Statement of Changes in Beneficial Ownership (4)
09 März 2023 - 10:12PM
Edgar (US Regulatory)
FORM 4
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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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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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1. Name and Address of Reporting Person
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Floyd H. Charles |
2. Issuer Name and Ticker or Trading Symbol
Hyatt Hotels Corp
[
H
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) See Remarks |
(Last)
(First)
(Middle)
C/O HYATT HOTELS CORPORATION, 150 NORTH RIVERSIDE PLAZA |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/31/2022 |
(Street)
CHICAGO, IL 60606
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock | 12/31/2022 | | M | | 15420 | A | (1) | 48555 | D | |
Class A Common Stock | 3/7/2023 | | A | | 35980 | A | (2) | 84535 | D | |
Class A Common Stock | 3/7/2023 | | F | | 20226 | D | $121.37 | 64309 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Restricted Stock Units | (3) | 12/31/2022 | | M | | | 15420 | 12/31/2022 | 12/31/2022 | Class A Common Stock | 15420.0 | $0 | 0 | D | |
Explanation of Responses: |
(1) | Each Restricted Stock Unit ("RSU") represents the contingent right to receive, at settlement, one share of Class A Common Stock. This transaction represents the settlement of vested RSUs in shares of Class A Common Stock. |
(2) | Represents shares issued upon the vesting of performance RSUs in connection with the attainment of certain performance goals set forth in a restricted stock unit award agreement. The RSUs, granted to the reporting person on March 24, 2020 and issued pursuant to the Fourth Amended and Restated Hyatt Hotels Corporation Long-Term Incentive Plan, as amended ("LTIP"), vested on December 31, 2022, and each represented the contingent right to receive, at settlement, one share of Class A Common Stock. |
(3) | Each RSU represents the contingent right to receive, at settlement, one share of Class A Common Stock. This transaction represents the attainment of certain performance goals set forth in a restricted stock unit award agreement. The RSUs, granted to the reporting person on March 24, 2020 and issued pursuant to the LTIP, vested on December 31, 2022. The RSUs will be settled in shares of Class A Common Stock upon vesting, subject to earlier settlement upon death or disability or a change of control of the issuer. |
Remarks: Executive Vice President, Global President of Operations |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Floyd H. Charles C/O HYATT HOTELS CORPORATION 150 NORTH RIVERSIDE PLAZA CHICAGO, IL 60606 |
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| See Remarks |
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Signatures
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Margaret C. Egan, Attorney-in-fact | | 3/9/2023 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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