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Howard Hughes Holdings Inc. (HHH) resets 2026 shareholder meeting date and record date

(Neutral)
(Neutral)
Form Type
8-K/A

Rhea-AI Filing Summary

Howard Hughes Holdings Inc. updated the scheduling details for its 2026 Annual Meeting of Stockholders. The meeting will now be held on Wednesday, September 30, 2026, with the close of business on Monday, August 17, 2026 set as the record date for stockholders entitled to notice of, and to vote at, the meeting and any adjournment or postponement.

The company also announced that the 2026 Shareholder Meeting will begin at 9 a.m. ET at 787 Seventh Avenue in New York City, will be open to the public with advance registration, and may be attended in person or via live webcast. Previously disclosed stockholder proposal and nomination deadlines remain unchanged and no new or extended deadlines are being established.

Positive

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Negative

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Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Annual meeting date September 30, 2026 Date set for the 2026 Annual Meeting of Stockholders
Record date August 17, 2026 Close of business date for stockholders entitled to notice and vote
Prior meeting date September 17, 2026 Previously announced date for the 2026 Annual Meeting, now superseded
Prior record date July 22, 2026 Previously announced record date, now superseded
Meeting start time 9 a.m. ET Scheduled start time for the 2026 Shareholder Meeting in New York City
Rule 14a-8 deadline April 17, 2026 Deadline for submission of stockholder proposals under Rule 14a-8
Bylaw notice window end July 2, 2026 Latest date for stockholder proposals or nominations outside Rule 14a-8
Rule 14a-19 notice deadline August 1, 2026 Latest date for notices required under Rule 14a-19
record date regulatory
"the record date for determining the stockholders entitled to notice of, and to vote at"
The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.
Annual Meeting of Stockholders regulatory
"the date of the Company’s 2026 Annual Meeting of Stockholders"
Rule 14a-8 regulatory
"The deadline for submission of Rule 14a-8 proposals was April 17, 2026"
Rule 14a-8 is a U.S. Securities and Exchange Commission regulation that lets eligible shareholders put proposals on a public company’s proxy ballot for an annual meeting, provided they meet basic ownership and filing requirements. It matters to investors because it creates a formal way to raise governance or strategic issues and force a company-wide vote—like getting an item onto the agenda of a neighborhood association meeting once you’ve lived there long enough—so shareholders can push for change or influence management decisions.
Rule 14a-19 regulatory
"In addition, notices required under Rule 14a-19 were required to be received"
Rule 14a-19 is a U.S. Securities and Exchange Commission rule that governs how independent proxy advisory firms produce and distribute voting recommendations for shareholders. It requires these advisers to provide companies with notice of their recommendations and a chance to respond, and to disclose certain conflicts; think of it as a referee ensuring both sides see a game plan before fans cast votes. Investors care because proxy advisers influence voting outcomes and corporate governance, so the rule affects transparency, potential bias, and the reliability of guidance that many investors rely on when voting shares.
Bylaws regulatory
"Under Article I, Section 7(a)(2) of the Bylaws, notices of stockholder proposals"
Corporate bylaws are a company's internal rulebook that explains how the business is run day to day — who makes decisions, how directors and officers are chosen, how shareholder meetings are conducted, and procedures for changes or conflicts. For investors, bylaws matter because they shape governance and control, influence how quickly and easily leadership or strategy can change, and can protect or limit shareholder rights much like house rules affect how a household operates.

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FAQ

When will Howard Hughes Holdings Inc. (HHH) hold its 2026 Annual Meeting of Stockholders?

Howard Hughes Holdings Inc. will hold its 2026 Annual Meeting of Stockholders on Wednesday, September 30, 2026. The meeting will start at 9 a.m. ET at 787 Seventh Avenue in New York City and will also be available via live webcast.

What is the record date for voting at HHH’s 2026 Annual Meeting?

The record date for voting at HHH’s 2026 Annual Meeting is the close of business on Monday, August 17, 2026. Only stockholders of record on that date will be entitled to receive notice of, and to vote at, the meeting and any adjournment.

