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Howard Hughes Holdings Inc.

For the period ended Sep 30, 2025. Filed Aug 15, 2025.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Sep 30, 2025 · Filed Aug 15, 2025

HHH$77.73-0.4%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934 (Amendment No. )

Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

Check the appropriate box:

☐

Preliminary Proxy Statement

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☐

Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

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Definitive Proxy Statement

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Definitive Additional Materials

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Soliciting Material under §240.14a-12

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HOWARD HUGHES HOLDINGS INC.

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(Name of Registrant as Specified in its Charter)

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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

☒

No fee required.

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☐

Fee paid previously with preliminary materials.

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Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11.

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Annual Meeting of Stockholders

Proxy Statement

9950 Woodloch Forest Drive, Suite 1100

The Woodlands, Texas 77380

Letter from Our Executive Chairman

Dear Shareholders:

You are cordially invited to attend the 2025 Annual Meeting of Stockholders of Howard Hughes Holdings Inc. We will hold the meeting at 9:00 a.m., Eastern Time, on Tuesday, September 30, 2025, at The Pershing Square Signature Center, 480 W 42nd Street, New York, NY 10036. Enclosed you will find a notice setting forth the items that we expect to address during the meeting and a copy of our Proxy Statement.

I strongly encourage you to attend this year’s meeting in person. In addition to discussing the business of the meeting, David O’Reilly our CEO, Ryan Israel our new CIO, and I will have an open microphone session to address all of your questions about the company, our new strategic direction, and our plans to acquire and build an insurance operation as well as other relevant topics. I believe you will find it both a useful and interesting meeting.

If you choose to attend the meeting, we ask that you preregister. The preregistration information will be available shortly on the Howard Hughes website at https://investor.howardhughes.com/. The meeting is open to all, but priority will be given to our stockholders. Only stockholders of record as of August 4, 2025 will be entitled to vote at the meeting.

It is important that your shares be voted at the meeting in accordance with your preference. Your vote is important to us. Even if you do not plan to attend the meeting in person, we hope that your votes will be represented at the meeting by your filling out, signing, dating and returning your proxy card or voting by using the available Internet or telephone voting procedures.

Sincerely,

William A. Ackman

Executive Chairman of the Board of Directors

​​​​9950 Woodloch Forest Drive, Suite 1100 The Woodlands, Texas 77380​​​​
​Notice of 2025 Annual Meeting of Stockholders​
​​​Tuesday, September 30, 2025​​​​9:00 a.m., Eastern Time​​​​Signature Theatre The Pershing Square Signature Center 480 West 42nd StreetNew York, NY 10036​

ITEMS OF BUSINESS

​1​​Election to our Board of Directors of the eleven director nominees named in the attached Proxy Statement for a one-year term​
​2​​An advisory (non-binding) vote to approve executive compensation (Say-on-Pay)​
​3​​Approval of Howard Hughes Holdings Inc. 2025 Equity Incentive Plan​
​4​​Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for 2025​
​5​​Transaction of such other business as may properly come before our 2025 Annual Meeting of Stockholders​

RECORD DATE

​​​The record date for the determination of the stockholders entitled to vote at our 2025 Annual Meeting of Stockholders, or any adjournments or postponements thereof, was the close of business on August 4, 2025.​

Your vote is important to us. Please exercise your stockholder right to vote.

By Order of the Board of Directors,

Chief Executive Officer

​Important Notice Regarding the Availability of Proxy Materials for our Annual Meeting to Be Held on September 30, 2025​
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​Our Proxy Statement, 2025 Annual Report to Stockholders and other materials are available on our website at www.proxyvote.com​
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.