What changed in this filing

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Item 1. Financial Statements

2026-04-30 compared with 2025-10-30 · 232 added, 398 removed, 743 unchanged (46% of the section changed)

3 unchanged sentences

(in millions, except share and per share data)

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Cash and cash equivalents $ 261 $ 239

20 unchanged sentences

Total liabilities (variable interest entities - $ 2,629 and $ 2,824 )

10,585 10,097

Commitments and contingencies - see Note 17

1 unchanged sentence

300,000,000 authorized shares, none

issued or outstanding as of September 30, 2025 and December 31, 2024

issued or outstanding as of March 31, 2026 and December 31, 2025

Common stock, $ 0.01 par value;

3,000,000,000 authorized shares,

86,635,596 shares issued and outstanding as of September 30, 2025, and

80,656,367 shares issued and outstanding as of March 31, 2026, and

83,133,678 shares issued and outstanding as of December 31, 2025

Additional paid-in capital 1,226 1,276

Accumulated retained earnings 88 352

Accumulated (deficit) retained earnings

Accumulated other comprehensive loss

( 25 ) ( 22 )

Total stockholders' equity

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(in millions, except per share data)

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

Three Months Ended March 31,

Sales of VOIs, net $ 455 $ 378

Fee-for-service commissions, package sales and other fees

188 159 495 471

Financing 138 125

12 unchanged sentences

License fee expense 53 49

Impairment expense 1 — 2 2

Cost reimbursements 149 133

3 unchanged sentences

Other (loss) gain, net

Income before income taxes

Income (loss) before income taxes

Income tax expense ( 6 ) ( 6 )

( 15 ) ( 61 ) ( 36 ) ( 53 )

Net income (loss)

Net income attributable to noncontrolling interest

Net income attributable to stockholders

Net income (loss) attributable to stockholders

$ 66 $ ( 17 )

Earnings per share attributable to stockholders:

Earnings (loss) per share attributable to stockholders:

Basic $ 0.81 $ ( 0.17 )

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HILTON GRAND VACATIONS INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED)

(in millions)

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

Net income $ 30 $ 32 $ 46 $ 34

Three Months Ended March 31,

Net income (loss) $ 68 $ ( 12 )

Derivative instrument adjustments, net of tax — ( 6 )

Foreign currency translation adjustments, net of tax ( 3 ) ( 1 )

Other comprehensive income loss, net of tax

( 7 ) ( 3 ) ( 12 ) ( 15 )

Other comprehensive loss, net of tax

Comprehensive income (loss)

Comprehensive income attributable to noncontrolling interest 2 5

Comprehensive income attributable to stockholders

Comprehensive income (loss) attributable to stockholders

$ 63 $ ( 24 )

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(in millions)

Nine Months Ended September 30,

Three Months Ended March 31,

Operating Activities

Adjustments to reconcile net income to net cash provided by operating activities:

Net income (loss) $ 68 $ ( 12 )

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Depreciation and amortization 71 67

Amortization of deferred financing costs, acquisition premiums and other 15 19

Provision for financing receivables losses 311 274

Impairment expense 2 2

Other (gain) loss, net

Provision for loan losses

Other loss (gain), net 1 ( 6 )

Share-based compensation 11 12

2 unchanged sentences

Return on investment in unconsolidated affiliates 1 5

Net changes in assets and liabilities, net of effects of acquisitions:

Net changes in assets and liabilities:

Accounts receivable, net ( 3 ) ( 60 )

8 unchanged sentences

Investing Activities

Acquisitions, net of cash, cash equivalents and restricted cash acquired — ( 1,444 )

Capital expenditures for property and equipment (excluding inventory) ( 6 ) ( 14 )

Software capitalization costs ( 14 ) ( 18 )

Other — ( 1 )

Net cash used in investing activities ( 20 ) ( 32 )

5 unchanged sentences

Payment of debt issuance costs

( 21 ) ( 52 )

Repurchase and retirement of common stock ( 150 ) ( 150 )

Payment of withholding taxes on vesting of restricted stock units ( 14 ) ( 7 )

Proceeds from employee stock plan purchases 8 5

Proceeds from stock option exercises 1 —

Distributions to noncontrolling interest holder — ( 5 )

Other ( 2 ) ( 1 )

Net cash (used in) provided by financing activities

Net cash used in financing activities

( 122 ) ( 201 )

Effect of changes in exchange rates on cash, cash equivalents and restricted cash

11 unchanged sentences

Capital Accumulated

Earnings Accumulated

Earnings (Deficit)

Comprehensive

3 unchanged sentences

83 $ 1 $ 1,276 $ 34 $ ( 22 ) $ 151 $ 1,440

Net (loss) income

— — — 66 — 2 68

3 unchanged sentences

— — — — ( 3 ) — ( 3 )

Derivative instrument adjustments, net of tax — — — — ( 6 ) — ( 6 )

Repurchase and retirement of common stock ( 3 ) — ( 47 ) ( 105 ) — — ( 152 )

1 unchanged sentence

81 $ 1 $ 1,226 $ ( 5 ) $ ( 25 ) $ 153 $ 1,350

— — — 25 — 3 28

Activity related to share-based compensation

— — 24 — — — 24

Employee stock plan issuance — — 8 — — — 8

Foreign currency translation adjustments, net of tax

— — — — 6 — 6

Derivative instrument adjustments, net of tax — — — — ( 4 ) — ( 4 )

Repurchase and retirement of common stock ( 4 ) — ( 57 ) ( 96 ) — — ( 153 )

Balance as of June 30, 2025

89 $ 1 $ 1,326 $ 167 $ ( 5 ) $ 151 $ 1,640

— — — 25 — 5 30

Activity related to share-based compensation

1 — 28 — — — 28

Foreign currency translation adjustments, net of tax

— — — — ( 5 ) — ( 5 )

Derivative instrument adjustments, net of tax — — — — ( 2 ) — ( 2 )

Repurchase and retirement of common stock ( 3 ) — ( 46 ) ( 104 ) — — ( 150 )

Balance as of September 30, 2025

87 $ 1 $ 1,308 $ 88 $ ( 12 ) $ 156 $ 1,541

See notes to unaudited condensed consolidated financial statements.

Common Stock Additional

2 unchanged sentences

Comprehensive

Income Noncontrolling Interest

Noncontrolling Interest

Shares Amount

1 unchanged sentence

97 $ 1 $ 1,399 $ 352 $ — $ 143 $ 1,895

Acquisition of third-party equity interest in consolidated entity — — — — — 158 158

Net (loss) income — — — ( 17 ) — 5 ( 12 )

6 unchanged sentences

93 $ 1 $ 1,351 $ 238 $ ( 7 ) $ 148 $ 1,731

— — — 2 — 2 4

Activity related to share-based compensation

— — 17 — — — 17

Employee stock plan issuance

— — 5 — — — 5

Foreign currency translation adjustments, net of tax — — — — ( 9 ) — ( 9 )

Derivative instrument adjustments, net of tax — — — — ( 1 ) — ( 1 )

Repurchase and retirement of common stock ( 3 ) — ( 33 ) ( 67 ) — — ( 100 )

Balance as of June 30, 2024

102 $ 1 $ 1,456 $ 456 $ 5 $ 162 $ 2,080

— — — 29 — 3 32

Distributions to noncontrolling interest holder

— — — — — ( 5 ) ( 5 )

Adjustment to acquisition of third-party equity interest in consolidated entity

— — — — — ( 18 ) ( 18 )

Activity related to share-based compensation

— — 11 — — — 11

Foreign currency translation adjustments, net of tax — — — — 10 — 10

Derivative instrument adjustments, net of tax — — — — ( 13 ) — ( 13 )

Repurchase and retirement of common stock ( 2 ) — ( 39 ) ( 71 ) — — ( 110 )

Balance as of September 30, 2024

100 $ 1 $ 1,428 $ 414 $ 2 $ 142 $ 1,987

See notes to unaudited condensed consolidated financial statements.

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(“Hilton Grand Vacations,” “we,” “us,” “our,” “HGV” or the “Company”) is a global timeshare company engaged in developing, marketing, selling, managing and operating timeshare resorts, timeshare plans and ancillary reservation services, primarily under the Hilton Grand Vacations brand.

On January 17, 2024 (the “Bluegreen Acquisition Date”), we completed the acquisition of Bluegreen Vacations Holding Corporation (“Bluegreen”) (the “Bluegreen Acquisition”).

Our operations primarily consist of selling vacation ownership intervals and vacation ownership interests (collectively, “VOIs” or “VOI”) for us and third parties;

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and managing our exchange programs.

As of September 30, 2025, we had over 200 properties located in the United States (“U.S.”), Europe, Canada, the Caribbean, Mexico, and Asia.

A significant number of our properties and VOIs are concentrated in Florida, Europe, Hawaii, South Carolina, California, Arizona, Virginia, and Nevada.

As of March 31, 2026, we had over 200 properties located in the United States (“U.S.”), Europe, Canada, the Caribbean, Mexico, and Asia.

A significant number of our properties and VOIs are concentrated in Florida, Europe, Hawaii, California, South Carolina, Arizona, Nevada, and Virginia.

Basis of Presentation

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We consolidate entities when we own more than 50% of the voting shares of a company or otherwise have a controlling financial interest, including Bluegreen/Big Cedar Vacations LLC (“Big Cedar”), a joint venture in which we are deemed to hold a controlling financial interest based on our 51 % equity interest, our active role as the day-to-day manager of its activities, and majority voting control of its management committee.

