Howard Hughes Holdings Inc. SEC Filings

Filer submitted a Form 144 notice reporting proposed resale of Common Stock. The filing lists a proposed sale of 1,500 shares of Common Stock and includes entries tied to restricted stock vesting showing 357, 395, and 748 shares with respective vesting dates. The filing names Fidelity Brokerage Services LLC as broker; transaction timing and cash‑flow treatment are not detailed in the excerpt.

Howard Hughes Holdings Inc. director Marc Grandisson filed a Form 3 reporting indirect beneficial ownership of a warrant held by MGFT Investments LLC. The warrant covers up to 1,131,273 shares of common stock at an exercise price of $100.00 per share. It becomes exercisable on April 20, 2030 and expires on April 20, 2031, with potential extension if regulatory approvals are required. The filing notes the warrant is held by an LLC owned and controlled by a family trust, and Grandisson disclaims beneficial ownership except for any pecuniary interest.

Howard Hughes Holdings Inc. received an initial insider ownership report from Pershing Square–related entities. The Form 3 lists indirect holdings of Common Stock, including 59,393,938 shares, 9,000,000 shares, 341,033 shares and 18,511,031 shares, all reported as indirectly owned through various Pershing Square–affiliated funds and entities.

A Services Agreement dated May 5, 2025 entitles Pershing Square Capital Management, L.P. to a fee tied to increases in the price of 59,393,938 "Reference Securities" above $66.1453 per share, which may be deemed a performance-related fee and therefore beneficial ownership of those shares. The reporting parties, including William A. Ackman, generally disclaim beneficial ownership except to the extent of any pecuniary interest. Ackman and Ryan Israel serve as directors of Howard Hughes by deputization on behalf of the Pershing Square funds.

Howard Hughes Holdings Inc. reports Q1 2026 results and highlights its planned acquisition of Vantage Group Holdings Ltd. for approximately $2.1 billion, expected to close in the second quarter of 2026, subject to regulatory approvals and closing conditions.

Total Q1 revenues were $235.9 million, up from $199.3 million a year earlier, driven mainly by higher Master Planned Communities land sales of $99.6 million and rental revenue of $113.5 million. Net income attributable to common stockholders was $8.2 million, down from $10.5 million, with diluted EPS of $0.14 versus $0.21.

At March 31, 2026, the company held $2.49 billion in cash, cash equivalents and restricted cash and total assets of $11.25 billion, against mortgages, notes and loans payable of $5.79 billion. In February 2026, it issued $1.0 billion of new senior unsecured notes and redeemed $750 million of 2028 notes. Master Planned Communities generated segment EBT of $84.4 million, while Operating Assets posted a small segment loss and Strategic Developments remained in an investment phase.

Howard Hughes Holdings Inc. reported first quarter 2026 results showing higher revenues and strong performance from its master planned communities, while net income declined year over year. Total revenues rose to $235.9 million from $199.3 million, driven largely by higher land sales and rental revenue.

Net income attributable to common stockholders was $8.2 million, down from $10.5 million, or $0.14 per diluted share versus $0.21 a year earlier, reflecting higher costs, interest expense, and a debt extinguishment loss. Master Planned Communities EBT grew 33% to $84.4 million as residential land sales increased, particularly in Bridgeland.

Total Operating Assets NOI increased to $73.1 million from $71.6 million, supported by leasing momentum in multifamily and office. The company ended March 31, 2026 with $1.8 billion of cash and cash equivalents and $5.8 billion of mortgages, notes, and loans payable, and highlighted progress toward closing its approximately $2.1 billion acquisition of Vantage Group Holdings Ltd. in the second quarter of 2026.

Howard Hughes Holdings Inc. major shareholder Pershing Square and related entities filed Amendment No. 32 to Schedule 13D, updating their ownership structure and disclosures. As of April 28, 2026, they may be deemed to beneficially own 27,852,064 shares of Common Stock, representing approximately 46.7% of the company, based on 59,636,343 shares outstanding as of February 12, 2026. Pershing Square HHH Holdings, LLC directly holds 9,000,000 shares, or 15.1% of the outstanding stock, with the balance held by Pershing Square affiliated funds. The amendment reflects a reorganization of Pershing Square’s ownership entities, including redomestication of Pershing Square Inc. to Nevada, and adds PS HHH Holdings to an existing Registration Rights Agreement, giving it specified registration rights for its Howard Hughes shares.

Howard Hughes Holdings Inc. filed an amended annual report to add Part III information that would normally appear in a proxy, including detailed disclosures on directors, governance, and executive pay. The filing outlines board composition, committee memberships, Pershing Square’s director nomination rights, and codes of conduct and insider-trading policies, including a general ban on hedging and pledging with a limited exception for Bill Ackman via Pershing Square.

The amendment presents full 2025 compensation data for named executive officers. CEO David O’Reilly received total 2025 compensation of $7,826,778, while the median employee earned $132,130, producing a CEO pay ratio of about 59:1. Tables detail salaries, cash bonuses, restricted stock (time- and performance-based), vesting outcomes, and potential payouts upon termination or change in control, including sizable cash severance and accelerated equity for top executives. The document also summarizes employment agreement terms, long-term incentive design, use of net asset value and total shareholder return metrics, and the Compensation Committee’s philosophy and peer benchmarking approach.

Howard Hughes Holdings Inc ownership disclosure: Vanguard Portfolio Management reports beneficial ownership of 3,011,436 shares of Common Stock, representing 5.04% of the class as of 03/31/2026. The filing states Vanguard has sole dispositive power over 3,011,436 shares and sole voting power for 3,696 shares. The Schedule 13G lists Vanguard Portfolio Management and affiliated divisions as the reporting persons and is signed on 04/29/2026.

Howard Hughes Holdings Inc. and Pershing Square–related entities reported an internal restructuring of their HHH stake. On April 21, 2026, 341,033 shares of Common Stock were transferred at $65.86 per share in connection with a special redemption, moving shares from Pershing Square, L.P. to PS Redemption, L.P.

After the transactions, 18,511,031 shares are held by Pershing Square affiliated funds, 341,033 shares by PS Redemption, L.P., and 9,000,000 shares by Pershing Square Holdco, L.P., all as indirect holdings. A services agreement also ties Pershing Square Capital Management, L.P. to performance on 59,393,938 “Reference Securities” above $66.1453 per share. The reporting persons may be deemed beneficial owners but expressly disclaim beneficial ownership except for any pecuniary interest.