Host Hotels & Resorts HST · USD

Geographic and Business Segment InformationOur chief operating decision maker ("CODM") is our chief executive officer. We consider each one of our hotels to be an operating segment, as we allocate resources and assess operating performance based on individual hotels. All of our hotels meet the aggregation criteria for segment reporting and our other real estate investment activities (primarily our condominium sales, equity method investments, retail spaces and office buildings) are immaterial. As such, we report one segment: hotel ownership. Our consolidated foreign operations consist of hotels in two countries as of December 31, 2025. There were no intersegment sales during the periods presented. The following table presents revenues and long-lived assets for each of the geographical areas in which we operate (in millions):202520242023RevenuesProperty andEquipment, netRevenuesProperty andEquipment, netRevenuesProperty andEquipment, netUnited States $6,010 $10,575 $5,583 $10,852 $5,219 $9,556 Brazil 28 30 26 27 22 35 Canada 76 31 75 27 70 33 Total $6,114 $10,636 $5,684 $10,906 $5,311 $9,624 The CODM's primary measure of performance for our reportable segment is Earnings Before Interest Expense, Income Taxes, Depreciation and Amortization ("EBITDA"). The CODM uses EBITDA to analyze how profitable a hotel is, including reviewing how each department at the hotel performed, in comparison to budget and in comparison to prior year performance, when making capital allocation decisions. We do not allocate corporate level income and expenses to segments. Our CODM does not use asset book values in assessing performance or allocating resources for our operating segments and therefore this information is not disclosed.

RevenuesSubstantially all our operating results represent revenues and expenses generated by property-level operations. Payments are due from customers when services are provided to them. Due to the short-term nature of our contracts and the almost concurrent receipt of payment, we have no material unearned revenue at year end. We collect sales, use, occupancy and similar taxes from our customers, which we present on a net basis (excluded from revenues) on our statements of operations. Disaggregation of Revenues. While we do not consider the following disclosure of hotel revenues by location to consist of reportable segments, we have disaggregated hotel revenues by market location. Our revenues also are presented by country in Note 16 – Geographic and Business Segment Information. By Location. The following table presents hotel revenues for each of the geographic locations in our consolidated hotel portfolio (in millions): Year ended December 31,Location202520242023New York$516 $431 $374 Orlando504 473 466 San Diego494 523 498 Florida Gulf Coast451 441 339 Maui420 371 415 San Francisco/San Jose397 353 371 Phoenix371 366 366 Washington, D.C. (Central Business District)318 344 331 Miami274 251 243 Oahu199 94 34 Boston155 157 151 Chicago147 143 136 Jacksonville145 137 128 Houston144 148 139 Los Angeles/Orange County139 137 141 Nashville124 88 — San Antonio120 121 117 Seattle108 111 105 New Orleans103 107 99 Northern Virginia99 99 90 Denver97 101 89 Philadelphia88 86 85 Atlanta71 61 67 Austin70 84 87 Other357 356 348 Domestic5,911 5,583 5,219 International104 101 92 Total$6,015 $5,684 $5,311 For the year ended December 31, 2025, we had $99 million of revenues related to sales of condominium units adjacent to the Four Seasons Resort Orlando at Walt Disney World® Resort that are excluded from the table above.