We acquired our equity interest in Big Cedar as part of the Bluegreen Acquisition.

All material intercompany transactions and balances have been eliminated in consolidation.

Our accompanying unaudited condensed consolidated financial statements reflect all adjustments, including normal recurring items, considered necessary for a fair presentation.

During the first quarter of 2025, we renamed the line item “Sales, marketing, brand and other fees” as previously shown on the condensed consolidated statements of income, and used elsewhere within our filing, to “Fee-for-service commissions, package sales and other fees” to better align with the underlying activity.

This change did not result in any reclassification of revenues and had no impact on our consolidated results for any of the periods presented.

The unaudited condensed consolidated financial statements reflect our financial position, results of operations and cash flows as prepared in conformity with U.S.

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GAAP have been omitted in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”).

Although we believe the disclosures made are adequate to prevent information presented from being misleading, these financial statements should be read in conjunction with the consolidated financial statements and notes thereto as of and for the year ended December 31, 2024, included in our Annual Report on Form 10-K filed with the SEC on March 3, 2025.

Although we believe the disclosures made are adequate to prevent information presented from being misleading, these financial statements should be read in conjunction with the consolidated financial statements and notes thereto as of and for the year ended December 31, 2025, included in our Annual Report on Form 10-K filed with the SEC on February 26, 2026.

Use of Estimates

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Accounting Pronouncements Not Yet Adopted

In December 2023, the FASB issued Accounting Standards Update 2023-09 (“ASU 2023-09”), Income Taxes (Topic 740):

Improvements to Income Tax Disclosures .

ASU 2023-09 states that an entity must provide greater disaggregation of its effective tax rate reconciliation disclosure.

The ASU also states that an entity must separately disclose net cash paid for taxes between federal, state, and foreign jurisdictions.

The guidance is effective for fiscal years beginning

after December 15, 2024.

The guidance is to be applied prospectively, although retrospective application is permitted.

The adoption of ASU 2023-09 is expected to impact disclosures only and not have an impact on our consolidated balance sheet and consolidated statement of income.

Recently Issued Accounting Pronouncements

Adopted Accounting Standards

On January 1, 2026, we adopted Accounting Standards Update 2025-05 (“ASU 2025-05”), Financial Instruments—Credit Losses (Topic 326):

Measurement of Credit Losses for Accounts Receivable and Contract Assets .

ASU 2025-05 provides a practical expedient that allows entities to estimate expected credit losses for current accounts receivable and contract assets without needing to predict future economic conditions.

The guidance is to be applied prospectively.

The impact of adoption of ASU 2025-05 did not have a material impact on our unaudited condensed consolidated financial statements.

Accounts Receivable for additional information.

On January 1, 2026, we adopted Accounting Standards Update 2025-08 (“ASU 2025-08”), Financial Instruments—Credit Losses (Topic 326):

Purchased Loans .

ASU 2025-08 provides amendments that require purchased seasoned loans

be accounted for using the gross-up approach at acquisition.

The guidance is to be applied prospectively and will be effective for future purchases of loans.

Accounting Standards Not Yet Adopted

In November 2024, the FASB issued Accounting Standards Update 2024-03 (“ASU 2024-03”), Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

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The adoption of ASU 2024-03 is expected to impact disclosures only and not have an impact on our consolidated balance sheet and consolidated statement of income.

In July 2025, the FASB issued Accounting Standards Update 2025-05 (“ASU 2025-05”), Financial Instruments—Credit Losses (Topic 326):

Measurement of Credit Losses for Accounts Receivable and Contract Assets .

The guidance is to be applied prospectively and is effective for fiscal years beginning after December 15, 2026, and interim periods within those fiscal years.

We are currently evaluating the effects of this ASU, but do not expect a material impact on our financial statements or disclosures.

In September 2025, the FASB issued Accounting Standards Update 2025-06 (“ASU 2025-06”), Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40):

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We are currently evaluating the effects of this ASU, but do not expect a material impact on our financial statements or disclosures.

BLUEGREEN ACQUISITION

On January 17, 2024, we completed the Bluegreen Acquisition in an all-cash transaction, with total consideration of approximately $ 1.6 billion.

We accounted for the Bluegreen Acquisition as a business combination and finalized our purchase price accounting as of December 31, 2024.

Please refer to our annual report on Form 10-K filed with the SEC on March 3, 2025 for additional information related to the Bluegreen Acquisition.

Pro Forma Results of Operations

The following unaudited pro forma information presents the combined results of operations of HGV and Bluegreen as if we had completed the Bluegreen Acquisition on January 1, 2024, the first day of our prior fiscal year, but using the fair values of assets and liabilities as of the Bluegreen Acquisition Date.

These unaudited pro forma results do not reflect any synergies from operating efficiencies.

Accordingly, these unaudited pro forma results are presented for informational purposes only and are not necessarily indicative of what the actual results of operations of the combined company would have been if the Bluegreen Acquisition had occurred at the beginning of the period presented, nor are they indicative of future results of operations.

Nine Months Ended September 30,

($ in millions) 2024

Revenue $ 3,744

In December 2025, the FASB issued Accounting Standards Update 2025-11 (“ASU 2025-11”) Interim Reporting (Topic 270):

Narrow-Scope Improvements .

ASU 2025-11 provides amendments to improve the navigability of the required interim disclosures and clarify when that guidance is applicable.

ASU 2025-11 is effective for interim periods within annual reporting periods beginning after December 15, 2027.

The guidance may be applied either (1) prospectively or (2) retrospectively to any or all prior periods presented.

We are currently evaluating the effects of this ASU but do not expect a material impact on our financial statements or disclosures.

REVENUE FROM CONTRACTS WITH CUSTOMERS

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Business Segments for more information related to our segments.

($ in millions) Three Months Ended September 30, Nine Months Ended September 30,

($ in millions) Three Months Ended March 31,

Real Estate Sales and Financing Segment 2026 2025

1 unchanged sentence

Fee-for-service commissions, package sales and other fees

188 159 495 471

Interest income 125 115

1 unchanged sentence

Real estate sales and financing segment revenues $ 754 $ 645

($ in millions) Three Months Ended September 30, Nine Months Ended September 30,

($ in millions) Three Months Ended March 31,

Resort Operations and Club Management Segment 2026 2025

1 unchanged sentence

Resort management 115 111

173 171 527 521

Ancillary services 14 13

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Timeshare financing receivables for additional information.

The following table provides information on our contracts with customers which are included in Accounts receivable, net and Timeshare financing receivables, net , respectively, on our condensed consolidated balance sheets:

($ in millions) September 30, 2025 December 31, 2024

The following table provides information on our contracts with customers which are included in Accounts receivable, net and Timeshare financing receivables, net on our condensed consolidated balance sheets:

($ in millions)

Receivables from contracts with customers:

March 31, 2026 December 31, 2025

Accounts receivable, net $ 205 $ 200

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Total $ 3,335 $ 3,315

(1) Includes $ 583 million and $ 878 million of acquired timeshare financing receivables, net, as of September 30, 2025 and December 31, 2024, respectively.

(1) Includes $ 482 million and $ 528 million of acquired timeshare financing receivables, net, as of March 31, 2026 and December 31, 2025.

Contract liabilities include payments received or due in advance of satisfying our performance obligations.

Such contract liabilities include advance deposits received on vacation packages for future stays at our resorts, deferred revenues related to sales of VOIs of projects under construction, club activation fees and annual dues, the liability for bonus points awarded to our customers for purchase of VOIs at our properties or properties under our fee-for-service arrangements that may be redeemed in the future, deferred maintenance fees and other deferred revenue.

The following table presents the composition of our contract liabilities:

($ in millions) September 30, 2025 December 31, 2024

($ in millions)

Contract liabilities:

March 31, 2026 December 31, 2025

Advanced deposits $ 233 $ 228

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Bonus point incentive liability (1)

Maintenance fees

Other revenue

(1) The balance includes $ 56 million and $ 52 million of bonus point incentive liabilities included in Accounts payable, accrued expenses and other on our condensed consolidated balance sheets as of September 30, 2025 and December 31, 2024, respectively.

(1) The balance includes $ 51 million and $ 52 million of bonus point incentive liabilities included in Accounts payable, accrued expenses and other on our condensed consolidated balance sheets as of March 31, 2026 and December 31, 2025.

This liability is for incentives from VOI sales and sales and marketing expenses in conjunction with our fee-for-service arrangements.

Revenue earned for the three and nine months ended September 30, 2025, which was included in the contract liabilities balance at December 31, 2024, was approximately $ 39 million and $ 197 million, respectively.

Revenue earned for the three months ended March 31, 2026, which was included in the contract liabilities balance at December 31, 2025, was $ 113 million.

Transaction Price Allocated to Remaining Performance Obligations

Transaction price allocated to remaining performance obligations represents contract revenue that has not yet been recognized.

Our contracts with remaining performance obligations primarily include (i) sales of VOIs under construction, (ii) club activation fees paid at closing of a VOI purchase, (iii) customers’ advanced deposits on vacation packages and (iv) bonus points that may be redeemed in the future.

Deferred VOI sales primarily include the deferred revenues of sales associated with projects under construction.

The following table presents the deferred revenue, deferred cost of VOI sales and deferred direct selling costs from sales of VOIs related to projects under construction:

($ in millions) September 30, 2025 December 31, 2024

($ in millions) March 31, 2026 December 31, 2025

Sales of VOIs, net $ 485 $ 460

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Sales and marketing expense 79 74

During the nine months ended September 30, 2025, we deferred $ 307 million of Sales of VOI, net related to projects under construction.

