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Form 11-K


For the fiscal year ended December 31, 2023



For the transition period from            to           

Commission File No. 1-32876
A. Full title of the plan and address of the plan, if different from that of the issuer named below:

Wyndham Hotel Group
Employee Savings Plan

B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

Wyndham Hotels & Resorts, Inc.
22 Sylvan Way
Parsippany, New Jersey 07054

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All other schedules required by Section 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable.

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Report of Independent Registered Public Accounting Firm

Plan Administrator and Participants
Wyndham Hotel Group Employee Savings Plan
Parsippany, New Jersey

Opinion on the Financial Statements

We have audited the accompanying statements of net assets available for benefits of the Wyndham Hotel Group Employee Savings Plan (the “Plan”) as of December 31, 2023 and 2022, the related statement of changes in net assets available for benefits for the year ended December 31, 2023, and the related notes (collectively, the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2023 and 2022, and the changes in net assets available for benefits for the year ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on the Plan’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risk of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by the Plan’s management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Supplemental Information

The supplemental information in the accompanying schedule of assets (held at end of year) as of December 31, 2023, has been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The supplemental information is presented for the purpose of additional analysis and is not a required part of the financial statements but included supplemental information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental information is the responsibility of the Plan’s management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the supplemental information is fairly stated, in all material respects, in relation to the financial statements as a whole.

/s/ BDO USA, P.C.

We have served as the Plan’s auditor since 2019.
Denver, CO
June 20, 2024

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Investments at fair value:
Cash and cash equivalents$14,805 $15,990 
Mutual funds102,959,287 96,171,819 
Common collective trusts174,456,017 146,347,452 
Common stock8,233,965 7,617,899 
Money market funds4,279,644 4,301,824 
Total investments289,943,718 254,454,984 
Employer contributions— 2,232 
Employee contributions— 3,440 
Notes receivable from participants2,414,235 2,595,460 
Total receivables2,414,235 2,601,132 
Excess contributions payable1,391 — 
NET ASSETS AVAILABLE FOR BENEFITS$292,356,562 $257,056,116 

The accompanying notes are an integral part of these financial statements.


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Employee contributions$11,217,884 
Employer contributions5,552,139 
Total contributions16,770,023 
Net investment income:
Net appreciation in fair value of investments42,814,861 
Dividends and interest5,905,993 
Net investment income48,720,854 
Interest income on notes receivable from participants128,683 
Benefits paid to participants and administrative expenses(30,319,114)
Beginning of year257,056,116 
End of year$292,356,562 

The accompanying notes are an integral part of these financial statements.


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1. Description of Plan

The following brief description of the Wyndham Hotel Group Employee Savings Plan (the “Plan”) is provided for general information purposes only. Participants should refer to the Plan document for a more complete description of the Plan’s provisions.
The Plan is a defined contribution plan subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”). The Plan was formed on June 1, 2018 in connection with Wyndham Hotels & Resorts, Inc.’s (the “Company”) separation from Wyndham Worldwide Corporation, now known as Travel + Leisure Co.
Bank of America, N.A. (the “Trustee”) is the Plan’s trustee and Merrill Lynch, Pierce, Fenner and Smith, Inc. (the “Recordkeeper”) is the Plan’s recordkeeper. The Employee Benefits Committee of the Company (the “Plan Administrator”) controls and manages the operation and administration of the Plan. Under the terms of a trust agreement between the Trustee and the Company, contributions to the Plan are deposited with the Trustee and maintained in a trust on behalf of the Plan. The Plan Administrator has granted discretionary authority to one or more investment advisors appointed by the Plan Administrator.
The following is a summary of certain Plan provisions:
Each regular U.S. employee of the Company is eligible to participate in the Plan and receive employer matching contributions following the later of one year of employment and the attainment of age eighteen. Additionally, each part-time U.S. employee (as defined in the Plan document) of the Company is eligible to participate in the Plan and receive employer matching contributions following one year of eligible service (as defined in the Plan document) and the attainment of age eighteen.
Participants may contribute up to 50% of their pretax annual compensation, as defined in the Plan, subject to certain Internal Revenue Code (“IRC”) limitations. The Company makes a matching contribution on a safe harbor basis in the amount of 100% up to the first 4% of eligible compensation and then 50% of a participant’s contribution up to the next 2% of eligible compensation (as defined in the Plan document) that a participant contributes to the Plan on a payroll period basis. Participants who have attained age 50 before the end of the taxable year are eligible to make catch-up contributions. Participants may also contribute amounts representing distributions from other qualified defined contribution plans.
Participant Accounts
Individual accounts are maintained for each Plan participant. Each participant’s account is credited with the participant’s contribution, the Company’s matching contribution, and Plan earnings, and charged with withdrawals and an allocation of Plan losses. Allocations are based on participant earnings or account balances (as defined in the Plan document). The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.
Participants direct the investment of their contributions into various investment options offered by the Plan. The Plan currently offers mutual funds, common collective trusts, money market funds and the Company’s common stock as investment options for participants. Contributions and participant account balances are limited to a maximum of 25% into the Company’s common stock.
Participants are immediately 100% vested in their contributions and employer contributions plus actual earnings thereon.

