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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):
November 17, 2025
HYATT HOTELS CORPORATION
(Exact name of registrant as specified in its
charter)
| Delaware |
|
001-34521 |
|
20-1480589 |
|
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
| |
150 North
Riverside Plaza
Chicago,
IL |
|
60606 |
| |
(Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s telephone number, including
area code: (312) 750-1234
Former name or former address, if changed since
last report: Not Applicable
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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title
of each class |
Trading
Symbol |
Name
of each exchange on which registered |
| Class A common stock, $0.01 par value |
H |
New York Stock Exchange |
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 9.01. Financial Statements and Exhibits.
Explanatory Note
As previously disclosed by Hyatt Hotels Corporation (the “Company”),
on June 17, 2025, the Company completed the acquisition of Playa Hotels & Resorts, N.V. (“Playa”),
a Dutch public limited liability company (naamloze vennootschap) organized under the laws of the Netherlands (the “Acquisition”).
Included or incorporated by reference in this Current Report on Form 8-K
are certain unaudited pro forma condensed combined financial statements of the Company giving effect to the Acquisition.
(b) Pro forma financial information.
The Company’s unaudited pro forma condensed combined
income statement for the nine months ended September 30, 2025 and the year ended December 31, 2024 and the unaudited pro forma
condensed combined balance sheet as of September 30, 2025, each with related notes thereto, are attached as Exhibit 99.1 hereto
and incorporated by reference herein.
(d) Exhibits.
Exhibit
No. |
|
Document Description |
| 99.1 |
|
Unaudited pro forma condensed combined income statement for the nine months ended September 30, 2025 and the year ended December 31, 2024 of the Company and unaudited pro forma condensed combined balance sheet as of September 30, 2025 of the Company |
| 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 thereunto duly authorized.
| |
Hyatt Hotels Corporation |
| |
|
|
| Date: November 17, 2025 |
By: |
/s/ Joan Bottarini |
| |
|
Name: |
Joan Bottarini |
| |
|
Title: |
Executive Vice President, Chief Financial Officer |