We expect to recognize the revenue, costs of VOI sales and direct selling costs related to the projects under construction as of September 30, 2025, upon their completion in 2026.

The following table includes the remaining transaction price related to our contract liabilities as of September 30, 2025:

During the three months ended March 31, 2026, we deferred $ 62 million of Sales of VOI, net related to projects under construction, which were partially offset by a recognition of $ 37 million of sales of VOI, net related to the completion of a project in Japan.

We expect to recognize the revenue, costs of VOI sales and direct selling costs related to the project under construction as of March 31, 2026, upon its completion in 2026.

The following table includes the remaining transaction price related to our contract liabilities as of March 31, 2026:

($ in millions) Remaining

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103 1 year Straight-line basis

Maintenance fees

97 1 year Straight-line basis

Other revenue

58 1 year Straight-line basis

Revenue allocated to remaining performance obligations for management fees, which includes unearned revenue and amounts expected to be invoiced and recognized as revenue for the remainder of 2026, was $ 229 million as of March 31, 2026.

ACCOUNTS RECEIVABLE

Accounts receivable within the scope of ASC 326, Financial Instruments - Credit Losses are measured at amortized cost.

Accounts receivable are measured at amortized cost.

The following table represents our accounts receivable, net of allowance for credit losses:

($ in millions) September 30, 2025 December 31, 2024

($ in millions) March 31, 2026 December 31, 2025

Fee-for-service commissions $ 7 $ 18

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Our accounts receivable are generally due within one year of origination.

We use delinquency status and economic factors such as credit quality indicators to monitor our receivables within the scope of ASC 326 and use these as a basis for how we develop our expected loss estimates.

The changes in our allowance were as follows during the nine months ended September 30, 2025:

We use delinquency status and economic factors such as credit quality indicators to monitor our receivables and use these as a basis for how we develop our expected loss estimates.

The changes in our allowance were as follows during the three months ended March 31, 2026:

($ in millions) Fee-for-service commissions

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Write-offs charged against the allowance ( 8 ) ( 11 ) — ( 19 )

Balance as of September 30, 2025

Balance as of March 31, 2026

$ 24 $ 56 $ 14 $ 94

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Originated Acquired

($ in millions) September 30,

($ in millions) March 31,

2026 December 31,

2024 September 30,

2025 March 31,

2026 December 31,

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(1) Includes amounts used as collateral to secure a non-recourse revolving timeshare receivable credit facility (“Timeshare Facility”) as well as amounts held as future collateral for securitization activities.

In June 2025, we completed a securitization of approximately $ 300 million of gross timeshare financing receivables and issued approximately $ 166 million of 4.88 % notes, $ 87 million of 5.18 % notes, and $ 47 million of 5.52 % notes due May 2042.

The securitization transaction did not qualify as a sale and, accordingly, no gain or loss was recognized.

The transaction is considered a secured borrowing, and the notes from the transaction are presented as non-recourse debt.

The proceeds were used to pay down in part some of the existing debt and for other general corporate purposes.

In July 2025, we completed a securitization of approximately ¥ 9.5 billion, or $ 65 million, of gross timeshare loans with a coupon rate of 1.41 % due January 2039.

The collateralized timeshare notes are domiciled in Japan.

The securitization transaction did not qualify as a sale and, accordingly, no gain or loss was recognized.

The transaction is considered a secured borrowing, and the notes from the transaction are presented as non-recourse debt.

The proceeds were used for general corporate purposes.

In August 2025, we completed a securitization of approximately $ 400 million of gross timeshare financing receivables and issued approximately $ 210 million of 4.54 % notes, $ 125 million of 4.73 % notes and $ 65 million of 5.12 % notes due May 2044.

The securitization transaction did not qualify as a sale and, accordingly, no gain or loss was recognized.

The transaction is considered a secured borrowing, and the notes from the transaction are presented as non-recourse debt.

The proceeds were used to pay down in part some of the existing debt and for other general corporate purposes.

Consolidated Variable Interest Entities and Note 11:

Debt and Non-recourse Debt for additional information on our securitizations.

As of September 30, 2025 and December 31, 2024, we had timeshare financing receivables of $ 628 million and $ 455 million, respectively, securing the Timeshare Facility.

For our originated portfolio, we record an estimate of variable consideration for defaults as a reduction of revenue from financed VOI sales at the time revenue is recognized.

We record the difference between the timeshare financing receivable and the variable consideration included in the transaction price for the sale of the related VOI as an allowance for financing receivables and record the receivable net of the allowance.

For our acquired portfolio, any changes to the estimates of our allowance are recorded within Financing expense on our unaudited condensed consolidated statements of income in the period in which the change occurs.

As of March 31, 2026 and December 31, 2025, we had timeshare financing receivables of $ 945 million and $ 710 million securing the Timeshare Facility.

We recognize interest income on our timeshare financing receivables as earned.

As of September 30, 2025 and December 31, 2024, we had interest receivable outstanding of $ 23 million and $ 22 million, respectively, on our originated timeshare financing receivables.

As of September 30, 2025 and December 31, 2024, we had interest receivable outstanding of $ 5 million and $ 7 million, respectively, on our acquired timeshare financing receivables.

As of March 31, 2026 and December 31, 2025, we had interest receivable outstanding of $ 26 million for both periods on our originated timeshare financing receivables.

As of March 31, 2026 and December 31, 2025, we had interest receivable outstanding of $ 4 million for both periods on our acquired timeshare financing receivables.

Interest receivable is included in Other Assets within our condensed consolidated balance sheets.

The interest rate charged on the notes correlates to the risk profile of the customer at the time of purchase and the percentage of the purchase that is financed, among other factors.

As of September 30, 2025, our originated timeshare financing receivables had interest rates ranging from 1.5 % to 25.8 %, a weighted-average interest rate of 14.7 %, a weighted-average remaining term of 9.2 years and maturities through 2040.

As of March 31, 2026, our originated timeshare financing receivables had interest rates ranging from 1.5 % to 25.8 %, a weighted-average interest rate of 14.5 %, a weighted-average remaining term of 9.0 years and maturities through 2041.

Our acquired timeshare financing receivables had interest rates ranging from 2.0 % to 25.0 %, a weighted-average interest rate of 15.1 %, a weighted-average remaining term of 5.9 years and maturities through 2036.

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Allowance for Financing Receivables Losses

For our originated portfolio, we record an estimate of variable consideration for defaults as a reduction of revenue

from financed VOI sales at the time revenue is recognized.

The changes in our allowance for financing receivables losses were as follows:

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Balance as of December 31, 2025

$ 1,078 $ 155

Provision for financing receivables losses (1)

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Inventory recoveries — 7

Balance as of September 30, 2025

Balance as of March 31, 2026

$ 1,116 $ 144

($ in millions) Originated

Balance as of December 31, 2024

Initial allowance for purchased credit deteriorated financing receivables acquired during the period (2)

Provision for financing receivables losses (1)

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Inventory recoveries — 29

Balance as of September 30, 2024

Balance as of March 31, 2025

(1) For the Originated portfolio, this amount includes incremental provision for financing receivables losses, net of activity related to the repurchase of defaulted and upgraded timeshare financing receivables.

For the Acquired portfolio, this amount includes incremental provision for credit loss expense from Acquired receivables.

(2) The initial allowance determined for receivables with credit deterioration was $ 220 million as of the Bluegreen Acquisition Date.

We also reduced the initial allowance determined for receivables with credit deterioration for Legacy-Grand Islander by $ 6 million during the first quarter of 2024.

For the Acquired portfolio, this amount includes incremental provision for credit loss expense from Acquired loans.

(2) Represents the initial change in allowance resulting from upgrades of Acquired receivables.

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Originated Timeshare Financing Receivables

Our originated timeshare financing receivables as of September 30, 2025 mature as follows:

Our originated timeshare financing receivables as of March 31, 2026 mature as follows:

Originated Timeshare Financing Receivables

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We consider historical timeshare financing receivables performance and the current economic environment in the re-measurement of the allowance for financing receivable losses for our acquired timeshare financing receivables.

Subsequent changes to the allowance for acquired financing receivable losses are recorded within Financing expense on our unaudited condensed consolidated statements of income in the period in which the change occurs.

Our gross acquired timeshare financing receivables as of September 30, 2025 mature as follows:

changes to the allowance for acquired financing receivable losses are recorded within Financing expense on our unaudited condensed consolidated statements of income in the period in which the change occurs.

Our acquired timeshare financing receivables as of March 31, 2026 mature as follows:

Acquired Timeshare Financing Receivables

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Credit Quality of Timeshare Financing Receivables

We evaluate these portfolios collectively for purposes of estimating variable consideration, since we hold a large group of homogeneous timeshare financing receivables which are individually immaterial.

We evaluate each portfolio collectively for purposes of estimating variable consideration, since each holds a large group of homogeneous timeshare financing receivables which are individually immaterial.

We monitor the collectability of our receivables on an ongoing basis.

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We use a technique referred to as static pool analysis as the basis for estimating expected defaults and determining our allowance for financing receivables losses on our timeshare financing receivables.

For the static pool analysis, we use several years of default data through which we stratify our portfolio using certain key dimensions to stratify our portfolio such as FICO scores and equity percentage at the time of sale.

The adequacy of the related allowance is determined by management through analysis of several factors, such as current and forward-looking economic conditions and industry trends, as well as the specific risk characteristics of the portfolio including assumed default rates, aging and historical write-offs of these receivables.