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Notes Receivable from Participants
Notes receivable from participants are measured at their unpaid principal balance plus any accrued interest. Participants may borrow from their fund accounts up to a maximum of $50,000 or 50% of their account balance, whichever is less (provided the vested balance is at least $2,000). The initial principal amount of the loan may not be less than $1,000. The loans are secured by the balance in the participant’s account and bear interest at rates commensurate with local prevailing rates at the time funds are borrowed as determined quarterly by the Plan administrator. Principal and interest is paid ratably through payroll deductions. Delinquent participant loans are recorded as distributions based on the terms of the Plan document.
Payment of Benefits
On termination of service, a participant may receive a lump-sum amount equal to the value of the participant’s vested interest in their account. In-service distributions for hardship and upon reaching age 59.5 are available if certain criteria are met.
2. Summary of Accounting Policies

Basis of Accounting
The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and changes therein and disclosure of contingent assets and liabilities. Actual results could differ from those estimates.
Risks and Uncertainties
The Plan contains investments in mutual funds, common collective trusts, money market funds and common stock. Investment securities, in general, are exposed to various risks, such as interest rate and credit risk and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of the Plan’s investment securities will occur in the near term and that such changes could materially affect the amounts reported in the Plan’s financial statements.
Participant contributions and any related employer matching contributions are recognized in the period during which the Company makes the respective payroll deduction from the participant’s compensation.
Administrative Expenses
Pursuant to the plan document, administrative expenses may be paid by the Company, the Plan or both.
Payment of Benefits
Benefit payments to participants are recorded when paid. Amounts allocated to accounts of participants who have elected to withdraw from the Plan but have not yet been paid were $338,243 at December 31, 2023.
Valuation of Investments and Income Recognition
The Plan’s investments are stated at fair value. Fair value of a financial instrument is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Securities traded on a national securities exchange, such as common stock, are valued at the last reported sales price on the last business day of the Plan year. Mutual funds and the money market funds are valued at the quoted market price, which represents the net asset value of shares held by the Plan at year-end. Common collective trusts are valued at the net asset value (“NAV”) of the shares held by the Plan at year-end as a practical expedient, which is based on the fair value of the underlying assets.
Investments in mutual funds are subject to sales charges in the form of front-end loads, back-end loads or 12b-1 fees. Such 12b-1 fees were ongoing fees allowable under Section 12b-1 of the Investment Company Act of 1940. These annual fees are used to pay for marketing and distribution costs of the funds. These fees are deducted prior to the allocation of the Plan’s investment earnings activity, and thus not separately identifiable as an expense.

