Form 8-K

8-K — Howard Hughes Holdings Inc.

Accession: 0001104659-26-084655

Filed: 2026-07-17

Period: 2026-07-16

CIK: 0001981792

SIC: 6798 (REAL ESTATE INVESTMENT TRUSTS)

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — tm2620675d1_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (tm2620675d1_ex99-1.htm)

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UNITED STATES

SECURITIES AND EXCHANGE

COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant

to Section 13 OR 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 16, 2026

Howard Hughes Holdings Inc.

(Exact name of registrant as specified

in its charter)

Delaware

(State or other jurisdiction

of incorporation)

001-41779

(Commission File Number)

93-1869991

(IRS Employer

Identification No.)

9950 Woodloch Forest Drive, Suite 1100

The Woodlands, Texas 77380

(Address of principal executive offices)

Registrant’s telephone number, including

area code: (281) 719-6100

Securities registered pursuant to Section 12(b) of the Act:

Title of each class:

Trading Symbol(s)

Name of each exchange on which

registered

Common stock $0.01 par value per share

HHH

New York Stock Exchange

Check the appropriate box below if the Form 8-K filing

is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written

communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting

material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement

communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement

communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant

is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of

the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth

company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying

with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 7.01

Regulation FD Disclosure.

On July 16, 2026, Howard Hughes Holdings Inc., a Delaware corporation,

issued a press release announcing a leadership transition at Vantage Group Holdings Ltd.

A copy of the press release is attached hereto as Exhibit 99.1.

The information contained in this Current Report on Form 8-K pursuant

to this “Item 7.01 Regulation FD Disclosure” is being furnished. This information shall not be deemed to be filed for the

purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities

of that section or shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange

Act, unless specifically identified therein as being incorporated by reference.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

99.1

Press Release dated July 16, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities

Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

HOWARD HUGHES HOLDINGS INC.

Date: July 17, 2026

By:

/s/ Joseph Valane

Name:

Joseph Valane

Title:

General Counsel &

Secretary

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2620675d1_ex99-1.htm · Sequence: 2

Exhibit 99.1

Howard Hughes Holdings Announces Leadership

Transition at Vantage

Marc Grandisson Appointed Executive Chairman

of Vantage

David Gansberg Named CEO-Designate

THE WOODLANDS, Texas, July 16, 2026 -- Howard Hughes Holdings

Inc. (NYSE: HHH) (“Howard Hughes,” “HHH,” or the “Company”) today announced a leadership transition

at Vantage Group Holdings Ltd. (“Vantage”) with Marc Grandisson to become Executive Chairman, effective immediately, and David

Gansberg to become CEO once his non-competition obligations are no longer in effect by June 2027.

Marc and David bring decades of specialty insurance leadership to Vantage,

having spent much of their careers together at Arch Capital Group (NASDAQ: ACGL), which they helped build into one of the world's most

respected and profitable specialty insurers and reinsurers.

Mr. Grandisson began his career working with insurance executives

including Ajit Jain from Berkshire Hathaway and Paul Ingrey at F&G Re before joining Arch's founding team in 2001. He served as CEO

of Arch from 2018 until his retirement in 2024, during which Arch generated a total shareholder return of 298%, or 23.2% per annum, driven

by disciplined underwriting and skilled cycle management.

Mr. Gansberg, who also joined Arch in 2001, led the company's

Global Mortgage Group as CEO from 2019 to 2024 and built it into a market leader, before being named President of Arch Capital Group with

accountability for its Global Insurance Group.

Greg Hendrick, who has served as CEO of Vantage since co-founding the

company in 2020, will continue to lead Vantage as CEO until Mr. Gansberg assumes the role, ensuring a seamless transition. Mr. Grandisson

will work alongside Mr. Hendrick and the Vantage leadership team during this period.

“In Marc and David, we have two of the most accomplished leaders

in the industry to guide Vantage into its next chapter,” said Bill Ackman, Executive Chairman of Howard Hughes. “Greg has

built the foundations for an exceptional specialty insurance and reinsurance operation, and we are grateful for his leadership. As we

look to the future, Marc’s deep underwriting and operating expertise and David’s proven track record of building profitable,

durable insurance businesses position Vantage to scale into a large, highly profitable insurance company and an enduring source of long-term

value creation for Howard Hughes and its shareholders for decades to come.”