The static pool analysis includes several years of default data through which we stratify our portfolio using certain key dimensions such as FICO scores and equity percentage at the time of sale.

The adequacy of the related allowance is determined by management through analysis of the specific risk characteristics of the portfolio including assumed default rates, aging and historical write-offs of these receivables.

Originated Timeshare Financing Receivables

Our originated gross balances by average FICO score of our originated timeshare financing receivables were as follows:

September 30, 2025

Our originated gross balances by FICO score of our originated timeshare financing receivables are below:

March 31, 2026

($ in millions) HGV Diamond

Grand Islander Bluegreen Total

FICO score (1)

700+ $ 1,150 $ 724 $ 51 $ 625 $ 2,550

3 unchanged sentences

Total $ 1,754 $ 1,073 $ 103 $ 834 $ 3,764

(1) Timeshare financing receivables without a FICO score are primarily related to foreign borrowers.

December 31, 2025

1 unchanged sentence

Grand Islander Bluegreen Total

FICO score (1)

700+ $ 1,162 $ 691 $ 46 $ 593 $ 2,492

3 unchanged sentences

Total $ 1,770 $ 1,018 $ 92 $ 785 $ 3,665

(1) During the first quarter of 2026, we updated our credit quality indicator disclosures to the use of a single FICO score from average FICO score, which is reflected in the tables above.

(2) Timeshare financing receivables without a FICO score are primarily related to foreign borrowers.

The following table details our gross originated timeshare financing receivables by the origination year and average FICO score as of September 30, 2025:

The following table details our gross originated timeshare financing receivables by the origination year and FICO score as of March 31, 2026:

Originated Timeshare Financing Receivables

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(1) Timeshare financing receivables without a FICO score are primarily related to foreign borrowers.

As of September 30, 2025 and December 31, 2024, we had ceased accruing interest on originated timeshare financing receivables with an aggregate principal balance of $ 372 million and $ 323 million, respectively.

As of March 31, 2026 and December 31, 2025, we had ceased accruing interest on originated timeshare financing receivables with an aggregate principal balance of $ 462 million and $ 430 million.

The following tables detail an aged analysis of our gross timeshare receivables balance:

Originated - Securitized

September 30, 2025

March 31, 2026

($ in millions) HGV Diamond

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Originated - Unsecuritized

September 30, 2025

March 31, 2026

($ in millions) HGV Diamond

24 unchanged sentences

Acquired Timeshare Financing Receivables

Our gross balances by average FICO score of our acquired timeshare financing receivables were as follows:

September 30, 2025

Our gross balances by FICO score of our acquired timeshare financing receivables are below:

March 31, 2026

($ in millions) Legacy-Diamond

Legacy-Grand Islander Legacy-Bluegreen

FICO score (1)

700+ $ 92 $ 26 $ 217 $ 335

2 unchanged sentences

Total $ 150 $ 100 $ 344 $ 594

(1) Timeshare financing receivables without a FICO score are primarily related to foreign borrowers.

December 31, 2025

1 unchanged sentence

Legacy-Grand Islander Legacy-Bluegreen

FICO score (1)

700+ $ 99 $ 32 $ 235 $ 366

2 unchanged sentences

Total $ 159 $ 120 $ 370 $ 649

(1) During the first quarter of 2026, we updated our credit quality indicator disclosures to the use of a single FICO score from average FICO score, which is reflected in the tables above.

(2) Timeshare financing receivables without a FICO score are primarily related to foreign borrowers.

The following tables detail our gross acquired timeshare financing receivables by the origination year and average FICO score as of September 30, 2025:

The following tables detail our gross acquired timeshare financing receivables by the origination year and FICO score as of March 31, 2026:

Acquired Timeshare Financing Receivables

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(1) Timeshare financing receivables without a FICO score are primarily related to foreign borrowers.

As of September 30, 2025 and December 31, 2024, we had ceased accruing interest on acquired timeshare financing receivables with an aggregate principal balance of $ 145 million and $ 231 million, respectively.

As of March 31, 2026 and December 31, 2025, we had ceased accruing interest on acquired timeshare financing receivables with an aggregate principal balance of $ 153 million and $ 152 million.

The following tables detail an aged analysis of our gross timeshare receivables balance:

Acquired - Securitized

September 30, 2025

March 31, 2026

($ in millions) Legacy-Diamond

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Acquired - Unsecuritized

September 30, 2025

March 31, 2026

($ in millions) Legacy-Diamond

24 unchanged sentences

Inventory was comprised of the following:

($ in millions) September 30, 2025 December 31, 2024

($ in millions) March 31, 2026 December 31, 2025

Completed unsold VOIs $ 2,075 $ 2,026

2 unchanged sentences

Total $ 2,541 $ 2,522

For the nine months ended September 30, 2025, we recorded non-cash operating activity transfers, net of $ 48 million related to the registrations for timeshare units under construction for a property in Japan from Property and equipment, net to Inventory .

As VOI inventory is constructed, it is recorded into Property and equipment, net until such units are registered and made available for sale.

Once registered and available for sale, the units are then transferred into Inventory .

The table below presents cost of sales true-ups relating to VOI products and the related impacts to the carrying value of inventory and cost of VOI sales:

Three Months Ended September 30, Nine Months Ended September 30,

Three Months Ended March 31,

($ in millions) 2026 2025

Cost of sales true-up (1)

$ 7 $ 4 $ 33 $ 15

(1) For the three and nine months ended September 30, 2025, and 2024, respectively, the cost of sales true-up decreased cost of VOI sales and increased inventory.

(1) For the three months ended March 31, 2026, and 2025, the cost of sales true-up decreased cost of VOI sales and increased inventory.

CONSOLIDATED VARIABLE INTEREST ENTITIES

As of September 30, 2025, we consolidated 18 VIEs.

The activities of these entities are limited primarily to purchasing qualifying non-recourse timeshare financing receivables from us and issuing debt securities and/or borrowing under a debt facility to facilitate such purchases.

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We have determined that we are the primary beneficiaries of these VIEs as we have the power to direct the activities that most significantly affect their economic performance.

We are also the servicer of these timeshare financing receivables and we often replace or repurchase timeshare financing receivables that are in default at their outstanding principal amounts.

We are the servicer of these timeshare financing receivables, and we often replace or repurchase timeshare financing receivables that are in default at their outstanding principal amounts.

Additionally, we have the right to receive benefits that could be significant to them.

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Our condensed consolidated balance sheets included the assets and liabilities of these entities, which primarily consisted of the following:

($ in millions) September 30, 2025 December 31, 2024

($ in millions) March 31, 2026 December 31, 2025

Restricted cash $ 105 $ 142

1 unchanged sentence

Non-recourse debt, net 2,531 2,690

The following table shows the interest income and expense recognized as a result of our involvement with these VIEs during the three months ended March 31, 2026.

These amounts are included within Financing revenue and Financing expense in the unaudited condensed consolidated statement of income.

($ in millions)

Interest income $ 96

Interest expense 28

Debt issuance cost amortization 3

Administrative expenses 2

Cash paid for interest associated with our non-recourse debt was $ 29 million and $ 26 million for the three months ended March 31, 2026 and 2025.

See our unaudited condensed consolidated statements of cash flows for additional information related to borrowings and payments on our Non-recourse debt.

INVESTMENTS IN UNCONSOLIDATED AFFILIATES

As of September 30, 2025 and December 31, 2024, we had ownership interests in BRE Ace LLC and 1776 Holding LLC, which are VIEs.

As of March 31, 2026 and December 31, 2025, we had ownership interests in BRE Ace LLC and 1776 Holding LLC, which are VIEs.

We do not consolidate BRE Ace LLC and 1776 Holding LLC because we are not the primary beneficiary.

These two unconsolidated affiliates have aggregated debt balances of $ 445 million and $ 384 million as of September 30, 2025 and December 31, 2024, respectively.

These two unconsolidated affiliates have aggregated debt balances of $ 359 million and $ 400 million as of March 31, 2026 and December 31, 2025.

The debt is secured by their assets and is without recourse to us.

Our maximum exposure to loss as a result of our investment interests in the two unconsolidated affiliates is primarily limited to (i) the carrying amount of the investments, which totaled $ 79 million and $ 73 million as of September 30, 2025 and December 31, 2024, respectively, and (ii) receivables for commission and other fees earned under fee-for-service arrangements.

Our maximum exposure to loss as a result of our investment interests in the two unconsolidated affiliates is primarily limited to (i) the carrying amount of the investments, which totaled $ 68 million and $ 63 million as of March 31, 2026 and December 31, 2025, and (ii) receivables for commission and other fees earned under fee-for-service arrangements.

Related Party Transactions for additional information.

During the nine months ended September 30, 2025, we received a cash distribution of $ 10 million from our investment in BRE Ace LLC.

During the three months ended March 31, 2026, we received a cash distribution of $ 1 million from our investment in 1776 Holding LLC.

For these VIEs, our investment interests are included in the condensed consolidated balance sheets as Investments in unconsolidated affiliates , and equity earned is included in the unaudited condensed consolidated statements of income as Equity in earnings from unconsolidated affiliates .

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Intangible assets and related accumulated amortization were as follows:

September 30, 2025

March 31, 2026

($ in millions) Gross Carrying Amount Accumulated Amortization

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Total $ 2,644 $ ( 974 ) $ 1,670

Amortization expense on intangible assets was $ 52 million and $ 56 million for the three months ended September 30, 2025 and 2024, respectively, and $ 154 million and $ 162 million for the nine months ended September 30, 2025 and 2024, respectively.

