12 unchanged sentences
Other Information
+Added: Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
+Added: Not applicable.
Directors, Executive Officers and Corporate Governance
12 unchanged sentences
(1) Includes shares issuable upon exercise of stock options and 2,947,125 shares that may be issued upon the vesting of certain share-based compensation awards.
−Removed: The number of shares to be issued in respect of performance shares has been calculated based on the assumption that the maximum levels of performance applicable to the performance shares will be achieved after taking into account the performance share modifications that occurred in December 2020.
+Added: The number of shares to be issued in respect of performance shares has been calculated based on the assumption that the maximum levels of performance applicable to the performance shares will be achieved.
The RSUs and performance shares cannot be exercised for consideration.
27 unchanged sentences
4.6 Fourth Supplemental Indenture with respect to the 2027 Notes, dated as of February 29, 2020, among the issuer, the subsidiary guarantors listed therein and Wilmington Trust, National Association, as trustee (incorporated by reference to Exhibit 4.6 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2020).
−Removed: 4.7 Indenture with respect to the 5.125% Senior Notes due 2026 (the "2026 Notes") , dated as of April 13, 2018, by and among Hilton Domestic Operating Company Inc., the guarantors from time to time party thereto and Wilmington Trust, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed on April 13, 2018).
−Removed: 4.8 Form of 5.125% Senior Note due 2026 (included in Exhibit 4.
−Removed: 4.9 First Supplemental Indenture with respect to the 2026 Notes , dated as of March 8, 2019, among the subsidiary guarantors listed therein and Wilmington Trust, National Association, as trustee (incorporated by reference to Exhibit 4.3 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2019).
−Removed: 4.10 Second Supplemental Indenture with respect to the 2026 Notes , dated as of February 25, 2020, among the subsidiary guarantors listed therein and Wilmington Trust, National Association, as trustee (incorporated by refer ence to Exh ibit 4.3 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2020).
−Removed: 4.11 Third Supplemental Indenture with respect to the 2026 Notes, dated as of February 29, 2020, among the issuer, the subsidiary guarantors listed therein and Wilmington Trust, National Association, as trustee (incorporated by reference to Exhibit 4.4 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2020).
4.7 Indenture, dated as of June 20, 2019, with respect to the 4.875% Senior Notes due 2030 (the "2030 Notes"), by and among Hilton Domestic Operating Company Inc., the guarantors from time to time party thereto and Wilmington Trust, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed on June 24, 2019).
−Removed: Exhibit Number Exhibit Description
4.8 Form of 4.875% Senior Note due 2030 (included in Exhibit 4.
5 unchanged sentences
4.14 Form of 5.750% Senior Note due 2028 (included in Exhibit 4.1 2 ).
+Added: Exhibit Number Exhibit Description
4.15 Indenture with respect to the 3.750% Senior Notes due 2029 and the 4.000% Senior Notes due 2031, dated as of December 1, 2020, by and among Hilton Domestic Operating Company Inc., the guarantors from time to time party thereto and Wilmington Trust, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed on December 3, 2020).
11 unchanged sentences
3, dated as of March 16, 2017, to the Credit Agreement, dated as of October 25, 2013 (as amended), by and among Hilton Worldwide Holdings Inc., Hilton Worldwide Parent LLC, Hilton Worldwide Finance LLC, the other guarantors party thereto from time to time, Deutsche Bank AG New York Branch as administrative agent, collateral agent, swing line lender and L/C issuer and the other lenders party thereto from time to time (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on March 22, 2017).
−Removed: Exhibit Number Exhibit Description
10.5 Amendment No.
13 unchanged sentences
5 to the Credit Agreement dated as of June 5, 2019), by and among Hilton Worldwide Holdings Inc., Hilton Worldwide Parent LLC, Hilton Worldwide Finance LLC, the other guarantors party thereto from time to time, Deutsche Bank AG New York Branch as administrative agent, collateral agent, swing line lender and L/C issuer and the other lenders party thereto from time to time (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on June 24, 2019).
