Hilton Grand Vacations (HGV) officer reports equity award settlements

Rhea-AI Filing Summary

Hilton Grand Vacations Inc. officer Charles R. Corbin Jr. reported equity compensation-related transactions in common stock. On February 20, 2026, he acquired 5,506 and 26,635 shares through settlement of performance share units earned under the company’s omnibus incentive plans, following the compensation committee’s determination of performance results.

In connection with these settlements, the issuer withheld 1,431 and 8,217 shares at $48.54 per share to cover tax withholding obligations, described as tax-withholding dispositions rather than open-market sales. After these transactions, Corbin’s directly held common stock positions were updated as reflected in the filing.

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

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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^*

Corbin Charles R. Jr.

(Last) (First) (Middle)

C/O HILTON GRAND VACATIONS INC.

6355 METROWEST BOULEVARD, SUITE 180

(Street)

ORLANDO FL 32839

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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

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

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

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	02/20/2026		M(1)		5,506	A	$0	65,776	D
Common Stock	02/20/2026		F(2)		1,431	D	$48.54	64,345	D
Common Stock	02/20/2026		M(3)		26,635	A	$0	90,980	D
Common Stock	02/20/2026		F(4)		8,217	D	$48.54	82,763	D

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

Explanation of Responses:

1. Represents shares of common stock earned in connection with the settlement of performance share units previously granted pursuant to the Hilton Grand Vacations Inc. 2017 Omnibus Incentive Plan for the performance period commencing on January 1, 2023 and ending on December 31, 2025. Such shares were earned based on the determination of the Issuer's Compensation Committee as to the satisfaction of the applicable performance metrics.

2. Represents the number of shares of common stock withheld by the Issuer to satisfy tax withholding requirements in connection with the issuance of share of common stock in settlement of performance share units described in footnote (1) above.

3. Represents shares of common stock earned in connection with the settlement of performance share units previously granted pursuant to the Hilton Grand Vacations Inc. 2023 Omnibus Incentive Plan for the performance period commencing on January 17, 2024 and ending on December 31, 2025. Such shares were earned based on the determination of the Issuer's Compensation Committee as to the satisfaction of the applicable performance metrics.

4. Represents the number of shares of common stock withheld by the Issuer to satisfy tax withholding requirements in connection with the issuance of share of common stock in settlement of performance share units described in footnote (3) above.

Remarks:

Title: Senior Executive Vice President, General Counsel and Corporate Operations, and Secretary

	/s/ Charles R. Corbin	02/24/2026
	** 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).
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FAQ

What insider transactions did HGV officer Charles R. Corbin Jr. report?

Charles R. Corbin Jr. reported settlement of performance share units into common stock and related tax-withholding dispositions. He acquired 5,506 and 26,635 shares via derivative exercises, while 1,431 and 8,217 shares were withheld by Hilton Grand Vacations to satisfy tax obligations.

Were the HGV Form 4 transactions open-market buys or sells?

The Form 4 shows no open-market buys or sells. Shares were acquired through exercise or conversion of performance share units, and shares were disposed of only through issuer withholding to cover tax liabilities associated with those equity awards, at a price of $48.54 per share.

How many Hilton Grand Vacations shares were acquired through equity awards?

The officer acquired 5,506 and 26,635 shares of Hilton Grand Vacations common stock through settlement of performance share units. These awards were earned under the company’s omnibus incentive plans based on the compensation committee’s assessment of specific multi-year performance metrics.

How many HGV shares were withheld to cover taxes on the equity awards?

The issuer withheld 1,431 and 8,217 shares of Hilton Grand Vacations common stock. These shares were retained by the company, at a transaction price of $48.54 per share, solely to satisfy tax withholding requirements linked to the performance share unit settlements.

What plans governed the Hilton Grand Vacations performance share units in this Form 4?

The performance share units were granted under the Hilton Grand Vacations Inc. 2017 Omnibus Incentive Plan and the 2023 Omnibus Incentive Plan. Shares were earned for performance periods running from January 1, 2023 and January 17, 2024, respectively, through December 31, 2025.

Who determined that the Hilton Grand Vacations performance goals were met?

The issuer’s compensation committee determined that applicable performance metrics were satisfied for the relevant performance periods. Based on this determination, the performance share units converted into Hilton Grand Vacations common stock in the amounts reported in the Form 4 for the company officer.