No intangible impairment charges were recognized during the three and nine months ended September 30, 2025 and 2024, respectively.

Amortization expense on intangible assets was $ 55 million and $ 50 million for the three months ended March 31, 2026 and 2025.

DEBT AND NON-RECOURSE DEBT

The following table details our outstanding debt balance and its associated interest rates:

($ in millions) Weighted Average Interest Rate

September 30, 2025 December 31, 2024

($ in millions) Interest Rate

March 31, 2026 December 31, 2025

Senior secured credit facility

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Total debt, net $ 4,757 $ 4,545

(1) As of September 30, 2025 and December 31, 2024, weighted-average interest rates were 5.980 % and 6.140 %, respectively.

(2) Amount includes unamortized deferred financing costs related to our term loans and senior notes of $ 35 million and $ 21 million, respectively, as of September 30, 2025 and $ 39 million and $ 25 million, respectively, as of December 31, 2024.

This amount also includes unamortized original issuance discounts of $ 4 million and $ 5 million as of September 30, 2025 and December 31, 2024, respectively.

(3) Amount does not include unamortized deferred financing costs of $ 4 million and $ 3 million as of September 30, 2025 and December 31, 2024, respectively, related to our revolving facility which are included in Other assets in our condensed consolidated balance sheets.

(4) Amount also includes unamortized discount of $ 2 million related to the Bluegreen debt recognized at the Bluegreen Acquisition Date as of September 30, 2025 and December 31, 2024.

(1) As of March 31, 2026 and December 31, 2025, weighted-average interest rates on Total debt, gross were 5.649 % and 5.691 %.

(2) Unamortized deferred financing costs of $ 3 million as of March 31, 2026 and December 31, 2025 related to our revolving facility are included in Other assets in our condensed consolidated balance sheets.

(3) Amount includes unamortized deferred financing costs of $ 49 million and $ 53 million as of March 31, 2026 and December 31, 2025.

This amount also includes unamortized original issuance discounts of $ 5 million as of March 31, 2026 and December 31, 2025.

Senior secured credit facility

On January 31, 2025, we amended our Revolver Credit Facility (“Revolver”) and both our Term Loan B due 2028 and Term Loan B due 2031.

The terms of the Revolver were amended to reduce pricing spreads, expand covenants, reset certain incurrence baskets and extend maturity to January 2030.

The Term Loan B due 2028 was repriced to SOFR plus 2.00 %, down from SOFR plus 2.50 %.

The Term Loan B due 2031 was repriced to SOFR plus 2.00 %, down from SOFR plus 2.25 %.

Additionally, the Term Loan A, due January 2028, was repriced to SOFR plus 1.65 %, down from SOFR plus 1.75 %.

As of September 30, 2025, we had $ 68 million of letters of credit outstanding under the revolving credit facility and $ 1 million outstanding backed by cash collateral.

We were in compliance with all applicable maintenance and financial covenants and ratios as of September 30, 2025.

As of September 30, 2025, we have $ 632 million remaining borrowing capacity under the revolver facility.

As of March 31, 2026, we had $ 64 million of letters of credit outstanding under the revolving credit facility and $ 1 million outstanding backed by cash collateral.

We were in compliance with all applicable maintenance and financial covenants and ratios as of March 31, 2026.

As of March 31, 2026, we have $ 591 million remaining borrowing capacity under the revolver facility.

We primarily use interest rate swaps as part of our interest rate risk management strategy for our variable-rate debt.

These interest rate swaps are associated with the SOFR-based senior secured credit facility.

As of September 30, 2025, these interest rate swaps convert the SOFR-based variable rate on our Term Loan B due 2028 to average fixed rates of 1.55 % per annum with maturities between 2026 and 2028, for the balance on this borrowing up to the notional values of our interest rate swaps.

As of September 30, 2025, the aggregate notional values of the interest rate swaps under our Term Loan B due 2028 was $ 550 million.

Our interest rate swaps have been designated and qualify as cash flow hedges of interest rate risk and are recorded at their estimated fair value as an asset in Other assets in our condensed consolidated balance sheets.

As of September 30, 2025 and December 31, 2024, the estimated fair values of our cash flow hedges were $ 21 million and $ 37 million, respectively.

We characterize payments we make in connection with these derivative instruments as interest expense and a reclassification of accumulated other comprehensive income for presentation purposes.

As of March 31, 2026, these interest rate swaps convert the SOFR-based variable rate on our Term Loan B due 2028 to average fixed rates of 1.55 % per annum with maturities between 2026 and 2028, for the balance on this borrowing up to the notional values of our interest rate swaps.

As of March 31, 2026, the aggregate notional values of the interest rate swaps under our Term Loan B due 2028 was $ 550 million.

Our interest rate swaps have been designated and qualify as cash flow hedges of interest rate risk and recorded at their estimated fair value as an asset in Other assets in our condensed consolidated balance sheets.

As of both March 31, 2026 and December 31, 2025, the estimated fair value of our cash flow hedges was $ 18 million.

We characterize payments we make in connection with these derivative instruments as interest expense and a reclassification of accumulated other comprehensive loss for presentation purposes.

We classify cash inflows and outflows from derivatives that hedge interest rate risk within operating activities in the unaudited condensed consolidated statements of cash flows.

The following table reflects the activity, net of tax, in Accumulated other comprehensive loss related to our derivative instruments during the nine months ended September 30, 2025:

The following table reflects the activity, net of tax, in Accumulated other comprehensive loss related to our derivative instruments during the three months ended March 31, 2026:

Net unrealized gain on derivative instruments

2 unchanged sentences

Reclassifications to net income

Balance as of September 30, 2025

Balance as of March 31, 2026

Senior Notes due 2032

The Senior Notes due 2032 are guaranteed on a senior secured basis by certain of our subsidiaries.

We were in compliance with all applicable financial covenants as of September 30, 2025.

We were in compliance with all applicable financial covenants as of March 31, 2026.

Senior Notes due 2029 and 2031

The Senior Unsecured Notes are guaranteed on a senior unsecured basis by certain of our subsidiaries.

We are in compliance with all applicable financial covenants as of September 30, 2025.

We are in compliance with all applicable financial covenants as of March 31, 2026.

Cash paid for interest on our corporate debt, net was $ 68 million and $ 72 million for the three months ended March 31, 2026 and 2025.

Non-recourse Debt

The following table details our outstanding non-recourse debt balance and associated interest rates:

($ in millions) Weighted Average Interest Rate

September 30,

2025 December 31, 2024

($ in millions) Weighted Average Interest Rate March 31, 2026 December 31, 2025

Non-recourse debt (1)

10 unchanged sentences

Total non-recourse debt, net $ 2,552 $ 2,716

(1) As of September 30, 2025 and December 31, 2024, weighted-average interest rates were 5.096 % and 5.235 %, respectively.

(1) As of March 31, 2026 and December 31, 2025, weighted-average interest rates were 5.028 % and 5.019 %.

(2) Interest rates as of March 31, 2026 range from 1.410 % to 6.419 %.

(3) Amount includes unamortized deferred financing costs of $ 26 million and $ 30 million as of March 31, 2026 and December 31, 2025, and unamortized discounts of $ 4 million and $ 5 million as of March 31, 2026 and December 31, 2025.

Timeshare Facility

The Timeshare Facility is a non-recourse obligation payable solely from the pool of timeshare financing receivables pledged as collateral and related assets.

The revolving commitment period of the Timeshare Facility terminates in November 2026;

however the repayment maturity date extends 12 months beyond the commitment termination date to November 2027.

(3) Interest rates as of September 30, 2025 range from 1.410 % to 6.419 %.

(4) Amount relates to securitized debt only and does not include unamortized deferred financing costs of $ 1 million and $ 2 million as of September 30, 2025 and December 31, 2024, respectively, relating to our Timeshare Facility included in Other Assets in our condensed consolidated balance sheets.

(5) Amount includes unamortized discounts of $ 6 million and $ 11 million as of September 30, 2025 and December 31, 2024, respectively, related to the Grand Islander securitized debt and Bluegreen securitized and non-recourse debt recognized at the respective acquisition dates.

(6) Recourse on the NBA Receivables Facility is generally limited to the greater of 15 % of the outstanding borrowings and $ 5 million, subject to certain exceptions.

(7) Amount includes unamortized deferred financing costs of $ 27 million and $ 21 million as of September 30, 2025 and December 31, 2024, respectively, related to HGV securitized debt.

The issued notes are backed by pledged assets, consisting of a pool of HGV, Diamond Resorts, and Bluegreen Vacations collateral combined, secured by first mortgages, first deeds of trust, membership interests or timeshare interests (other than a fee simple interest in real estate) and a letter of credit.

The notes are a non-recourse obligation and are payable solely from the timeshare financing receivables pledged as collateral for the notes.

The proceeds of the notes were used to pay down in part some of our existing debt and for other general corporate purposes.

Additionally, in connection with the securitization, we incurred $ 6 million in debt issuance costs.

In July 2025, we completed a securitization of approximately ¥ 9.5 billion, or $ 65 million, of gross timeshare financing receivables and issued notes with an average coupon rate of 1.41 % due January 2039.

The issued note is backed by pledged assets, consisting of a pool of HGV loans domiciled in Japan, secured by first mortgages.

The note is a non-recourse obligation and is payable solely from the timeshare financing receivables pledged as collateral for the note.

The proceeds of the note were used for general corporate purposes.

Additionally, in connection with the securitization, we incurred $ 3 million in debt issuance costs.

