Choice Hotels (NYSE: CHH) grants 661 stock-settled RSUs to executive

Rhea-AI Filing Summary

Choice Hotels International reported that Chief Strategy Officer and Senior VP of Technology Anna Scozzafava acquired 661 shares of common stock through a grant of stock-settled restricted stock units. The award was earned based on company performance against pre-approved financial targets for the period from January 1, 2023 through December 31, 2025, as certified on February 20, 2026. These restricted stock units are scheduled to vest on March 2, 2026. Following this grant, Scozzafava directly owns 5,712 shares of Choice Hotels common stock.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Scozzafava Anna

(Last) (First) (Middle)

915 MEETING STREET

SUITE 600

(Street)

NORTH BETHESDA MD 20852

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CHOICE HOTELS INTERNATIONAL INC /DE [ CHH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Strategy Ofc & SVP, Tech

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	02/20/2026		A		661(1)	A	$0	5,712	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

Explanation of Responses:

1. As a result of Company performance against pre-approved financial targets applicable to performance vested restricted stock units previously granted, as certified on February 20, 2026 for the period of January 1, 2023 through December 31, 2025, the reporting person acquired 661 stock-settled restricted stock units that vest on March 2, 2026.

	Sharon Houle Randall, Attorney In Fact	02/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did CHH report for Anna Scozzafava?

Choice Hotels reported that executive Anna Scozzafava acquired 661 stock-settled restricted stock units. The units were granted as common stock, increasing her direct holdings to 5,712 shares following the transaction, according to the Form 4 filing.

Was the CHH insider award to Anna Scozzafava a purchase or a grant?

The transaction was a grant or award, not an open-market purchase. It is coded as an acquisition (code A) with a price per share of $0.0000, reflecting performance-based restricted stock units rather than cash-paid shares.

Why did Anna Scozzafava receive 661 restricted stock units from CHH?

She received 661 stock-settled restricted stock units because the company’s performance met pre-approved financial targets. These targets applied to a performance period from January 1, 2023 through December 31, 2025, and were certified on February 20, 2026.

When do Anna Scozzafava’s new CHH restricted stock units vest?

The 661 stock-settled restricted stock units granted to Anna Scozzafava vest on March 2, 2026. Vesting means the units convert into common stock at that time, subject to the terms and conditions of the award agreement.

How many CHH shares does Anna Scozzafava own after this Form 4 transaction?

After this grant, Anna Scozzafava directly owns 5,712 shares of Choice Hotels common stock. This total includes the effect of acquiring 661 stock-settled restricted stock units reported in the Form 4 insider filing.

What role does Anna Scozzafava hold at Choice Hotels (CHH)?

Anna Scozzafava serves as Chief Strategy Officer and Senior Vice President, Technology at Choice Hotels. Her Form 4 filing reflects equity compensation tied to this executive role, specifically a performance-based grant of restricted stock units.