Wang Mark D 4
4 · Hilton Grand Vacations Inc. · Filed Feb 24, 2026
Research Summary
AI-generated summary of this filing
Hilton Grand Vacations CEO Mark D. Wang Exercises Awards, Sells Shares
What Happened
- Mark D. Wang, Chief Executive Officer of Hilton Grand Vacations (HGV), converted/settled performance share units into 80,340 shares on 2026-02-20 (40,387 + 39,953 shares). The conversions were recorded at $0.00 per share (these were performance awards, not open-market purchases).
- To satisfy tax withholding, 12,803 and 15,722 shares (total 28,525 shares) were withheld/disposed at $48.54 per share, producing proceeds of $621,458 and $763,146 respectively (total ~$1,384,604). Net shares issued to Wang after withholding: 51,815 shares.
Key Details
- Transaction date: February 20, 2026; Form 4 filed February 24, 2026 (filed within the standard two-business-day reporting window).
- Prices/values: Withheld/disposed shares priced at $48.54 each; total withholding value ≈ $1,384,604.
- Shares retained: Net +51,815 shares to Wang after tax withholding (80,340 acquired less 28,525 withheld).
- Footnotes:
- The shares were earned in settlement of performance share units under HGV’s omnibus incentive plans (performance periods ending 12/31/2025) (F1, F4).
- Withheld shares represent tax withholding to satisfy tax obligations on the awards (F3, F5).
- Form notes beneficial ownership calculations include small ESPP purchases (325 shares on 6/30/2025 and 289 shares on 12/31/2025) furnished by the plan administrator (F2).
- Transaction codes: M = exercise/conversion of derivative (here, settlement of PSUs); F = shares withheld/used to satisfy tax liability.
Context
- This was a settlement of performance awards (not a market buy or an intentional open‑market sale). The withholding of shares to cover taxes is a routine administrative step (a form of cashless settlement) and is common when equity awards vest.
- The filing appears timely; there is no indication here of a late report. As always, award settlements and withholding are administrative and do not, by themselves, signal the insider’s market views.
Insider Transaction Report
Form 4
Wang Mark D
DirectorSee Remarks
Transactions
- Exercise/Conversion
Common Stock
[F1][F2]2026-02-20+40,387→ 842,682 total - Tax Payment
Common Stock
[F3]2026-02-20$48.54/sh−12,803$621,458→ 829,879 total - Exercise/Conversion
Common Stock
[F4]2026-02-20+39,953→ 869,832 total - Tax Payment
Common Stock
[F5]2026-02-20$48.54/sh−15,722$763,146→ 854,110 total
Footnotes (5)
- [F1]Represents shares of common stock earned in connection with the settlement of performance share units previously granted pursuant to the Hilton Grand Vacations Inc. 2017 Omnibus Incentive Plan for the performance period commencing on January 1, 2023 and ending on December 31, 2025. Such shares were earned based on the determination of the Issuer's Compensation Committee as to the satisfaction of the applicable performance metrics.
- [F2]The amount of securities beneficially owned following the reported transaction includes 325 shares acquired on June 30, 2025 at $32.60 per share and 289 shares acquired on December 31, 2025 at $36.65 per share, each under the Issuer's employee stock purchase plan based on information furnished by the administrator of the plan, which transactions are exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3(c) promulgated thereunder.
- [F3]Represents the number of shares of common stock withheld by the Issuer to satisfy tax withholding requirements in connection with the issuance of share of common stock in settlement of performance share units described in footnote (1) above.
- [F4]Represents shares of common stock earned in connection with the settlement of performance share units previously granted pursuant to the Hilton Grand Vacations Inc. 2023 Omnibus Incentive Plan for the performance period commencing on January 17, 2024 and ending on December 31, 2025. Such shares were earned based on the determination of the Issuer's Compensation Committee as to the satisfaction of the applicable performance metrics.
- [F5]Represents the number of shares of common stock withheld by the Issuer to satisfy tax withholding requirements in connection with the issuance of share of common stock in settlement of performance share units described in footnote (4) above.
Signature
/s/ Charles R. Corbin, as Attorney-in-Fact|2026-02-24