Internal share moves detailed by Starwood Property (NYSE: STWD) CEO

Q: Was the STWD Form 4 transaction a market buy or sell of shares?

The Form 4 describes an “other” type transaction, not an open-market buy or sell. It reflects a distribution of 661,342 shares from the external manager to employees and affiliated persons, categorized as an internal restructuring rather than a market trade.

Q: Who received the 661,342 STWD shares distributed in this Form 4 event?

The 661,342 distributed shares of Starwood Property Trust common stock came from the external manager and were allocated to certain employees and other persons affiliated with that manager, according to the detailed footnote explanation in the Form 4 filing.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

STARWOOD PROPERTY TRUST, INC. director and CEO Barry Sternlicht reported an internal restructuring of his indirect holdings. Entities he controls distributed 661,342 shares of common stock held by the external manager to certain employees and other affiliated persons. Following these changes, entities controlled by Sternlicht hold 3,110,295 shares indirectly, and he holds 14,227,455 shares directly. He disclaims beneficial ownership of the indirectly held securities except to the extent of his pecuniary interest.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider STERNLICHT BARRY S

Role CEO, Chairman of the Board

Type	Security	Shares	Price	Value
Other	Common Stock	661,342	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 3,110,295 shares (Indirect, By controlled entities); Common Stock — 14,227,455 shares (Direct)

Footnotes (1)

Represents shares of the issuer's common stock distributed by SPT Management, LLC, the issuer's external manager (the "Manager"), to certain employees and/or other persons having an affiliation with the Manager. Represents shares of the issuer's common stock held by entities directly or indirectly controlled by Mr. Sternlicht, including the Manager, SFIP, LLC and JAWS Capital, LP. Mr. Sternlicht disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Form 4 Insider Transactions: What Each Field Means →

03/20/2026 - 06:14 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

STERNLICHT BARRY S

(Last)

(First)

(Middle)

C/O STARWOOD PROPERTY TRUST, INC.

2340 COLLINS AVENUE

(Street)

MIAMI BEACH

FLORIDA

33139

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
STARWOOD PROPERTY TRUST, INC. [ STWD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CEO, Chairman of the Board

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/18/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/18/2026		J		661,342⁽¹⁾	D	$0	3,110,295	I	By controlled entities⁽²⁾
Common Stock								14,227,455	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents shares of the issuer's common stock distributed by SPT Management, LLC, the issuer's external manager (the "Manager"), to certain employees and/or other persons having an affiliation with the Manager.

2. Represents shares of the issuer's common stock held by entities directly or indirectly controlled by Mr. Sternlicht, including the Manager, SFIP, LLC and JAWS Capital, LP. Mr. Sternlicht disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

	/s/ Barry S. Sternlicht	03/20/2026
	** 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 Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did STWD CEO Barry Sternlicht report on this Form 4?

Barry Sternlicht reported an internal restructuring transaction where controlled entities distributed 661,342 shares of Starwood Property Trust common stock held by the external manager to certain employees and affiliated persons, with no price per share reported for the distribution.

How many STWD shares do entities controlled by Barry Sternlicht hold after this filing?

After the reported restructuring, entities directly or indirectly controlled by Barry Sternlicht hold 3,110,295 shares of Starwood Property Trust common stock indirectly, reflecting the remaining position associated with these entities following the distribution from the external manager.

What is Barry Sternlicht’s direct ownership in STWD after the transactions?

Following the reported activity, Barry Sternlicht directly owns 14,227,455 shares of Starwood Property Trust common stock. This direct holding is separate from shares held by entities he controls, which are reported as indirect ownership on the Form 4.

Was the STWD Form 4 transaction a market buy or sell of shares?

The Form 4 describes an “other” type transaction, not an open-market buy or sell. It reflects a distribution of 661,342 shares from the external manager to employees and affiliated persons, categorized as an internal restructuring rather than a market trade.

How does Barry Sternlicht describe his beneficial ownership of indirectly held STWD shares?

For indirectly held Starwood Property Trust shares, Barry Sternlicht disclaims beneficial ownership except to the extent of his pecuniary interest. The filing notes these shares are held by entities he controls, including the external manager and related investment entities.

Who received the 661,342 STWD shares distributed in this Form 4 event?

The 661,342 distributed shares of Starwood Property Trust common stock came from the external manager and were allocated to certain employees and other persons affiliated with that manager, according to the detailed footnote explanation in the Form 4 filing.