Hilton Worldwide Holdings Inc. Files Definitive Proxy Statement

Ticker: HLT · Form: DEF 14A · Filed: Apr 5, 2024 · CIK: 1585689

Hilton Worldwide Holdings INC. DEF 14A Filing Summary
FieldDetail
CompanyHilton Worldwide Holdings INC. (HLT)
Form TypeDEF 14A
Filed DateApr 5, 2024
Risk Levellow
Pages15
Reading Time18 min
Key Dollar Amounts$4.4 million, $28B, $2.5B, $3.1B, $2B
Sentimentneutral

Sentiment: neutral

Topics: Proxy Statement, Executive Compensation, Equity Awards, Shareholder Voting, Hilton Worldwide

TL;DR

<b>Hilton Worldwide Holdings Inc. has filed its Definitive Proxy Statement for the period ending May 15, 2024, detailing executive compensation and equity awards.</b>

AI Summary

Hilton Worldwide Holdings Inc. (HLT) filed a Proxy Statement (DEF 14A) with the SEC on April 5, 2024. Hilton Worldwide Holdings Inc. filed a Definitive Proxy Statement on April 5, 2024. The filing is made pursuant to Section 14(a) of the Securities Exchange Act of 1934. The company's fiscal year ends on December 31. The filing includes data related to equity awards and pension values for both PEO and Non-PEO members for the fiscal year 2023. The filing is for the period ending May 15, 2024.

Why It Matters

For investors and stakeholders tracking Hilton Worldwide Holdings Inc., this filing contains several important signals. This filing provides shareholders with crucial information regarding executive compensation, equity awards, and other governance matters, enabling informed voting decisions. The detailed breakdown of equity awards and pension values for PEO and Non-PEO members offers transparency into how executive compensation is structured and valued.

Risk Assessment

Risk Level: low — Hilton Worldwide Holdings Inc. shows low risk based on this filing. The filing is a routine proxy statement, indicating no immediate significant financial or operational risks are being disclosed.

Analyst Insight

Review the executive compensation details and equity award valuations to understand potential impacts on shareholder value and company performance.

Financial Highlights

debt To Equity
114.61
revenue
19,725,498
operating Margin
67.29
total Assets
78,651,629
total Debt
10,477,589
net Income
8,350,685
eps
140.95
gross Margin
74.12
cash Position
3,734,772
revenue Growth
100.54

Key Numbers

Key Players & Entities

FAQ

When did Hilton Worldwide Holdings Inc. file this DEF 14A?

Hilton Worldwide Holdings Inc. filed this Proxy Statement (DEF 14A) with the SEC on April 5, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by Hilton Worldwide Holdings Inc. (HLT).

Where can I read the original DEF 14A filing from Hilton Worldwide Holdings Inc.?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by Hilton Worldwide Holdings Inc..

What are the key takeaways from Hilton Worldwide Holdings Inc.'s DEF 14A?

Hilton Worldwide Holdings Inc. filed this DEF 14A on April 5, 2024. Key takeaways: Hilton Worldwide Holdings Inc. filed a Definitive Proxy Statement on April 5, 2024.. The filing is made pursuant to Section 14(a) of the Securities Exchange Act of 1934.. The company's fiscal year ends on December 31..

Is Hilton Worldwide Holdings Inc. a risky investment based on this filing?

Based on this DEF 14A, Hilton Worldwide Holdings Inc. presents a relatively low-risk profile. The filing is a routine proxy statement, indicating no immediate significant financial or operational risks are being disclosed.

What should investors do after reading Hilton Worldwide Holdings Inc.'s DEF 14A?

Review the executive compensation details and equity award valuations to understand potential impacts on shareholder value and company performance. The overall sentiment from this filing is neutral.

How does Hilton Worldwide Holdings Inc. compare to its industry peers?

Hilton Worldwide Holdings Inc. operates in the hotels and motels industry, a sector sensitive to travel trends and economic conditions.

Are there regulatory concerns for Hilton Worldwide Holdings Inc.?

The filing is made under the Securities Exchange Act of 1934, requiring public companies to disclose information relevant to shareholders.

Industry Context

Hilton Worldwide Holdings Inc. operates in the hotels and motels industry, a sector sensitive to travel trends and economic conditions.

Regulatory Implications

The filing is made under the Securities Exchange Act of 1934, requiring public companies to disclose information relevant to shareholders.

What Investors Should Do

  1. Analyze the compensation packages for named executive officers.
  2. Review the details of equity awards granted and their valuation.
  3. Understand the voting items presented to shareholders.

Key Dates

Year-Over-Year Comparison

This is a DEF 14A filing, which is a standard annual proxy statement, indicating a routine disclosure rather than a change from previous filings.

