Valane Joseph 4

What Happened
Valane Joseph, General Counsel & Secretary of Howard Hughes Holdings (HHH), was granted a total of 11,243 restricted shares on February 3, 2026: 2,249 time‑based restricted shares and 8,994 performance‑based restricted shares. Both grants were reported as awards (code A) with an acquisition price of $0.00, so there was no cash outlay. These are grants of compensation equity rather than open‑market purchases or sales.

Key Details

• Transaction date: February 3, 2026; Form 4 filed February 5, 2026 (appears timely).
• Shares granted and price: 2,249 time‑based RSUs @ $0.00; 8,994 performance RSUs @ $0.00; total 11,243 shares.
• Shares owned after transaction: not specified in the provided filing.
• Footnotes/vesting:
  • Time‑based RSUs (F1): vest 1/3 on Feb 3, 2027, 1/3 on Dec 31, 2027, and 1/3 on Dec 31, 2028.
  • Performance RSUs (F2): cliff vest, if at all, on Dec 31, 2028 subject to achievement of specified performance metrics.
• Transaction code: A = award/grant (compensation). No 10b5‑1 plan, tax withholding, or late‑filing flag reported in the supplied details.

Context
Restricted stock awards are standard compensation/retention tools and typically cannot be sold until they vest; the performance portion only converts to shares if performance targets are met. Because this is an award rather than a purchase or sale, it should be viewed as executive compensation information rather than a direct insider market sentiment signal.