[Form 4] Park Hotels & Resorts Inc. Insider Trading Activity

Rhea-AI Filing Summary

Patricia M. Bedient, a director of Park Hotels & Resorts Inc. (PK), received 2,488 shares of the issuer's unrestricted common stock as payment in lieu of cash board fees under the Park Hotels & Resorts Inc. 2017 Stock Plan for Non-Employee Directors. The shares were granted on the company's reported grant date and vested immediately. The grant was recorded at a $0 per-share cash price to the reporting person because it was an equity award in lieu of cash; the notice states the award's market value was based on the NYSE closing price on the grant date. After the transaction, the reporting person beneficially owned 136,703 shares. The Form 4 indicates the report was submitted by an attorney-in-fact.

Positive

• Director elected equity in lieu of cash, aligning director compensation with shareholder interests
• Award vested immediately, providing clear and immediate ownership rather than conditional future grants
• Post-transaction ownership disclosed (136,703 shares), supporting transparency

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine director equity compensation; immediate vesting modestly increases insider ownership without cash outlay.

The reported transaction is a standard election by a non-employee director to receive equity instead of cash board fees. The award of 2,488 shares, which vested immediately, increases the director's stake to 136,703 shares. This is a non-dilutive transfer from the perspective of the director and reflects standard compensation practices designed to align board members with shareholder interests. There are no derivative transactions or exercised options disclosed, and the Form 4 does not indicate any unusual timing or large-scale disposition that would be material to investors.

Corporate Governance Expert

TL;DR: Typical governance practice—director elected stock in lieu of cash; immediate vesting simplifies accounting and governance tracking.

The filing documents a routine award under the company's non-employee director stock plan. Immediate vesting suggests the award replaces cash compensation already earned for board service rather than a future service requirement. This practice is common for aligning director incentives with long-term shareholder value. The Form 4 discloses the post-transaction beneficial ownership, which supports transparency for governance monitoring. No red flags such as accelerated executive compensation or unusual derivatives activity are present in this filing.

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

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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).

1. Name and Address of Reporting Person^*

Bedient Patricia 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/23/2025

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	09/23/2025		A(1)		2,488	A	$0	136,703	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 3rd 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, September 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	09/24/2025
	** 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

How many shares did Patricia M. Bedient acquire in this Form 4 for PK?

The reporting person acquired 2,488 shares of Park Hotels & Resorts Inc. common stock.

Why were the shares granted to the director in this Form 4 (PK)?

The shares were awarded in lieu of cash board fees under the company's 2017 Stock Plan for Non-Employee Directors.

Did the awarded shares in this PK filing vest immediately or were they time-based?

The Form 4 states the awarded shares vested immediately upon grant.

What was the cash price paid for the shares in this PK Form 4 transaction?

The transaction shows a cash price of $0 because the award was issued in lieu of cash compensation; the award's value was tied to the NYSE closing price on the grant date.

How many shares does Patricia M. Bedient beneficially own after the reported transaction for PK?

After the transaction the reporting person beneficially owned 136,703 shares.