Wyndham (NYSE: WH) CEO reports RSU vesting and tax withholding in Form 4

Rhea-AI Filing Summary

Wyndham Hotels & Resorts President and CEO Geoffrey A. Ballotti reported equity-based compensation activity in company stock. On March 3, 2026, he acquired 14,122 shares of common stock at $0.0000 per share, reflecting the vesting of previously granted restricted stock units under the 2018 Equity and Incentive Plan.

On the same date, 7,224 shares of common stock were disposed of at $80.92 per share to cover tax liabilities related to that vesting, consistent with a tax-withholding disposition. After these transactions, he directly held 554,667 shares of common stock. A separate holding entry shows 95,412 restricted stock units outstanding, which represent additional rights to receive common stock in the future.

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^*

Ballotti Geoffrey A

(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
X	Officer (give title below)		Other (specify below)
	President and CEO

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

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	03/03/2026		A		14,122(1)	A	$0	561,891(2)	D
Common Stock	03/03/2026		F		7,224(3)	D	$80.92	554,667(2)	D
Common Stock								95,412(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. Common stock acquired under the Issuer's 2018 Equity and Incentive Plan on vesting of previously-granted restricted stock units which vested on March 3, 2026.

2. Represents shares of common stock.

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

4. Represents restricted stock units.

Remarks:

	/s/ Paul F. Cash as Attorney-in-Fact for Geoffrey A. Ballotti	03/05/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did Wyndham (WH) CEO Geoffrey Ballotti report in this Form 4?

Geoffrey Ballotti reported the vesting of restricted stock units into 14,122 shares of common stock and a related tax-withholding disposition of 7,224 shares. These are routine equity compensation and tax events rather than open-market purchases or sales.

How many Wyndham (WH) shares did the CEO acquire in this filing?

The CEO acquired 14,122 shares of Wyndham common stock at $0.0000 per share through vesting of previously granted restricted stock units. This reflects equity compensation under the company’s 2018 Equity and Incentive Plan, not a cash purchase on the open market.

Why were 7,224 Wyndham (WH) shares disposed of in this Form 4?

The 7,224 shares of common stock were withheld at $80.92 per share to pay tax liabilities arising from restricted stock units vesting. This tax-withholding disposition is described as payment of tax liability incident to vesting, not a discretionary open-market sale.

What is Geoffrey Ballotti’s direct Wyndham (WH) share ownership after these transactions?

After the reported grant and tax withholding, Geoffrey Ballotti directly holds 554,667 shares of Wyndham common stock. This figure reflects his direct ownership position following the March 3, 2026 equity compensation and related tax-withholding events.

Does the Wyndham (WH) CEO hold additional restricted stock units after this filing?

Yes. A holding entry shows 95,412 restricted stock units representing additional rights to receive Wyndham common stock in the future. These units are reported separately from directly owned shares and are identified as restricted stock units in the footnotes.

Are the Wyndham (WH) CEO’s transactions in this Form 4 open-market trades?

No. The filing describes a grant/award acquisition from restricted stock unit vesting and a tax-withholding disposition of shares to cover tax liabilities. The transactions are part of equity compensation administration, not open-market buying or selling.