How did Howard Hughes Holdings Inc. change the previously announced 2026 meeting schedule?

HHH changed the 2026 Annual Meeting date from September 17, 2026 to September 30, 2026 and the record date from July 22, 2026 to August 17, 2026. The company stated that earlier proposal and nomination deadlines remain unchanged.

Can non-stockholders attend the 2026 Shareholder Meeting of HHH?

Yes. The 2026 Shareholder Meeting is open to the public, but advance registration is required, with priority given to HHH stockholders. Attendance is available both in person at 787 Seventh Avenue in New York City and via live webcast.

Have stockholder proposal and nomination deadlines for HHH’s 2026 Annual Meeting changed?

No. The company stated that no new or extended deadlines are being established. The Rule 14a-8 proposal deadline was April 17, 2026, and bylaw and Rule 14a-19 notice deadlines previously disclosed remain in effect.

Who will present at Howard Hughes Holdings Inc.’s 2026 Shareholder Meeting?

The program will feature Executive Chairman Bill Ackman, Chief Investment Officer Ryan Israel, Chief Executive Officer David O’Reilly, and Marc Grandisson, Executive Chairman of Vantage Group Holdings Ltd., who will discuss strategy and long-term growth initiatives.
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K/A

(Amendment No. 2)

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): March 5, 2026

 

 

 

HOWARD HUGHES HOLDINGS INC.

(Exact name of registrant as specified in its charter)

 

Delaware

(State or other jurisdiction
of incorporation)

 

001-41779

(Commission File Number)

 

93-1869991

(I.R.S. Employer
Identification No.)

 

9950 Woodloch Forest Drive, Suite 1100

The Woodlands, Texas 77381

(Address of principal executive offices)

 

Registrant’s telephone number, including area code:  (281) 719-6100

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class:   Trading Symbol(s)   Name of each exchange on which
registered:
Common stock $0.01 par value per share   HHH   New York Stock Exchange

 

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:

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨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 Rule 405 of the Securities Act (§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 ¨

 

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. ¨

 

 

 

 

 

Explanatory Note

 

This Current Report on Form 8-K/A (this “Amendment”) amends the Current Report on Form 8-K filed by Howard Hughes Holdings Inc. (the “Company”) with the Securities and Exchange Commission on March 6, 2026 (the “Original Form 8-K”), as amended by the Company’s Current Report on Form 8-K/A filed on March 31, 2026 (the “Prior Amendment”). The Original Form 8-K disclosed the date of the Company’s 2026 Annual Meeting of Stockholders (the “2026 Annual Meeting”) and the record date for stockholders entitled to vote at the 2026 Annual Meeting. The Prior Amendment updated those dates.

 

This Amendment is being filed solely to update the date of the 2026 Annual Meeting and the record date for stockholders entitled to notice of, and to vote at, the 2026 Annual Meeting. Except as described in this Amendment, the Original Form 8-K and the Prior Amendment remain unchanged and in effect.

 

Item 8.01 Other Events.

 

On August 5, 2026, the Company’s Board of Directors (the “Board”) determined that it is in the best interests of the Company and its stockholders to change both the date of the 2026 Annual Meeting and the related record date.

 

The 2026 Annual Meeting will now be held on Wednesday, September 30, 2026. The Board has fixed the close of business on Monday, August 17, 2026 as the record date for determining the stockholders entitled to notice of, and to vote at, the 2026 Annual Meeting and any adjournment or postponement thereof. Only stockholders of record at the close of business on August 17, 2026 will be entitled to notice of, and to vote at, the 2026 Annual Meeting.

 

The specific time, location and format (including any means of remote communication, if applicable) of the 2026 Annual Meeting will be specified in the Company’s definitive proxy statement and related proxy materials for the 2026 Annual Meeting, which will be filed with the Securities and Exchange Commission and mailed or otherwise made available to stockholders entitled to vote as of the record date.

 

The previously announced date of September 17, 2026 for the 2026 Annual Meeting and the previously announced record date of July 22, 2026 for stockholders entitled to notice of, and to vote at, the 2026 Annual Meeting, as described in the Prior Amendment, are no longer applicable.

