, computed without regard to any taxes paid (i.e., on a pre-tax basis). For Covered Compensation based on stock price or total shareholder return, where the amount of Erroneously Awarded Compensation is not subject to mathematical recalculation directly from the information in a Restatement, the Committee will determine the amount of such Covered Compensation that constitutes Erroneously Awarded Compensation, if any, based on a reasonable estimate of the effect of the Restatement on the stock price or total shareholder
return upon which the Covered Compensation was granted, vested or paid and the Committee shall maintain documentation of such determination and provide such documentation to the NYSE.
1
“Financial Reporting Measure” means (i) any measure that is determined and presented in accordance with the accounting principles used in preparing the Company’s financial statements, and any measures derived in whole or in part on such measures and may consist of GAAP or non-GAAP financial measures (as defined under Regulation G of the Exchange Act and Item 10 of Regulation S-K under the Exchange Act), (ii) stock price or (iii) total shareholder return. Financial Reporting Measures may or may not be filed with the SEC and may be presented outside the Company’s financial statements, such as
in Managements’ Discussion and Analysis of Financial Conditions and Result of Operations or in the performance graph required under Item 201(e) of Regulation S-K under the Exchange Act.
“Incentive-Based Compensation” means any compensation that is granted, vested or paid based in whole or in part on the attainment of a Financial Reporting Measure that, in each case, was Received by a person (i) on or after [October 2, 2023] and after the person began service as a Covered Executive, and (ii) who served as a Covered Executive at any time during the performance period for such Incentive-Based Compensation.
“Received” means the following: Incentive-Based Compensation is deemed to be “Received” in the fiscal period during which the relevant financial reporting measure is attained, even if the grant, vesting or payment
of the Incentive-Based Compensation occurs after the end of that period.
“Recovery Period” means the three completed fiscal years (plus any transition period of less than nine months that is within or immediately following the three completed fiscal years and that results from a change in the Company’s fiscal year) immediately preceding the date that the Company is required to prepare a Restatement for a given reporting period, with such date being the earlier of: (i) the date the Board, a committee of the Board, or the officer or officers of the Company authorized to take such action if Board action is not required, concludes, or reasonably should have concluded, that the Company is required to prepare a Restatement or (ii) the date a court, regulator or other legally authorized body directs the Company to prepare a Restatement. Recovery of any Erroneously Awarded Compensation under the Executive Policy is not dependent
on if or when the Restatement is actually filed.
“Restatement” means a required accounting restatement of any Company financial statement due to the material noncompliance of the Company with any financial reporting requirement under the securities laws, including (i) to correct an error in previously issued financial statements that is material to the previously issued financial statements (commonly referred to as a “Big R” restatement) or (ii) to correct an error in previously issued financial statements that is not material to the previously issued financial statements but that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period (commonly referred to as a “little r” restatement). Changes to the Company’s financial statements that do not represent error corrections under the then-current relevant accounting standards will
not constitute Restatements. Recovery of any Erroneously Awarded Compensation under this Executive Policy is not dependent on fraud or misconduct by any person in connection with the Restatement.
In the event of a Restatement, any Erroneously Awarded Compensation Received during the Recovery Period prior to the Restatement (a) that is then-outstanding but has not yet been paid shall be automatically and immediately forfeited and (b) that has been paid to any person shall be subject to reasonably prompt repayment to the Company. The Committee must pursue (and shall not have the discretion to waive) the forfeiture and/or repayment of such Erroneously Awarded Compensation, except as provided below. In all cases, the calculation of the excess amount of
2
Incentive-Based
Compensation to be recovered will be determined on a pre-tax basis. Any determinations made by the Committee under this Executive Policy shall be final and binding on all affected individuals.
