Hilton (NYSE: HLT) director granted 742 fully vested deferred share units

Rhea-AI Filing Summary

Healey Melanie reported acquisition or exercise transactions in this Form 4 filing.

Hilton Worldwide Holdings director Melanie Healey received a grant of 742 deferred share units of common stock as compensation. The units were awarded under the Hilton Amended and Restated 2017 Omnibus Incentive Plan at no cash cost to her and are fully vested. Each deferred share unit represents one share of Hilton common stock, which will be issued to her upon the earlier of leaving the board or a change in control of Hilton. Following this award, she holds a total of 16,671.824 shares on a direct basis.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Healey Melanie

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	742	$0.00	--

Holdings After Transaction: Common Stock — 16,671.824 shares (Direct, null)

Footnotes (1)

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Key Figures

Deferred share units granted: 742 units Grant price per unit: $0.0000 per unit Shares held after transaction: 16,671.824 shares +1 more

4 metrics

Deferred share units granted 742 units Award of Hilton common stock equivalents to director Melanie Healey

Grant price per unit $0.0000 per unit Compensation grant with no cash paid by the director

Shares held after transaction 16,671.824 shares Total direct Hilton common stock and deferred share units after award

Trigger for share issuance Director termination or change in control Timing conditions for issuing underlying Hilton common shares

Key Terms

deferred share units, fully vested, change in control, Amended and Restated 2017 Omnibus Incentive Plan

4 terms

deferred share units financial

"Represents deferred share units of the Issuer awarded pursuant to the Hilton Amended and Restated 2017 Omnibus Incentive Plan."

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.

fully vested financial

"Each deferred share unit represents one share of Issuer common stock and is fully vested."

change in control financial

"The underlying shares will be issued to the reporting person upon the earlier to occur of a (i) termination of service as a director and (ii) change in control of the Issuer."

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

Amended and Restated 2017 Omnibus Incentive Plan financial

"Represents deferred share units of the Issuer awarded pursuant to the Hilton Amended and Restated 2017 Omnibus Incentive Plan."

Form 4 Insider Transactions: What Each Field Means →

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^*

Healey Melanie

(Last) (First) (Middle)

7930 JONES BRANCH DRIVE

(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)
05/14/2026

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	05/14/2026		A		742(1)	A	$0	16,671.824	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 deferred share units of the Issuer awarded pursuant to the Hilton Amended and Restated 2017 Omnibus Incentive Plan. Each deferred share unit represents one share of Issuer common stock and is fully vested. The underlying shares will be issued to the reporting person upon the earlier to occur of a (i) termination of service as a director and (ii) change in control of the Issuer.

Remarks:

	/s/ James O. Smith, Attorney-in-Fact	05/18/2026
	** 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)

FAQ

What did Hilton (HLT) director Melanie Healey report in this Form 4?

Melanie Healey reported receiving 742 deferred share units of Hilton common stock as a compensation award. These units are fully vested and were granted under Hilton’s Amended and Restated 2017 Omnibus Incentive Plan, increasing her directly held position to 16,671.824 shares after the transaction.

Is Melanie Healey’s Hilton (HLT) Form 4 transaction a purchase or a grant?

The Form 4 shows a grant, not a market purchase. Code “A” indicates a grant, award, or other acquisition, and the reported price per share is $0.0000, confirming it is compensation-based deferred share units rather than an open-market stock purchase.

How many Hilton (HLT) shares does Melanie Healey hold after this grant?

After receiving 742 deferred share units, Melanie Healey’s direct holdings total 16,671.824 shares. This figure includes the newly awarded fully vested deferred share units, each representing one share of Hilton common stock deliverable at a later triggering event.

When will Melanie Healey receive the underlying Hilton (HLT) shares from these deferred units?

The underlying Hilton shares from these deferred share units will be issued to Melanie Healey upon the earlier of two events: her termination of service as a director or a change in control of Hilton, as specified in the award’s footnote description.

What plan governs Melanie Healey’s deferred share units in Hilton (HLT)?

The deferred share units were awarded under the Hilton Amended and Restated 2017 Omnibus Incentive Plan. This plan provides for equity-based compensation, and in this case each fully vested deferred share unit corresponds to one share of Hilton common stock to be issued later.