The notes are a non-recourse obligation and are payable solely from the timeshare financing receivables pledged as collateral for the notes.

The proceeds of the notes were used to pay down in part some of our existing debt and for other general corporate purposes.

Additionally, in connection with the securitization, we incurred $ 6 million in debt issuance costs.

The Timeshare Facility is a non-recourse obligation payable solely from the pool of timeshare financing receivables pledged as collateral and related assets.

As of September 30, 2025, our Timeshare Facility has a remaining borrowing capacity of $ 300 million.

During the nine months ended September 30, 2025, we repaid $ 1,868 million on the Timeshare Facility and $ 730 million on Securitized Debt.

As of March 31, 2026, our Timeshare Facility has a remaining borrowing capacity of $ 150 million.

Securitized Debt

We are required to deposit payments received from customers on the timeshare financing receivables securing the Timeshare Facility and Securitized Debt into depository accounts maintained by third parties.

On a monthly basis, the depository accounts are utilized to make required principal, interest and other payments due under the respective loan

The balances in the depository accounts were $ 97 million and $ 193 million as of September 30, 2025 and December 31, 2024, respectively, and were included in Restricted cash in our condensed consolidated balance sheets.

On a monthly basis, the depository accounts are utilized to make required principal, interest and other payments due under the respective loan agreements.

The balances in the depository accounts were $ 105 million and $ 142 million as of March 31, 2026 and December 31, 2025, and were included in Restricted cash in our condensed consolidated balance sheets.

NBA Receivables Facility

Recourse on the NBA Receivables Facility is generally limited to the greater of 15 % of the outstanding borrowings and $ 5 million, subject to certain exceptions.

Debt Maturities

The contractual maturities of our debt and non-recourse debt as of September 30, 2025 were as follows:

The contractual maturities of our debt and non-recourse debt as of March 31, 2026 were as follows:

($ in millions) Debt Non-recourse Debt Total

2025 (remaining three months) $ 6 $ 150 $ 156

2026 (remaining nine months) $ 18 $ 364 $ 382

2027 22 1,101 1,123

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The carrying amounts and estimated fair values of our financial assets and liabilities were as follows:

September 30, 2025

March 31, 2026

($ in millions) Carrying

2 unchanged sentences

$ 3,130 $ — $ 3,402

Debt, net (2)

4,757 4,282 445

6 unchanged sentences

$ 3,115 $ — $ 3,419

Debt, net (2)

4,545 4,352 233

1 unchanged sentence

2,716 2,128 640

(1) Carrying amount net of allowance for financing receivables losses.

(2) Carrying amount net of unamortized deferred financing costs and discounts.

Our estimates of the fair values were determined using available market information and appropriate valuation methods.

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The table above excludes interest rate swaps discussed below and cash and cash equivalents, restricted cash, accounts receivable, accounts payable, accrued expenses and other and advanced deposits, all of which had fair values approximating their carrying amounts due to the short maturities and liquidity of these instruments.

The estimated fair values of our originated and acquired timeshare financing receivables were determined using a discounted cash flow model.

The estimated fair values of our Level 3 originated and acquired timeshare financing receivables were determined using a discounted cash flow model.

Our model incorporates default rates, coupon rates, credit quality and loan terms respective to the portfolio based on current market assumptions for similar types of arrangements.

The estimated fair values of our Level 2 derivative financial instruments were determined utilizing projected future cash flows discounted based on an expectation of future interest rates derived from observable market interest rate curves and market volatility.

Refer to Note 11:

Debt and Non-recourse Debt above.

The estimated fair values of our Level 1 debt and non-recourse debt were based on prices in active debt markets.

The estimated fair values of our Level 3 debt and non-recourse debt were based on the following:

The estimated fair value of our Level 3 debt and non-recourse debt were based on the following:

• Debt – based on indicative quotes obtained for similar issuances and projected future cash flows discounted at risk-adjusted rates.

• Non-recourse debt – based on projected future cash flows discounted at risk-adjusted rates.

The effective tax rate for the three months ended September 30, 2025 and 2024 was approximately 38 % and 68 %, respectively.

The effective tax rate for the nine months ended September 30, 2025 and 2024 was approximately 52 % and 66 %.

The effective tax rate decreases for both quarter over quarter and year over year are primarily due to overall change in earnings and prior year one-time expenses related to the Bluegreen Acquisition, partially offset by other discrete items.

The effective tax rate for the three months ended March 31, 2026 and 2025 was approximately 8 % and ( 55 )%.

The effective tax rate increase year over year is primarily due to the impact of discrete items relative to the change in overall earnings.

The difference between our effective tax rate as compared to the U.S.

statutory federal tax rate of 21% is primarily due to state and foreign income taxes, the jurisdictional mix of earnings, and discrete items, which are primarily related to unrecognized tax benefits and the Bluegreen Acquisition.

On July 4, 2025, the United States enacted tax reform legislation commonly known as the One Big Beautiful Bill Act (the “Act”), resulting in significant modifications to existing law.

These changes include provisions that allow for accelerated tax deductions for qualified property and research expenditures.

We evaluated the Act and do not expect a material impact to our effective tax rate.

statutory federal tax rate of 21% is primarily due to discrete tax benefits, partially offset by state and foreign income taxes.

Our discrete items are primarily related to unrecognized tax benefits.

Cash paid for income taxes, net of refunds, was $ 5 million and $ 63 million for the three months ended March 31, 2026 and 2025.

SHARE-BASED COMPENSATION

The 2023 Omnibus Incentive Plan (“2023 Plan”) authorizes the issuance of restricted stock units (“Service RSUs” or “RSUs”), nonqualified stock options (“Options”), time and performance-vesting restricted stock units (“Performance RSUs” or “PSUs”), and stock appreciation rights (“SARs”) to certain employees and directors.

As of September 30, 2025, there were 2,591,025 shares of common stock available for future issuance under the 2023 plan.

We recognized share-based compensation expense of $ 18 million and $ 11 million for the three months ended September 30, 2025 and 2024 and $ 52 million and $ 37 million for the nine months ended September 30, 2025 and 2024.

On June 30, 2025, the second tranche of the Performance Cash Awards vested for certain executive officers and employees.

These performance cash awards were included within Acquisition and integration-related expense in our condensed consolidated statements of income.

As of September 30, 2025, unrecognized compensation cost for unvested awards was approximately $ 56 million, which is expected to be recognized over a weighted average period of 2.0 years.

During the nine months ended September 30, 2025, we issued 978,150 Service RSUs with a weighted-average grant date fair value of $ 40.90 , which vest in annual installments over three years from the date of grant, subject to the individual’s continued employment through the applicable vesting date.

During the nine months ended September 30, 2025 , we did not grant any Options.

As of September 30, 2025, we had 1,907,598 Options outstanding that were exercisable.

The 2023 Omnibus Incentive Plan (“2023 Plan”) authorizes the issuance of restricted stock units (“Service RSUs” or “RSUs”), nonqualified stock options (“Options”), and time and performance-vesting restricted stock units (“Performance RSUs” or “PSUs”) to certain employees and directors.

As of March 31, 2026, there were 1,225,754 shares of common stock available for future issuance under the 2023 plan.

We recognized share-based compensation expense of $ 10 million and $ 12 million for the three months ended March 31, 2026 and 2025.

As of March 31, 2026, unrecognized compensation cost for unvested awards was approximately $ 117 million, which is expected to be recognized over a weighted average period of 1.9 years.

During the three months ended March 31, 2026, we issued 988,304 Service RSUs with a weighted-average grant date fair value of $ 42.28 , which generally vest in annual installments over three years from the date of grant, subject to the individual’s continued employment through the applicable vesting date.

During the three months ended March 31, 2026 , we did not grant any Options.

As of March 31, 2026, we had 2,030,322 Options outstanding that were exercisable.

Performance RSUs

During the nine months ended September 30, 2025, we issued 449,308 Performance RSUs with a weighted-average grant date fair value of $ 41.01 .

During the three months ended March 31, 2026, we issued 489,848 Performance RSUs with a weighted-average grant date fair value of $ 42.27 .

The Performance RSUs are settled at the end of a 3-year performance period, with 50 % of the Performance RSUs subject to achievement based on the Company’s adjusted earnings before interest expense, taxes and depreciation and amortization, further adjusted for net deferral and recognition of revenues and related direct expenses related to sales of VOIs of projects under construction.

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The ESPP allows eligible employees to purchase shares of our common stock at a price per share not less than 85 % of the fair market value per share of common stock on the first day of the Purchase Period or the last day of the Purchase Period, whichever is lower, up to a maximum threshold established by the plan administrator for the offering period.

During the three and nine months ended September 30, 2025, we recognized $ 1 million and $ 2 million of compensation expense related to this plan, respectively.

During the three and nine months ended September 30, 2024, we recognized less than $ 1 million and $ 1 million of compensation expense related to this plan, respectively.

EARNINGS PER SHARE

The following tables present the calculation of our basic and diluted earnings per share (“EPS”) and the corresponding weighted average shares outstanding referenced in these calculations:

Three Months Ended September 30, Nine Months Ended September 30,

During each of the three months ended March 31, 2026 and 2025, we recognized less than $ 1 million of compensation expense related to this plan.

