Wyndham Hotels & Resorts (WH) risk factors, FY2025 10-K

Risks Relating to Our Industry

1. 01The lodging industry is highly competitive, and we are subject to risks related to competition that may adversely affect our performance and growth
2. 02Declines in or disruptions to the travel and hotel industries may adversely affect us
3. 03Third-party internet travel intermediaries, peer-to-peer online networks and large language models may adversely affect us39% rewritten
4. 04Pandemics and other health crises could affect our business, financial condition and results of operations

Risks Relating to Our Operations and Acquisitions

1. 05We are subject to business, financial, operating and other risks common to the hotel and hotel franchising industries which also affect our franchisees, any of which could reduce our revenues, limit our growth or otherwise impact our business
2. 06Our international operations are subject to additional risks not generally applicable to our domestic operations
3. 07We are dependent on our senior management and the loss of any member of our senior management could harm our business
4. 08Acquisitions and other strategic transactions may not prove successful and could result in operating difficulties and failure to realize anticipated benefits
5. 09We may not be able to successfully grow our ancillary revenuesNew

Risks Relating to Our Relationships with Third Parties

1. 10Our license and other fees could be impacted by any softness in Travel + Leisure’s sales of vacation ownership interests

Risks Relating to Regulation and Technology

1. 11Our operations are subject to extensive regulation and the cost of compliance or failure to comply with regulations may adversely affect us
2. 12Failure to maintain the security of personally identifiable and proprietary information, non-compliance with our contractual obligations regarding such information or a violation of our privacy and security policies or processes with respect to such information could adversely affect us
3. 13We rely on information technologies and systems to operate our business, which involves reliance on third-party service providers and on uninterrupted operation of service facilities
4. 14We may use artificial intelligence in our business, and challenges with properly managing its use could result in reputational harm, competitive harm, and legal liability, and adversely affect our results of operations20% rewritten

Risks Relating to Our Tax Treatment and Indebtedness

1. 15Changes in U.S. federal, state and local or foreign tax law, interpretations of existing tax law or adverse determinations by tax authorities could increase our tax burden or otherwise adversely affect our financial condition or results of operations
2. 16We are subject to risks related to our debt, hedging transactions, and the cost and availability of capital69% rewritten
3. 17fixed rate of interest and our nearest maturity is not until 2027, a significant increase in financing cost due to changes in interest rates may hinder our efforts to expand our franchisee footprint, which could adversely affect our cash flows and businessNew
4. 18We are subject to various risks related to the credit we extend to our franchisees, which can be more significant in the event of a franchisee’s insolvencyNew

Risks Relating to Litigation, Reputation and Insurance

1. 19We are subject to risks related to litigation
2. 20We are subject to risks related to human trafficking allegations
3. 21The insurance we carry may not always pay, or be sufficient to pay or reimburse us, for our liabilities, losses or replacement costs38% rewritten

Risks Relating to Our Common Stock and Corporate Governance

1. 22The market price of our common stock may continue to fluctuate22% rewritten
2. 23Certain of our Directors and executive officers may have actual or potential conflicts of interest because of their current positions at Travel + Leisure or their ownership of Travel + Leisure equity
3. 24We are subject to risks related to corporate responsibility activitiesNew
4. 25We are subject to risks related to stockholder activism or an unsolicited takeover proposal or a proxy contest
5. 26Provisions in our corporate governance documents and Delaware law may prevent or delay an acquisition of our business, which could decrease the market price of our common stock
6. 27We may not continue to pay dividends on, or effect repurchases of, our common stock, and the terms of our indebtedness or applicable law could limit our ability to pay dividends on or effect repurchases of our common stock