Sunstone Hotel Investors (NYSE: SHO) grants 20,718 shares to GC

Rhea-AI Filing Summary

Klein David M reported acquisition or exercise transactions in this Form 4 filing.

Sunstone Hotel Investors, Inc. reported that its General Counsel, David M. Klein, received a grant of 20,718 restricted shares of common stock on February 11, 2026 under the company’s 2022 Incentive Award Plan. These shares vest over three years. Following this award, he directly beneficially owns 246,874 shares of common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Klein David M

Role GENERAL COUNSEL

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	20,718	$0.00	--

Holdings After Transaction: Common Stock — 246,874 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

Klein David M

(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)
	GENERAL COUNSEL

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		20,718	A	(1)	246,874	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 20,718 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.

	/s/ David M. Klein	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 for David M. Klein?

Sunstone Hotel Investors disclosed that General Counsel David M. Klein received a grant of 20,718 restricted shares of common stock on February 11, 2026. The award was made under the company’s 2022 Incentive Award Plan and increased his directly held beneficial ownership to 246,874 shares.

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

The Form 4 reports a stock grant, not an open-market purchase. David M. Klein acquired 20,718 restricted shares of common stock at a stated price of $0.00 per share, reflecting an equity award under Sunstone’s 2022 Incentive Award Plan rather than a cash-funded share purchase.

What are the vesting terms of David M. Klein’s 20,718 restricted shares at Sunstone (SHO)?

The 20,718 restricted shares granted to David M. Klein are subject to vesting over a three-year period. This means he will earn full ownership gradually, based on the plan’s vesting requirements, rather than receiving unrestricted shares immediately on the grant date.

How many Sunstone Hotel Investors (SHO) shares does David M. Klein own after this Form 4?

After the reported transaction, David M. Klein beneficially owns 246,874 shares of Sunstone Hotel Investors common stock. This total reflects his direct holdings following the grant of 20,718 restricted shares reported in the Form 4 filing dated February 11, 2026.

What role does David M. Klein hold at Sunstone Hotel Investors (SHO)?

David M. Klein serves as General Counsel of Sunstone Hotel Investors, Inc. His position is identified in the Form 4, which also notes that he is an officer of the company but not a director or 10% owner, based on the filing’s relationship disclosures.