EARNINGS (LOSS) PER SHARE

The following tables present the calculation of our basic and diluted earnings (loss) per share (“EPS”) and the corresponding weighted average shares outstanding referenced in these calculations:

Three Months Ended March 31,

($ and shares outstanding in millions, except per share amounts) 2026 2025

Net income attributable to stockholders

$ 25 $ 29 $ 33 $ 27

Net income (loss) attributable to stockholders $ 66 $ ( 17 )

Weighted average shares outstanding 81.9 95.5

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$ 0.81 $ ( 0.17 )

Net income attributable to stockholders

$ 25 $ 29 $ 33 $ 27

Net income (loss) attributable to stockholders $ 66 $ ( 17 )

Weighted average shares outstanding 83.7 95.5

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Basic weighted average shares outstanding

88.3 101.0 91.6 103.2

RSUs (2) , PSUs (3) , Options (4) and ESPP

1.8 1.0 1.6 1.2

Diluted weighted average shares outstanding

90.1 102.0 93.2 104.4

(1) Earnings per share amounts are calculated using whole numbers.

(2) Excludes approximately 3,000 and 2,000 shares of RSUs that would have been anti-dilutive to EPS under the treasury stock method for the three and nine months ended September 30, 2025, respectively.

Also excludes approximately 42,000 and 214,000 shares of RSUs that would have been anti-dilutive to EPS under the treasury stock method for the three and nine months ended September 30, 2024, respectively.

These RSUs could potentially dilute EPS in the future.

(3) Excludes approximately 14,000 and 9,000 shares of PSUs that would have been anti-dilutive to EPS under the treasury stock method for the three and nine months ended September 30, 2024, respectively.

These PSUs could potentially dilute EPS in the future.

There were no anti-dilutive PSUs for the three and nine months ended September 30, 2025.

(4) Excludes approximately 608,000 and 1,157,000 shares of Options that would have been anti-dilutive to EPS under the treasury stock method for the three and nine months ended September 30, 2025, respectively.

Also excludes approximately 1,209,000 and 1,120,000 shares of Options that would have been anti-dilutive to EPS under the treasury stock method for the three and nine months ended September 30, 2024, respectively.

(2) There were no shares of RSUs that would have been anti-dilutive to EPS under the treasury stock method for the three months ended March 31, 2026.

(3) There were no shares of PSUs that would have been anti-dilutive to EPS under the treasury stock method for the three months ended March 31, 2026.

(4) Excludes approximately 594,000 shares of Options that would have been anti-dilutive to EPS under the treasury stock method for the three months ended March 31, 2026.

These Options could potentially dilute EPS in the future.

For the three months ended March 31, 2025, 1,307,252 potentially dilutive shares were excluded from the calculation of diluted weighted average shares outstanding and diluted earnings per share as a result of our net loss position.

Share Repurchases

On August 7, 2024, our Board of Directors approved a share repurchase program authorizing us to repurchase up to an aggregate of $ 500 million of our outstanding shares of common stock over a two-year period (the “2024 Repurchase Plan”).

On July 29, 2025, our Board of Directors approved a new share repurchase program authorizing us to repurchase up to an aggregate of $ 600 million of its outstanding shares of common stock over a two-year period (the “2025 Repurchase Plan” and together with the 2024 Repurchase Plan, the “Repurchase Plans”), which is in addition to the 2024 Repurchase

The following table summarizes stock repurchase activity under the current and previous share repurchase programs as of September 30, 2025:

On July 29, 2025, our Board of Directors approved a share repurchase program authorizing us to repurchase up to an aggregate of $ 600 million of our outstanding shares of common stock over a two-year period (the “2025 Repurchase Plan”.

The following table summarizes stock repurchase activity under the current and previous share repurchase programs as of March 31, 2026:

(in millions) Shares Cost

1 unchanged sentence

Repurchases 3 150

As of September 30, 2025

From October 1, 2025 through October 23, 2025, we repurchased approximately 1.1 million shares for $ 47 million.

As of October 23, 2025, we had $ 531 million of remaining availability under the 2025 Repurchase Plan and none under the 2024 Repurchase Plan.

As of March 31, 2026

From April 1, 2026 through April 23, 2026, we repurchased approximately 0.9 million shares for $ 41 million.

As of April 23, 2026, we had $ 237 million of remaining availability under the 2025 Repurchase Plan.

RELATED PARTY TRANSACTIONS

BRE Ace LLC and 1776 Holding, LLC

We hold an ownership interest in BRE Ace LLC, a VIE, which owns a timeshare resort property and related operations, commonly known as “Elara, a Hilton Grand Vacations Club.”

We hold an ownership interest in 1776 Holding, LLC, a VIE, which owns a timeshare resort property and related operations, known as “Liberty Place Charleston, a Hilton Club.”

We hold an ownership interest in BRE Ace LLC, a VIE, which owns the Elara timeshare resort property located in Las Vegas, Nevada.

We hold an ownership interest in 1776 Holding, LLC, a VIE, which owns the Liberty Place Charleston timeshare resort property located in Charleston, South Carolina.

We record Equity in earnings from our unconsolidated affiliates in our unaudited condensed consolidated statements of income.

Investments in Unconsolidated Affiliates for additional information.

Additionally, we earn commissions and other fees related to fee-for-service agreements with the investees to sell VOIs at Elara, a Hilton Grand Vacations Club and Liberty Place Charleston, a Hilton Club.

Additionally, we earn commissions and other fees related to fee-for-service agreements with the investees to sell VOIs at the Elara and Liberty Place Charleston timeshare resort properties.

These amounts are summarized in the following table and are included in Fee-for-service commissions, package sales and other fees on our unaudited condensed consolidated statements of income as of the date they became related parties.

Three Months Ended September 30, Nine Months Ended September 30,

Three Months Ended March 31,

($ in millions) 2026 2025

1 unchanged sentence

Commissions and other fees 36 39

We also had $ 2 million and $ 5 million of outstanding receivables related to these fee-for-service agreements included in Accounts receivable, net on our condensed consolidated balance sheets as of September 30, 2025 and December 31, 2024, respectively.

We also had $ 3 million of outstanding payables and $ 3 million of outstanding receivables related to these fee-for-service agreements included in Accounts payable, accrued expenses and other and Accounts receivable, net on our condensed consolidated balance sheets as of March 31, 2026 and December 31, 2025, respectively.

Apollo Global Management Inc.

On August 12, 2025, we and certain entities managed by affiliates of Apollo Global Management, Inc.

(the “Selling Stockholders”) entered into an underwriting agreement (the “Underwriting Agreement”) with Wells Fargo Securities, LLC, as representative of the underwriters named therein, including Apollo Global Securities, LLC, an affiliate of the Selling Stockholders (collectively, the “Underwriters”), in connection with the offer and sale by the Selling Stockholders of 8,050,000 shares of our common stock (including 1,050,000 shares at the option of the Underwriters) (the “Offering”).

As part of the Offering, we repurchased, and subsequently retired, 933,488 shares of our common stock under our Share Repurchase Plans from the Underwriters (the “Share Repurchase”) for an aggregate purchase price of $ 40 million (or approximately $ 42.85 per share), which was the same per share price paid by the Underwriters to the Selling Stockholders.

( “ Apollo ” )

As part of the Diamond Acquisition in 2021, Apollo obtained more than 20 % of our common stock at the time of the acquisition.

During the year ended December 31, 2025, we billed Apollo for $ 2 million of reimbursable expenses, for which payment was received in January 2026.

BUSINESS SEGMENTS

13 unchanged sentences

We define Adjusted EBITDA as EBITDA, further adjusted to exclude certain items, including, but not limited to, gains, losses and expenses in connection with:

(i) other gains, including asset dispositions and foreign currency transactions;

(i) other gains and losses, including asset dispositions and foreign currency transactions;

(ii) debt restructurings/retirements;

3 unchanged sentences

We do not include equity in earnings from unconsolidated affiliates in our measures of segment operating performance.

The table below presents revenues for our reportable segment results which include the acquired Bluegreen operations within both segments as of the Bluegreen Acquisition Date, reconciled to consolidated amounts:

Three Months Ended September 30, Nine Months Ended September 30,

The table below presents revenues for our reportable segment results reconciled to consolidated amounts:

Three Months Ended March 31,

($ in millions) 2026 2025

1 unchanged sentence

Resort operations and club management (1)

406 383 1,202 1,129

Total segment revenues 1,156 1,036

6 unchanged sentences

The following tables present Adjusted EBITDA for our reportable segments:

For the three months ended September 30, 2025

Real Estate and Financing Resort Operations and Club Management Total

Revenues from external customers $ 789 $ 379 $ 1,168

Intersegment revenues — 27 27

Total segment revenues 789 406 1,195 (a)

Cost of VOI sales

Selling expense 220 — 220

Marketing expense 274 — 274

Financing expense 53 — 53

Club expense — 22 22

Property management expense — 36 36

Rental expense — 178 178

Other expenses 3 12 15

Total segment expenses 593 (b) 248 (c) 841

Share-based compensation expense 5 2 7

Other segment adjustment items 10 ( 1 ) 9 (d)

Intersegment elimination ( 27 ) — ( 27 ) (a)

Segment Adjusted EBITDA $ 184 $ 159 $ 343

For the nine months ended September 30, 2025

Real Estate and Financing Resort Operations and Club Management Total

Revenues from external customers $ 2,194 $ 1,127 $ 3,321

Intersegment revenues — 75 75

Total segment revenues 2,194 1,202 3,396 (a)

Cost of VOI sales

Selling expense 621 — 621

Marketing expense 769 — 769

Financing expense 162 — 162

Club expense — 63 63

Property management expense — 105 105

Rental expense — 564 564

Other expenses 11 35 46

Total segment expenses 1,669 (b) 767 (c) 2,436

Share-based compensation expense 14 7 21

Other segment adjustment items 29 ( 1 ) 28 (d)

Intersegment elimination ( 75 ) — ( 75 ) (a)

Segment Adjusted EBITDA $ 493 $ 441 $ 934

(a) Includes charges to the Real estate sales and financing segment from the Resort operations and club management segment for fulfillment of discounted marketing package stays at resorts.

