Host Hotels (HST) EVP reports performance share vesting and tax share sale

Rhea-AI Filing Summary

HOST HOTELS & RESORTS, INC. executive Julie P. Aslaksen reported equity compensation activity involving company common stock. On February 17, 2026, she acquired 69,073 shares in a grant/award transaction tied to previously granted performance-based restricted stock units.

On the same date, 31,153 shares were disposed of in a tax-withholding transaction at $20.0100 per share to cover tax obligations upon vesting, rather than an open-market sale. Following these transactions, her directly owned common stock holdings totaled 349,219 shares.

The footnote explains that vesting resulted from meeting a portion of performance goals based on the issuer’s relative total stockholder return versus the NAREIT Lodging and Resort Index and performance against specified Adjusted EBITDAre targets from an award originally granted on February 8, 2023.

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^*

Aslaksen Julie P

(Last) (First) (Middle)

4747 BETHESDA AVENUE

SUITE 1300

(Street)

BETHESDA MD 20814

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HOST HOTELS & RESORTS, INC. [ HST ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, General Counsel & Sec.

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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	02/17/2026		A		69,073(1)	A	$0.0	380,372	D
Common Stock	02/17/2026		F		31,153	D	$20.01	349,219	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. On February 17, 2026, it was determined that a portion of the performance goals for previously granted restricted stock units had been met, resulting in the vesting of these shares in the form of common stock on February 17, 2026. The underlying award of restricted stock units was made on February 8, 2023 and the performance goals were based on the Issuer's relative total stockholder return as compared to the NAREIT Lodging and Resort Index and the Issuer's performance against certain Adjusted EBITDAre targets.

	By: /s/ William K. Kelso For: Julie P. Aslaksen	02/19/2026
	** 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 transactions did HST executive Julie P. Aslaksen report?

Julie P. Aslaksen reported acquiring 69,073 shares of HOST HOTELS & RESORTS common stock through a grant or award and disposing of 31,153 shares in a tax-withholding transaction, both dated February 17, 2026, as part of a performance-based equity award vesting.

Were the HST shares disposed of by Julie P. Aslaksen open-market sales?

No, the 31,153 HOST HOTELS & RESORTS shares were disposed of to satisfy tax liabilities upon vesting, at $20.0100 per share, rather than through an open-market sale. This is classified as a tax-withholding disposition under transaction code F.

How many HST shares does Julie P. Aslaksen own after these transactions?

After the February 17, 2026 transactions, Julie P. Aslaksen directly owns 349,219 shares of HOST HOTELS & RESORTS common stock. This total reflects the grant or award acquisition and the related tax-withholding disposition reported in the Form 4 filing.

What performance goals triggered the vesting of HST restricted stock units?

Vesting was triggered because a portion of performance goals were met, based on HOST HOTELS & RESORTS’ relative total stockholder return versus the NAREIT Lodging and Resort Index and performance against specified Adjusted EBITDAre targets from a February 8, 2023 restricted stock unit award.

When were the underlying HST restricted stock units originally granted?

The underlying restricted stock units for this transaction were originally granted on February 8, 2023. Their vesting into HOST HOTELS & RESORTS common stock on February 17, 2026 followed determination that certain performance-based goals tied to that award had been satisfied.

What do the transaction codes A and F mean in this HST Form 4?

In this Form 4, code A indicates a grant, award, or other acquisition of 69,073 HOST HOTELS & RESORTS shares, while code F indicates a disposition of 31,153 shares used to pay tax liabilities related to the vesting of performance-based restricted stock units.