 

Because the 2026 Annual Meeting will be held on September 30, 2026, the anniversary of the Company’s 2025 annual meeting of stockholders, the deadlines previously disclosed in the Prior Amendment remain unchanged. The deadline for submission of Rule 14a-8 proposals was April 17, 2026. Under Article I, Section 7(a)(2) of the Bylaws, notices of stockholder proposals or director nominations submitted outside the Rule 14a-8 process were required to be received no earlier than June 2, 2026 and no later than July 2, 2026. In addition, notices required under Rule 14a-19 were required to be received no later than August 1, 2026. No new or extended stockholder proposal or nomination deadline is being established by this Amendment.

 

A copy of the Company’s press release announcing the updates above is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

 

 

 

Item 9.01. Financial Statements and Exhibits.

 

  (d) Exhibits

 

Exhibit
No.
  Description
     
99.1   Press Release
     
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

 

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.

 

HOWARD HUGHES HOLDINGS INC.  
     
By: /s/ Joseph Valane  
  Joseph Valane  
  General Counsel and Secretary  

 

Date: August 11, 2026

 

 

 

 

Exhibit 99.1

 

 

HOWARD HUGHES HOLDINGS INC. TO HOST

ANNUAL SHAREHOLDER MEETING ON SEPTEMBER 30, 2026

 

Meeting to begin at 9 a.m. ET at 787 Seventh Avenue in New York City

 

THE WOODLANDS, Texas, August 11, 2026 – Howard Hughes Holdings Inc. (NYSE: HHH) (the “Company”) announced today that its 2026 Shareholder Meeting will take place on Wednesday, September 30, 2026, in New York City. HHH Executive Chairman Bill Ackman and Chief Investment Officer Ryan Israel will provide shareholders and prospective investors with an update on the company's strategy, business priorities and long-term growth initiatives. They will be joined by HHH Chief Executive Officer David O’Reilly and Marc Grandisson, Executive Chairman of Vantage Group Holdings Ltd. The program will include a Q&A session during which members of the audience will have an opportunity to ask questions of management.

 

The meeting will begin at 9 a.m. ET at 787 Seventh Avenue in New York City. The meeting is open to the public; advance registration is required, and priority will be given to HHH stockholders. Only HHH stockholders of record as of Aug. 17, 2026, will be entitled to vote at the meeting.

 

The 2026 Shareholder Meeting may be attended in person or via live webcast. To register, visit https://shareholdermeeting.howardhughes.com/.

 

About Howard Hughes Holdings Inc.

 

Howard Hughes Holdings Inc. (NYSE: HHH) is a diversified holding company focused on growing long-term shareholder value. Its principal subsidiaries are Vantage Group Holdings, a leading specialty insurance, reinsurance, and partnership capital platform, and Howard Hughes Communities™, one of the nation’s leading real estate platforms. HHH brings together long-duration capital, high-quality operating businesses, and disciplined capital allocation to build long-term value. For additional information visit www.howardhughes.com.

 

Forward-Looking Statements

 

Statements made in this press release that are not historical facts, including statements accompanied by words such as “anticipate,” “will,” “believe,” “expect,” “position,” “assume,” and other words of similar expression, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on management’s expectations, estimates, assumptions, and projections as of the date of this release and are not guarantees of future performance. Actual results may differ materially from those expressed or implied in these statements. Factors that could cause actual results to differ materially are set forth as risk factors in Howard Hughes Holdings Inc.’s filings with the Securities and Exchange Commission, including its Quarterly and Annual Reports. Howard Hughes Holdings Inc. cautions you not to place undue reliance on the forward-looking statements contained in this release. Howard Hughes Holdings Inc. does not undertake any obligation to publicly update or revise any forward-looking statements to reflect future events, information or circumstances that arise after the date of this release.

 

Investor Relations: 

investorrelations@howardhughes.com

281-929-7700

 

Media Relations: 

press@howardhughes.com

281-929-7700

 

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Filing Exhibits & Attachments

4 documents