Form 4: Park Hotels EVP Mayfield Vests 82,332 Shares

Sentiment:

Statement of Changes in Beneficial Ownership


Carl A. Mayfield, EVP of Design and Construction at Park Hotels & Resorts Inc., vested 82,332 shares of common stock from a performance stock unit award.

Better than expectedThe performance stock unit award vested at 200% of the target number of units, indicating strong achievement of performance criteria (Total Shareholder Return relative to a peer group), which is better than the target expectation.

Summary

  • Carl A. Mayfield, Executive Vice President of Design and Construction at Park Hotels & Resorts Inc., acquired 82,332 shares of common stock on January 15, 2026.
  • These shares were earned and delivered from a vested performance stock unit (PSU) award, originally granted on February 16, 2023, under the company's 2017 Omnibus Incentive Plan.
  • The number of earned PSUs was based on the achievement of performance criteria, specifically Total Shareholder Return (TSR) relative to a pre-determined industry peer group, during a performance period from January 1, 2023, to December 31, 2025.
  • The performance criteria were achieved at 200% of the target number of performance stock units eligible to be earned.
  • On January 16, 2026, 28,327 shares were disposed of by the Issuer at a price of $11.49 per share to satisfy tax withholding obligations related to the vested award.
  • Following these transactions, Carl A. Mayfield beneficially owns 268,256 shares of common stock.

Sentiment

Score: 8

Explanation: The vesting of performance stock units at 200% of target indicates strong achievement of performance criteria, reflecting positively on the company's relative performance during the performance period. This suggests effective executive incentives and strong operational execution.

Positives

  • The performance stock unit award vested at 200% of the target, indicating strong achievement of performance criteria (Total Shareholder Return relative to a peer group) during the performance period.
  • Executive compensation is directly tied to company performance and shareholder value creation, aligning management incentives with investor interests.

Negatives

  • A significant portion of the vested shares (28,327 shares) was withheld by the Issuer to cover tax obligations, reducing the net shares received by the executive.

Future Outlook

The filing does not contain explicit forward-looking statements or guidance. It reports on the vesting of a past performance-based equity award.

Industry Context

This transaction represents a routine executive compensation event common in publicly traded companies, particularly REITs in the hospitality sector. The achievement of 200% of target performance criteria suggests strong relative performance against industry peers during the specified performance period, which is a positive indicator for the company within its sector.

Comparison to Industry Standards

  • The use of performance stock units tied to Total Shareholder Return (TSR) relative to a peer group is a standard practice for executive compensation in the REIT industry, aligning executive incentives with shareholder value.
  • Achieving 200% of the target performance criteria indicates that Park Hotels & Resorts Inc. significantly outperformed its pre-determined industry peer group in TSR during the 2023-2025 performance period, which is a strong result compared to typical industry performance.

Related Party Transactions

  • The acquisition of common stock by Carl A. Mayfield, an executive of Park Hotels & Resorts Inc., from the company as part of an incentive plan constitutes a related party transaction.

Stakeholder Impact

  • Shareholders: The 200% achievement of performance criteria for executive compensation suggests strong company performance relative to peers, which is generally positive for shareholder value.
  • Employees (Executive): Carl A. Mayfield received a substantial equity award, reflecting successful performance against set targets.

Key Dates

DateDescription
2023-01-01Start of the performance period for the performance stock unit award.
2023-02-16Date the performance stock unit award was originally granted.
2025-12-31End of the performance period for the performance stock unit award.
2026-01-15Date the Compensation & Human Capital Committee determined the achievement of performance criteria and shares of common stock were earned and delivered related to the vested performance stock unit award.
2026-01-16Date shares were withheld by the Issuer to satisfy tax withholding obligations.
2026-01-20Date the Form 4 was signed.

Recommendation

hold

This Form 4 reports a routine executive equity compensation event, specifically the vesting of performance stock units. While the 200% achievement of performance criteria is positive, it reflects past performance and is a standard part of executive compensation. It does not provide new fundamental information to warrant a change in investment recommendation based solely on this filing.

Keywords

Park Hotels & Resorts, PK, Carl A. Mayfield, Form 4, SEC filing, performance stock units, equity compensation, insider transaction, stock award, TSR, executive compensation

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