Sunstone (SHO) President and CIO reports tax-withholding of 3,382 shares

Rhea-AI Filing Summary

Sunstone Hotel Investors, Inc. President and CIO Robert C. Springer reported a tax-related share disposition under a Form 4. On March 7, 2026, 3,382 shares of common stock were disposed of as a tax-withholding transaction, not an open-market sale, at an effective reference price of $9.38 per share tied to the March 6, 2026 New York Stock Exchange closing price. After this routine withholding event, Springer directly holds 663,374 shares of Sunstone common stock.

Insights

Equity compensation analyst

Routine tax withholding; small relative to ongoing direct holdings.

The Form 4 shows Robert C. Springer, President and CIO of Sunstone Hotel Investors, disposing of 3,382 common shares coded "F". This code indicates shares were withheld to satisfy tax obligations associated with equity compensation, rather than sold in the open market.

The reference price of $9.38 per share reflects the March 6, 2026 NYSE close, as the stated transaction date fell on a weekend. Following this withholding, Springer still directly owns 663,374 shares, suggesting the transaction represents only a small portion of his total reported holdings.

Because this is a mechanistic tax-withholding event rather than a discretionary market trade, it typically carries limited informational value about management’s view of the stock. The filing also shows no remaining derivative positions in the derivativeSummary, so this entry primarily updates Springer's direct share count.

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^*

Springer Robert C

(Last) (First) (Middle)

15 ENTERPRISE

SUITE 200

(Street)

ALISO VIEJO CA 92656

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Sunstone Hotel Investors, Inc. [ SHO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/07/2026

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	03/07/2026		F		3,382	D	$9.38(1)	663,374	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 closing price on March 6, 2026 (as March 7, 2026 fell on a weekend) of the Company's common stock on the New York Stock Exchange was $9.38 per share.

	/s/ Robert C. Springer	03/10/2026
	** 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 did Sunstone Hotel Investors (SHO) executive Robert C. Springer report on this Form 4?

Robert C. Springer reported a tax-withholding disposition of 3,382 shares of Sunstone Hotel Investors common stock. The transaction reflects payment of tax liability using shares, not an open-market sale, and updates his direct ownership position in the company’s stock.

How many Sunstone Hotel Investors (SHO) shares were involved in Robert C. Springer’s tax withholding?

The Form 4 shows 3,382 Sunstone Hotel Investors common shares used for tax withholding. These shares were delivered to cover tax obligations tied to equity compensation, rather than sold on the market, under transaction code F for tax-related share disposition.

At what price was the tax-withholding disposition for Sunstone Hotel Investors (SHO) shares calculated?

The tax-withholding disposition used a reference price of $9.38 per Sunstone Hotel Investors share. This price equals the New York Stock Exchange closing price on March 6, 2026, because the stated transaction date, March 7, 2026, fell on a weekend.

How many Sunstone Hotel Investors (SHO) shares does Robert C. Springer own after this Form 4 transaction?

After the tax-withholding disposition, Robert C. Springer directly holds 663,374 shares of Sunstone Hotel Investors common stock. This updated holding reflects his remaining equity stake following the 3,382 shares delivered to satisfy tax obligations on compensation.

Does Robert C. Springer’s Form 4 for Sunstone Hotel Investors (SHO) indicate an open-market sale?

No, the Form 4 does not indicate an open-market sale. The transaction is coded F, meaning shares were disposed of to pay a tax liability by delivering securities, a routine mechanism for handling taxes on equity compensation grants.

What is the significance of the F transaction code in Sunstone Hotel Investors (SHO) insider filing?

The F transaction code in the Sunstone Hotel Investors Form 4 means shares were used to pay exercise price or tax liability. It designates a tax-withholding disposition, indicating a mechanical tax event rather than a discretionary buy or sell order in the open market.