Bainum Brian 4

What Happened

• Brian Bainum, a director of Choice Hotels International (CHH), reported an acquisition of 1,570 shares on 2026-05-21 at $111.49 per share, totaling $175,039. The Form 4 also shows several same-day/nearby zero-price ( $0.00 ) acquisitions and dispositions (455, 423 and 416 shares on 2026-05-15, 05-16 and 05-18) recorded with transaction code J (other acquisition/disposition).
• The $111.49 transaction is an outright purchase. The $0.00 entries reflect non‑cash transfers or restricted‑share movements (see footnotes) rather than open‑market sales or purchases.

Key Details

• Primary purchase: 1,570 shares on 2026-05-21 at $111.49 → $175,039 total.
• Zero-price entries: 455 shares (5/15), 423 shares (5/16), 416 shares (5/18) recorded both as disposed and acquired at $0.00 (transaction code J).
• Shares owned after the transactions: not specified in the Form 4 provided.
• Relevant footnotes:
  • F1: Some shares are held by the Brian Bainum Declaration of Trust (Brian Trust); Mr. Bainum is sole beneficiary and trustee.
  • F2/F3: Several entries represent restricted stock grants that vest in three equal annual installments.
  • F4: References restricted shares distributed from the Restricted Stock Plan to Mr. Bainum.
• Timeliness: The report was filed 2026-05-26 for transactions dated through 2026-05-21. This appears to be a late filing (Form 4s are normally due within 2 business days), which the filing notes.

Context

• Zero-dollar transfers typically indicate internal transfers, trust allocations or restricted‑share vesting/distributions rather than market trades and do not by themselves signal buy/sell intent.
• The 5/21 purchase is a clear cash purchase by the director — purchases are generally considered more informative for investors than routine internal transfers.
• No options exercises, cashless sales, gifts, or 10%‑owner transactions are indicated in these entries.