[Form 4] Hilton Grand Vacations Inc. Insider Trading Activity

Rhea-AI Filing Summary

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.

Insights

Securities Analyst

TL;DR: A sizable share disposal by Apollo-affiliated holders reduced their indirect stake but they remain a large beneficial owner.

The reported 8,050,000-share disposition at $42.85 represents a material block trade in absolute terms and was executed under transaction code J(1). The filing does not state whether this sale was part of a structured plan or a single block sale; it points to Exhibit 99.1 for details. Post-transaction indirect beneficial ownership remains 18,245,825 shares, indicating continued significant influence. No derivative positions or other changes are reported in Table II. The disclosure is routine for large shareholders but is material for share-count and ownership concentration considerations.

Corporate Governance Expert

TL;DR: Large-scale disposition by a director/10% owner disclosed; governance implications depend on explanation in referenced exhibits.

The form documents that reporting persons are both directors and 10% owners and that the sale reduced indirect holdings. The filing explicitly refers to Exhibit 99.1 for the explanation of responses, which is necessary to assess whether the sale affects control or voting arrangements. As filed, the Form 4 provides required transparency but does not include the narrative rationale; governance impact cannot be fully assessed without the exhibits.

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
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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^*

Apollo Principal Holdings A GP, Ltd.

(Last) (First) (Middle)

C/O WALKERS CORPORATE LIMITED

190 ELGIN AVENUE

(Street)

GEORGE TOWN E9 KY1-9008

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

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2025

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

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

	Form filed by One Reporting Person
X	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	08/14/2025		J(1)		8,050,000	D	$42.85	18,245,825	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 E9 KY1-9008

(City) (State) (Zip)

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)

ONE MANHATTANVILLE ROAD, SUITE 201

(Street)

PURCHASE NY 10577

(City) (State) (Zip)

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)

ONE MANHATTANVILLE ROAD, SUITE 201

(Street)

PURCHASE NY 10577

(City) (State) (Zip)

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)

ONE MANHATTANVILLE ROAD, SUITE 201

(Street)

PURCHASE NY 10577

(City) (State) (Zip)

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)

ONE MANHATTANVILLE ROAD, SUITE 201

(Street)

PURCHASE NY 10577

(City) (State) (Zip)

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)

ONE MANHATTANVILLE ROAD, SUITE 201

(Street)

PURCHASE NY 10577

(City) (State) (Zip)

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)

ONE MANHATTANVILLE ROAD, SUITE 201

(Street)

PURCHASE NY 10577

(City) (State) (Zip)

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)

ONE MANHATTANVILLE ROAD, SUITE 201

(Street)

PURCHASE NY 10577

(City) (State) (Zip)

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)

ONE MANHATTANVILLE ROAD, SUITE 201

(Street)

PURCHASE NY 10577

(City) (State) (Zip)

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	08/18/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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