We account for intersegment revenues as if they were sales to third parties at current market prices.

(b) Consists of Costs of VOI sales , Sales and Marketing , and Financing expense on the condensed consolidated statements of income.

(c) Consists of Resort and club management and Rental and ancillary services expense on the condensed consolidated statements of income.

(d) Consists of costs associated with restructuring, one-time charges, other non-cash items, and for the Real Estate and Financing Segment, amortization of fair value premiums and discounts resulting from purchase accounting.

For the three months ended September 30, 2024

($ in millions)

For the three months ended March 31, 2026

Real Estate and Financing Resort Operations and Club Management Total

15 unchanged sentences

Segment Adjusted EBITDA $ 211 $ 128 $ 339

For the nine months ended September 30, 2024

($ in millions)

For the three months ended March 31, 2025

Real Estate and Financing Resort Operations and Club Management Total

17 unchanged sentences

We account for intersegment revenues as if they were sales to third parties at current market prices.

(b) Consists of Costs of VOI sales , Sales and Marketing , and Financing expense on the condensed consolidated statements of income.

(c) Consists of Resort and club management and Rental and ancillary services expense on the condensed consolidated statements of income.

(b) Consists of Costs of VOI sales , Sales and Marketing , and Financing expense on the unaudited condensed consolidated statements of income.

(c) Consists of Resort and club management and Rental and ancillary services expense on the unaudited condensed consolidated statements of income.

The following table presents Adjusted EBITDA for our reportable segments reconciled to net income and net income attributable to stockholders:

Three Months Ended September 30, Nine Months Ended September 30,

Three Months Ended March 31,

($ in millions) 2026 2025

1 unchanged sentence

Real estate sales and financing (1)

$ 184 $ 233 $ 493 $ 632

Resort operations and club management (1)

159 156 441 442

Segment Adjusted EBITDA 339 266

6 unchanged sentences

Income tax expense ( 6 ) ( 6 )

( 15 ) ( 61 ) ( 36 ) ( 53 )

Equity in earnings from unconsolidated affiliates 5 5

Impairment expense

( 1 ) — ( 2 ) ( 2 )

Other adjustment items (2)

( 11 ) ( 16 )

Net income (loss)

Net income attributable to noncontrolling interest 2 5

Net income attributable to stockholders

Net income (loss) attributable to stockholders

$ 66 $ ( 17 )

3 unchanged sentences

The following table presents total assets for our reportable segments, reconciled to consolidated amounts:

($ in millions) September 30, 2025 December 31, 2024

($ in millions) March 31, 2026 December 31, 2025

Real estate sales and financing $ 7,830 $ 7,807

4 unchanged sentences

The following table presents capital expenditures for property and equipment (including inventory and leases) for our reportable segments, reconciled to consolidated amounts:

Nine Months Ended September 30,

Three Months Ended March 31,

($ in millions) 2026 2025

6 unchanged sentences

Bass Pro Shops Marketing Agreement Commitments

and sell vacation packages at kiosks in Bass Pro’s and Cabela’s retail locations and through other means.

In November 2023, we entered into a 10-year exclusive marketing agreement with Bass Pro Shops (“Bass Pro”), a nationally-recognized retailer of fishing, marine, hunting, camping and sports gear, that provides us with the right to market and sell vacation packages at kiosks in Bass Pro’s and Cabela’s retail locations and through other means.

This agreement became effective on the Bluegreen Acquisition Date.

As a part of this agreement, we are required to make certain minimum annual payments and certain variable payments based upon the number of travel packages sold during the year or the number of Bass Pro and Cabela’s retail locations HGV maintains during the year.

As of September 30, 2025, HGV had sales and marketing operations at a total of 141 Bass Pro Shops and Cabela’s Stores, including 7 virtual kiosks.

As of March 31, 2026, HGV had sales and marketing operations at a total of 144 Bass Pro Shops and Cabela’s Stores, including 7 virtual kiosks.

Other Commitments

We have fulfilled certain arrangements with developers where we were committed to purchase vacation ownership units or other real estate at a future date to be marketed and sold under our Hilton Grand Vacations brand.

As of September 30, 2025, we were committed to purchase approximately $ 234 million of inventory over a period of 10 years and $ 45 million of other commitments in the normal course of business.

We are also committed to an agreement to exchange parcels of land in Hawaii, subject to the successful completion of zoning, land use requirements and other applicable regulatory requirements.

As of March 31, 2026, we were committed to purchase approximately $ 212 million of inventory over a period of 9 years and $ 42 million of other commitments in the normal course of business.

The actual amount and timing of the acquisitions are subject to change pursuant to the terms of the respective arrangements, which could also allow for cancellation in certain circumstances.

During the nine months ended September 30, 2025, we fulfilled $ 33 million of purchases required under our inventory commitments.

As of September 30, 2025, our remaining obligations pursuant to these arrangements were expected to be incurred as follows:

During the three months ended March 31, 2026, we fulfilled $ 14 million of purchases required under our inventory commitments.

As of March 31, 2026, our remaining obligations pursuant to these arrangements were expected to be incurred as follows:

($ in millions) 2026

2026 2027 2028 2029

Thereafter Total

6 unchanged sentences

Total $ 44 $ 52 $ 95 $ 87 $ 106 $ 146 $ 530

(1) Commitments for properties in Missouri, New York and Tennessee.

(1) Commitments for properties in New York and Tennessee.

(2) For the property in New York, the payments are subject to the seller obtaining the inventory and providing clear title.

5 unchanged sentences

We record a contingent litigation liability when it is determined that it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated.

As of September 30, 2025 and December 31, 2024, we accrued liabilities of approximately $ 5 million and $ 7 million, respectively, for all legal matters.

On July 22, 2024, an adverse interim award was entered in an arbitration related to a matter that existed as of the Bluegreen Acquisition Date involving Bluegreen Vacations Unlimited, Inc.

(“BVU”), a Bluegreen subsidiary, in connection with an alleged breach of a purchase and sale agreement for The Manhattan Club property in New York, New York.

Prior to any decision by the arbitration panel on potential damages for breach, the interim award allowed BVU to propose a cure for the breach.

We and the opposing party both proposed forms of cure to the arbitration panel.

On February 10, 2025, the arbitration panel issued a decision on what is required to cure, which included purchases of inventory and assuming the management agreement at The Manhattan Club.

We completed the first steps of cure on February 20, 2025 and February 26, 2025, and intend to continue with cure.

As part of the cure, the management agreement was assumed during the first quarter of 2025 for $ 47.5 million in exchange for a note payable.

Additionally, the cure provided for BVU to purchase $ 7.5 million of inventory per quarter beginning February 26, 2025 until all missed quarterly purchases of inventory between October 2019 and February 10, 2025 have been completed totaling approximately $ 39 million, subject to the opposing party being able to obtain the inventory and providing clear title.

Once cured, the quarterly inventory purchase commitment will be approximately $ 1.9 million through May 2035, subject to the opposing party being able to obtain the inventory and providing clear title.

The inventory commitment related to this matter is included in the table above within the inventory purchase obligations.

our results of operations, legal proceedings are inherently uncertain and unfavorable rulings could, individually or in aggregate, have a material adverse effect on the Company’s business, financial condition or results of operations.

As of both March 31, 2026 and December 31, 2025, we accrued liabilities of approximately $ 8 million, respectively, for all legal matters.

While we currently believe that the ultimate outcome of these proceedings, individually and in the aggregate, will not have a material effect on the Company’s financial condition, cash flows, or materially adversely affect overall trends in our results of operations, legal proceedings are inherently uncertain and unfavorable rulings could, individually or in aggregate, have a material adverse effect on the Company’s business, financial condition or results of operations.

We utilize surety bonds related to the sales of VOIs in order to meet regulatory requirements of certain states.

The availability, terms and conditions and pricing of such bonding capacity are dependent on, among other things, continued financial strength and stability of the insurance company affiliates providing the bonding capacity, general availability of such capacity and our corporate credit rating.

We have commitments from surety providers in the amount of $ 489 million as of September 30, 2025, which primarily consist of escrow and subsidy related bonds.

We have commitments from surety providers in the amount of $ 400 million as of March 31, 2026, that primarily consist of escrow and subsidy related bonds.

SUBSEQUENT EVENTS

On April 16, 2026, we completed a $ 500 million securitization of timeshare loans through Hilton Grand Vacations Trust 2026-1 with an overall weighted average interest rate of 5.13 % and an overall advance rate of 98 %.

The proceeds will be used to pay down debt and for other general corporate purposes.

On April 24, 2026, we entered into an asset purchase agreement to dispose of our interests in certain properties for the purpose of optimizing the overall quality of our resort portfolio.

The proposed disposition is expected to close no later than the end of the third quarter of 2026, subject to customary closing conditions pursuant to the terms of the agreement.

On April 29, 2026, we completed the acquisition of the remaining 75 % ownership interest that we did not previously own in BRE Ace LLC, which owns the Elara timeshare resort, from BRE Ace Holdings LLC, pursuant to a purchase agreement that we entered into on April 15, 2026.

The purchase price was $ 129 million and is subject to certain post-closing adjustments based on the terms and conditions of the purchase agreement.

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.

What changed 10-Q

Item 1. Financial Statements