Statement of Changes in Beneficial Ownership (4)
December 19 2022 - 06:30PM
Edgar (US Regulatory)
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FORM 4
[ ] Check this box if no longer subject to Section
16. Form 4 or Form 5 obligations may continue. See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
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Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
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|
| 1. Name
and Address of Reporting Person * ECI Trust -
Theodore |
2. Issuer Name and Ticker or Trading
Symbol Hyatt Hotels Corp [ H ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director _____
10% Owner
_____ Officer (give title
below) __X__
Other (specify below)
See Remarks |
|
(Last)
(First)
(Middle)
C/O ZENA TAMLER, 125 BROAD STREET |
3. Date of Earliest Transaction (MM/DD/YYYY)
12/14/2022
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(Street)
NEW YORK, NY 10004-2498
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
|
Code |
V |
Amount |
(A) or (D) |
Price |
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. Code
(Instr. 8) |
5. Number of Derivative Securities Acquired (A) or
Disposed of (D)
(Instr. 3, 4 and 5) |
6. Date Exercisable and Expiration Date |
7. Title and Amount of Securities Underlying
Derivative Security
(Instr. 3 and 4) |
8. Price of Derivative Security
(Instr. 5) |
9. Number of derivative Securities Beneficially
Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct
(D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr.
4) |
|
Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
|
Class B Common Stock |
(1) |
12/14/2022 |
|
S |
|
|
97606 |
(1) |
(1) |
Class A Common Stock |
97606 |
$98.427 (2) |
112162 |
D |
|
|
Class B Common Stock |
(1) |
12/14/2022 |
|
S |
|
|
2394 |
(1) |
(1) |
Class A Common Stock |
2394 |
$99.427 (3) |
109768 |
D |
|
| Explanation of
Responses: |
| (1) |
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. |
| (2) |
The price reported in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $98.12 to $99.07 inclusive. The
reporting person undertakes to provide to Hyatt Hotels Corporation,
any security holder of Hyatt Hotels Corporation, or the staff of
the Securities and Exchange Commission, upon request, full
information regarding the number of shares sold at each separate
price within the ranges set forth in footnote (2) to this Form
4. |
| (3) |
The price reported in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $99.14 to $99.70 inclusive. The
reporting person undertakes to provide to Hyatt Hotels Corporation,
any security holder of Hyatt Hotels Corporation, or the staff of
the Securities and Exchange Commission, upon request, full
information regarding the number of shares sold at each separate
price within the ranges set forth in footnote (3) to this Form
4. |
Remarks:
The Reporting Person may be deemed to be a member of a 10% owner
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 the pecuniary interest therein. |
Reporting
Owners
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|
Reporting Owner Name / Address |
Relationships
|
|
Director |
10% Owner |
Officer |
Other |
ECI Trust - Theodore
C/O ZENA TAMLER
125 BROAD STREET
NEW YORK, NY 10004-2498 |
|
|
|
See Remarks |
Signatures
|
|
/s/ Zena Tamler |
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12/19/2022 |
| **Signature of Reporting
Person |
Date |
|
Reminder: Report on a separate line for each class
of securities beneficially owned directly or
indirectly. |
| * |
If the form is filed by more than one
reporting person, see Instruction 4(b)(v). |
| ** |
Intentional misstatements or omissions
of facts constitute Federal Criminal Violations. See 18
U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: |
File three copies of this Form, one of
which must be manually signed. If space is insufficient, see
Instruction 6 for procedure. |
|
Persons who respond to the collection of information
contained in this form are not required to respond unless the form
displays a currently valid OMB control number. |
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