Park Hotels & Resorts (PK) EVP gains 108,952 shares, 41,275 withheld for taxes

Rhea-AI Filing Summary

Park Hotels & Resorts Inc. executive equity award vesting and tax withholding

Park Hotels & Resorts Inc.'s EVP & Chief Investment Officer, Thomas C. Morey, reported equity compensation activity. On January 15, 2026, he acquired 108,952 shares of common stock at a price of $0, representing shares earned from a performance stock unit award granted on February 16, 2023 under the company’s 2017 Omnibus Incentive Plan. The award vested at 200% of the target number of performance stock units, based on total shareholder return performance versus a peer group for the period from January 1, 2023 to December 31, 2025. On January 16, 2026, 41,275 shares were disposed of at $11.49 per share, representing shares withheld by the company to satisfy tax withholding obligations. Following these transactions, Morey directly beneficially owned 384,969 shares of Park Hotels & Resorts Inc. 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
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^*

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)
01/15/2026

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	01/15/2026		A(1)		108,952	A	$0	426,244	D
Common Stock	01/16/2026		F(2)		41,275	D	$11.49	384,969	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 of common stock earned and delivered related to a vested performance stock unit award previously granted on February 16, 2023 pursuant to the Park Hotels & Resorts Inc. 2017 Omnibus Incentive Plan (as amended and restated from time to time) (the "Plan"). The number of earned performance stock units was based on the achievement of performance criteria as determined by the Compensation & Human Capital Committee of the Issuer's Board of Directors on January 15, 2026 with respect to a performance period commencing on January 1, 2023 and ending on December 31, 2025 (the "Performance Period") and represents 200% of the target number of performance stock units eligible to be earned. The performance criteria measured the Issuer's achievement of certain levels of total shareholder return ("TSR") relative to a pre-determined industry peer group during the Performance Period.

2. Represents shares withheld by the Issuer to satisfy tax withholding obligations in connection with the delivery of shares of common stock earned from the performance stock unit awards previously granted pursuant to the Plan.

Remarks:

	/s/ Nancy Vu, as Attorney-in-Fact	01/20/2026
	** 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 transactions did Park Hotels & Resorts Inc. (PK) report for Thomas C. Morey?

Thomas C. Morey, EVP & Chief Investment Officer of Park Hotels & Resorts Inc., reported two transactions in common stock. On January 15, 2026, he acquired 108,952 shares at $0 per share from a vested performance stock unit award. On January 16, 2026, 41,275 shares were disposed of at $11.49 per share, representing shares withheld to cover tax obligations.

Why did Thomas C. Morey of Park Hotels & Resorts Inc. (PK) receive 108,952 shares?

The 108,952 shares of common stock represent shares earned and delivered from a vested performance stock unit award granted on February 16, 2023 under the company’s 2017 Omnibus Incentive Plan. The number of earned units was determined by the Compensation & Human Capital Committee based on Park Hotels & Resorts Inc.’s total shareholder return relative to a peer group for the period from January 1, 2023 to December 31, 2025, and reflects 200% of the target performance stock units.

What does the 200% performance achievement mean for Park Hotels & Resorts Inc. (PK) equity award?

The filing states that the earned performance stock units for Thomas C. Morey represent 200% of the target number of units eligible to be earned. This indicates that, based on total shareholder return performance relative to a pre-determined industry peer group over the specified performance period, the award vested at the maximum or enhanced level set by the plan’s performance criteria, resulting in 108,952 shares of common stock being delivered.

Why were 41,275 Park Hotels & Resorts Inc. (PK) shares disposed of at $11.49?

The 41,275 shares of Park Hotels & Resorts Inc. common stock shown as disposed of on January 16, 2026 at $11.49 per share were not an open-market sale for cash proceeds to the executive. According to the footnote, these shares were withheld by the issuer to satisfy tax withholding obligations related to the delivery of shares earned from the performance stock unit awards.

How many Park Hotels & Resorts Inc. (PK) shares does Thomas C. Morey own after these transactions?

After the reported transactions on January 15 and January 16, 2026, Thomas C. Morey beneficially owned 384,969 shares of Park Hotels & Resorts Inc. common stock, held in direct ownership form.

What role does Thomas C. Morey hold at Park Hotels & Resorts Inc. (PK)?

Thomas C. Morey is identified in the filing as an officer of Park Hotels & Resorts Inc., serving as EVP & Chief Investment Officer. The reported equity transactions relate to compensation under the company’s 2017 Omnibus Incentive Plan.