Sec Form 4 Filing - Ballard James D @ Douglas Elliman Inc. - 2023-12-15

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Ballard James D 2. Issuer Name and Ticker or Trading Symbol Douglas Elliman Inc. [ DOUG] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) See Remarks (Last) (First) (Middle) C/O DOUGLAS ELLIMAN INC., 4400 BISCAYNE BLVD; 10TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 12/15/2023 (Street) MIAMI, FL33137 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 12/15/2023 F 10,329 D $ 2.53 ( 1 ) 103,835 ( 2 ) D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Ballard James D C/O DOUGLAS ELLIMAN INC. 4400 BISCAYNE BLVD; 10TH FLOOR MIAMI, FL33137 See Remarks Signatures /s/ J Bryant Kirkland III, Attorney in Fact 12/18/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents withholdings of shares as payment of the Reporting Person's payroll tax liabilities incident to the vesting of 26,250 shares of restricted stock, which were awarded to reporting person on December 31, 2021 and March 14, 2023. The shares withheld were valued at $2.53 per share, which represented the average of the low ($2.42) and high ($2.64) stock prices of the Issuer's Common Stock on December 15, 2023, the date of vesting. ( 2 )All shares have been adjusted to reflect 5% stock dividend, which was paid by the Issuer on June 30, 2023.

Remarks: SVP, Enterprise Efficiency and Chief Technology OfficerExhibit 24 - Limited Power of Attorney filed with Form 3 dated December 16, 2021, which was filed on December 21, 2021.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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