Apollo entities tied to Hilton Grand Vacations (HGV) restructure 750K shares

Rhea-AI Filing Summary

Hilton Grand Vacations Inc. disclosed that Apollo-affiliated ten percent owners reclassified 750,000 shares of Common Stock in an internal transaction coded as an “Other acquisition or disposition” at $50.00 per share. Following this restructuring entry, the reporting entities collectively show 12,495,825 shares held indirectly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Apollo Principal Holdings A GP, Ltd., AP Dakota Co-Invest, L.P., AP VIII Dakota Holdings Borrower, L.P., AP Dakota Co-Invest GP, LLC, Apollo Advisors VIII, L.P., AP VIII DAKOTA HOLDINGS BORROWER GP, LLC, AP VIII Dakota Holdings, L.P., Apollo Capital Management VIII, LLC, APH Holdings, L.P.

Role null | null | null | null | null | null | null | null | null

Type	Security	Shares	Price	Value
Other	Common Stock	750,000	$50.00	$37.50M

Holdings After Transaction: Common Stock — 12,495,825 shares (Indirect, See Footnote)

Footnotes (1)

1. See Exhibit 99.1. See Exhibit 99.1.

Key Figures

Restructured shares: 750,000 shares Reported transaction price: $50.00 per share Indirect holdings after transaction: 12,495,825 shares +1 more

4 metrics

Restructured shares 750,000 shares Common Stock in J-code internal transaction

Reported transaction price $50.00 per share Price per share for 750,000-share entry

Indirect holdings after transaction 12,495,825 shares Total Common Stock reported following transaction

Restructuring shares in summary 750,000 shares Classified as restructuringShares in transactionSummary

Key Terms

Form 4, ten percent owner, Common Stock, Other acquisition or disposition, +1 more

5 terms

Form 4 regulatory

"Hilton Grand Vacations reported an internal restructuring transaction in this Form 4 filing."

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

ten percent owner regulatory

"Apollo-affiliated entities are listed as ten percent owner reporting persons."

Common Stock financial

"The transaction involves 750,000 shares of Common Stock at $50.00 per share."

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Other acquisition or disposition regulatory

"The transaction is coded as an Other acquisition or disposition under code J."

indirect ownership financial

"The Form 4 shows 12,495,825 shares held through indirect ownership after the transaction."

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/24/2026 - 09:01 PM Accepted by SEC EDGAR 06/24/2026 - 09:00 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Apollo Principal Holdings A GP, Ltd.

(Last) (First) (Middle)

C/O WALKERS CORPORATE LIMITED

190 ELGIN AVENUE

(Street)

GEORGE TOWN KY1-9008

(City) (State) (Zip)

CAYMAN ISLANDS

(Country)

2. Issuer Name and Ticker or Trading Symbol
Hilton Grand Vacations Inc. [ HGV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/22/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/22/2026		J(1)		750,000	D	$50	12,495,825	I	See Footnote(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

Apollo Principal Holdings A GP, Ltd.

(Last) (First) (Middle)

C/O WALKERS CORPORATE LIMITED

190 ELGIN AVENUE

(Street)

GEORGE TOWN KY1-9008

(City) (State) (Zip)

CAYMAN ISLANDS

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

AP Dakota Co-Invest, L.P.

(Last) (First) (Middle)

9 W 57TH STREET, 41ST FLOOR

(Street)

NEW YORK NEW YORK 10019

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

AP VIII Dakota Holdings Borrower, L.P.

(Last) (First) (Middle)

9 W 57TH STREET, 41ST FLOOR

(Street)

NEW YORK NEW YORK 10019

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

AP Dakota Co-Invest GP, LLC

(Last) (First) (Middle)

9 W 57TH STREET, 41ST FLOOR

(Street)

NEW YORK NEW YORK 10019

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Apollo Advisors VIII, L.P.

(Last) (First) (Middle)

9 W 57TH STREET, 41ST FLOOR

(Street)

NEW YORK NEW YORK 10019

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

AP VIII DAKOTA HOLDINGS BORROWER GP, LLC

(Last) (First) (Middle)

9 W 57TH STREET, 41ST FLOOR

(Street)

NEW YORK NEW YORK 10019

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

AP VIII Dakota Holdings, L.P.

(Last) (First) (Middle)

9 W 57TH STREET, 41ST FLOOR

(Street)

NEW YORK NEW YORK 10019

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Apollo Capital Management VIII, LLC

(Last) (First) (Middle)

9 W 57TH STREET, 41ST FLOOR

(Street)

NEW YORK NEW YORK 10019

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

APH Holdings, L.P.

(Last) (First) (Middle)

9 W 57TH STREET, 41ST FLOOR

(Street)

NEW YORK NEW YORK 10019

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. See Exhibit 99.1.

2. See Exhibit 99.1.

	see signatures attached as Exhibit 99.2	06/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Hilton Grand Vacations (HGV) report in this Form 4?

Hilton Grand Vacations reported an internal restructuring transaction involving 750,000 shares of Common Stock by Apollo-affiliated ten percent owners. The move is coded as an “Other acquisition or disposition,” indicating an entity-level reclassification rather than a standard open-market buy or sell.

Was the Hilton Grand Vacations (HGV) Form 4 transaction a buy or sell of shares?

The Form 4 does not show a traditional buy or sell. The 750,000-share transaction is coded “J” as an Other acquisition or disposition, typically reflecting internal or restructuring changes in how shares are held, rather than an open-market purchase or sale.

How many Hilton Grand Vacations (HGV) shares were affected in the Apollo-related transaction?

The filing shows 750,000 shares of Hilton Grand Vacations Common Stock involved in the reported transaction. This block is part of an internal restructuring entry among Apollo-affiliated ten percent owners, rather than a conventional public-market trade of those shares.

At what price is the Hilton Grand Vacations (HGV) insider transaction reported?

The 750,000-share restructuring entry is reported at $50.00 per share. This price is shown in the Form 4 as the transaction price per share for the Common Stock involved, even though the code indicates an internal reclassification-type event, not an open-market trade.

What is the post-transaction holding reported for Hilton Grand Vacations (HGV)?

After the restructuring transaction, the Apollo-affiliated reporting entities list 12,495,825 Hilton Grand Vacations Common Stock shares as indirectly owned. This figure represents the position reported following the internal adjustment, providing context for the scale of their disclosed ownership.

Who are the reporting persons in the Hilton Grand Vacations (HGV) Form 4 filing?

The Form 4 lists multiple Apollo-affiliated entities, including Apollo Principal Holdings A GP, Ltd., AP Dakota Co-Invest, L.P., and AP VIII Dakota Holdings, L.P. Each is identified as a ten percent owner, reflecting significant indirect ownership of Hilton Grand Vacations common shares.