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Park Hotels & Resorts (PK) director receives 2,475-share stock award for Q4 2025 service

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

Rhea-AI Filing Summary

Park Hotels & Resorts Inc. director received an equity award in lieu of cash board fees for the fourth quarter of 2025. On December 23, 2025, the director was granted 2,475 shares of unrestricted common stock under the Park Hotels & Resorts Inc. 2017 Stock Plan for Non-Employee Directors, as amended and restated. The shares vested immediately and the value of the grant was based on the closing sales price of Park Hotels & Resorts common stock on the New York Stock Exchange on the grant date. Following this award, the director beneficially owns 143,168 shares of Park Hotels & Resorts common stock, held directly.

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*
NAUGHTON TIMOTHY J

(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
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/23/2025
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 12/23/2025 A(1) 2,475 A $0 143,168 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. The reporting person has elected to receive an award of shares of the issuer's unrestricted common stock ("Common Stock") under the Park Hotels & Resorts Inc. 2017 Stock Plan for Non-Employee Directors, as amended and restated, in lieu of cash fees payable to the reporting person for service on the issuer's board of directors during the 4th quarter of 2025 ("Board Fee"). The Common Stock was granted on the fifth business day prior to the date that such fees would otherwise have been payable, December 23, 2025, and vested immediately. The Common Stock had a market value based on the closing sales price of the issuer's common stock reported on the New York Stock Exchange on the grant date.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Nancy Vu, as Attorney-in-Fact 12/29/2025
** 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 Inc. (PK) report?

A director of Park Hotels & Resorts Inc. received 2,475 shares of unrestricted common stock as compensation for serving on the board during the fourth quarter of 2025, instead of receiving cash fees.

When was the stock grant to the Park Hotels & Resorts (PK) director made?

The common stock award to the director was granted on December 23, 2025, which was the fifth business day before the date the related board fees would otherwise have been paid in cash.

What plan governed the director’s stock award at Park Hotels & Resorts Inc. (PK)?

The director’s award was made under the Park Hotels & Resorts Inc. 2017 Stock Plan for Non-Employee Directors, as amended and restated, which allows directors to receive common stock in lieu of cash fees.

How was the value of the Park Hotels & Resorts (PK) director’s stock award determined?

The value of the award was based on the closing sales price of Park Hotels & Resorts Inc. common stock on the New York Stock Exchange on the December 23, 2025 grant date.

How many Park Hotels & Resorts Inc. (PK) shares does the director own after this transaction?

After the reported stock grant, the director beneficially owns 143,168 shares of Park Hotels & Resorts Inc. common stock, held in direct ownership.

Did the Park Hotels & Resorts (PK) director pay cash for the 2,475 awarded shares?

No cash was paid by the director for the 2,475 shares; they were granted as an equity award in lieu of cash board fees for the fourth quarter of 2025.

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TYSONS