ACKMAN WILLIAM A 4
4 · Howard Hughes Holdings Inc. · Filed Apr 23, 2026
Research Summary
AI-generated summary of this filing
Howard Hughes (HHH) Pershing Square Transfers 341,033 Shares
What Happened
- Pershing Square Capital Management, L.P. (a 10% owner/manager for Pershing Square funds) reported an intra-group transfer of 341,033 shares of Howard Hughes Holdings, Inc. (HHH) on April 21, 2026. The Form 4 shows both a disposition and an acquisition of the same 341,033 shares at $65.86 per share, each leg valued at $22,460,433 — i.e., a transfer, not a market sale or fresh purchase.
Key Details
- Transaction date: 2026-04-21; price per share: $65.86; total value per leg: $22,460,433.
- Report filed: 2026-04-23 (appears timely relative to the 2-business-day reporting window).
- Shares owned after transaction: not specified on this Form 4 for the Subject Securities (see footnotes for related holdings).
- Important footnotes:
- F1: Transfer was from PSLP to PS Redemption, L.P. (RedemptionCo) in connection with a special redemption of limited partner interests consummated on April 21, 2026.
- F10: PSCM may be deemed to have a performance-related interest under a Services Agreement tied to 59,393,938 "Reference Securities" above a $66.1453 threshold; PSCM and related Reporting Persons disclaim beneficial ownership except for any pecuniary interest.
- F3–F9: The filing is joint among Pershing Square entities and William A. Ackman; several entities and funds hold or advised the Subject Securities.
Context
- This filing documents an internal transfer among Pershing Square-affiliated entities (not an open-market buy or sale by an executive). For retail investors, that typically does not signal management sentiment about the company's outlook.
- Pershing Square is an institutional/activist investor and a 10% owner; the mechanics reflect fund-level reorganization/redemption activity rather than personal trading by an officer or director.
Insider Transaction Report
Form 4
Pershing Square Capital Management, L.P.
Director10% Owner
Transactions
- Other
Common Stock, par value $0.01 per share
[F1][F2][F3][F4][F5][F6][F7]2026-04-21$65.86/sh−341,033$22,460,433→ 18,511,031 total(indirect: See Footnotes) - Other
Common Stock, par value $0.01 per share
[F1][F2][F3][F4][F5][F6][F8]2026-04-21$65.86/sh+341,033$22,460,433→ 341,033 total(indirect: See Footnotes)
Holdings
- 9,000,000(indirect: See Footnotes)
Common Stock, par value $0.01 per share
[F3][F4][F5][F6][F9] - 59,393,938(indirect: See Footnotes)
Common Stock, par value $0.01 per share
[F3][F4][F5][F6][F10]
Footnotes (10)
- [F1]Reflects a transfer of the Subject Securities (as defined below) from PSLP (as defined below) to PS Redemption, L.P. ("RedemptionCo"), which was formed for the purpose of giving effect to the special redemption of certain limited partner interests of PSLP in connection with a special redemption opportunity that was consummated on April 21, 2026.
- [F10]These Subject Securities are not held by the Reporting Persons. However, pursuant to a Services Agreement, dated May 5, 2025, by and between PSCM and the Issuer, PSCM is entitled to a fee for services determined in part by reference to the increase, if any, in the price of a number of shares of Common Stock of the Issuer (the "Reference Securities") above $66.1453 per share, as described in greater detail in Howard Hughes Holding Inc.'s Form 8-K filed on May 6, 2025. Pursuant to Rule 16a-1(a) under the Exchange Act, PSCM's interest under the Services Agreement may be deemed to be a performance-related fee with respect to, and therefore beneficial ownership of, the Reference Securities. As of the date of this Form 4, the number of Reference Securities is 59,393,938. As with the other Subject Securities, each of the Reporting Persons disclaims any beneficial ownership of any of the Reference Securities, except to the extent of any pecuniary interest therein.
- [F2]The closing price of the Issuer's Common Stock on April 21, 2026.
- [F3]In addition to Pershing Square Capital Management, L.P., a Delaware limited partnership ("PSCM"), this Form 4 is being filed jointly by Pershing Square Holdco, L.P., a Delaware limited partnership ("PS Holdco"), Pershing Square Holdco GP, LLC, a Delaware limited liability company ("PS Holdco GP"), Pershing Square Management, LLC, a Delaware limited liability company ("ManagementCo"), and William A. Ackman, a citizen of the United States of America (collectively, the "Reporting Persons"), each of whom has the same business address as PSCM and may be deemed to beneficially own the equity securities of the Issuer reported on this Form 4 (the "Subject Securities").
- [F4]PSCM advises the accounts of Pershing Square, L.P., a Delaware limited partnership ("PSLP"), Pershing Square International, Ltd., a Cayman Islands exempted company ("PSI"), and Pershing Square Holdings, Ltd., a limited liability company incorporated in Guernsey ("PSH" and together with PSLP and PSI, the "Pershing Square Affiliated Funds") and RedemptionCo.
- [F5](A) PSCM, as the investment adviser to the Pershing Square Affiliated Funds and RedemptionCo (and other than with respect to Subject Securities held directly by PS Holdco), (B) PS Holdco, as the indirect 100% holding company of PSCM, (C) PS Holdco GP, as the sole general partner of PS Holdco, and (D) ManagementCo, as the sole member of PS Holdco GP, may each be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934 (the "Exchange Act"). By virtue of Mr. Ackman's position as (i) the Chief Executive Officer of PSCM, (ii) a director of PS Holdco GP and (iii) a member of ManagementCo, Mr. Ackman may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Exchange Act. Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein.
- [F6]Mr. Ackman, Mr. Ben Hakim and Mr. Ryan Israel, each a member of the board of directors of the Issuer of the Subject Securities, were appointed or elected to that board as representatives of the Reporting Persons and the Pershing Square Affiliated Funds. As a result, each of those persons are directors by deputization for purposes of Section 16 of the Exchange Act.
- [F7]These Subject Securities are held by the Pershing Square Affiliated Funds.
- [F8]These Subject Securities are held by RedemptionCo.
- [F9]These Subject Securities are held by PS Holdco.