Park Hotels & Resorts (NYSE: PK) EVP reports 49,474-share grant, tax share surrender

Rhea-AI Filing Summary

Park Hotels & Resorts Inc. executive Nancy M. Vu, EVP, General Counsel & Secretary, reported equity compensation and a related tax-withholding transaction. On February 12, 2026, she acquired 49,474 shares of common stock as an annual restricted stock award that will vest in three equal installments on each of the first three anniversaries of the grant date, subject to her continued service. This brought her direct beneficial ownership to 219,579 common shares. On February 13, 2026, she surrendered 4,424 common shares at $11.42 per share to the company to cover tax withholding obligations arising from the vesting of 9,809 previously granted restricted shares, leaving her with 215,155 directly owned common shares.

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

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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^*

Vu Nancy M.

(Last) (First) (Middle)

C/O PARK HOTELS & RESORTS INC.

1775 TYSONS BLVD, 7TH FLOOR

(Street)

TYSONS VA 22102

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Park Hotels & Resorts Inc. [ PK ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026

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	02/12/2026		A(1)		49,474	A	$0	219,579	D
Common Stock	02/13/2026		F(2)		4,424	D	$11.42	215,155	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 an annual award of restricted shares of common stock of the Issuer under the Park Hotels & Resorts Inc. 2017 Omnibus Incentive Plan (as amended from time to time) (the "Plan"), approved by the Compensation & Human Capital Committee (the "Committee") of the Issuer, which shares will vest ratably on each of the first three anniversaries of the grant date, subject to the Reporting Person's continued service on such dates.

2. Represents shares surrendered to the Issuer by the Reporting Person to satisfy tax withholding obligations due upon the vesting of 9,809 shares of restricted stock previously granted to the Reporting Person pursuant to the Plan. Pursuant to the terms of the applicable Restricted Stock Agreements, the price per share used to determine the tax withholdings was the closing price per share of the Issuer's common stock on the New York Stock Exchange (the "NYSE") on the trading day immediately prior to the date of delivery of such shares. The shares of restricted stock were delivered to the Reporting Person on February 13, 2026 and, as such, the price per share used to determine the tax withholding related to such delivered shares was the NYSE closing price per share of the Issuer's common stock on February 12, 2026.

Remarks:

	/s/ Nancy M. Vu	02/17/2026
	** 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.
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FAQ

What insider transactions did Park Hotels & Resorts (PK) report for Nancy M. Vu?

Nancy M. Vu reported two transactions: an acquisition of 49,474 restricted common shares on February 12, 2026, and a surrender of 4,424 common shares on February 13, 2026 to satisfy tax withholding obligations tied to vesting of earlier restricted stock awards.

How many Park Hotels & Resorts (PK) shares does Nancy M. Vu own after these transactions?

After the reported transactions, Nancy M. Vu directly owns 215,155 Park Hotels & Resorts common shares. Her balance increased with a 49,474-share restricted stock award, then decreased when 4,424 shares were surrendered back to the company to cover associated tax withholding obligations.

What is the nature of the 49,474-share award to Nancy M. Vu at Park Hotels & Resorts (PK)?

The 49,474-share award is an annual grant of restricted common stock under Park Hotels & Resorts Inc.’s 2017 Omnibus Incentive Plan. These restricted shares vest ratably over three years, with one-third vesting on each anniversary of the grant date, conditioned on continued service.

Why did Nancy M. Vu surrender 4,424 Park Hotels & Resorts (PK) shares?

She surrendered 4,424 common shares to Park Hotels & Resorts to satisfy tax withholding obligations. These obligations arose when 9,809 previously granted restricted shares vested, and the withholding share price was set using the February 12, 2026 NYSE closing price of $11.42 per share.

At what price were the 4,424 Park Hotels & Resorts (PK) shares surrendered for tax withholding?

The 4,424 surrendered shares were valued at $11.42 per share for tax withholding purposes. This price reflected the New York Stock Exchange closing price of Park Hotels & Resorts common stock on February 12, 2026, the trading day immediately before delivery of the vested restricted shares.

How do the restricted shares granted to Nancy M. Vu at Park Hotels & Resorts (PK) vest over time?

The 49,474 restricted common shares vest in three equal annual installments. One-third of the award vests on each of the first, second, and third anniversaries of the February 12, 2026 grant date, contingent upon Nancy M. Vu’s continued service with the company on each vesting date.