Form 4: Giglia Bryan Albert reports acquisition/exercise transactions in SHO

Rhea-AI Filing Summary

Giglia Bryan Albert reported acquisition or exercise transactions in a Form 4 filing for SHO. The filing lists transactions totaling 82,873 shares. Following the reported transactions, holdings were 820,391 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^*

Giglia Bryan Albert

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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	02/11/2026		A		82,873	A	(1)	820,391(2)	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. On February 11, 2026, Sunstone Hotel Investors, Inc. granted 82,873 restricted shares of common stock to the Reporting Person pursuant to its 2022 Incentive Award Plan. Such shares are subject to the satisfaction of vesting requirements over a three-year period.

2. Number of securities rounded to the nearest whole share.

	/s/ Bryan A. Giglia	02/13/2026
	** 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 Sunstone Hotel Investors (SHO) disclose?

Sunstone Hotel Investors disclosed that CEO and director Bryan A. Giglia received a grant of 82,873 restricted common shares on February 11, 2026. The award was made under the company’s 2022 Incentive Award Plan and is subject to vesting over three years.

How many Sunstone Hotel Investors (SHO) shares does the CEO own after this grant?

After the restricted stock grant, CEO Bryan A. Giglia beneficially owns 820,391 shares of Sunstone Hotel Investors common stock. The filing shows this ownership as direct, reflecting his total holdings following the February 11, 2026 award transaction.

Was the Sunstone Hotel Investors (SHO) CEO Form 4 transaction a stock purchase?

No. The Form 4 classifies the CEO’s transaction as a grant or award of 82,873 restricted shares, not an open‑market stock purchase. The price per share is reported as $0.0000, consistent with equity compensation issued under the 2022 Incentive Award Plan.

What are the vesting terms of the Sunstone (SHO) CEO’s restricted stock award?

The 82,873 restricted shares granted to Sunstone’s CEO vest over a three‑year period. This means the shares become fully owned gradually, subject to meeting the plan’s vesting requirements, aligning the award with continued service and long‑term performance.

Under which plan was the Sunstone Hotel Investors (SHO) restricted stock granted?

The restricted stock granted to CEO Bryan A. Giglia was issued under Sunstone Hotel Investors’ 2022 Incentive Award Plan. This plan provides equity‑based compensation, and the February 11, 2026 award consists of 82,873 restricted common shares subject to three‑year vesting.

Who is the reporting person on the Sunstone Hotel Investors (SHO) Form 4?

The reporting person on the Form 4 is Bryan Albert Giglia, Chief Executive Officer and director of Sunstone Hotel Investors, Inc. The filing notes his roles and reports his direct beneficial ownership following the February 11, 2026 restricted stock grant.