Hilton director records small dividend-equivalent grant

Hilton Worldwide Holdings Inc. director Marissa A. Mayer reported an automatic acquisition of 0.8100 shares of common stock, recorded at a price of $0.0000 per share.

Rhea-AI Filing Summary

Hilton Worldwide Holdings Inc. director Marissa A. Mayer reported an automatic acquisition of 0.8100 shares of common stock, recorded at a price of $0.0000 per share. The footnote explains this represents dividend equivalent rights that accrued on her deferred share units in connection with the company’s quarterly dividend.

After this grant, Mayer’s direct holdings in Hilton common stock total 1,787.8040 shares. She also reports indirect holdings of 869.0000 shares held by revocable trusts and 716.0000 shares held by an irrevocable trust. These indirect positions reflect shares associated with trust arrangements rather than direct ownership in her own name.

Insights

Insider transactions analyst

Small, routine dividend-equivalent grant; no open-market trading.

Director Marissa A. Mayer recorded an acquisition of 0.8100 Hilton common shares at $0.0000 per share. The footnote clarifies this is a dividend equivalent right tied to deferred share units, triggered by Hilton’s regular quarterly dividend rather than an active trade.

Following this entry, she directly holds 1,787.8040 shares and indirectly holds 869.0000 shares via revocable trusts and 716.0000 shares via an irrevocable trust. There are no option exercises, sales, or gifts, and transactionSummary shows no buy or sell activity. This looks like routine compensation-related accrual with neutral investment signal.

Insider Trade Summary

Grant/Award: 0.81 shares

Grant/Award 3 txns

Insider MAYER MARISSA A

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	0.81	$0.00	$0.00
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 1,787.804 shares (Direct); Common Stock — 716 shares (Indirect, By irrevocable trust); Common Stock — 869 shares (Indirect, By revocable trusts)

Footnotes (1)

1. F1. Represents dividend equivalent rights in connection with the Issuer's quarterly dividend and accrued to the reporting person on deferred share units.

Key Figures

Dividend-equivalent grant: 0.8100 shares Grant price: $0.0000 per share Direct holdings after grant: 1,787.8040 shares +2 more

5 metrics

Dividend-equivalent grant 0.8100 shares Automatic grant tied to quarterly dividend

Grant price $0.0000 per share Dividend equivalent rights on deferred share units

Direct holdings after grant 1,787.8040 shares Common stock directly owned post-transaction

Indirect revocable trust holdings 869.0000 shares Common stock held by revocable trusts

Indirect irrevocable trust holdings 716.0000 shares Common stock held by irrevocable trust

Key Terms

dividend equivalent rights, deferred share units, revocable trusts, irrevocable trust, +1 more

5 terms

dividend equivalent rights financial

"Represents dividend equivalent rights in connection with the Issuer's quarterly dividend"

Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.

deferred share units financial

"accrued to the reporting person on deferred share units"

Deferred share units are promises that give an executive or director the right to receive company shares or their cash value at a future date, often when they retire or leave the company. Think of them as a paycheck held in a savings account that converts into stock later; they matter to investors because they tie pay to long-term performance, create potential future dilution of shares, and represent a delayed cash or share obligation the company must eventually fulfill.

revocable trusts financial

"total_shares_following_transaction: 869.0000, nature_of_ownership: By revocable trusts"

irrevocable trust financial

"total_shares_following_transaction: 716.0000, nature_of_ownership: By irrevocable trust"

An irrevocable trust is a legal arrangement where an owner transfers assets into a separate entity managed by a trustee and gives up the power to modify or reclaim those assets. For investors it matters because putting stock or other holdings into such a trust can change who controls and benefits from the assets, affect taxes and creditor protection, and influence how easy it is to sell or value those holdings—like placing valuables in a locked safe overseen by someone else.

grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Marissa A. Mayer report for Hilton (HLT)?

Marissa A. Mayer reported receiving 0.8100 shares of Hilton common stock. This was an automatic grant recorded at $0.0000 per share, representing dividend equivalent rights that accrued on her deferred share units in connection with Hilton’s regular quarterly dividend, not an open-market purchase.

How many Hilton (HLT) shares does Marissa A. Mayer hold directly after this filing?

After this filing, Marissa A. Mayer directly holds 1,787.8040 shares of Hilton common stock. This figure includes the 0.8100 dividend equivalent shares accrued on deferred share units tied to the company’s quarterly dividend, as disclosed in the Form 4 transaction detail.

What are the indirect Hilton (HLT) holdings reported for Marissa A. Mayer?

The Form 4 shows 869.0000 Hilton common shares held indirectly through revocable trusts and 716.0000 shares held through an irrevocable trust. These positions are classified as indirect ownership, reflecting trust-held shares rather than shares registered directly in Mayer’s own name.

Was there any open-market buying or selling by Marissa A. Mayer in this Hilton (HLT) Form 4?

The Form 4 does not report any open-market buying or selling by Marissa A. Mayer. It shows a small acquisition of 0.8100 shares at $0.0000 per share, classified as a grant or award of dividend equivalent rights associated with deferred share units, plus updated holding entries.

What does ‘dividend equivalent rights’ mean in Marissa A. Mayer’s Hilton (HLT) Form 4?

Dividend equivalent rights are credits that mirror cash dividends on deferred share units. In this case, Hilton’s quarterly dividend generated 0.8100 additional common shares for Marissa A. Mayer, recorded at $0.0000 per share, increasing her direct holdings without an open-market transaction.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/01/2026 - 04:31 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^*

MAYER MARISSA A

(Last) (First) (Middle)

7930 JONES BRANCH DR

(Street)

MCLEAN VIRGINIA 22102

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

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

X	Form filed by One Reporting Person
	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	06/30/2026		A		0.81(1)	A	$0	1,787.804	D
Common Stock								716	I	By irrevocable trust
Common Stock								869	I	By revocable trusts

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/ James O. Smith, Attorney-in-Fact	07/01/2026
	** 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)