Starwood Property Trust (NYSE: STWD) CEO entities get 65K shares

Rhea-AI Filing Summary

STERNLICHT BARRY S reported acquisition or exercise transactions in this Form 4 filing.

STARWOOD PROPERTY TRUST, INC. insider reporting shows entities controlled by CEO Barry Sternlicht received an award of 65,007 shares of common stock. These are restricted shares granted to SPT Management, LLC, the company’s external manager, as payment of 50% of an incentive fee under the management agreement.

After this grant, entities controlled by Sternlicht, including the manager, SFIP, LLC and JAWS Capital, LP, held 3,768,072 shares indirectly. Separately, Sternlicht reported direct ownership of 14,227,455 common 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

OMB APPROVAL

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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^*

STERNLICHT BARRY S

(Last) (First) (Middle)

C/O STARWOOD PROPERTY TRUST, INC.

2340 COLLINS AVENUE

(Street)

MIAMI BEACH FL 33139

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
STARWOOD PROPERTY TRUST, INC. [ STWD ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO, Chairman of the Board

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

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	02/25/2026		A		65,007(1)	A	(1)	3,768,072	I	By controlled entities(2)
Common Stock								14,227,455	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 restricted shares of the issuer's common stock granted to SPT Management, LLC, the issuer's external manager (the "Manager"), as payment of 50% of the incentive fee as required by the Management Agreement between the issuer and the Manager, net of shares of the issuer's common stock distributed to certain employees and/or other persons having an affiliation with the Manager.

2. Represents shares of the issuer's common stock held by entities directly or indirectly controlled by Mr. Sternlicht, including the Manager, SFIP, LLC and JAWS Capital, LP.

	/s/ Barry S. Sternlicht	02/27/2026
	** 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.
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FAQ

What did the STWD Form 4 report for Barry Sternlicht on February 25, 2026?

The Form 4 reports that entities controlled by CEO Barry Sternlicht received 65,007 restricted STWD common shares. The shares were granted to SPT Management, LLC as part of an incentive fee payment under the management agreement with Starwood Property Trust.

Who actually received the 65,007 STWD shares disclosed in this Form 4?

The 65,007 STWD restricted shares were granted to SPT Management, LLC, Starwood Property Trust’s external manager. This entity, along with SFIP, LLC and JAWS Capital, LP, is directly or indirectly controlled by Barry Sternlicht and holds shares on his behalf.

Was the 65,007-share STWD transaction a purchase or a grant?

The 65,007-share transaction was a grant or award, not an open-market purchase. The shares were issued as payment of 50% of an incentive fee owed to SPT Management, LLC under the management agreement with Starwood Property Trust.

How many STWD shares are indirectly held by Sternlicht-controlled entities after this grant?

After the 65,007-share grant, Sternlicht-controlled entities, including SPT Management, LLC, held 3,768,072 STWD common shares indirectly. This figure reflects the total indirect ownership following the award described in the Form 4 filing.

How many STWD shares does Barry Sternlicht hold directly according to this filing?

The filing shows Barry Sternlicht directly owning 14,227,455 shares of Starwood Property Trust common stock. This direct ownership is separate from the 3,768,072 shares held indirectly through entities he directly or indirectly controls.

Why was the STWD share grant to SPT Management, LLC made at a price of $0.00?

The grant to SPT Management, LLC was compensation, not a cash purchase, so it is reported at $0.00 per share. The restricted shares were issued as payment of part of the manager’s incentive fee under the Starwood Property Trust management agreement.