Wyndham Hotels (NYSE: WH) counsel reports equity vesting and tax share withholdings

Rhea-AI Filing Summary

Wyndham Hotels & Resorts General Counsel and Corporate Secretary Paul F. Cash reported stock-based compensation activity involving the company’s common stock. On March 1, 2026, he acquired 9,702 shares through vesting of previously granted performance stock units and 8,537 shares through vesting of previously granted restricted stock units under the 2018 Equity and Incentive Plan.

On the same date, 5,010 shares and 4,367 shares were disposed of at $81.80 per share to cover tax liabilities associated with these vestings, as permitted under Rule 16b-3. Following these transactions, his directly held common stock position is reported as 31,382 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^*

Cash Paul F

(Last) (First) (Middle)

WYNDHAM HOTELS & RESORTS, INC.

22 SYLVAN WAY

(Street)

PARSIPPANY NJ 07054

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WYNDHAM HOTELS & RESORTS, INC. [ WH ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	General Counsel & Corp. Secy.

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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	03/01/2026		A		9,702(1)	A	$0	46,742(2)	D
Common Stock	03/01/2026		F		5,010(3)	D	$81.8	41,732(2)	D
Common Stock	03/01/2026		A		8,537(4)	A	$0	50,269(2)	D
Common Stock	03/01/2026		F		4,367(5)	D	$81.8	45,902(2)	D
Common Stock								31,382(6)	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. Common stock acquired under the Issuer's 2018 Equity and Incentive Plan on vesting of previously-granted performance stock units which vested on March 1, 2026.

2. Represents shares of common stock.

3. Common stock withheld as payment of tax liability incident to the vesting of performance stock units granted in accordance with Rule 16b-3.

4. Common stock acquired under the Issuer's 2018 Equity and Incentive Plan on vesting of previously-granted restricted stock units which vested on March 1, 2026.

5. Common stock withheld as payment of tax liability incident to the vesting of restricted stock units granted in accordance with Rule 16b-3.

6. Represents restricted stock units.

Remarks:

	/s/ Paul F. Cash	03/03/2026
	** 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).
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FAQ

What insider transactions did WH’s Paul F. Cash report on March 1, 2026?

Paul F. Cash reported equity award vesting and related tax withholding. Performance and restricted stock units vested into common shares, and a portion of those shares was withheld and disposed of at $81.80 per share to satisfy tax obligations under the company’s 2018 equity plan.

How many Wyndham Hotels (WH) shares did Paul F. Cash acquire through vesting?

He acquired 9,702 common shares from performance stock units and 8,537 common shares from restricted stock units. Both awards vested on March 1, 2026 under Wyndham Hotels’ 2018 Equity and Incentive Plan, increasing his direct share ownership before tax withholding transactions.

Why were some WH shares disposed of in Paul F. Cash’s Form 4 filing?

Shares were disposed of solely to cover tax liabilities from equity award vesting. The filing shows 5,010 and 4,367 common shares withheld and delivered at $81.80 per share, in transactions classified as tax-withholding dispositions in accordance with Rule 16b-3, not open-market sales.

What is Paul F. Cash’s reported WH share ownership after these transactions?

After the reported equity award vesting and tax-withholding dispositions, Paul F. Cash’s direct ownership is listed as 31,382 Wyndham Hotels common shares. This figure reflects his position following all reported March 1, 2026 transactions in the Form 4 insider trading report.

What equity plan governed the WH awards reported by Paul F. Cash?

The transactions arise from Wyndham Hotels’ 2018 Equity and Incentive Plan. Previously granted performance stock units and restricted stock units vested on March 1, 2026, converting into common shares, with part of those shares withheld to satisfy related tax obligations under applicable rules.

Were Paul F. Cash’s WH share dispositions market sales or tax withholdings?

They were tax withholdings, not discretionary market sales. The Form 4 labels the F-coded transactions as payment of tax liability by delivering securities, and footnotes explain shares were withheld incident to vesting of performance and restricted stock units under Rule 16b-3.