DebtDebt consists of the following (in millions): As of December 31,2025 2024Series E senior notes, with a rate of 4% due June 2025$— $500 Series F senior notes, with a rate of 4½% due February 2026— 399 Series H senior notes, with a rate of 3⅜% due December 2029645 644 Series I senior notes, with a rate of 3½% due September 2030741 740 Series J senior notes, with a rate of 2.9% due December 2031443 442 Series K senior notes, with a rate of 5.7% due July 2034586 585 Series L senior notes, with a rate of 5.5% due April 2035685 683 Series M senior notes, with a rate of 5.7% due June 2032491 — Series N senior notes, with a rate of 4.25% due December 2028395 — Total senior notes3,986 3,993 Credit facility revolver ⁽¹⁾(3)(6)Credit facility term loan due January 2027500 499 Credit facility term loan due January 2028499 499 Mortgage and other debt, with an average interest rate of 4.67% at both December 31, 2025 and 2024, maturing through November 202795 98 Total debt$5,077 $5,083 _____________(1)There were no outstanding credit facility borrowings at December 31, 2025 or 2024. Amount shown represents deferred financing costs related to the credit facility revolver.Senior Notes General. Under the terms of our senior notes indenture, our senior notes are equal in right of payment with all our unsubordinated indebtedness and senior to all our subordinated obligations. The face amounts of our senior notes at both December 31, 2025 and 2024 were $4.1 billion. The senior notes balances as of December 31, 2025 and 2024 are net of unamortized discounts and deferred financing costs of approximately $64 million and $57 million, respectively. We pay interest on each series of our senior notes semi-annually in arrears at the respective annual rates indicated in the table above. Under the terms of the senior notes indenture, our ability to incur indebtedness is subject to restrictions and the satisfaction of various conditions. As of December 31, 2025, we are in compliance with all of these covenants.On May 20, 2025, we issued $500 million of 5.7% Series M senior notes in an underwritten public offering for proceeds of approximately $490 million, net of de minimis original issue discount, underwriting fees and other expenses. The Series M senior notes are due in June 2032, and interest is payable semi-annually in arrears on June 15 and December 15 of each year, commencing December 15, 2025.

Income TaxesWe elected to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code commencing with our taxable year beginning January 1, 1999. To continue to qualify as a REIT, we must meet a number of organizational and operational requirements, including a requirement that we distribute at least 90% of our annual taxable income to our stockholders, excluding net capital gain. As a REIT, generally we will not be subject to U.S. federal and state corporate income taxes on that portion of our annual taxable income that is distributed to our stockholders. If we fail to qualify for taxation as a REIT in any taxable year, we will be subject to U.S. federal and state corporate income taxes at regular corporate income tax rates and may not be able to qualify as a REIT for four subsequent taxable years. Even if we qualify to be treated as a REIT, we may be subject to certain state, local and foreign taxes on our income and property, and to U.S. federal and state corporate income and excise taxes on our undistributed taxable income. Effective July 4, 2025, the One Big Beautiful Bill Act was approved, resulting in certain changes to U.S. tax legislation that will impact us and our stockholders. Key provisions include a permanent extension of the 20% deduction for qualified REIT dividends, an increase in the REIT asset test limit for taxable REIT subsidiaries from 20% to 25%, a permanent restoration of 100% bonus depreciation on qualified property acquired after January 19, 2025, and a modification to the base on which the interest deduction limit applies by excluding depreciation, amortization and depletion from adjusted taxable income. Set forth below is a table that documents our domestic and foreign income tax attributes at December 31, 2025: TypeJurisdictionAmount (in millions)Tax Year ExpirationNet operating lossU.S. Federal$489 NoneCapital lossU.S. Federal and States3 2028-2030Net operating lossU.S. States814 VariousNet operating lossBrazil17 NoneNet operating lossCanada5 Through 2042Capital lossCanada5 NoneGeneral business creditU.S. Federal1 2044We have recorded a 100% valuation allowance of approximately $5 million against the deferred tax asset related to certain of our foreign net operating loss and capital loss carryovers as of December 31, 2025.

Leases Taxable REIT Subsidiaries Leases. We lease substantially all our hotels to a wholly owned subsidiary that qualifies as a taxable REIT subsidiary due to the U.S. federal income tax prohibition on the ability of a REIT to derive revenues directly from the operations of a hotel. Ground Leases. As of December 31, 2025, all or a portion of 18 of our hotels are subject to ground leases, generally with multiple renewal options, all of which are accounted for as operating leases. Payments for ground leases account for approximately 72% of our 2025 minimum lease payments and 96% of our total future minimum lease payments. For lease agreements with scheduled rent increases, we recognize the fixed portion of the lease expense ratably over the term of the lease. As the exercise of the renewal options were determined to be reasonably certain, the payments associated with the renewals have been included in the measurement of the lease liability and ROU asset. Contingent rental payments based on a percentage of sales in excess of stipulated amounts are not included in the measurement of the lease liability and ROU asset but will be recognized as variable lease expense if and when they are incurred. However, certain of these leases contain provisions that increase the minimum lease payments based on an average of the variable lease payments made over the previous years, for which we will reevaluate the lease liability and ROU asset as these payments represent an increase in the minimum payments for the remainder of the lease term. Certain of these leases also contain provisions that increase the minimum lease payments based on an index such as the Consumer Price Index. Such increases are not included in the measurement of the lease liability and ROU asset but will be recognized as variable lease expense if and when they are incurred. The discount rate used to calculate the lease liability and ROU asset is based on our incremental borrowing rate (“IBR”), as the rate implicit in each lease is not readily determinable. To calculate our IBR, we obtained a forward curve using LIBOR swap rates, with terms ranging from one to fifty years, as well as corresponding bond spreads based on the terms of the leases and our credit risk. The resulting discount rates for our ground leases range from 4.4% to 7.0%. Office Leases and Other. We have an office lease for our headquarters office in Bethesda, which expires in 2036, with no renewal options.