The Company may effect any recovery pursuant to this Executive Policy by requiring payment of such amount(s) to the Company, by set-off, by reducing future compensation, or by such other means or combination of means as the Committee determines to be appropriate. The Company need not recover the excess amount of Incentive-Based Compensation if and to the extent that the Committee determines that such recovery is impracticable and not required under Rule 10D-1, including if the Committee determines that the direct expense paid to a third party to assist in enforcing this Executive Policy would exceed the amount to be recovered (following reasonable attempts by the Company to recover such Erroneously Awarded Compensation, the documentation
of such attempts, and the provision of such documentation to the NYSE) or if recovery would likely cause an otherwise tax-qualified retirement plan, under which benefits are broadly available to employees of the Company, to fail to meet the requirements of 26 U.S.C. 401(a)(13) or 26 U.S.C. 411(a) and regulations thereunder. The Company is authorized to take appropriate steps to implement this Executive Policy with respect to Incentive-Based Compensation arrangements with Covered Executives.
No person shall be indemnified, insured or reimbursed by the Company in respect of any loss of compensation by such person in accordance with this Executive Policy, nor shall any person receive any advancement of expenses for disputes related to any loss of compensation by such person in accordance with this Executive Policy, and no person shall be paid or reimbursed by the Company for any premiums paid by such person for any third-party
insurance policy covering potential recovery obligations under this Executive Policy.1 For this purpose, the term “indemnification” includes any modification to current compensation arrangements or other means that would amount to de facto indemnification (for example, providing the person a new cash award which would be cancelled to effect the recovery of any Incentive-Based Compensation subject to recoupment). In no event shall the Company be required to, although the Company may in its discretion, award any person an additional payment if any restatement would result in a higher incentive compensation payment.
Any right of recoupment or recovery pursuant to this Executive Policy is in addition to, and not in lieu of, any other remedies or rights of recoupment that may be available to the Company pursuant to the terms of any
other policy, any employment agreement or plan or award terms, and any other legal remedies available to the Company.
Policy Fact Sheet
Policy Sponsor
Corporate Legal
Policy Author
Senior Vice President and Assistant Secretary
Policy Reviewers
Compensation Committee
Policy Administrator
Corporate Legal (Securities Law &
Employee Benefits)
1 NTD: insurance policies covering this type of claim are specifically called out and discussed in the adopting release (see pages 116-121 of the Adopting Release).
3
For
(Non-Executive) Specified Employees
ANYWHERE REAL ESTATE INC.
COMPENSATION CLAWBACK POLICY
ACKNOWLEDGMENT, CONSENT AND AGREEMENT
I acknowledge that I have received and reviewed a copy of the Anywhere Real Estate Inc. Compensation Clawback Policy (as may be amended from time to time, the “Policy”) and I have had the opportunity to review the Policy with my counsel. I knowingly, voluntarily and irrevocably consent to an agree to be bound by and subject to the Policy’s terms and conditions, including that I will return any Covered Compensation that is required to be repaid in accordance with the Policy. I further acknowledge, understand and agree that (i) the compensation that I receive, have received or may become entitled to receive from the Company
is subject to the Policy, and the Policy may affect such compensation and (ii) I have no right to indemnification, insurance payments or other reimbursement by or from the Company for any compensation that is subject to recoupment and/or forfeiture under the Policy. Capitalized terms not defined herein have the meanings set forth in the Policy.
I acknowledge that I have received and reviewed a copy of the Anywhere Real Estate Inc. Compensation Clawback Policy and the Executive Officer Mandatory Clawback Policy (each, as may be amended from time to time, the “Policies”) and I have been given an opportunity review the Policies with my counsel. I knowingly, voluntarily and irrevocably consent to an agree to be bound by and subject to the Policies’ terms and conditions, including that I will return any Covered Compensation
and/or Incentive-Based Compensation, as applicable, that is required to be repaid in accordance with the Policies. I further acknowledge, understand and agree that (i) the compensation that I receive, have received or may become entitled to receive from the Company is subject to the Policies, and the Policies may affect such compensation and (ii) I have no right to indemnification, insurance payments or other reimbursement by or from the Company for any compensation that is subject to recoupment and/or forfeiture under the Policies. Capitalized terms not defined herein have the meanings set forth in the Policies.
Exhibit 97.1