F.L.P. Trust #14 - Jun 17, 2024 Form 4 Insider Report for Hyatt Hotels Corp (H)

Role
Other*, 10%+ Owner
Signature
/s/ Derek Arend, President of Trustee
Stock symbol
H
Transactions as of
Jun 17, 2024
Transactions value $
$0
Form type
4
Date filed
6/20/2024, 04:57 PM
Previous filing
Mar 15, 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction H Class B Common Stock Other $0 -3.35M -21.18% $0.00 12.5M Jun 17, 2024 Class A Common Stock 3.35M See Footnote F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 As provided in the Issuer's Amended and Restated Certificate of Incorporation, each share of Class B Common Stock is convertible at any time, at the option of the holder, into one share of Class A Common Stock. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value, except for certain permitted transfers described in the Issuer's Amended and Restated Certificate of Incorporation.
F2 Distribution by GHHC, L.L.C. to certain of its members. The distribution of shares of Class B Common Stock to the recipient members constitutes a "permitted transfer" as defined under the Issuer's Amended and Restated Certificate of Incorporation. Accordingly, immediately following the distribution, the shares remain shares of Class B Common Stock.
F3 Represents shares of Class B Common Stock held of record by GHHC, L.L.C., a member-managed Delaware limited liability company. The Reporting Person is the controlling member of GHHC, L.L.C., and in such capacity may be deemed to beneficially own the shares held by GHHC, L.L.C. The Reporting Person disclaims beneficial ownership of the shares of Class B Common Stock held by GHHC, L.L.C., except to the extent of its proportionate pecuniary interest therein, if any.

Remarks:

Member of 10% owner group. UDQ Private Trust Company, LLC serves as trustee of the Reporting Person and has investment power over the shares beneficially owned by the Reporting Person. The beneficiaries of the Reporting Person do not have investment power over the shares of Class B Common Stock held by the Reporting Person. In addition, the Reporting Person may be deemed to be a member of a group because the Reporting Person has agreed to certain voting agreements and limitations on transfers of shares of Class A Common Stock and Class B Common Stock. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.