AcquisitionsDuring 2024, we acquired the following assets: •the 215-room 1 Hotel Nashville and 506-room Embassy Suites by Hilton Nashville Downtown for $530 million;•the 234-room 1 Hotel Central Park for $265 million; and•the 450-room Turtle Bay Resort, including a 49-acre land parcel entitled for development, for a total purchase price of $680 million, net of key money received from Marriott International as part of an agreement to transition management to Marriott and convert the property to The Ritz-Carlton brand. The property has been renamed The Ritz-Carlton O'ahu, Turtle Bay.

We have developed and implemented a cybersecurity risk management program intended to protect the confidentiality, integrity and availability of our critical systems and information. We design and assess our program using components of the National Institute of Standards and Technology Cybersecurity Framework ("NIST CSF"). This does not imply that we meet any particular technical standards, specifications, or requirements, but rather that we use the NIST CSF as a guide to help us identify, assess, and manage cybersecurity risks relevant to our business.Our cybersecurity risk management program is integrated into our overall enterprise risk management program and shares common methodologies, reporting channels and governance processes that apply across the enterprise risk management program to other legal, compliance, strategic, operational, and financial risk areas. Our cybersecurity risk management program is led by our senior vice president of information technology who has over 25 years of information technology experience that includes application development, information technology infrastructure, security, business continuity, and engineering. He holds a master's degree in computer science and a bachelor of engineering in electrical engineering. Our vice president of cybersecurity reports to the senior vice president of information technology and has over 25 years of operations and security experience backed by an undergraduate degree in computer management and various technology and security certifications. Our vice president of cybersecurity is responsible for the day-to-day assessment and management of cybersecurity risk.

DispositionsWe disposed of two hotels in 2025 and one hotel in 2023 and recorded aggregate gains on sale of approximately $143 million and $69 million, respectively. The gain on sale of assets is included in other gains on the statement of operations. In conjunction with the sale of the Washington Marriott at Metro Center in 2025, we provided a $114 million loan to the buyer. The loan has an initial interest rate of 6.5% and an initial scheduled maturity date of August 28, 2027, which date may be extended by up to 12 months by the exercise of two 6-month extensions, each of which provides for an increase to the interest rate. As of December 31, 2025, the outstanding loan is included in Notes receivable on our balance sheets. In conjunction with the sale of The Camby, Autograph Collection in 2023, we provided a $72 million loan to the buyer. The loan had an initial interest rate equal to Term SOFR plus 425 basis points and an initial scheduled maturity date of June 10, 2025. An additional $7 million in funding was borrowed for property improvement plan financing. The loan was repaid in February 2025.At December 31, 2025, The St. Regis Houston was classified as held for sale. Subsequent to year end, we sold the hotel for $51 million and will record a gain on sale of approximately $18 million during the first quarter of 2026.In addition, subsequent to year end, we sold the Four Seasons Resort Orlando at Walt Disney World® Resort and the Four Seasons Resort and Residences Jackson Hole to BDT & MSD Partners for a sales price of $1.1 billion. Teddy Overton, stepson of our Chief Executive Officer, James Risoleo, is a Principal at BDT & MSD Partners and worked on the transaction on behalf of BDT & MSD Partners. Mr. Risoleo did not participate in the negotiations with BDT & MSD Partners. We evaluated this relationship in accordance with ASC 850, Related party Disclosures, and determined that the transaction constitutes a related party transaction. The transaction was reviewed and approved by the Company's Board of Directors.