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Host Hotels (HST) SVP awarded 4,857 RSUs; 796 shares withheld for tax

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Host Hotels & Resorts, Inc. reported an insider equity award for SVP & Corporate Controller Joseph Ottinger. On 02/05/2026, he received 4,857 shares of common stock as a restricted stock unit grant at $0 per share, vesting in three equal annual installments and settling in common stock.

Also on 02/05/2026, 796 shares of common stock were disposed of at $19 per share in a code F transaction, typically representing shares withheld to cover taxes on the award. After these transactions, Ottinger directly beneficially owned 40,269 shares of Host Hotels common stock.

Positive

  • None.

Negative

  • None.
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*
OTTINGER JOSEPH

(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)
SVP & Corp. Controller
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 02/05/2026 A 4,857(1) A $0.0 41,065 D
Common Stock 02/05/2026 F 796 D $19 40,269 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. These shares represent restricted stock units which vest in three equal annual installments beginning on the first anniversary of the grant date and will be settled in shares of the Issuer's common stock.
By: /s/ William K. Kelso For: Joseph Ottinger 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 insider transaction did HST executive Joseph Ottinger report on February 5, 2026?

Host Hotels & Resorts SVP & Corp. Controller Joseph Ottinger reported receiving 4,857 restricted stock units of common stock on February 5, 2026. These units vest over three years and are settled in Host Hotels common shares, reflecting ongoing equity-based compensation for the executive.

How many Host Hotels (HST) shares does insider Joseph Ottinger own after this Form 4?

After the reported transactions, Joseph Ottinger directly beneficially owns 40,269 shares of Host Hotels & Resorts common stock. This figure reflects both the new restricted stock unit award and shares withheld in connection with the grant-related tax obligations on February 5, 2026.

What are the terms of the 4,857 restricted stock units granted to HST’s SVP & Corp. Controller?

The 4,857 restricted stock units granted to Joseph Ottinger vest in three equal annual installments, beginning on the first anniversary of the grant date. Once vested, each restricted stock unit will be settled in one share of Host Hotels & Resorts common stock.

Why were 796 shares of Host Hotels (HST) common stock disposed of at $19 per share?

The Form 4 shows a code F transaction for 796 shares at $19 per share, which typically indicates shares withheld to satisfy tax obligations arising from the restricted stock unit award. This is a non-open-market, automatic withholding transaction rather than a discretionary sale.

What do transaction codes A and F mean in this Host Hotels (HST) Form 4 filing?

In this filing, code A indicates an award or grant of 4,857 shares of common stock as restricted stock units. Code F reflects 796 shares withheld to pay taxes related to the award, executed at $19 per share, not a typical open-market sale.

Is the equity reported by HST insider Joseph Ottinger held directly or indirectly?

The Form 4 shows that all 40,269 shares of Host Hotels & Resorts common stock beneficially owned following the transactions are held with a direct ownership form. No indirect ownership entities or special beneficial ownership disclaimers are indicated in the filing’s data.

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