Howard Hughes (HHH) CFO covers taxes with 1,154 withheld shares

Rhea-AI Filing Summary

Howard Hughes Holdings Inc. Chief Financial Officer Carlos A. Olea reported an administrative share withholding related to equity compensation. On February 5, 2026, 1,154 shares of common stock were withheld by the company at $80.04 per share to cover tax obligations upon vesting of previously granted restricted stock. According to the filing, no shares were sold by the executive. After this transaction, Olea beneficially owned 66,842 common shares, held directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Olea Carlos A.

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common stock, $0.01 par value per share	1,154	$80.04	$92K

Holdings After Transaction: Common stock, $0.01 par value per share — 66,842 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Olea Carlos A.

(Last) (First) (Middle)

9950 WOODLOCH FOREST DRIVE

SUITE 1100

(Street)

THE WOODLANDS TX 77380

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Howard Hughes Holdings Inc. [ HHH ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/05/2026

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, $0.01 par value per share	02/05/2026		F		1,154(1)	D	$80.04	66,842	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. Represents shares of common stock withheld by the Issuer to satisfy certain tax withholding obligations upon the vesting of time-based shares of restricted stock previously granted to the reporting person. The grants of such shares were previously reported and made under the Issuer's Amended and Restated 2020 Incentive Plan. No shares were sold by the reporting person.

	/s/ Nathan Bryce, Attorney-in-fact for Carlos A. Olea	02/09/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What does the Howard Hughes Holdings (HHH) Form 4 filed for Carlos A. Olea report?

The Form 4 reports that CFO Carlos A. Olea had 1,154 Howard Hughes Holdings common shares withheld on February 5, 2026 to satisfy tax obligations upon vesting of restricted stock awards, with no shares sold and 66,842 shares beneficially owned afterward.

How many Howard Hughes (HHH) shares were involved in Carlos Olea’s February 2026 transaction?

The transaction involved 1,154 shares of Howard Hughes Holdings common stock. These shares were withheld by the issuer at a price of $80.04 per share to cover tax withholding obligations triggered by the vesting of previously granted time-based restricted stock awards.

Did Howard Hughes CFO Carlos Olea sell any HHH shares in this Form 4 filing?

No shares were sold by Carlos Olea in this transaction. The filing states the 1,154 shares were withheld by Howard Hughes Holdings solely to satisfy tax withholding obligations upon vesting of restricted stock granted under the company’s Amended and Restated 2020 Incentive Plan.

How many Howard Hughes (HHH) shares does Carlos Olea own after the reported Form 4 transaction?

After the reported transaction, Carlos Olea beneficially owned 66,842 shares of Howard Hughes Holdings common stock. These shares are reported as directly held following the withholding of 1,154 shares for tax obligations related to the vesting of restricted stock awards.

What is transaction code F on Carlos Olea’s Howard Hughes (HHH) Form 4?

Transaction code F indicates a tax-related transfer, typically share withholding. In this case, 1,154 Howard Hughes Holdings shares were withheld by the company at $80.04 per share to cover tax withholding obligations from vesting restricted stock, with no open-market sale by Olea.