SEC Form 4 · accession 0001214659-17-001472
Park Hotels & Resorts Inc. · PK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sean M. Dell'Orto
Officer — See Remarks
Period of report
Feb 23, 2017
Accepted (ET)
Feb 27, 2017 · 6:03 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001617406
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Feb 23, 2017 | A | 10,344 | $0.00 | A | 35,514 | D | |
| Common StockF2 | Feb 23, 2017 | A | 28,603 | $0.00 | A | 64,117 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionF5 | $22.94 | Jan 6, 2017 | J | 8,668 | A | — | Feb 19, 2024 | Common Stock | 8,668 | 8,668 | D |
| Stock OptionF6 | $29.26 | Jan 6, 2017 | J | 8,066 | A | — | Feb 10, 2025 | Common Stock | 8,066 | 8,066 | D |
| Stock OptionF7 | $20.89 | Jan 6, 2017 | J | 12,744 | A | — | Feb 18, 2026 | Common Stock | 12,744 | 12,744 | D |
Explanation of responses
- F1Represents the settlement of performance share units granted by Hilton Worldwide Holdings Inc. ("HLT") and converted into restricted share units of Park Hotels & Resorts Inc. (the "Issuer") in connection with the spin-off of the Issuer from HLT (the "Spin-off") based on a determination as to the satisfaction of the performance metrics by the compensation committee of HLT.
- F2Includes 22,842 restricted stock units that represent equity awards granted by HLT that have been converted into equity awards of the Issuer in connection with the Spin-Off and 2,328 shares of common stock of the Issuer received with respect to shares of HLT common stock held prior to the Spin-off.
- F3Represents awards of restricted shares of common stock of the Issuer under the Park Hotels & Resorts Inc. 2017 Omnibus Incentive Plan, approved by the compensation committee of the Issuer.
- F4Represents stock option awards granted by HLT that have been converted into equity awards of the Issuer in connection with the Spin-Off.
- F5The option vests in three equal annual installments beginning on February 19, 2014.
- F6The option vests in three equal annual installments beginning on February 10, 2015.
- F7The option vests in three equal annual installments beginning on February 18, 2016.
Remarks
Title: Executive Vice President, Chief Financial Officer and Treasurer