Park Hotels (NYSE: PK) EVP surrenders shares to cover taxes

Rhea-AI Filing Summary

Park Hotels & Resorts Inc. executive Thomas C. Morey reported a tax-related share disposition tied to vesting equity awards. On February 17, 2026, he surrendered 5,951 shares of common stock at $11.20 per share to the company to satisfy withholding taxes on 12,106 vested restricted shares. After this tax-withholding disposition, he directly owned 433,971 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

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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^*

Morey Thomas C

(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 & Chief Investment Officer

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)		5,951	D	$11.2	433,971	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 12,106 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 (PK) report for Thomas C. Morey?

Park Hotels & Resorts reported that EVP & Chief Investment Officer Thomas C. Morey surrendered 5,951 common shares to the company. This was a tax-withholding disposition related to the vesting of 12,106 previously granted restricted stock units.

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

No, the transaction was not an open-market sale. Thomas C. Morey surrendered 5,951 shares back to Park Hotels & Resorts solely to satisfy tax withholding obligations triggered by the vesting of 12,106 restricted shares granted under the 2017 Omnibus Incentive Plan.

At what price were the Park Hotels (PK) shares valued for the tax withholding?

The surrendered shares were valued at $11.20 per share for tax withholding purposes. This price was based on the New York Stock Exchange closing price of Park Hotels & Resorts common stock on February 13, 2026, the trading day before delivery.

How many Park Hotels (PK) shares does Thomas C. Morey own after the Form 4 transaction?

After the tax-withholding disposition, Thomas C. Morey directly owned 433,971 shares of Park Hotels & Resorts common stock. This figure reflects his remaining holdings following the surrender of 5,951 shares to cover tax obligations on vested restricted stock.

What equity awards triggered the Park Hotels (PK) tax-withholding share surrender?

The surrender related to the vesting of 12,106 shares of restricted stock previously granted to Thomas C. Morey. These awards were issued under the Park Hotels & Resorts Inc. 2017 Omnibus Incentive Plan, and vesting created a tax liability settled by delivering shares.

How was the tax-withholding price determined in the Park Hotels (PK) Form 4?

The price used for tax-withholding was the NYSE closing price of Park Hotels & Resorts common stock on February 13, 2026. Plan terms specify using the closing price on the trading day immediately before delivery of the restricted shares to the reporting person.