Financial Analysis

12. COMMITMENTS AND CONTINGENCIES Litigation The Company is involved, at times, in claims, legal and regulatory proceedings and governmental inquiries arising in the ordinary course of its business, including but not limited to: breach of contract, fraud and bad faith claims with franchisees in connection with franchise agreements, as well as negligence, breach of contract, fraud, employment, consumer protection and other statutory claims asserted in connection with alleged acts or occurrences at owned, franchised or managed properties or in relation to guest reservations and bookings. The Company may also at times be involved in claims, legal and regulatory proceedings and governmental inquiries relating to bankruptcy proceedings involving efforts to collect receivables from a debtor in bankruptcy, employment matters, claims of infringement upon third parties intellectual property rights, claims relating to information security, privacy and consumer protection, fiduciary duty/trust claims, tax claims, environmental claims and landlord/tenant disputes. Along with many of its competitors, the Company and/or certain of its subsidiaries have been named as defendants in litigation matters filed in state and federal courts, alleging statutory and common law claims related to purported incidents of sex trafficking at certain franchised and managed hotel facilities. Many of these matters are in the pleading or discovery stages at this time. In certain matters, discovery has closed a …

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10. LONG-TERM DEBT AND BORROWING ARRANGEMENTS The Companys indebtedness consisted of: June 30, 2026 December 31, 2025 Long-term debt: (a) Amount Weighted Average Rate (b) Amount Weighted Average Rate (b) $1.0 billion revolving credit facility (due October 2030) $ 27 5.12% $ 224 6.03% $1.5 billion term loan B (due May 2030) 1,495 5.37% 1,502 5.42% $650 million 5.625% senior unsecured notes (due March 2033) 641 5.63% $500 million 4.375% senior unsecured notes (due August 2028) 498 4.38% 497 4.38% $400 million term loan A (due April 2027) 2.77% 337 6.10% Other debt 14 2.18% Total long-term debt 2,675 5.09% 2,560 5.36% Less: Current portion of long-term debt 23 45 Long-term debt $ 2,652 $ 2,515 ______________________ (a) The carrying amount of the term loans and senior unsecured notes are net of deferred debt issuance costs of $18 million and $10 million as of June 30, 2026 and December 31, 2025, respectively. The carrying amount of the term loan B is net of unamortized discounts of $4 million as of both June 30, 2026 and December 31, 2025. (b) Weighted average interest rates are based on the stated interest rate for the year-to-date periods and include the effects of hedging. Maturities and Capacity The Companys outstanding debt as of June 30, 2026 matures as follows: Long-Term Debt Within 1 year $ 23 Between 1 and 2 years 21 Between 2 and 3 years 513 Between 3 and 4 years 16 Between 4 and 5 years 1,461 Thereafter 641 Total $ 2,675 As of June 30, 2026, the available capacity und …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

The table below presents a disaggregation of the Companys net revenues from contracts with customers by major services and products: Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Royalties and franchise fees $ 139 $ 147 $ 253 $ 272 Marketing and reservation fees 122 140 220 238 Loyalty revenue 23 25 47 43 Management fees 2 2 5 5 Owned hotel revenues 3 4 License and other fees 32 33 62 60 Partnership fees (a) 28 24 62 47 Other revenue 26 26 49 48 Net revenues $ 375 $ 397 $ 702 $ 713 ______________________ (a) Partnership fees are related to third-party partnership agreements, including the Company's co-branded credit card program. Such fees were previously reported within other revenue as it relates to this table. …

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13. STOCK-BASED COMPENSATION The Company has a stock-based compensation plan available to grant non-qualified stock options, incentive stock options, stock-settled appreciation rights (SSARs), RSUs, performance-vesting restricted stock units (PSUs) and/or other stock-based awards to key employees and non-employee directors. Under the Amended and Restated Wyndham Hotels & Resorts, Inc. 2018 Equity and Incentive Plan (Stock Plan), a maximum of 10.0 million shares of common stock may be awarded. As of June 30, 2026, 3.9 million shares remained available. During 2026, the Company granted incentive equity awards totaling $30 million to key employees and senior officers in the form of RSUs. The RSUs generally vest ratably over a period of four years based on continuous service. Additionally, the Company also approved incentive equity awards to key employees and senior officers in the form of PSUs with a maximum grant value of $19 million. The PSUs generally cliff vest on the third anniversary of the grant date based on continuous service with the number of shares earned (0% to 200% of the target award) dependent upon the extent to which the Company achieves certain performance metrics. Incentive Equity Awards Granted by the Company The activity related to the Companys incentive equity awards for the six months ended June 30, 2026 consisted of the following: RSUs PSUs Number of RSUs Weighted Average Grant Price Number of PSUs Weighted Average Grant Price Balance as of December 3 …

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11. FAIR VALUE The Company measures its financial assets and liabilities at fair value on a recurring basis and utilizes the fair value hierarchy to determine such fair values. Financial assets and liabilities 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 Companys 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 or liability. The fair value of financial instruments is generally determined by reference to market values resulting from trading on a national securities exchange or in an over-the-counter market. In cases where quoted market prices are not available, fair value is based on estim …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

9. INCOME TAXES The Company files income tax returns in the U.S. federal and state jurisdictions, as well as in foreign jurisdictions. With certain exceptions, the Company is no longer subject to federal income tax examinations for years prior to 2022. The Company is no longer subject to state and local, or foreign, income tax examinations for years prior to 2018. The Company made cash income tax payments, net of refunds, of $76 million and $44 million for the six months ended June 30, 2026 and 2025, respectively. The Companys effective tax rates were 26.1% and 25.0% during the three months ended June 30, 2026 and 2025, respectively. During 2026, the effective tax rate was higher primarily due to a lower tax benefit associated with state legislative changes. The Companys effective tax rates were 24.9% and 23.2% during the six months ended June 30, 2026 and 2025, respectively. During 2026, the effective tax rate was higher primarily due to a lower tax benefit associated with stock-based compensation. …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

