STOCK TITAN

Barry Sternlicht (STWD) updates Starwood Property Trust holdings after internal share shift

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Starwood Property Trust CEO Barry Sternlicht reported updated share holdings following an internal share distribution. One entry simply reports a direct holding of 14,407,616 shares of common stock as of June 22, with no buy or sell activity.

A separate entry records an “other” transaction involving 4,182 shares of common stock at a reported price of $0.00, held indirectly through controlled entities, with 3,285,058 shares shown as indirectly held afterward. Footnotes explain these shares were distributed by the company’s external manager to certain affiliated persons and are held by entities controlled by Sternlicht, with beneficial ownership disclaimed except for his pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider STERNLICHT BARRY S
Role CEO, Chairman of the Board
Type Security Shares Price Value
Other Common Stock 4,182 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 3,285,058 shares (Indirect, By controlled entities); Common Stock — 14,407,616 shares (Direct)
Footnotes (1)
  1. Represents shares of the issuer's common stock distributed by SPT Management, LLC, the issuer's external manager (the "Manager"), to certain employees and/or other persons having an affiliation with the Manager. Represents securities held by entities directly or indirectly controlled by Mr. Sternlicht, including the Manager, SFIP, LLC and JAWS Capital, LP. Mr. Sternlicht disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
Direct common shares held 14,407,616 shares Direct ownership after holding entry on June 22
Indirect common shares held 3,285,058 shares Indirect ownership through controlled entities after J transaction
Restructuring transaction size 4,182 shares J-code other acquisition or disposition on June 22
Reported transaction price $0.00 per share Price for 4,182-share J-code internal transaction
external manager financial
"Represents shares of the issuer's common stock distributed by SPT Management, LLC, the issuer's external manager"
beneficial ownership financial
"Mr. Sternlicht disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein"
indirectly controlled financial
"Represents securities held by entities directly or indirectly controlled by Mr. Sternlicht"
Section 16 regulatory
"shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
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FAQ

What did STWD CEO Barry Sternlicht report in this Form 4 filing?

Barry Sternlicht reported updated ownership of Starwood Property Trust common stock. One line shows 14,407,616 shares held directly, while another reflects 4,182 shares involved in an “other” transaction through controlled entities, updating his indirect holdings to 3,285,058 shares.

Were there any open-market buys or sells in this STWD Form 4?

The Form 4 shows no open-market purchases or sales. It reports one holding entry for 14,407,616 directly held shares and one “other” transaction coded J for 4,182 shares, related to entity-level restructuring rather than a market trade.

What is the significance of the 4,182-share transaction for STWD?

The 4,182-share transaction is coded J, described as an “other acquisition or disposition.” It reflects restructuring through controlled entities at a reported price of $0.00 per share, rather than an arm’s-length market transaction, and updates indirect ownership totals.

How many STWD shares does Barry Sternlicht hold directly and indirectly?

The filing shows 14,407,616 shares of Starwood Property Trust common stock held directly. It also reports 3,285,058 shares held indirectly through entities he controls, following an internal 4,182-share transaction recorded as an “other” transaction on June 22.

What do the footnotes say about Sternlicht’s beneficial ownership of STWD shares?

The footnotes state some shares are held by entities he directly or indirectly controls, including the external manager and affiliated entities. Sternlicht disclaims beneficial ownership of those securities except to the extent of his pecuniary interest in them.

Who distributed the STWD shares involved in the internal transaction?

The shares were distributed by SPT Management, LLC, Starwood Property Trust’s external manager. The distribution went to certain employees and other persons affiliated with the manager, leading to an internal reallocation of shares rather than a public-market trade.
SEC Form 4
FORM 4UNITED 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*
STERNLICHT BARRY S

(Last)(First)(Middle)
C/O STARWOOD PROPERTY TRUST, INC.
2340 COLLINS AVENUE

(Street)
MIAMI BEACH FLORIDA 33139

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
STARWOOD PROPERTY TRUST, INC. [ STWD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
CEO, Chairman of the Board
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/22/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/22/2026J4,182(1)D$03,285,058IBy controlled entities(2)
Common Stock14,407,616D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents shares of the issuer's common stock distributed by SPT Management, LLC, the issuer's external manager (the "Manager"), to certain employees and/or other persons having an affiliation with the Manager.
2. Represents securities held by entities directly or indirectly controlled by Mr. Sternlicht, including the Manager, SFIP, LLC and JAWS Capital, LP. Mr. Sternlicht disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
/s/ Barry S. Sternlicht06/24/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)