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Travel & Leisure (NYSE: TNL) CFO reports RSU vesting and tax share withholding

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Travel & Leisure Co.'s Chief Financial Officer Erik D. Hoag reported compensation-related stock activity. On May 25, 2026, he acquired 24,541 shares of common stock at $0.00 per share through the vesting of previously granted restricted stock units. On the same date, 9,658 shares of common stock at $65.12 per share were withheld to cover tax liabilities tied to that vesting, which is a non-market, tax-withholding disposition rather than an open-market sale.

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Insider Hoag Erik D
Role Chief Financial Officer
Type Security Shares Price Value
Grant/Award Common Stock 24,541 $0.00 --
Tax Withholding Common Stock 9,658 $65.12 $629K
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 25,541 shares (Direct, null)
Footnotes (1)
  1. Common stock acquired on vesting of previously granted restricted stock units. Includes previously reported shares of common stock. Common stock withheld as payment toward the tax liability incident to the vesting of restricted stock units granted in accordance with Rule 16b-3 and delivery of shares in respect thereof. Previously reported restricted stock units.
RSU vesting shares 24,541 shares Common stock acquired on vesting of previously granted restricted stock units on May 25, 2026
Tax-withheld shares 9,658 shares Common stock withheld to cover tax liability on RSU vesting
Tax-withholding price $65.12 per share Value used for 9,658 shares withheld for taxes
Transaction date May 25, 2026 Date of RSU vesting and related tax withholding
restricted stock units financial
"Common stock acquired on vesting of previously granted restricted stock units."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax liability financial
"Common stock withheld as payment toward the tax liability incident to the vesting of restricted stock units"
Rule 16b-3 regulatory
"granted in accordance with Rule 16b-3 and delivery of shares in respect thereof."
Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Hoag Erik D
(Last)(First)(Middle)
C/O TRAVEL & LEISURE CO.
501 WEST CHURCH STREET
(Street)
ORLANDO FLORIDA 32805
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Travel & Leisure Co. [ TNL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/25/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock05/25/2026A24,541(1)A$025,541(2)D
Common Stock05/25/2026F9,658(3)D$65.1215,883(2)D
Common Stock85,795(4)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Common stock acquired on vesting of previously granted restricted stock units.
2. Includes previously reported shares of common stock.
3. Common stock withheld as payment toward the tax liability incident to the vesting of restricted stock units granted in accordance with Rule 16b-3 and delivery of shares in respect thereof.
4. Previously reported restricted stock units.
Remarks:
/s/ Jeff Zanotti as Attorney-in-Fact for Erik D. Hoag05/27/2026
** Signature of Reporting PersonDate
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 transactions did TNL CFO Erik D. Hoag report?

Erik D. Hoag reported vesting of restricted stock units into 24,541 shares of Travel & Leisure Co. common stock. As part of this event, 9,658 shares were withheld to satisfy tax obligations associated with the vesting, rather than sold in the open market.

Was the TNL CFO’s Form 4 transaction an open-market stock sale?

No, the Form 4 shows tax-withholding activity, not an open-market sale. 9,658 shares were withheld to pay tax liabilities triggered by the vesting of restricted stock units, a standard mechanism for covering taxes on equity compensation.

How many Travel & Leisure Co. shares did the CFO receive from RSU vesting?

The CFO received 24,541 shares of Travel & Leisure Co. common stock upon vesting of previously granted restricted stock units. Footnotes explain these shares came from earlier RSU awards converting into stock, reflecting compensation rather than a market purchase.

What price was used for the TNL CFO’s tax-withholding shares?

For the tax-withholding disposition, 9,658 shares were valued at $65.12 per share. These shares were withheld to cover tax liabilities created by the restricted stock unit vesting, rather than being sold for discretionary portfolio or trading purposes.

What do the footnotes in the TNL CFO Form 4 clarify?

The footnotes state the shares were acquired on vesting of previously granted restricted stock units and that some shares were withheld to pay taxes under Rule 16b-3. They also note that certain shares and units were previously reported in earlier filings.