SEC FORM
4
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
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| OMB Number: |
3235-0287 |
| Estimated average burden |
| hours per response: |
0.5 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
1. Name and Address of Reporting Person*
| 4747 BETHESDA AVENUE |
| SUITE 1300 |
(Street)
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2. Issuer Name and Ticker or Trading Symbol
HOST HOTELS & RESORTS, INC.
[ HST ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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Director |
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10% Owner |
| X |
Officer (give title below) |
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Other (specify below) |
| EVP, Chief Financial Officer |
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3. Date of Earliest Transaction
(Month/Day/Year)
02/04/2021
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
| X |
Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|---|
| 1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
Amount |
(A) or (D) |
Price |
| Common Stock |
02/04/2021 |
|
A |
|
28,783
|
A |
$0.0
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72,775 |
D |
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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|---|
| 1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Explanation of Responses: |
|
| Remarks: |
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By: /s/ William K. Kelso For: Sourav Ghosh |
02/08/2021 |
|
** 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. |
Power of Attorney
Know all by these presents, that the undersigned hereby
makes, constitutes and appoints each of Julie P. Aslaksen and
William K. Kelso, or either of them acting singly, and with full
power of substitution and re-substitution, the undersigned?s
true and lawful attorney in fact (each of such persons and their
substitutes being referred to herein as the ?Attorney-in-Fact?),
with full power to act for the undersigned and in the
undersigned?s name, place and stead, in any and all capacities,
to prepare, execute and submit to the U.S. Securities and
Exchange Commission (the ?SEC?), Host Hotels & Resorts, Inc.
(the ?Company?), and/or any national securities exchange on
which the Company?s securities are listed any and all reports
(including any amendments thereto) the undersigned is required
to file with the SEC, or which the Attorney-in-Fact considers it
advisable to file with the SEC, under Section 13 or Section 16
of the Exchange Act, or any rule or regulation thereunder, or
under Rule 144 under the Securities Act of 1933 (?Rule 144?),
with respect to the any security of the Company, including Forms
3, 4 and 5, Schedules 13D and 13G, and Forms 144.
The undersigned acknowledges that:
(a) Neither the Company nor the Attorney-in-Fact assumes
any liability for the undersigned?s responsibility to
comply with the requirements of Section 13 or Section
16 of the Exchange Act or Rule 144, any liability of
the undersigned for any failure to comply with such
requirements, or any liability of the undersigned for
disgorgement of profits under Section 16(b) of the
Exchange Act; and
(b) This Power of Attorney does not relieve the
undersigned from responsibility for compliance with
the undersigned?s obligations under Section 13 or
Section 16 of the Exchange Act, including, without
limitation, the reporting requirements under Section
13 or Section 16 of the Exchange Act.
The undersigned hereby grants to the Attorney-in-Fact full
power and authority to do and perform each and every act and
thing requisite, necessary or advisable to be done in connection
with the foregoing, as fully, to all intents and purposes, as
the undersigned might or could do in person, hereby ratifying
and confirming all that the Attorney-in-Fact, or his or her
substitute or substitutes, shall lawfully do or cause to be done
by authority of this Power of Attorney.
This Power of Attorney shall remain in full force and
effect until the undersigned is no longer required to file Forms
4 or 5 or Schedules 13D or 13G or Forms 144 with respect to the
undersigned?s holdings of and transactions in securities of the
Company, unless earlier revoked by the undersigned in a signed
writing delivered to the Attorney-in-Fact. This Power of
Attorney revokes all previous powers of attorney with respect to
the subject matter of this Power of Attorney.
IN WITNESS WHEREOF, the undersigned has executed this Power
of Attorney as of January 10, 2021.
/s/ Sourav Ghosh
Sourav Ghosh
US-DOCS\111708293.1
