Hilton Grand Vac SEC Filings

Hilton Grand Vacations (HGV) furnished an update on operating results for the quarter ended September 30, 2025. The company issued a press release, included as Exhibit 99.1.

The disclosure was provided under Item 2.02 as furnished, not filed, and is not subject to Section 18 of the Exchange Act, nor incorporated by reference unless specifically stated.

Maria Pia Cornejo, Executive Vice President and Chief Human Resources Officer of Hilton Grand Vacations Inc. (HGV), acquired 11,837 shares of common stock on 10/01/2025 as service-based restricted stock units (RSUs).

The RSUs are described as vesting in three equal annual installments beginning on 10/01/2026. Following the reported transaction the filing shows 11,837 shares beneficially owned, held directly. The Form 4 was signed by an attorney-in-fact, Charles R. Corbin, on 10/02/2025.

Maria Pia Cornejo, identified as Executive Vice President and Chief Human Resources Officer of Hilton Grand Vacations Inc. (HGV), filed an initial Form 3 on 09/15/2025. The filing states no securities are beneficially owned by the reporting person. The form is signed by an attorney-in-fact, Charles R. Corbin. The document records the reporter's Orlando, FL business address and her officer/director relationship to HGV.

Hilton Grand Vacations Inc. insider activity: Mark D. Wang, identified as a director and the Chief Executive Officer, exercised 73,286 stock options on 08/27/2025 at an exercise price of $18.69 per share and concurrently sold 46,364 shares in a cashless exercise at a weighted average sale price of $47.34 per share (sales ranged $47.31–$47.49). After these transactions the reporting person beneficially owned 801,681 shares of HGV, down from 848,045 immediately before the exercise.

The filing notes the exercise occurred under stock options that vest in three equal annual installments beginning February 15, 2017, and that the sale covered the exercise price and withholding taxes with net shares retained.

AP Fresco Aggregator, L.P. and related reporting persons disclosed they acquired a total of 7,207,424.4 Class I common shares of Fortress Private Lending Fund, representing 23.6% of the 30,501,210 shares outstanding as of August 20, 2025. AP Fresco purchased 6,606,805.7 shares for $165,000,000 and MAPS Equity purchased 600,618.7 shares for $15,000,000 following a capital call. Purchases were made under subscription agreements dated February 14, 2025; a waiver letter dated April 1, 2025 and a side letter set voting waivers at certain ownership thresholds and provide most-favored-nation and resale registration protections. The reporting persons state the holdings were acquired for investment purposes and currently have no sole voting or dispositive power over the shares.

Hilton Grand Vacations Form 144 notifies a proposed sale of 46,364 common shares via Fidelity Brokerage Services (Smithfield, RI) with an aggregate market value of $2,194,774.09. The shares represent part of a total outstanding share count of 89,168,731 and are slated for sale on 08/27/2025 on the NYSE.

The filing shows the shares derive from an option granted on 02/18/2016 and list the issuer as the source; payment is indicated as cash at acquisition/sale date. The filer certifies no undisclosed material adverse information and that there were no reported sales in the prior three months.

Insider sale reported by Apollo-related holders in Hilton Grand Vacations (HGV). The filing shows a transaction dated 08/14/2025 in which 8,050,000 shares of HGV common stock were disposed of at a price of $42.85 per share, coded as J(1). After the reported transaction, the group beneficially owns 18,245,825 shares on an indirect basis. The primary reporting entity listed is Apollo Principal Holdings A GP, Ltd., and multiple affiliated Apollo entities are named as reporting persons. The filing references Exhibit 99.1 for further explanation and Exhibit 99.2 for signatures. The form indicates the reporters are directors and 10% owners of the issuer.

Apollo-related reporting persons disclosed they collectively beneficially own 18,245,825 shares of Hilton Grand Vacations Inc. (HGV), representing 20.7% of the 88,116,127 shares outstanding as reported on August 11, 2025. The filing amends prior Schedule 13D disclosures and details the reporting group’s structure and relationships among several Apollo entities organized in Delaware and the Cayman Islands.

The Schedule reports a transaction on August 14, 2025 in which the reporting persons sold an aggregate of 8,050,000 shares at $42.85 per share pursuant to an underwritten public offering, with 2,051,718 shares sold by AP Dakota Co-Invest and 5,998,282 shares sold by AP VIII Dakota Holdings Borrower. An underwriting agreement is referenced as an exhibit.

Hilton Grand Vacations entered an underwriting agreement with Wells Fargo Securities for a secondary offering by certain entities managed by affiliates of Apollo Global Management. The Selling Stockholders are offering 7,000,000 shares of common stock, plus an underwriters' option for up to an additional 1,050,000 shares which the Underwriters exercised in full. The Offering and a related Share Repurchase are expected to close on August 14, 2025. All offered shares are being sold by the Selling Stockholders and the Company will not receive proceeds from the sales.

The Company intends to purchase 933,488 shares from the Underwriters under board-approved repurchase plans; the Underwriters will not receive underwriting fees for the shares repurchased by the Company. The Offering is being made under a Form S-3 registration statement (File No. 333-289538) and related prospectus and prospectus supplements. The Underwriting Agreement is attached as Exhibit 1.1.