Hilton Worldwide Holdings Inc. Announces Director Changes and Officer Compensation Updates

Ticker: HLT · Form: 8-K · Filed: 2025-03-04T00:00:00.000Z

Sentiment: neutral

Topics: corporate-governance, executive-compensation, board-of-directors

TL;DR

Hilton's board is shuffling, and exec pay is getting tweaked. Keep an eye on this.

AI Summary

Hilton Worldwide Holdings Inc. announced on February 27, 2025, changes related to its board of directors and executive compensation. The filing details the departure of a director and the election of a new director, along with updates to compensatory arrangements for certain officers. Specific details regarding the individuals involved and the financial implications of these compensatory arrangements are provided within the document.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy and governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: low — This filing primarily concerns corporate governance and executive compensation, which typically carries a lower immediate risk compared to financial distress or major operational changes.

Key Players & Entities

FAQ

What specific changes were made regarding the board of directors?

The filing indicates the departure of a director and the election of a new director, as detailed in Item 5.02.

What is the nature of the updates to compensatory arrangements?

The filing addresses compensatory arrangements of certain officers, with specific details provided in Item 5.02.

When was the earliest event reported in this 8-K filing?

The earliest event reported was on February 27, 2025.

What is Hilton Worldwide Holdings Inc.'s IRS Employer Identification Number?

Hilton Worldwide Holdings Inc.'s IRS Employer Identification Number is 27-4384691.

What is the company's Standard Industrial Classification code?

The company's Standard Industrial Classification code is 7011, categorized under HOTELS & MOTELS.

From the Filing

0001585689-25-000033.txt : 20250304 0001585689-25-000033.hdr.sgml : 20250304 20250304090532 ACCESSION NUMBER: 0001585689-25-000033 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 14 CONFORMED PERIOD OF REPORT: 20250227 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20250304 DATE AS OF CHANGE: 20250304 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Hilton Worldwide Holdings Inc. CENTRAL INDEX KEY: 0001585689 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] ORGANIZATION NAME: 05 Real Estate & Construction IRS NUMBER: 274384691 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-36243 FILM NUMBER: 25701767 BUSINESS ADDRESS: STREET 1: 7930 JONES BRANCH DRIVE, SUITE 1100 CITY: MCLEAN STATE: VA ZIP: 22102 BUSINESS PHONE: 703-883-1000 MAIL ADDRESS: STREET 1: 7930 JONES BRANCH DRIVE, SUITE 1100 CITY: MCLEAN STATE: VA ZIP: 22102 8-K 1 hlt-20250227.htm 8-K hlt-20250227 False 0001585689 0001585689 2025-02-27 2025-02-27 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 27, 2025 Hilton Worldwide Holdings Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36243 27-4384691 (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)) 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 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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On February 27, 2025, Judith A. McHale, a member of the Board of Directors (the “Board”) of Hilton Worldwide Holdings Inc. (the “Company”), notified the Company of her intention not to stand for re-election and to retire from the Board, effective May 13, 2025. Ms. McHale’s retirement from the Board is not the result of any disagreement with the Company. The Board and the Company are deeply grateful for Ms. McHale’s dedication and contributions to the Compan

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