Item 1A. Risk Factors
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Item 1A. Risk Factors
There have not been any material changes to the risk factors as previously disclosed in Part I, Item 1A, "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2025.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Issuer Purchases of Equity Securities (Host Hotels & Resorts, Inc.)
On August 3, 2022, the Board of Directors authorized a $1 billion share repurchase program. The common stock may be purchased from time to time depending upon market conditions, and repurchases may be made in the open market or through private transactions or by other means, including principal transactions with various financial institutions, accelerated share repurchases, forwards, options and similar transactions, and through one or more trading plans designed to comply with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended. The program does not obligate us to repurchase any specific number of shares or any specific dollar amount and may be suspended at any time at our discretion.
| Period | Total Number of Host Inc. Common Shares Purchased | Average Price Paid per Common Share* | Total Number of Common Shares Purchased as Part of Publicly Announced Plans or Programs | Approximate Dollar Value of Common Shares that May Yet Be Purchased Under the Plans or Programs (in millions) | ||||||||||||||||||||||
| April 1, 2026 - April 30, 2026 | — | $ | — | — | $ | 405 | ||||||||||||||||||||
| May 1, 2026 - May 31, 2026 | — | — | — | 405 | ||||||||||||||||||||||
| June 1, 2026 - June 30, 2026 | — | — | — | 405 | ||||||||||||||||||||||
| Total | — | $ | — | — | $ | 405 |
- Prices shown are exclusive of commissions paid.
Issuer Purchases of Equity Securities (Host Hotels & Resorts, L.P.)
| Period | Total Number of Host L.P. Common OP Units Purchased | Average Price Paid per Common OP Unit | Total Number of OP Units Purchased as Part of Publicly Announced Plans or Programs | Approximate Dollar Value of Units that May Yet Be Purchased Under the Plans or Programs (in millions) | ||||||||||||||||||||||
| April 1, 2026 - April 30, 2026 | — | * | 1.021494 shares of Host Hotels & Resorts, Inc. common stock | — | — | |||||||||||||||||||||
| May 1, 2026 - May 31, 2026 | 27,502 | * | 1.021494 shares of Host Hotels & Resorts, Inc. common stock | — | — | |||||||||||||||||||||
| June 1, 2026 - June 30, 2026 | 3,243 | * | 1.021494 shares of Host Hotels & Resorts, Inc. common stock | — | — | |||||||||||||||||||||
| Total | 30,745 | — | — |
- Reflects common OP units offered for redemption by limited partners in exchange for shares of Host Inc.'s common stock.
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