Leadership changes at Hilton Grand Vacations Inc. (2026)

Reported

On October 29, 2026, Hilton Grand Vacations Inc. (the "Company") announced that Mr. Dustin Tonkin, the Company's Executive Vice President and Chief Sales & Marketing Officer, would be separating from the Company, effective as of April 1, 2027 (the "Separation Date").

Also stated in this filing

• The separation agreement replaces and supersedes the severance agreement between the Company and Mr. Tonkin in its entirety.
• The foregoing separation benefits are substantially the same as the severance benefits to which Mr. Tonkin would have been entitled on the basis of a qualifying termination pursuant to the severance agreement previously entered into between the Company and Mr. Tonkin and that were described in the Company's proxy statement for the 2026 Annual Meeting of Stockholders, filed with the Securities and Exchange Commission on March 17, 2026.
• To facilitate an orderly transition for his successor, the Company and Mr. Tonkin have agreed, as part of the separation agreement, for Mr. Tonkin to remain employed until the Separation Date.
• Until the Separation Date, he will continue to receive his current base salary and remain eligible to participate in the 2026 annual short-term incentive plan, and his existing equity awards will continue to vest in accordance with the applicable equity award agreements, subject to any earlier termination.
• The Company has agreed to extend the period that he has to exercise his vested stock options to purchase the Company's common stock to twenty-four (24) months from the Separation Date.

Departing: David Sambur, Director, effective 2026-07-02

Effective as of July 2, 2026, Mr. David Sambur resigned from the board of directors (the "Board") of Hilton Grand Vacations Inc. (the "Company") in accordance with the terms of the stockholders agreement, dated as of August 2, 2021, by and among the Company, certain investment funds and vehicles managed by affiliates of Apollo Global Management, Inc. (together with its subsidiaries, the "Apollo Investors"), and Hilton Worldwide Holdings Inc. (the "Stockholders Agreement") As a result of the June 4, 2026 underwritten public offering and sale by the Apollo Investors of a portion of the shares of

Appointed: Christine Duffy

Effective immediately upon Mr. Sambur's resignation, the Board appointed Ms. Christine Duffy to fill the vacancy created by Mr. Sambur's resignation.

Also stated in this filing

• Ms. Chrstine Cahill, the other director designee of the Apollo Investors, will continue to serve on the Board.
• Mr. Sambur's resignation is not due to any disagreement with the Company's operations, policies or practices.
• Ms. Duffy will serve until the 2027 annual meeting of the Company's stockholders or until her successor is duly elected and qualified.
• Ms. Duffy has not yet been appointed to any committees of the Board.
• The Board expects to consider committee assignments for Ms. Duffy at a later date.
• In connection with her service as a director, Ms. Duffy will receive non-employee director compensation commensurate with the Company's other non-employee directors, which is described in more detail in the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on March 17, 2026.
• The Company has entered into an indemnification agreement with Ms. Duffy substantially similar to the Company's standard form of indemnification agreement applicable for its directors.
• The indemnification agreements require the Company to indemnify the covered persons to the fullest extent permitted by Delaware law against liabilities that may arise by reason of their service to the Company, and to advance expenses incurred as a result of any proceeding against them as to which they could be indemnified.