Park Hotels (PK) CEO surrenders 23,790 shares to cover tax withholding

Rhea-AI Filing Summary

Park Hotels & Resorts Inc. CEO Thomas J. Baltimore Jr. reported a tax-related share disposition. On February 17, 2026, he surrendered 23,790 shares of common stock at $11.20 per share to the company to cover tax withholding obligations from the vesting of previously granted restricted stock.

These shares were withheld in connection with the vesting of 48,401 restricted shares under the company’s 2017 Omnibus Incentive Plan, using the New York Stock Exchange closing price from February 13, 2026 to determine the tax amount. After this transaction, he directly owned 2,028,060 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

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^*

Baltimore Thomas J Jr

(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)

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

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		F(1)		23,790	D	$11.2	2,028,060	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 surrendered to the Issuer by the Reporting Person to satisfy tax withholding obligations due upon the vesting of 48,401 shares of restricted stock previously granted to the Reporting Person pursuant to the Park Hotels & Resorts Inc. 2017 Omnibus Incentive Plan (as amended from time to time). 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 17, 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 13, 2026.

Remarks:

	/s/ Nancy Vu, as Attorney-in-Fact	02/19/2026
	** 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 Park Hotels & Resorts (PK) disclose for its CEO?

Park Hotels & Resorts reported its CEO, Thomas J. Baltimore Jr., surrendered 23,790 common shares to the company. This was a tax-withholding disposition tied to the vesting of previously granted restricted stock under the 2017 Omnibus Incentive Plan.

Was the Park Hotels & Resorts (PK) CEO’s Form 4 transaction an open-market sale?

No, the CEO’s Form 4 transaction was not an open-market sale. He surrendered 23,790 shares back to the company solely to satisfy tax withholding obligations associated with the vesting of 48,401 restricted shares granted under the 2017 Omnibus Incentive Plan.

What price was used for the Park Hotels & Resorts (PK) CEO’s tax-withholding shares?

The tax-withholding shares were valued at $11.20 per share. This price reflected the New York Stock Exchange closing price of Park Hotels & Resorts common stock on February 13, 2026, the trading day immediately before delivery of the vested restricted shares.

How many Park Hotels & Resorts (PK) shares does the CEO hold after this Form 4?

After the tax-withholding disposition, CEO Thomas J. Baltimore Jr. directly holds 2,028,060 common shares. This figure reflects his ownership following the surrender of 23,790 shares to cover tax obligations on newly vested restricted stock awards.

What triggered the tax-withholding share disposition for Park Hotels & Resorts (PK) CEO?

The disposition was triggered by the vesting of 48,401 restricted shares previously granted to the CEO. Under the plan and related agreements, a portion of shares was automatically surrendered to meet income tax withholding requirements at the applicable market price.

Under which plan were the Park Hotels & Resorts (PK) restricted shares granted to the CEO?

The restricted shares were granted under the Park Hotels & Resorts Inc. 2017 Omnibus Incentive Plan, as amended. When 48,401 restricted shares vested, 23,790 were surrendered back to the company to satisfy related tax withholding obligations.