Document

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): January 5, 2018

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Realogy Holdings Corp.

(Exact Name of Registrant as Specified in its Charter)

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Realogy Group LLC

(Exact Name of Registrant as Specified in its Charter)

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175 Park Avenue

Madison, NJ 07940

(Address of principal executive offices) (Zip Code)

(973) 407-2000

(Registrant’s telephone number, including area code)

None

(Former name or former address if changed since last report)

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:



o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

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Item 5.02.	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

As announced in a press release issued by Realogy Holdings Corp. (the “Company” or “Realogy”) on January 5, 2018, Bruce Zipf, the former President and Chief Executive Officer of NRT LLC, transitioned to the non-officer role of Executive Advisor to the Company’s CEO on January 5, 2018.

As part of the transition, the Company and Mr. Zipf have agreed that he will continue at his current base salary of $625,000 through February 2019 and for the subsequent 12-month period will receive a base salary of $375,000. In his new role, he will not be entitled to additional grants of equity awards or, commencing March 1, 2018, to participate in the annual cash incentive plan. In addition, Mr. Zipf will be entitled to the payments and benefits payable in accordance with his severance agreement for a termination of employment without cause, subject to continued compliance with his restrictive covenants (including non-compete and non-solicitation covenants) and the execution and non-revocation of a release of claims.



Item 8.01.	Other Events.

A copy of the press release issued by the Company on January 5, 2018, announcing certain organizational and executive leadership changes, is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.



Item 9.01.		Financial Statements and Exhibits.



(d)	Exhibits



Exhibit No.		Description
99.1		Press Release dated January 5, 2018.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



REALOGY HOLDINGS CORP.

By:		/s/ Anthony E. Hull
		Anthony E. Hull, Executive Vice President, Chief Financial Officer and Treasurer

Date: January 5, 2018

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



REALOGY GROUP LLC

By:		/s/ Anthony E. Hull
		Anthony E. Hull, Executive Vice President, Chief Financial Officer and Treasurer

Date: January 5, 2018

EXHIBIT INDEX



Exhibit No.		Exhibit
99.1		Press Release dated January 5, 2018.