Park Hotels (PK) SVP & CAO granted 17,536 restricted shares, surrenders 1,217 for taxes

Rhea-AI Filing Summary

Park Hotels & Resorts Inc. reported that officer Darren W. Robb, its SVP and CAO, received an annual equity award of 17,536 restricted shares of common stock on February 12, 2026 under the company’s 2017 Omnibus Incentive Plan.

These restricted shares will vest in three equal installments on each of the first three anniversaries of the grant date, so long as he continues in service. On February 13, 2026, he surrendered 1,217 shares at $11.42 per share to cover tax withholding upon vesting of earlier awards, a non‑open‑market, tax-withholding disposition.

After these transactions, Robb directly owned 131,287 shares of Park Hotels & Resorts common stock.

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
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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^*

Robb Darren W

(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)
	SVP and CAO

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026

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	02/12/2026		A(1)		17,536	A	$0	132,504	D
Common Stock	02/13/2026		F(2)		1,217	D	$11.42	131,287	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 an annual award of restricted shares of common stock of the Issuer under the Park Hotels & Resorts Inc. 2017 Omnibus Incentive Plan (as amended from time to time) (the "Plan"), approved by the Compensation & Human Capital Committee (the "Committee") of the Issuer, which shares will vest ratably on each of the first three anniversaries of the grant date, subject to the Reporting Person's continued service on such dates.

2. Represents shares surrendered to the Issuer by the Reporting Person to satisfy tax withholding obligations due upon the vesting of 4,040 shares of restricted stock previously granted to the Reporting Person pursuant to the Plan. 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 13, 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 12, 2026.

Remarks:

	/s/ Nancy Vu, as Attorney-in-Fact	02/17/2026
	** 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.
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FAQ

What insider transactions did PK executive Darren W. Robb report on this Form 4?

Darren W. Robb reported receiving 17,536 restricted Park Hotels & Resorts (PK) shares and surrendering 1,217 shares for tax withholding. Both transactions involved common stock and were linked to the company’s 2017 Omnibus Incentive Plan, not open-market buying or selling.

How many Park Hotels & Resorts (PK) shares does Darren W. Robb own after these transactions?

After the reported transactions, Darren W. Robb directly owns 131,287 PK common shares. This reflects the grant of 17,536 restricted shares and the surrender of 1,217 shares to cover tax withholding tied to vesting of previously granted restricted stock.

What is the nature of the 17,536-share award to PK’s SVP and CAO?

The 17,536 PK shares are an annual award of restricted common stock under the 2017 Omnibus Incentive Plan. They vest ratably over three years, with one-third vesting on each anniversary of the grant date, contingent on Darren W. Robb’s continued service.

Was the 1,217-share disposition by Darren W. Robb an open-market sale of PK stock?

No, the 1,217-share disposition was a tax-withholding transaction, not an open-market sale. Shares were surrendered to Park Hotels & Resorts to satisfy tax obligations when 4,040 previously granted restricted shares vested under the company’s incentive plan.

At what price were the 1,217 PK shares valued for tax withholding purposes?

The 1,217 surrendered shares were valued at $11.42 per PK share for tax withholding. This price equaled the New York Stock Exchange closing price of Park Hotels & Resorts common stock on February 12, 2026, the trading day before the shares were delivered.

How do the vesting terms work for Darren W. Robb’s new PK restricted stock award?

The new PK restricted stock award vests in three equal annual installments. One-third of the 17,536 shares vests on each of the first, second, and third anniversaries of the February 12, 2026 grant date, provided Darren W. Robb remains in service.