Wyndham (NYSE: WH) CEO receives stock award, uses shares for taxes

Rhea-AI Filing Summary

Wyndham Hotels & Resorts President and CEO Geoffrey A. Ballotti reported routine equity compensation activity. He acquired 9,065 shares of common stock on vesting of previously granted restricted stock units under the company’s 2018 Amended and Restated Equity and Incentive Plan.

To cover tax obligations from this vesting, 4,637 shares of common stock were withheld at a price of $73.93 per share, characterized as a tax-liability payment rather than an open-market sale. After these transactions, Ballotti directly holds 559,095 shares of Wyndham common stock.

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)
03/10/2026

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	03/10/2026		A		9,065(1)	A	$0	563,732(2)	D
Common Stock	03/10/2026		F		4,637(3)	D	$73.93	559,095(2)	D
Common Stock(4)								165,045(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 Amended and Restated Equity and Incentive Plan on vesting of previously-granted restricted stock units which vested on March 10, 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	03/12/2026
	** 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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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did Wyndham (WH) report for CEO Geoffrey Ballotti?

Wyndham reported routine equity compensation for CEO Geoffrey Ballotti. He received 9,065 shares of common stock upon vesting of restricted stock units, and 4,637 shares were withheld to pay associated tax liabilities. These are not open-market purchases or sales but compensation-related entries.

How many Wyndham (WH) shares did the CEO receive and how many were withheld for taxes?

Geoffrey Ballotti received 9,065 Wyndham common shares from vested restricted stock units. 4,637 shares were simultaneously withheld to satisfy tax obligations at a price of $73.93 per share, leaving him with a larger net equity position despite the tax-withholding disposition.

Did the Wyndham (WH) CEO sell shares on the open market in this Form 4?

The Form 4 does not show an open-market sale by the CEO. The only disposition is coded “F,” meaning 4,637 shares were withheld to cover tax liabilities from vesting restricted stock units, not voluntarily sold into the market for investment or trading purposes.

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

Following the reported transactions, Geoffrey Ballotti directly holds 559,095 Wyndham shares. This figure reflects the net position after receiving 9,065 shares from vested restricted stock units and having 4,637 shares withheld to cover related tax liabilities.

What do the restricted stock unit vesting and tax withholding mean for Wyndham (WH) investors?

The activity reflects standard executive equity compensation mechanics. Restricted stock units vested into 9,065 shares, while 4,637 shares were withheld to pay taxes. This pattern is typical for equity awards and does not indicate discretionary buying or selling by the CEO.