Other Information
+Added: Rule 10b5-1 Trading Arrangements.
+Added: On June 8, 2023 , Pablo Brizi , the Executive Vice President – Chief Human Resources Officer & Corporate Affairs of the Company, adopted a Rule 10b5-1 trading arrangement, as such term is defined in Item 408(a) of Regulation S-K, for the sale of the Company’s common stock (the “Rule 10b5-1 Trading Plan”) that is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act.
+Added: The 10b5-1 Trading Plan provides for the sale of up to 28,000 shares of common stock and expires on April 5, 2024.
3.1 Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K (File No.
5 unchanged sentences
001-37794) filed on April 16, 2020).
−Removed: 10.1 Hilton Grand Vacations Inc.
−Removed: Incentive Program (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No.
−Removed: 001-37794) filed on March 10, 2023).
−Removed: 10.2* Form of Nonqualified Stock Option Agreement (for the CEO) under Hilton Grand Vacations Inc.
+Added: 10.1* Amendment No.
+Added: 2 to the Credit Agreement, dated as of May 31, 2023, by and among Hilton Grand Vacations Borrower LLC, Bank of America, N.A., as administrative agent, an L/C Issuer and the Swing Line Lender and the Revolving Credit Lenders.
+Added: 10.2*† Form of Restricted Stock Unit Agreement under the Hilton Grand Vacations Inc.
2023 Omnibus Incentive Plan.
−Removed: 10.3* Form of Nonqualified Stock Option Agreement (for all participants other than the CEO) under Hilton Grand Vacations Inc.
+Added: 10.3*† Form of Restricted Stock Unit Agreement for the Chief Executive Officer under the Hi l ton Grand Vacations Inc.
2023 Omnibus Incentive Plan.
−Removed: 22* List of Issuer Subsidiaries of Guaranteed Securities and Guarantor Subsidiaries
+Added: 10.4*† Form of Restricted Stock Unit Agreement for Non-Employee Directors under the Hilton Grand Vacations Inc.
+Added: 2023 Omnibus Incentive Plan .
+Added: 10.5*† Form of Performance and Service-Based Restricted Stock Unit Agreement under the Hilton Grand Vacations Inc.
+Added: 2023 Omnibus Incentive Plan .
+Added: 10.6*† Form of Performance and Service-Based Restricted Stock Unit Agreement for the Chief Executive officer under the Hilton Grand Vacations Inc.
+Added: 2023 Omnibus Incentive Plan .
+Added: 10.7*† Form of Nonqualified Stock Option Agreement under the Hilton Grand Vacations Inc.
+Added: 2023 Omnibus Incentive Plan .
+Added: 10.8*† Form of Nonqualified Stock Option Agreement for the Chief Executive Officer under the Hilton Grand Vacations Inc.
+Added: 2023 Omnibus Incentive Plan.
+Added: 10.9† Hilton Grand Vacations Inc.
+Added: 2023 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K (File No.
+Added: 001-37794) filed on May 3, 2023)
+Added: 22 List of Issuer Subsidiaries of Guaranteed Securities and Guarantor Subsidiaries (incorporated by reference to Exhibit 22 to the Registrant's Quarterly Report on F orm 10-Q (File No.
+Added: 001-37794) filed on April 27, 2023) .
31.1* Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
13 unchanged sentences
* Filed herewith
−Removed: Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on this 27 th day of April 2023.
+Added: † Denotes management contract or compensatory plan or arrangement
+Added: Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on this 3 rd day of August 2023.
HILTON GRAND VACATIONS INC.
3 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.