Director at Wyndham (NYSE: WH) granted 460 common shares in award

Rhea-AI Filing Summary

Wyndham Hotels & Resorts director Ronald L. Nelson reported an equity award in the form of common stock. On February 20, 2026, he acquired 460 shares of common stock at a reference value of $84.27 per share as a grant/award rather than an open-market purchase. Following this grant, one reported direct holding line shows 17,823 common shares. Footnotes also note that some director compensation is delivered as deferred stock units and restricted stock units that convert into common stock after board service ends.

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^*

NELSON RONALD L

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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	02/20/2026		A		460(1)	A	$84.27	17,823(2)	D
Common Stock								3,511(3)	D
Common Stock								30,939(4)	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. Deferred stock units issued for quarterly retainer fees and dividends. Each deferred stock unit entitles the reporting person to receive one share of common stock following the reporting person's retirement or termination of service from the Board of Directors.

2. Represents deferred stock units.

3. Represents restricted stock units.

4. Represents shares of common stock.

Remarks:

	/s/ Paul F. Cash as Attorney-in-Fact for Ronald L. Nelson	02/24/2026
	** 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 Wyndham Hotels (WH) report for Ronald L. Nelson?

Wyndham Hotels reported that director Ronald L. Nelson received an equity award on February 20, 2026. He was granted 460 shares of common stock as a grant, award, or other acquisition, rather than buying or selling shares in the open market.

How many Wyndham common shares were granted to director Ronald L. Nelson?

Director Ronald L. Nelson was granted 460 shares of Wyndham Hotels common stock. The Form 4 classifies this as a grant or award acquisition, indicating compensation-related stock, not a discretionary open-market purchase by the director.

At what price was the Wyndham director share grant valued?

The 460-share grant to director Ronald L. Nelson was reported at $84.27 per share. This price serves as the reference value for the equity award on February 20, 2026, rather than indicating an actual open-market trade execution.

What is Ronald L. Nelson's reported direct share ownership after this grant?

After the 460-share grant, one direct ownership line for Ronald L. Nelson shows 17,823 common shares held. The Form 4 also lists additional direct positions in other stock-related units, reported separately from this common stock total.

How are deferred stock units described for Wyndham Hotels (WH) directors?

Deferred stock units for Wyndham directors are described as issued for quarterly retainer fees and dividends. Each deferred stock unit entitles the reporting person to receive one share of common stock after retirement or termination of service from the Board of Directors.

What other equity instruments are referenced alongside Wyndham common stock in this Form 4?

The filing’s footnotes reference deferred stock units, restricted stock units, and shares of common stock. Deferred units relate to director fees and dividends, and both types of units are structured to ultimately deliver common stock under specified service-related conditions.