+Added: Exhibit Number Exhibit Description
10.8 Security Agreement, dated as of October 25, 2013, among the grantors identified therein and Deutsche Bank AG New York Branch, as collateral agent (incorporated by reference to Exhibit 10.2 to the Company’s Registration Statement on Form S-1 filed on November 8, 2013 ).
13 unchanged sentences
10.21 Form of 2018 Nonqualified Stock Option Agreement (incorporated by reference to Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2018).*
−Removed: Exhibit Number Exhibit Description
10.22 Letter Agreement relating to certain tax matters, dated as of October 24, 2016, by and among Hilton Worldwide Holdings Inc., Park Hotels & Resorts Inc., and certain of Hilton Worldwide Holdings Inc.’s stockholders (incorporated by reference to Exhibit 10.5 to the Company's Current Report on Form 8-K filed on October 24, 2016).
12 unchanged sentences
10.28 Amendment One to the 2005 Executive Deferred Compensation Plan (incorporated by reference to Exhibit 10.38 to the Company's Annual Report on Form 10-K for the year ended December 31, 2018).*
+Added: Exhibit Number Exhibit Description
10.29 Form of 2019 Performance Award Agreement (EBITDA CAGR Performance Condition) (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2019).*
6 unchanged sentences
10.36 Form of 2020 Nonqualified Stock Option Agreement (incorporated by reference to Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2020).*
−Removed: 10.37 Release Agreement, dated March 5, 2020, between Jonathan Witter and Hilton Employer Inc.
−Removed: (incorporated by reference to Exhibit 10.5 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2020).*
+Added: 10.37 Form of 2021 Performance Award Agreement (incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2021).*
+Added: 10.38 Form of 2021 Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021).*
+Added: 10.39 Form of 2021 Nonqualified Stock Option Agreement (incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021).*
10.40 Executive Severance Plan (incorporated by reference to Exhibit 10.6 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2020).*
−Removed: 10.39 Separation Agreement and General Release, dated June 15, 2020, between Ian Carter and Hilton Domestic Operating Company Inc.
−Removed: (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2020).*
−Removed: 10.40 Form of Modification to 2018, 2019 and 2020 Performance Award Agreements.*
+Added: 10.41 Form of Modification to 2018, 2019 and 2020 Performance Award Agreements (incorporated by reference to Exhibit 10.40 to the Company's Annual Report on Form 10-K for the year ended December 31, 2 020) .*
+Added: 10.42 Amended and Restated License Agreement, dated March 10, 2021, by and between Hilton Worldwide Holdings Inc.
+Added: and Hilton Grand Vacations Inc.
+Added: (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021).
+Added: 10.43 Amendment No.
+Added: 7, dated as of October 21, 2021, to the Credit Agreement, dated as of October 25, 2013 (as amended by Amendment No.
+Added: 1 to the Credit Agreement dated as of August 18, 2016, as further amended by Amendment No.
+Added: 2 to the Credit Agreement dated as of November 21, 2016, as further amended by Amendment No.
+Added: 3 to the Credit Agreement dated as of March 16, 2017, as further amended by Amendment No.
+Added: 4 to the Credit Agreement dated as of April 19, 2018, as further amended by Amendment No.
+Added: 5 to the Credit Agreement dated as of June 5, 2019, and as further amended by Amendment No.
+Added: 6 to the Credit Agreement dated as of June 21, 2019), between Hilton Domestic Operating Company Inc.
+Added: and Deutsche Bank AG New York Branch as administrative agent .
21.1 Subsidiaries of the Registrant.
12 unchanged sentences
101.SCH Inline XBRL Taxonomy Extension Schema Document.
+Added: Exhibit Number Exhibit Description
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document.
28 unchanged sentences
McHale Director
−Removed: Schreiber Director
/s/ Elizabeth A.
8 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.