Choice Hotels director restructures share holdings
CHOICE HOTELS INTERNATIONAL INC /DE director Brian Bainum reported a series of non-market, restructuring transactions in Common Stock.
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Form Type
4
Rhea-AI Filing Summary
CHOICE HOTELS INTERNATIONAL INC /DE director Brian Bainum reported a series of non-market, restructuring transactions in Common Stock. Using transaction code J between May 15, 2026 and May 21, 2026, he moved 4,158 shares through other acquisitions or dispositions, including restricted stock grants and distributions. Following these changes, he holds 134,195 shares directly and 2,908 shares indirectly through the Brian Bainum Declaration of Trust, with no open-market buys or sells reported.
Insider Trade Summary
Other: 4,158 shares
Other
8 txns
Insider
Bainum Brian
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Common Stock | 1,570 | $111.49 | $175K |
| holding | Common Stock | -- | -- | -- |
| Other | Common Stock | 416 | $0.00 | $0.00 |
| Other | Common Stock | 416 | $0.00 | $0.00 |
| Other | Common Stock | 423 | $0.00 | $0.00 |
| Other | Common Stock | 423 | $0.00 | $0.00 |
| Other | Common Stock | 455 | $0.00 | $0.00 |
| Other | Common Stock | 455 | $0.00 | $0.00 |
Holdings After Transaction:
Common Stock — 2,908 shares (Indirect, See Footnote);
Common Stock — 139,136 shares (Direct)
Footnotes (4)
- F1. Shares owned by Brian Bainum Declaration of Trust ("Brian Trust") for which Mr. Bainum is the sole beneficiary and trustee.
- F2. Represents restricted stock which vests in three equal installments on the first, second and third anniversary of the grant date.
- F3. Represents grant of restricted stock, the vesting of which shall occur in three equal installments on the first, second and third anniversary of the grant date.
- F4. Restricted shares from the Restricted Stock Plan distributed to Brian Bainum
Key Figures
Direct holdings after transactions: 134,195 shares
Indirect holdings after transactions: 2,908 shares
Largest single J-code transaction: 1,570 shares at $111.49/share
+3 more
6 metrics
Direct holdings after transactions
134,195 shares
Common Stock held directly following reported Form 4 entries
Indirect holdings after transactions
2,908 shares
Common Stock held indirectly via Brian Bainum Declaration of Trust
Largest single J-code transaction
1,570 shares at $111.49/share
Non-derivative Common Stock transaction on May 21, 2026, indirect ownership
Restructuring share total
4,158 shares
Aggregate shares in restructuring-type J-code transactions per transactionSummary
Restructuring transaction count
7 transactions
Transactions coded J as other acquisitions or dispositions
Transaction window
May 15–21, 2026
Dates over which J-code restructuring transactions occurred
Key Terms
transaction code J, restricted stock, Restricted Stock Plan, Declaration of Trust, +1 more
5 terms
transaction code J regulatory
"transaction code "J" with description "Other acquisition or disposition""
restricted stock financial
"Represents restricted stock which vests in three equal installments"
Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.
Restricted Stock Plan financial
"Restricted shares from the Restricted Stock Plan distributed to Brian Bainum"
A restricted stock plan is a program where a company grants employees or executives shares that are held back until certain conditions are met, such as staying with the company for a set period or hitting performance goals. Think of it like a reward that unlocks over time; for investors it matters because these grants can dilute existing ownership when they vest and signal management’s incentives and confidence in future performance.
Declaration of Trust financial
"Shares owned by Brian Bainum Declaration of Trust ("Brian Trust")"
A declaration of trust is a legal document that spells out who holds assets on behalf of others, what duties the holder has, and how income or profits are shared among beneficiaries. For investors it matters because it clarifies who controls the asset, how returns and losses will be allocated, and what rules govern distributions—think of it like a written instruction that tells a custodian how to manage and split the proceeds so investors know their rights and risks.
indirect ownership regulatory
"transaction marked with ownership code I and nature_of_ownership "See Footnote""
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Brian Bainum report in his latest Form 4 for CHH?
Brian Bainum reported several non-market Common Stock transactions labeled with code J. These involved restructuring his holdings, including restricted stock grants and trust-related movements, rather than open-market buying or selling of Choice Hotels International (CHH) shares.
What is the role of the Brian Bainum Declaration of Trust in these CHH holdings?
Some CHH shares are owned by the Brian Bainum Declaration of Trust, for which Bainum is sole beneficiary and trustee. These holdings are reported as indirect ownership, reflecting that the trust, rather than Bainum personally, is the formal share owner in the company’s records.
What does transaction code J mean in Brian Bainum’s CHH Form 4?
Transaction code J indicates “other acquisition or disposition” of securities. In this CHH filing, it covers non-market movements such as restricted stock grants, vesting, distributions, and trust-related transfers, rather than straightforward open-market purchases or sales of shares.
Were restricted stock awards involved in Brian Bainum’s CHH transactions?
Yes. Footnotes explain that some reported CHH shares are restricted stock that vests in three equal installments over three years, and that certain restricted shares from the Restricted Stock Plan were distributed to Brian Bainum as part of these non-market transactions.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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