Recently Issued Accounting Pronouncements In September 2025, the Financial Accounting Standards Board (FASB) issued an accounting update, IntangiblesGoodwill and OtherInternal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software , which changes how an entity is required to begin capitalizing software costs to when both of the following occur: (1) management has authorized and committed to funding the software project; and (2) it is probable that the project will be completed and the software will be used to perform the function intended. This guidance is effective for fiscal years beginning after December 15, 2027 and interim periods within fiscal years beginning after December 15, 2028. The Company is evaluating the potential impact of adopting this new guidance on its consolidated financial statements and related disclosures. The Company will adopt the guidance on January 1, 2028, as required. In November 2024, the FASB issued an accounting update, Income Statement Reporting Comprehensive Income Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses , which requires disaggregated disclosure of income statement expenses on an annual and interim basis. This update requires disaggregation of certain expense captions into specified categories in disclosures within the footnotes to the financial statements. This guidance is effective for fiscal years beginning after December 15, 2026 and inte …

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15. OTHER EXPENSES AND CHARGES Restructuring and Other-Related During the first quarter of 2026, the Company approved a restructuring plan that commenced in the second quarter of 2026 which focuses on transitioning certain functions to a global shared service center. As a result, during the three and six months ended June 30, 2026, the Company incurred $4 million and $6 million, respectively, of restructuring and other-related expenses relating to the 2026 plan, impacting 39 employees. During the second quarter of 2025, the Company approved a restructuring plan focused on streamlining its organizational structure, primarily within its marketing, reservation and loyalty functions. As a result, the Company incurred $1 million and $4 million of restructuring expenses during the three and six months ended June 30, 2026, respectively, and $13 million during both the three and six months ended June 30, 2025 relating to the 2025 plan. Such charges were primarily in its Hotel Franchising segment and impacting a total of 202 employees. The following table presents activity for the six months ended June 30, 2026: 2026 Activity Liability as of December 31, 2025 (a) Costs Recognized (b) Cash Payments Liability as of June 30, 2026 (c) 2026 Plan Personnel-related $ $ 3 $ $ 3 Other-related (d) 3 (2) 1 Total 2026 Plan 6 (2) 4 2025 Plan Personnel-related 4 4 (5) 3 Facility-related 4 (1) 3 Total 2025 Plan 8 4 (6) 6 Total accrued restructuring $ 8 $ 10 $ (8) $ 10 _____________________ (a) Repor …

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3. REVENUE RECOGNITION Deferred Revenues Deferred revenues, or contract liabilities, generally represent payments or consideration received in advance for goods or services that the Company has not yet provided to the customer. Deferred revenues as of June 30, 2026 and December 31, 2025 are as follows: June 30, 2026 December 31, 2025 Deferred initial franchise fee revenues $ 155 $ 151 Deferred loyalty program revenues 108 91 Deferred co-branded credit card program revenues 91 98 Deferred other revenues 17 14 Total $ 371 $ 354 Deferred initial franchise fees represent payments received in advance from prospective franchisees upon the signing of a franchise agreement and are generally recognized to revenue within 13 years. Deferred loyalty revenues represent the portion of loyalty program fees charged to franchisees, net of redemption costs, that have been deferred and will be recognized over time based upon loyalty point redemption patterns. Deferred co-branded credit card program revenue represents payments received in advance from the Companys co-branded credit card partners, primarily for card member activity. Performance Obligations A performance obligation is a promise in a contract to transfer a distinct good or service to a customer. The consideration received from a customer is allocated to each distinct performance obligation and recognized as revenue when, or as, each performance obligation is satisfied. The following table summarizes the Companys remaining performan …

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14. SEGMENT INFORMATION Wyndham Hotels primary segment is Hotel Franchising which principally consists of licensing the Companys lodging brands and providing related services to third-party hotel owners and others. This reportable segment represents the Companys operating segment for which separate financial information is available and is utilized on a regular basis by its chief operating decision maker to assess performance and allocate resources. The Companys chief operating decision maker (CODM) is the chief executive officer. In identifying its reportable segment, the Company also considers the nature of services provided by its operating segment. The Companys primary measure of segment profit or loss is net income. The CODM evaluates the operating results of the Company on a consolidated basis based upon net revenues and net income, which is the measure of profit or loss that is most consistent with GAAP measurement principles and is used by the CODM internally to assess operating performance. The CODM also uses adjusted EBITDA to evaluate the operating results of its Hotel Franchising reportable segment. Provided below is the Companys segment profitability measure and significant segment expenses. Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Net revenues $ 375 $ 397 $ 702 $ 713 Less expenses (a) Compensation (50) (62) (114) (129) Selling and advertising (22) (26) (37) (46) Outsourced services and information technology (b) (33) (32) (65) (6 …

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16. ACCUMULATED OTHER COMPREHENSIVE INCOME/(LOSS) The components of AOCI are as follows: Net of Tax Foreign Currency Translation Adjustments Cash Flow Hedges Accumulated Other Comprehensive Income/(Loss) Balance as of December 31, 2025 $ 10 $ (7) $ 3 Period change (3) 8 5 Balance as of March 31, 2026 7 1 8 Period change (1) 7 6 Balance as of June 30, 2026 $ 6 $ 8 $ 14 Net of Tax Balance as of December 31, 2024 $ 3 $ 14 $ 17 Period change 2 (15) (13) Balance as of March 31, 2025 5 (1) 4 Period change 5 (7) (2) Balance as of June 30, 2025 $ 10 $ (8) $ 2

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