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The Galliard Stable Return Fund (the “SRF”) is a common collective trust fund that invests primarily in both security-backed contracts (“SBCs”), also known as synthetic guaranteed investment contracts and guaranteed investment contracts (“GICs”) issued by insurance companies and other financial institutions. The SRF contains several redemption restrictions including the right to require a 12-month notice for withdrawal of assets from the SRF initiated by the Company. Withdrawals initiated by participants of the Plan will be honored when received.
Purchases and sales of securities are recorded on a trade-date basis. Dividends are recorded on the ex-dividend date and interest is recorded when earned. The accompanying Statement of Changes in Net Assets Available for Benefits presents net appreciation/(depreciation) in fair value of investments, which includes unrealized gains and losses on investments, realized gains and losses on investments sold and management and operating expenses associated with the Plan’s investments in mutual funds and collective trusts during the year ended December 31, 2023.
Management fees and operating expenses charged to the Plan for investments in the mutual funds are deducted from income earned on a daily basis and are not separately reflected. Consequently, management fees and operating expenses are reflected as a reduction of investment return for such investments.

3. Tax Status

The Internal Revenue Service (“IRS”) has determined and informed the Company by a letter dated January 21, 2020, that the Plan adopted in 2018 is qualified and the trust established under the Plan is tax-exempt under the appropriate sections of the IRC. The plan was amended in 2021 to incorporate COVID-19 provisions, however the Company still believes it is tax exempt. Therefore, there was no provision for income taxes as of the financial statement date.
U.S. GAAP requires Plan management to evaluate tax positions taken by the Plan and recognize a tax liability if the Plan has taken an uncertain position that more likely than not would not be sustained upon examination by a government authority. The Plan Administrator has analyzed the tax positions taken by the Plan, and has concluded that as of December 31, 2023, there are no uncertain positions taken or expected to be taken that would require recognition of a liability or disclosure in the financial statements. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress.

4. Fair Value

The guidance for fair value measurement requires additional disclosures about the Plan’s assets and liabilities that are measured at fair value. The following table presents information about the Plan’s financial assets that are measured at fair value on a recurring basis and indicates the fair value hierarchy of the valuation techniques utilized by the Plan to determine such fair values. Financial assets carried at fair value are classified and disclosed in one of the following three categories:
Level 1: Quoted prices for identical instruments in active markets.
Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value driver is observable.
Level 3: Unobservable inputs used when little or no market data is available.
In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy within which the fair value measurement falls has been determined based on the lowest level input (closest to Level 3) that is significant to the fair value measurement. The Plan’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset.

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The following tables present the Plan’s fair value hierarchy for assets measured at fair value on a recurring basis as of December 31, 2023 and 2022:
As of
December 31, 2023
Quoted Prices in Active Markets for Identical Assets (Level 1)
Common stock (a)
$8,233,965 $8,233,965 
Mutual funds102,959,287 102,959,287 
Common collective trusts (b)
174,456,017 — 
Money market funds (c)
4,279,644 4,279,644 
Total$289,928,913 $115,472,896 

As of
December 31, 2022
Quoted Prices in Active Markets for Identical Assets (Level 1)
Common stock (a)
$7,617,899 $7,617,899 
Mutual funds96,171,819 96,171,819 
Common collective trusts (b)
146,347,452 — 
Money market funds (c)
4,301,824 4,301,824 
Total$254,438,994 $108,091,542 
(a)    Represents Wyndham Hotels & Resorts, Inc. common stock, an exempt party-in-interest, for 2023 and 2022.
(b)    Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in these tables are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Statements of Net Assets Available for Benefits.
(c)    Primarily represents an investment in BlackRock FedFund.
5. Exempt Party-in-Interest and Related Party Transactions

The Plan held approximately 102,400 and 106,828 shares of common stock of Wyndham Hotels & Resorts, Inc. as of December 31, 2023 and 2022, with a cost basis of approximately $7.4 million and $9.6 million and a fair value of approximately $8.2 million and $7.6 million, respectively.

The Plan offers participants that have investments in the Company’s common stock, the option of having dividends on such stock distributed to the participant in either cash or deposited into the participant’s account. Any dividends received in cash by participants will be subject to income taxes in the year of receipt. In 2023, the Company's Board of Directors declared a quarterly cash dividend of $0.35 per share in each of the first, second, third and fourth quarters ($1.40 per share in aggregate). Dividends related to Wyndham Hotel’s common stock that were paid to the Plan were $146,196 during 2023.

