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

Rhea-AI Filing Summary

Form 4 summary — Hilton Worldwide (HLT): Reporting person Christian H. Charnaux (Executive Vice President & Chief Development Officer) filed a Form 4 reporting equity awards dated 08/05/2025 and filed 08/06/2025. All reported transactions are acquisitions (grants) with reported price $0.

Grants reported:

• 2,594 RSUs under the Hilton 2017 Omnibus Incentive Plan; vest in two equal annual installments beginning 08/05/2026.
• 9,609 RSUs under the Hilton 2017 Omnibus Incentive Plan; vest in four equal annual installments beginning 08/05/2026.
• Employee stock option for 7,085 shares; exercise price $260.15; vests in three equal annual installments beginning 08/05/2026; expiration 08/05/2035.

Filing details: Form filed by one reporting person; signature by attorney-in-fact James O. Smith dated 08/06/2025. Reported beneficial ownership following the transactions is shown as 6,451, 16,060, and 7,085 for the respective items.

Insights

Securities Analyst

TL;DR: Routine executive equity grants reported; limited immediate market impact absent larger disclosure or material size relative to outstanding shares.

The Form 4 documents acquisition-type awards to an officer of Hilton (HLT) dated 08/05/2025: two RSU grants (2,594 and 9,609 units) and an employee stock option for 7,085 shares at a $260.15 exercise price. Vesting schedules begin 08/05/2026 and the option expires 08/05/2035. These are granted under the Hilton 2017 Omnibus Incentive Plan and are reported as price $0, indicating compensation awards rather than open-market purchases. Investors typically view such filings as compensation-related rather than immediate liquidity events.

Compensation and Governance Expert

TL;DR: Multi-year vesting structure suggests retention-focused awards; monitor vesting timelines and potential future dilution.

The report shows time-based equity awards with staggered vesting: RSUs in two- and four-year installment structures and an option vesting over three years. All vesting commences 08/05/2026, tying value realization to continued service. The option carries a defined exercise price of $260.15 and a ten-year-plus term to 08/05/2035. From a governance perspective, these disclosures clarify grant size, plan source, and vesting mechanics but do not disclose performance conditions or aggregate dilution impact.

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^*

Charnaux Christian H.

(Last) (First) (Middle)

7930 JONES BRANCH DR

(Street)

MCLEAN VA 22102

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/05/2025

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	08/05/2025		A		2,594(1)	A	$0	6,451	D
Common Stock	08/05/2025		A		9,609(2)	A	$0	16,060	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
Employee Stock Option (right to buy)	$260.15	08/05/2025		A		7,085		(3)	08/05/2035	Common Stock	7,085	$0	7,085	D

Explanation of Responses:

1. Represents restricted stock units of the Issuer issued pursuant to the Hilton 2017 Omnibus Incentive Plan, which vest in two equal annual installments beginning on August 5, 2026.

2. Represents restricted stock units of the Issuer issued pursuant to the Hilton 2017 Omnibus Incentive Plan, which vest in four equal annual installments beginning on August 5, 2026.

3. The option vests in three equal annual installments beginning on August 5, 2026.

Remarks:

Executive Vice President and Chief Development Officer

	/s/ James O. Smith, Attorney-in-Fact	08/06/2025
	** 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

Who filed the Form 4 and what is their role at Hilton (HLT)?

The Form 4 was filed for Christian H. Charnaux, who is reported as Executive Vice President & Chief Development Officer.

What securities were acquired by the reporting person on 08/05/2025?

The reporting person acquired 2,594 RSUs, 9,609 RSUs, and an employee stock option for 7,085 shares (exercise price $260.15), all dated 08/05/2025.

Under which plan were the RSUs granted?

The RSUs were issued pursuant to the Hilton 2017 Omnibus Incentive Plan.

What are the vesting and expiration details disclosed?

Vesting begins on 08/05/2026: the 2,594 RSUs vest in two equal annual installments; the 9,609 RSUs vest in four equal annual installments; the option vests in three equal annual installments and expires on 08/05/2035.

When was the Form 4 filed and who signed it?

The report lists the transaction date as 08/05/2025 and is signed by attorney-in-fact James O. Smith on 08/06/2025.