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Howard Hughes Holdings Inc. SEC Filings

HHH NYSE

Welcome to our dedicated page for Howard Hughes Holdings SEC filings (Ticker: HHH), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

Howard Hughes Holdings Inc. filings document material events, financial reporting, governance matters, and capital-structure activity for a NYSE-listed real estate holding company. The records identify HHH common stock and describe disclosures related to Howard Hughes Communities, its master planned communities, operating properties, and strategic development activities.

Recent 8-K and 8-K/A filings cover results of operations, Regulation FD supplemental information, annual-meeting timing, proxy and stockholder-proposal procedures, and material agreements. Debt-related filings describe senior notes issued by the wholly owned subsidiary The Howard Hughes Corporation, including private offering disclosures, indenture terms, securities exemptions, and related capital-structure exhibits.

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Howard Hughes Holdings Inc. filed an initial Form 3 for reporting person Hendrick Gregory, identified as an officer with the title “CEO, Vantage.” This filing establishes his status as an insider of the company. The provided data shows no reportable transactions or derivative positions.

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Rhea-AI Summary

Howard Hughes Holdings Inc. reported that entities affiliated with Pershing Square acquired 140,000 shares of its Series A Non-Voting Exchangeable Perpetual Preferred Stock for an aggregate purchase price of approximately $1.0 billion. The acquisition occurred in connection with the completion of Howard Hughes’ purchase of Vantage Group Holdings Ltd. and was executed under a Subscription Agreement dated June 4, 2026.

The preferred shares are held by Pershing Square Holdings, Ltd. through wholly owned subsidiaries. Other subject securities referenced in the filing are held by Pershing Square affiliated funds, RedemptionCo and HHH Holdings. A separate Services Agreement ties a performance-related fee for Pershing Square Capital Management, L.P. to the price of 59,393,938 Reference Securities above $66.1453 per share, and the reporting persons generally disclaim beneficial ownership except to the extent of any pecuniary interest.

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Howard Hughes Holdings Inc. and Pershing Square updated their ownership and financing arrangements following the closing of the Vantage acquisition. On June 4, 2026, a Howard Hughes subsidiary completed the previously announced $2.1 billion cash purchase of Vantage Group Holdings Ltd. The deal was funded with cash on hand and $1.0 billion of newly issued Series A Non-Voting Exchangeable Perpetual Preferred Stock sold to Pershing Square Holdings under a subscription agreement.

The preferred stock ranks pari passu with common stock economically, carries no regular voting rights, and may be exchanged in future years into equity of the insurance subsidiary, subject to a 49% ownership cap and detailed exchange, call and mandatory repurchase mechanics. If required repurchases are not completed on time, the preferred accrues a 10% default dividend and restricts other distributions.

Through Pershing Square HHH Holdings and affiliated funds, the reporting group now beneficially owns 27,852,064 Howard Hughes common shares, or about 46.7% of the class, based on 59,624,589 shares outstanding. New registration rights and voting proxy agreements govern future liquidity and voting of the preferred and related securities.

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Howard Hughes Holdings Inc. completed its acquisition of Vantage Group Holdings Ltd. for approximately $2.1 billion in cash, expanding into specialty insurance and reinsurance. The deal was executed through wholly owned subsidiary Howard Hughes Insurance Holdings, LLC after all closing conditions under a December 17, 2025 purchase agreement were met.

The transaction was financed with cash on hand and $1.0 billion of Series A Non-voting Exchangeable Perpetual Preferred Stock issued to Pershing Square Holdings Ltd. This preferred stock ranks pari passu with common stock, has no general voting rights, and can receive dividends tied to cash distributions from Vantage. After seven fiscal years from the original issue date, holders may exchange into common equity interests of the buyer, subject to a 49% ownership cap.

Howard Hughes has a call option during specified windows in each of the first seven fiscal years to repurchase the preferred at the greater of the original issue price plus 4% per annum compounded daily or 1.5 times the buyer’s book value (with certain adjustments). Failure to complete required repurchases triggers a 10% per annum dividend on unpurchased preferred and restricts distributions on pari passu or junior securities. A registration rights agreement grants Pershing Square demand and piggyback rights, including the ability to request an IPO or direct listing of buyer units concurrent with exchange.

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Howard Hughes Holdings Inc. executive James Carman reported an open-market sale of 1,500 shares of common stock at $64.20 per share. After this transaction, he directly holds 22,096 shares, indicating he retained the majority of his position in the company.

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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.

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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.

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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.

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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.

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FAQ

How many Howard Hughes Holdings (HHH) SEC filings are available on StockTitan?

StockTitan tracks 86 SEC filings for Howard Hughes Holdings (HHH), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Howard Hughes Holdings (HHH)?

The most recent SEC filing for Howard Hughes Holdings (HHH) was filed on June 11, 2026.