Choice Hotels (CHH) SVP gains 5,772 performance stock units

Rhea-AI Filing Summary

Choice Hotels International reported that Senior Vice President Simone Wu acquired 5,772 stock-settled restricted stock units as an equity award. These units were earned based on Company performance against pre-approved financial targets for the period from January 1, 2023 through December 31, 2025, certified on February 20, 2026. The RSUs vest on March 2, 2026, and following this grant Wu holds 54,575 shares of common stock directly.

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^*

WU Simone

(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)
	Senior Vice President

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		5,772(1)	A	$0	54,575	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 5,772 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.
* 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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FAQ

What insider transaction did Choice Hotels (CHH) report for Simone Wu?

Choice Hotels reported that Senior Vice President Simone Wu acquired 5,772 stock-settled restricted stock units. The award reflects Company performance against pre-approved financial targets and is classified as a grant or other acquisition, not an open-market purchase or sale of common stock.

How many Choice Hotels (CHH) units did Simone Wu acquire in this Form 4?

Simone Wu acquired 5,772 stock-settled restricted stock units in this Form 4. These units were earned under performance-based criteria and increase her equity-based position, contributing to a total of 54,575 shares of common stock held directly after the reported transaction.

What performance period applied to Simone Wu’s Choice Hotels (CHH) RSU award?

The RSU award for Simone Wu was based on Company performance from January 1, 2023 through December 31, 2025. Performance against pre-approved financial targets for this period was certified on February 20, 2026, triggering the acquisition of 5,772 stock-settled restricted stock units.

When do Simone Wu’s newly acquired Choice Hotels (CHH) RSUs vest?

The 5,772 stock-settled restricted stock units acquired by Simone Wu vest on March 2, 2026. Until vesting, they remain units rather than fully settled shares, aligning her compensation with Company performance and future service through the stated vesting date.

What is Simone Wu’s Choice Hotels (CHH) share ownership after this Form 4?

After this award, Simone Wu directly holds 54,575 shares of Choice Hotels common stock. This total reflects the impact of the 5,772 performance-based stock-settled restricted stock units reported as acquired in the Form 4, as part of her overall equity compensation.