UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): ~~February~~March 1118, 2026

Hilton Worldwide Holdings Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware

001-36243

27-4384691

~~001-36243~~

~~27-4384691~~

(State or Other Jurisdictionof Incorporation)

(CommissionFile Number)

(IRS EmployerIdentification No.)

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

7930 Jones Branch Drive, Suite 1100, McLean, Virginia 22102

(Address of Principal Executive Offices) (Zip Code)

(703) 883-1000

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value per share

HLT

New York Stock Exchange

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value per share	HLT	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging ~~growth~~Growth ~~company~~Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 21.~~02. Results~~01 ofEntry ~~Operations~~into ~~and~~a ~~Financial~~Material ~~Condition.~~Definitive Agreement.

OnCredit ~~February~~Agreement ~~11,~~Amendment 2026, Hilton Worldwide Holdings Inc. (the "Company") issued a press release announcing the results of the Company’s operations for the quarter and year ended December 31, 2025. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

~~The~~On ~~information~~March 18, in2026 ~~this~~(the ~~Current~~“Amendment ~~Report~~Effective ~~on Form 8-K~~Date”), ~~including~~Hilton ~~Exhibit~~Domestic ~~99.1~~Operating ~~hereto,~~Company ~~is being furnished pursuant to Item 2~~Inc.02 of(the ~~Form 8-K~~“Borrower”), ~~and~~an ~~shall~~indirect ~~not~~subsidiary ~~be deemed to be "filed" for purposes~~ of ~~Section 18~~Hilton ofWorldwide ~~the~~Holdings ~~Securities~~Inc. ~~Exchange Act of 1934, as amended~~ (the ~~"Exchange Act"~~“Company”), orentered ~~otherwise~~into ~~subject~~Amendment toNo. 12 (the ~~liabilities~~“Amendment”) ofto ~~that section, nor shall it be deemed incorporated by reference in any filing made by~~ the ~~Company~~Credit ~~under~~Agreement ~~the~~dated ~~Securities~~as ~~Act~~ of ~~1933~~October 25, 2013 (as amended, or the ~~Exchange~~“Credit ~~Act, except as shall be expressly set forth by specific reference in such a filing~~Agreement”).

~~Item~~After 9giving effect to the Amendment, (i) the maturity date of the senior secured revolving credit facility (the “Revolving Credit Facility”) under the Credit Agreement will be extended to the earlier of (x) five years following the Amendment Effective Date and (y) the date that is 91 days prior to the stated maturity of the Borrower’s existing term loans, (ii) the Revolving Credit Facility will bear interest, at the Borrower’s option, at a per annum rate equal to a margin over either (x) a base rate determined by reference to the highest of (1) the administrative agent’s prime lending rate, (2) the federal funds effective rate plus 0.~~01 Financial~~50% ~~Statements~~and (3) the term SOFR rate for a one-month interest tenor plus 1.00%, (y) a daily simple SOFR rate determined by reference to the SOFR rate published by the Federal Reserve Bank of New York (or a successor administrator of the secured overnight financing rate) or (z) a term SOFR rate determined by reference to the SOFR rate published by CME Group Benchmark Administration Limited for the interest period relevant to such borrowing, in each case, plus a margin of (I) in the case of base rate loans, 0.00% per annum and ~~Exhibits~~(II) in the case of SOFR rate loans and daily simple SOFR loans, 1.00% per annum when first lien net leverage ratio is less than or equal to 1.50 to 1.00, subject to a step-up of 0.25% per annum in the event the first lien net leverage ratio exceeds 1.50 to 1.00 but is less than or equal to 2.50 to 1.00, subject to an additional step-up of 0.25% per annum in the event the first lien net leverage ratio exceeds 2.50 to 1.00 but is less than or equal to 3.50 to 1.00 and subject to an additional step-up of 0.25% per annum in the event the first lien net leverage ratio exceeds 3.50 to 1.00, (iii) the letter of credit sublimit will be increased from $250,000,000 to $500,000,000 and (iv) the same day swingline borrowing sublimit will be increased from $100,000,000 to $200,000,000.

All other terms of the Revolving Credit Facility and the Credit Agreement will remain substantially the same except as otherwise amended by the Amendment.

Certain of the participants in the Credit Agreement and their respective affiliates have engaged in, and may in the future engage in, investment banking, advisory roles and other commercial dealings in the ordinary course of business with the Company and/or its affiliates. They have received, or may in the future receive, customary fees and commissions for these transactions.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of such document, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.	Description	~~Description~~
99.1		Press release of Hilton Worldwide Holdings Inc., dated February 11, 2026, announcing results for the quarter and year ended December 31, 2025.
10.1	Amendment No. 12, dated as of March 18, 2026, to the Credit Agreement, dated as of October 25, 2013 (as amended by Amendment No. 1 to the Credit Agreement dated as of August 18, 2016, as further amended by Amendment No. 2 to the Credit Agreement dated as of November 21, 2016, as further amended by Amendment No. 3 to the Credit Agreement dated as of March 16, 2017, as further amended by Amendment No. 4 to the Credit Agreement dated as of April 19, 2018, as further amended by Amendment No. 5 to the Credit Agreement dated as of June 5, 2019, as further amended by Amendment No. 6 to the Credit Agreement dated as of June 21, 2019, as further amended by Amendment No. 7 to the Credit Agreement dated as of October 21, 2021, as further amended by Amendment No. 8 to the Credit Agreement dated as of December 9, 2022, as further amended by Amendment No. 9 to the Credit Agreement dated as of January 5, 2023, as further amended by Amendment No. 10, dated as of November 8, 2023, and as further amended by Amendment No. 11, dated as of June 14, 2024), by and among Hilton Worldwide Holdings Inc., Hilton Worldwide Parent LLC, Hilton Domestic Operating Company, Inc., the other guarantors party thereto from time to time, Deutsche Bank AG New York Branch as administrative agent and the other lenders party thereto from time to time.
101		Interactive Data File - XBRL tags are embedded within the Inline XBRL document.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


HILTON WORLDWIDE HOLDINGS INC.

By:		/s/ Kevin J. Jacobs
Name:		Kevin J. Jacobs
Title:		Executive Vice President and Chief Financial Officer

Date: ~~February~~March 1118, 2026

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