"When I joined the Howard Hughes board, I saw a company at

an exciting inflection point, and my conviction in the opportunity at Vantage has only grown since," said Marc Grandisson. "Vantage

is an exceptional diversified insurance platform which offers tremendous opportunity, and I am honored to join the company as Executive

Chairman.”

"Building Vantage these past six years has been the privilege

of my career," said Greg Hendrick, CEO of Vantage. “We set out to build a specialty reinsurer that sees risk differently —

one defined by talent, technology, and a genuine curiosity about the world. I am proud of every person who made it possible. With our

recent sale to Howard Hughes, we are now closing our founding chapter and opening an extremely promising long-term future for the company.

I am committed to a transition that sets up Marc, David and the Vantage team for even greater success in the future.”

About Marc Grandisson

Marc Grandisson is the former CEO of Arch Capital Group Ltd. (NASDAQ:

ACGL), which he joined in 2001 and became CEO in March 2018. Born and raised in Quebec, Canada, he earned an undergraduate degree

in Actuarial Science from Université Laval in 1990 and an MBA from the Wharton School of the University of Pennsylvania in 2000.

He is a Fellow of the Casualty Actuarial Society and a member of the American Academy of Actuaries and served as Chairman of ABIR (the

Association of Bermuda Insurers and Reinsurers) from 2021-22. Prior to ACGL, he worked for Berkshire Hathaway, F&G Re, and Towers

Watson. Mr. Grandisson is a minority investor in the NHL’s Carolina Hurricanes and the NBA’s Portland Trail Blazers.

About David Gansberg

David Gansberg was President,

Arch Capital Group Ltd., beginning Nov. 7, 2024 until his recent departure from the company. As President Mr. Gansberg had primary

accountability for Arch’s Global Insurance Group, which includes Arch’s North American and International Insurance Operations.

From February 2013 through February 2019, he was the President and CEO of Arch Mortgage Insurance Company. From July 2007

to February 2013, Mr. Gansberg was Executive Vice President and a director at Arch Reinsurance Company (“Arch Re (U.S.)”).

Prior to that, he held various underwriting, operational and strategic roles at Arch Re Bermuda and Arch Capital Services LLC, which he

joined in December 2001. Mr. Gansberg currently serves on the board of directors of Coface SA. He holds a bachelor’s degree

in actuarial mathematics from the University of Michigan and an MBA from Duke University.

About Vantage

Vantage Group Holdings Ltd. (Vantage) was established in late 2020

as a re/insurance partner designed for the future. Driven by relentless curiosity, the Vantage team of trusted experts provides a fresh

perspective on clients' risks and adds creativity to tech-enabled efficiency and robust analytics to address risks others avoid. Vantage

is a subsidiary of Howard Hughes Holdings Inc. Additional information about Vantage can be found at www.vantagerisk.com.

About Howard Hughes Holdings

Howard Hughes Holdings Inc. (NYSE: HHH) is a diversified holding company

focused on growing long-term shareholder value. Its principal subsidiaries are Vantage Group Holdings, a leading specialty insurance,

reinsurance, and partnership capital platform, and Howard Hughes Communities™, one of the nation’s leading real estate platforms.

HHH brings together long-duration capital, high-quality operating businesses, and disciplined capital allocation to build long-term value.

For additional information, visit www.howardhughes.com.

Forward-Looking Statements

Statements made in this press release that are not historical facts,

including statements accompanied by words such as “anticipate,” “will,” “believe,” “expect,”

“position,” “assume,” and other words of similar expression, are forward-looking statements within the meaning

of the Private Securities Litigation Reform Act of 1995. These statements are based on management’s expectations, estimates, assumptions,

and projections as of the date of this release and are not guarantees of future performance. Actual results may differ materially from

those expressed or implied in these statements. Factors that could cause actual results to differ materially are set forth as risk factors

in Howard Hughes Holdings Inc.’s filings with the Securities and Exchange Commission, including its Quarterly and Annual Reports.

Howard Hughes Holdings Inc. cautions you not to place undue reliance on the forward-looking statements contained in this release. Howard

Hughes Holdings Inc. does not undertake any obligation to publicly update or revise any forward-looking statements to reflect future events,

information or circumstances that arise after the date of this release.

Contacts

Howard Hughes

press@howardhughes.com

281-929-7700

Francis McGill

Pershing Square

McGill@persq.com

212-909-2455

John Flannery

Vantage Risk

john.flannery@vantagerisk.com

203-918-7151

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