Notes receivable from participants were $2.4 million and $2.6 million, as of December 31, 2023 and 2022, respectively. These notes receivables qualify as exempt party-in-interest transactions.

6. Plan Termination

Although it has not expressed any intention to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions set forth in ERISA. Participants would become 100% vested in their employer contributions.


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7. Net Asset Value per Share

In accordance with the guidance for fair value measurements in certain entities that calculate NAV per share (or its equivalents), the Plan discloses the fair value, redemption frequency and redemption notice period at the plan level for those assets whose fair value is estimated using the NAV per share.
The following table sets forth a summary of the Plan’s investments with a reported NAV at December 31, 2023 and 2022:
Fair Value*
Investment20232022Unfunded CommitmentRedemption FrequencyOther Redemption Restrictions Redemption Notice Period
Federated Hermes Total Return Bond Fund (a)
$12,284,767 $— — DailyNoneN/A or 5 days
Fidelity Freedom Blend Income Fund (b)
381,371 645,211 — DailyNoneN/A
Fidelity Freedom Blend 2010 Fund (c)
554,361 613,670 — DailyNoneN/A
Fidelity Freedom Blend 2015 Fund (c)
295,705 366,672 — DailyNoneN/A
Fidelity Freedom Blend 2020 Fund (c)
1,396,253 1,418,748 — DailyNoneN/A
Fidelity Freedom Blend 2025 Fund (c)
4,535,429 5,064,911 — DailyNoneN/A
Fidelity Freedom Blend 2030 Fund (c)
10,636,573 9,917,904 — DailyNoneN/A
Fidelity Freedom Blend 2035 Fund (c)
10,911,087 9,599,579 — DailyNoneN/A
Fidelity Freedom Blend 2040 Fund (c)
11,119,170 9,413,880 — DailyNoneN/A
Fidelity Freedom Blend 2045 Fund (c)
9,459,683 7,912,772 — DailyNoneN/A
Fidelity Freedom Blend 2050 Fund (c)
8,144,979 6,282,065 — DailyNoneN/A
Fidelity Freedom Blend 2055 Fund (c)
5,108,178 3,964,548 — DailyNoneN/A
Fidelity Freedom Blend 2060 Fund (c)
2,984,007 2,201,328 — DailyNoneN/A
Fidelity Freedom Blend 2065 Fund (c)
50,273 31,442 — DailyNoneN/A
Galliard Stable Return Fund (d)
21,242,495 22,912,928 — DailyNone12 months
Harding Loevner Emerging Markets Fund (e)
— 2,766,650 — DailyNone1 day
Invesco Oppenheimer International Growth Fund II (f)
8,082,705 7,445,548 — DailyNone1 day
Northern Trust Collective Aggregate Bond Index Fund (g)
5,714,358 5,001,433 — DailyNoneN/A
Northern Trust Collective All Country World Index Fund (h)
3,912,794 3,667,191 — DailyNoneN/A
Northern Trust Collective Extended Market Fund (i)
15,296,352 12,969,801 — DailyNoneN/A
SSgA S&P 500 Index Fund (j)
42,345,477 34,151,171 — DailyNone1 day
$174,456,017 $146,347,452 — 
*    The fair values of the investments have been estimated using the NAV of the investment.
(a)    Investment seeks to provide total return by investing primarily in U.S. dollar denominated, investment-grade, fixed-income securities. Advance written notice of five business days is required for participant withdrawals greater than $1 million.
(b)    Investment seeks high current income and, as a secondary objective, capital appreciation.
(c)    Investment seeks high total return until its target retirement date and thereafter, seeks high current income and, as a secondary objective, capital appreciation.
(d)    Investment seeks to provide a higher rate of return than shorter maturity investments, without the volatility.
(e)    Investment seeks superior long-term returns from a portfolio of well-managed, financially strong companies in growing businesses that have clear competitive advantage.
(f)    Investment seeks to provide a vehicle for the collective investment of funds held by qualified trusts which seek long-term growth from foreign equity securities.
(g)    Investment seeks to produce results that approximate the overall performance of the Barclay’s U.S. Capital Aggregate Bond Index.
(h)    Investment seeks to produce results that approximate the risk and return characterized by the Morgan Stanley Capital International and All Country World Index.
(i)    Investment seeks to produce results that approximate the overall performance of the Dow Jones U.S. Completion Total Stock Market Index.
(j)    Investment seeks to invest in a portfolio of assets whose performance is expected to replicate as closely as possible, before expenses, the performance of the Standard & Poor’s 500 Index.


