SEC Form 4 · accession 0001104659-18-038140
WYNDHAM HOTELS & RESORTS, INC. · WH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Myra J Biblowit
Director
Period of report
May 31, 2018
Accepted (ET)
Jun 4, 2018 · 8:34 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001722684
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | May 31, 2018 | A | 7,924 | $0.00 | A | 7,924 | D | |
| Common StockF2 | May 31, 2018 | A | 58,775 | $0.00 | A | 58,775 | D | |
| Common StockF3 | May 31, 2018 | A | 1,872 | $0.00 | A | 1,872 | D | |
| Common StockF4 | May 31, 2018 | A | 432 | $0.00 | A | 2,304 | D | |
| Common StockF5 | Jun 1, 2018 | A | 2,442 | $0.00 | A | 4,746 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Shares of common stock received in the May 31, 2018 pro rata distribution of shares of the Registrant by Wyndham Destinations, Inc. to its stockholders (the "Spin-off").
- F2Deferred stock units received in connection with the Spin-off. 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.
- F3Restricted stock units received on May 31, 2018 under the Wyndham Hotels & Resorts, Inc. 2018 Equity and Incentive Plan (the "Plan") in connection with the Spin-off. The units vest in full on the earliest of (i) November 30, 2018, subject to the reporting person's continuous service with the Registrant, (ii) the Registrant's termination of the reporting person's service without "cause," and (iii) the date on which such units would have vested in accordance with the terms of the existing award agreement, subject to the reporting person's continuous service with the Registrant. The reporting person will receive one share of common stock for each vested restricted stock unit.
- F4Restricted stock units received on May 31, 2018 under the Plan in connection with the Spin-off. The units vest in full on the earlier of (i) June 30, 2019, subject to the reporting person's continuous service with the Registrant, and (ii) the Registrant's termination of the reporting person's service without "cause" on or after December 31, 2018. The reporting person will receive one share of common stock for each vested restricted stock unit.
- F5Restricted stock units granted on June 1, 2018 under the Plan. The units vest in four equal installments on each of the first four anniversaries of June 1, 2018, subject to the reporting person's continuous service with the Registrant. The reporting person will receive one share of common stock for each vested restricted stock unit.