[Form 4] Hilton Worldwide Holdings Inc. Insider Trading Activity

Rhea-AI Filing Summary

Form 4 filing summary for Hilton Worldwide Holdings Inc. (HLT)

Director Jonathan Gray reported one transaction dated 06/27/2025. The filing shows the automatic acquisition of 4.757 common shares at a price of $0.00 per share. The shares represent dividend-equivalent rights that accrued on previously deferred share units in connection with Hilton’s quarterly dividend. After the transaction, Gray’s direct beneficial ownership stands at 8,430.268 common shares. No derivative securities were involved and no sales were reported.

The transaction is routine, reflects normal dividend reinvestment mechanics, and does not materially change the insider’s stake or signal a strategic shift.

Insights

Securities Analyst

TL;DR: Routine dividend-equivalent share accrual; immaterial to valuation, neutral signal.

This Form 4 discloses a tiny acquisition (4.757 shares) by Director Jonathan Gray arising from Hilton’s dividend policy. Because it is an automatic, no-cost adjustment tied to deferred share units, it does not reflect active buying interest or altered conviction. Post-transaction ownership of 8,430 shares is unchanged in any meaningful sense relative to Hilton’s 1.3 billion-plus share count. No derivatives, sales, or 10b5-1 plan activity is indicated. From a market perspective, the filing is purely administrative and not impactful on share-price dynamics or governance considerations.

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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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^*

GRAY JONATHAN

(Last) (First) (Middle)

C/O THE BLACKSTONE GROUP; 345 PARK AVE.

(Street)

NEW YORK NY 10154

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Hilton Worldwide Holdings Inc. [ HLT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/27/2025

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	06/27/2025		A		4.757(1)	A	$0	8,430.268	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 dividend equivalent rights in connection with the Issuer's quarterly dividend and accrued to the reporting person on deferred share units.

Remarks:

	/s/ Owen L. Wilcox, Attorney-in-Fact	07/01/2025
	** 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.

FAQ

What was the nature of Jonathan Gray’s transaction in Hilton (HLT) on 06/27/2025?

He acquired 4.757 common shares as dividend-equivalent rights credited to deferred share units.

Did the Hilton director pay for the shares reported in the Form 4?

No. The acquisition price was $0.00 because the shares represent dividend equivalents.

How many Hilton shares does Jonathan Gray own after the transaction?

His direct beneficial ownership totals 8,430.268 common shares.

Were any shares of Hilton sold in this Form 4 filing?

No sales were reported; only an automatic acquisition was disclosed.

Does the Form 4 cite any derivative securities for Jonathan Gray?

No, Table II shows zero derivative securities acquired or disposed.