Olea Carlos A. 4
4 · Howard Hughes Holdings Inc. · Filed Feb 5, 2026
Research Summary
AI-generated summary of this filing
Howard Hughes (HHH) CFO Carlos Olea Receives 27,390 Shares
What Happened
Carlos A. Olea, Chief Financial Officer of Howard Hughes Holdings (HHH), received a total of 27,390 shares on Feb 3, 2026 via restricted stock awards/vests. That total comprises: 7,153 shares that vested from 2023 performance-based RSUs (certified at 200% of target), 4,047 time‑based RSUs granted Feb 3, 2026, and 16,190 performance‑based RSUs granted Feb 3, 2026. To satisfy tax withholding on the vested 2023 RSUs, 3,869 shares were withheld by the company (disposed) at $79.77 per share, totaling $308,630. The acquired shares show $0 purchase price (awards/grants).
Key Details
- Transaction date: Feb 3, 2026; Form 4 filed Feb 5, 2026 (filed on time).
- Grants/vests: 7,153 shares vested (2023 performance RSUs); 4,047 time‑based RSUs granted; 16,190 performance‑based RSUs granted.
- Tax withholding: 3,869 shares withheld @ $79.77 = $308,630 (reported as disposition code F). No open‑market sale by the reporting person — shares were withheld to cover taxes.
- Prices: Awards recorded at $0 acquisition price; withholding valued at $79.77/share.
- Shares owned after transaction: Not disclosed in the provided filing excerpt.
- Footnotes: Committee certified NAV performance for 2023 RSUs at 200% (F1); withheld shares were solely to satisfy tax obligations (F2); time‑based RSUs vest in thirds (Feb 3, 2027; Dec 31, 2027; Dec 31, 2028) (F3); the new performance RSUs cliff vest (if earned) on Dec 31, 2028 based on performance (F4).
Context
These were awards and vesting events, not open‑market purchases or discretionary sales. Tax withholding upon vesting is routine and should not be interpreted as a personal sale by the insider. The 2023 RSUs were certified at maximum payout (200%), which triggered the 7,153‑share vesting; the new 2026 grants include both time‑based and performance‑based awards with multi‑year vesting conditions.
Insider Transaction Report
- Award
Common stock, $0.01 par value per share
[F1]2026-02-03+7,153→ 51,628 total - Tax Payment
Common stock, $0.01 par value per share
[F2]2026-02-03$79.77/sh−3,869$308,630→ 47,759 total - Award
Common stock, $0.01 par value per share
[F3]2026-02-03+4,047→ 51,806 total - Award
Common stock, $0.01 par value per share
[F4]2026-02-03+16,190→ 67,996 total
Footnotes (4)
- [F1]As previously reported, on March 23, 2023, the Reporting Person was granted performance-based restricted shares (the "2023 RSUs"), and, based on the Company's adjusted net asset value growth ("NAV") over a three-year term ended on December 31, 2025 (the "Measurement Period"), the actual number of 2023 RSUs earned could range from 0% to 200% of target 2023 RSUs. On February 3, 2026, the Compensation Committee (the "Committee") of the Board of Directors of the Issuer approved the Company's NAV as of December 31, 2025 for purposes of the 2023 RSUs and, accordingly, certified the achievement of the pre-established performance targets at 200% for the Measurement Period. As a result of the Committee's certification, the vesting of an additional 7,153 shares of common stock was approved.
- [F2]Represents shares of common stock withheld by the Issuer to satisfy certain tax withholding obligations upon the vesting of the 2023 RSUs. No shares were sold by the reporting person.
- [F3]Represents shares of time-based restricted stock granted on February 3, 2026 under the Issuer's 2025 Equity Incentive Plan, with one-third (1/3) of the total number of shares granted vesting on the following dates: February 3, 2027, December 31, 2027 and December 31, 2028.
- [F4]Represents shares of performance-based restricted stock granted on February 3, 2026 under the Issuer's 2025 Equity Incentive Plan, which cliff vest, if at all, on December 31, 2028 based upon achievement of certain performance metrics.