Park Hotels (NYSE: PK) CFO surrenders shares to cover tax on awards

Rhea-AI Filing Summary

Park Hotels & Resorts Inc. executive Sean M. Dell'Orto reported a tax-withholding disposition of 6,116 shares of common stock at $11.25 per share. These shares were surrendered back to the company to cover taxes on the vesting of 13,560 restricted shares delivered on February 23, 2026. After this transaction, he directly holds 608,861 shares of Park Hotels & Resorts common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Dell'Orto Sean M.

Role EVP, COO, CFO & Treasurer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	6,116	$11.25	$69K

Holdings After Transaction: Common Stock — 608,861 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

Dell'Orto Sean 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, COO, CFO & Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

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	02/23/2026		F(1)		6,116	D	$11.25	608,861	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 13,560 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 23, 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 20, 2026.

Remarks:

	/s/ Nancy Vu, as Attorney-in-Fact	02/25/2026
	** 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) report for Sean M. Dell'Orto?

Sean M. Dell'Orto reported surrendering 6,116 Park Hotels & Resorts shares. The shares were delivered back to the company to satisfy tax withholding obligations tied to vested restricted stock granted under the 2017 Omnibus Incentive Plan.

Was the Park Hotels & Resorts (PK) insider transaction an open-market sale?

No, the transaction was not an open-market sale. The 6,116 shares were surrendered to Park Hotels & Resorts to cover tax withholding on vesting restricted stock, classified as a tax-withholding disposition under transaction code F.

How many Park Hotels & Resorts (PK) restricted shares vested for Sean M. Dell'Orto?

A total of 13,560 restricted shares vested for Sean M. Dell'Orto. These shares were previously granted under the Park Hotels & Resorts Inc. 2017 Omnibus Incentive Plan and were delivered to him on February 23, 2026, triggering related tax obligations.

What price per share was used for Sean M. Dell'Orto's tax-withholding disposition at Park Hotels (PK)?

The price used for the tax-withholding disposition was $11.25 per share. This reflected the New York Stock Exchange closing price of Park Hotels & Resorts common stock on February 20, 2026, as specified in the applicable Restricted Stock Agreements.

How many Park Hotels & Resorts (PK) shares does Sean M. Dell'Orto own after this Form 4 transaction?

After the reported transaction, Sean M. Dell'Orto directly owns 608,861 shares of Park Hotels & Resorts common stock. This figure reflects his holdings following the surrender of 6,116 shares to cover tax withholding obligations.

What does transaction code F mean in the Park Hotels & Resorts (PK) Form 4?

Transaction code F indicates a tax-withholding disposition. For Park Hotels & Resorts, it shows shares were delivered back to the issuer to pay the exercise price or satisfy tax liabilities associated with equity awards, rather than being sold on the open market.