Howard Hughes Holdings Inc

Item 5. Other Information

William A. Ackman, Chairman of our Board of Directors, is the Chief Executive Officer of Pershing Square Capital Management, L.P., a Delaware limited partnership (Pershing Square) and the managing member of PS Management GP, LLC (“PS Management” and, together with Mr. Ackman and Pershing Square, the “Pershing Reporting Persons”). Pershing Square serves as the investment adviser to certain affiliated funds, including Pershing Square, L.P., a Delaware limited partnership (PS), Pershing Square International, Ltd., a Cayman Islands exempted company (PS International), and Pershing Square Holdings, Ltd., a limited liability company incorporated in Guernsey (“PSH” and together with PS and PS International, the “Pershing Square Funds”). The Pershing Square Funds previously entered into a Rule 10b5-1 Purchase Plan (the Pershing 10b5-1 Plan) to purchase additional shares of Common Stock to bring the Reporting Persons’ beneficial ownership to approximately 39% of the outstanding Common Stock of the Company, which would be under the 40% threshold for which they have a waiver under Section 203 of the Delaware General Corporation Law from our Board of Directors. On January 4, 2024, the Pershing Square Funds terminated the Pershing 10b5-1 Plan by notice to its broker.

Pursuant to Item 408(a) of Regulation S-K, there were no other directors or officers that hadadopted orterminated a 10b5-1 plan or other trading arrangement during the first quarter of 2024.