Filing Stats: 4,599 words · 18 min read · ~15 pages · Grade level 12.1 · Accepted 2024-04-05 08:20:02

Key Financial Figures

Filing Documents

Executive Compensation — Compensation Discussion and Analysis ("CD&A")

Executive Compensation — Compensation Discussion and Analysis ("CD&A") 23 Executive Summary 23 Stockholder Engagement & 2023 Say-on-Pay Vote 25

Executive Compensation Framework

Executive Compensation Framework 27 Roles in Making Compensation Decisions 27

Executive Compensation Program Overview & Pay for Performance

Executive Compensation Program Overview & Pay for Performance 28 Base Salary 29 Annual Cash Incentive Program 29 LTI Program 34

Executive Compensation Peer Group

Executive Compensation Peer Group 38 Other Benefits and Perquisites 39 Pension Benefits 39 Severance Plan 39 Key Executive Compensation Practices 40 40 Clawback Policy 41 Stock Award Granting Policy 41 Risk Considerations 41 IRS Code Section 162(m) 41 Compensation Committee Report 41 Summary Compensation Table 42 2023 Grants of Plan-Based Awards 44 Outstanding Equity Awards at 2023 Fiscal Year-End 45 2023 Option Exercises and Stock Vested 46 2023 Pension Benefits 46 2023 Nonqualified Deferred Compensation 47 Potential Payments Upon Termination or Change in Control 48 Pay Ratio 50 Pay Versus Performance 51 Compensation Committee Interlocks and Insider Participation 53 Securities Authorized for Issuance under Equi ty Compensation Plans 53 54 Transactions with Related Persons 55 Questions and Answers 55 Stockholder Proposals for the 2025 Annual Meeting 58

Forward-Looking Statements

Forward-Looking Statements 59 Householding of Proxy Materials 59 Other Business 59 Incorporation by Reference 60 Annex A – Non-GAAP Measures A- 1 Definitions of Non-GAAP Financial Measures A- 1 Reconciliations of Non-GAAP Financial Measures A- 3 HILTON WORLDWIDE HOLDINGS INC. 7930 Jones Branch Drive, Suite 1100, McLean, Virginia 22102 Telephone: (703) 883-1000 PROXY STATEMENT Annual Meeting of Stockholders May 15, 2024 PROXY SUMMARY 2023 COMPANY PERFORMANCE HIGHLIGHTS PERFORMANCE ON OUR KEY STRATEGIC PRIORITIES LEAD WITH OUR CULTURE #1 World's Best Workplace and #1 Best Workplace for Women in the U.S. by Great Place to Work and Fortune magazine Received 100% rating in the Corporate Equality Index from the Human Rights Campaign for the 10th year in a row Awarded over $4.4 million in Hilton Global Foundation grants to organizations supporting destination stewardship, climate action, career development and community resilience Named to the Dow Jones Sustainability Indices ("DJSI") as a global sustainability leader for the 7 th year in a row WIN WITH OUR CUSTOMERS Gained 28.6M new Hilton Honors members, bringing total membership to 180M, a 19% year-over-year ("YOY") increase Waldorf Astoria ranked #1 luxury brand and Home2 Suites ranked #1 upper midscale/midscale extended stay brand by JD Power's 2023 North America Hotel Guest Satisfaction Index Developed Hilton for Business, which offers faster check-ins, personalized preferences and exclusive rewards for small- and medium-sized businesses Partnered with companies and events including the Chelsea Football Club, Formula 1, the Ryder Cup and the Grammys to provide experiential opportunities to our Hilton Honors members ENHANCE OUR NETWORK EFFECT Opened 1,000 th Hilton Garden Inn, 250 th Tru and 300 th Lifestyle Hotel, including 150 th Curio Opened the 700 th hotel in APAC, including the 300 th Hampton in Greater China Launched new extended-stay brand LivSmart Studi

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION For 2023, the Compensation Committee maintained our historic compensation program, given the results of our 2022 Say-on-Pay vote and broad support by the majority of stockholders. We value the perspective of our stockholders and during the off-season reached out to stockholders representing over 55% of our outstanding common stock. A significant portion of the compensation program for our Named Executive Officers ("NEOs") is performance-based and at-risk, as illustrated below. The majority of target compensation is delivered in the form of equity that vests over multiple years, including 50% of our Long-Term Incentives ("LTI") comprising performance share units ("PSUs") that vest at the end of a three-year period based on defined growth targets. For our CEO, 87% of total target compensation is delivered in equity. 2023 CEO Target Compensation 2023 Other NEO Target Compensation (Average) ENVIRONMENTAL, SOCIAL AND GOVERNANCE HIGHLIGHTS Hilton is committed to driving responsible travel and tourism globally and generating positive environmental and social impact across our operations and communities through our Environmental, Social and Governance ("ESG") strategy, Travel with Purpose. We continue to make progress towards our Travel with Purpose 2030 Goals, including: (i) environmental — aiming toward a net zero future with well-defined targets for watts (carbon and energy), water and waste; (ii) social — supporting and advancing careers, communities and responsible conduct; and (iii) governance — advancing and measuring our goals with a focus on integrity and transparency through our company policies and reporting mechanisms, our external partnerships and our public affairs work. Our efforts are further described in our ESG Report (see our ESG website at esg.hilton.com), aligned with best practice standards and frameworks. ENVIRONMENTAL AND SOCIAL We continued to make progress on our commitments and some key highlights from 2023 include

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