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Wyndham Hotel Group Employee Savings Plan
EIN: 82-3356232 Plan: 001

Form 5500, Schedule H, Part IV, Line 4i – Schedule of Assets (Held at End of Year)
As of December 31, 2023
Identity of Issue, Borrower
Current Lessor or Similar Party
Description of
DWS RREEF Real Estate Securities FundMutual fund$4,267,574 
Franklin Small Cap Growth R6Mutual fund8,128,928 
Harbor Small Cap Value RTMTMutual fund14,793,689 
Hartford Schroders Diversified Emerging Markets FundMutual fund2,936,324 
Lord Abbett Bond Debenture R6Mutual fund2,260,171 
MFS Value Fund R6Mutual fund12,998,260 
PGIM Jennison Growth Fund R6Mutual fund39,270,601 
Transamerica International Equity Fund R6Mutual fund14,259,204 
Vanguard Inflation-Protected FundMutual fund4,044,536 
Federated Hermes Total Return Bond FundCommon collective trust12,284,767 
Fidelity Freedom Blend Income FundCommon collective trust381,371 
Fidelity Freedom Blend 2010 FundCommon collective trust554,361 
Fidelity Freedom Blend 2015 FundCommon collective trust295,705 
Fidelity Freedom Blend 2020 FundCommon collective trust1,396,253 
Fidelity Freedom Blend 2025 FundCommon collective trust4,535,429 
Fidelity Freedom Blend 2030 FundCommon collective trust10,636,573 
Fidelity Freedom Blend 2035 FundCommon collective trust10,911,087 
Fidelity Freedom Blend 2040 FundCommon collective trust11,119,170 
Fidelity Freedom Blend 2045 FundCommon collective trust9,459,683 
Fidelity Freedom Blend 2050 FundCommon collective trust8,144,979 
Fidelity Freedom Blend 2055 FundCommon collective trust5,108,178 
Fidelity Freedom Blend 2060 FundCommon collective trust2,984,007 
Fidelity Freedom Blend 2065 FundCommon collective trust50,273 
Galliard Stable Return FundCommon collective trust21,242,495 
Invesco Oppenheimer International Growth Fund IICommon collective trust8,082,705 
Northern Trust Collective Aggregate Bond Index FundCommon collective trust5,714,358 
Northern Trust Collective All Country World Index FundCommon collective trust3,912,794 
Northern Trust Collective Extended Market FundCommon collective trust15,296,352 
SSgA S&P 500 Index FundCommon collective trust42,345,477 
*Wyndham Hotels & Resorts, Inc.Common stock8,233,965 
*Various participantsNotes receivable from participants***2,414,235 
BlackRock FedFundMoney market fund3,941,401 
BLF Money FundMoney market fund338,243 
Cash and cash equivalents14,805 
* Party-in-interest
** Cost information is not required for participant-directed investments.
*** Interest rates range from 4.25% to 9.50%.

See accompanying report of independent registered public accounting firm.

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Pursuant to the requirements of the Securities Exchange Act of 1934, the Employee Benefits Committee of the Wyndham Hotel Group Employee Savings Plan (or other persons who administer the employee benefit plan) have duly caused this fiscal report to be signed on its behalf by the undersigned hereunto duly authorized.

 Wyndham Hotel Group Employee Savings Plan
By: /s/ Monica Melancon
  Chief Human Resource Officer
  Wyndham Hotels & Resorts, Inc.
Date: June 20, 2024