HLT Filings — Hilton Worldwide Holdings Inc. - FilingSpy
HLT
Hilton Worldwide Holdings Inc.
A global hospitality giant, Hilton runs a portfolio of nearly 9,200 hotels across 143 countries, from luxury to economy, with brands like Hampton by Hilton and Hilton Garden Inn welcoming travelers worldwide. It began in 1919, when Conrad Hilton traveled to Cisco, Texas, to buy a bank — only to walk away and buy the Mobley Hotel instead. That 40-room inn was so packed with oil workers that rooms were rented in eight-hour shifts, a humble start that grew into one of the world's largest hotel companies.
Hilton stockholders approve amended 2017 Omnibus Incentive Plan at 2026 annual meeting
All nine director nominees were elected for one-year terms expiring in 2027, including Christopher J. Nassetta, Jonathan D. Gray, and Marissa A. Mayer.
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At the May 14, 2026 annual meeting, stockholders approved the Hilton Amended and Restated 2017 Omnibus Incentive Plan, authorizing 846,000 additional shares and extending the term to May 14, 2036.
Stockholders ratified Ernst & Young LLP as independent auditor for fiscal year 2026.
In a non-binding vote, stockholders approved executive compensation and favored a one-year frequency for future advisory votes.
The plan became effective upon stockholder approval on May 14, 2026.
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 5.07 Submission of Matters to a Vote of Security Holders · 9.01 Financial Statements and Exhibits
Hilton subsidiary issues $1B 5.500% Senior Notes due 2031
Hilton Domestic Operating Company Inc. issued $1 billion aggregate principal amount of 5.500% Senior Notes due 2031 under an Indenture dated May 11, 2026.
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The Notes were sold at 100% of par, mature on September 15, 2031, and pay interest semi-annually on May 15 and November 15, beginning November 15, 2026.
Net proceeds were used to repay $450 million of borrowings under the Issuer's senior secured revolving credit facility, with the remainder for general corporate purposes.
The Notes are senior unsecured obligations guaranteed by Hilton Worldwide Parent LLC, Hilton Worldwide Holdings Inc., and certain subsidiaries.
The Issuer may redeem the Notes at specified prices, and holders may require repurchase at 101% upon a change of control triggering event.
1.01 Entry into a Material Definitive Agreement · 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · 8.01 Other Events · 9.01 Financial Statements and Exhibits
Hilton amends credit agreement, extending revolver maturity and raising sublimits
On March 18, 2026, Hilton Domestic Operating Company Inc., an indirect subsidiary of Hilton Worldwide Holdings Inc., entered into Amendment No. 12 to its existing Credit Agreement.
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The amendment extends the maturity of the senior secured revolving credit facility to the earlier of five years from the amendment date or 91 days before the term loans mature.
The letter of credit sublimit increases from $250 million to $500 million, and the swingline borrowing sublimit increases from $100 million to $200 million.
Interest on the revolving facility is based on a margin over base rate, daily simple SOFR, or term SOFR, with margins ranging from 0.00% to 1.75% depending on the first lien net leverage ratio.
The amendment is filed as Exhibit 10.1 to the Form 8-K and all other terms of the credit agreement remain substantially the same.
1.01 Entry into a Material Definitive Agreement · 9.01 Financial Statements and Exhibits
Hilton reports Q4 and full year 2025 results; issues 2026 guidance.
Q4 2025 diluted EPS was $1.27; adjusted diluted EPS was $2.08; net income was $298 million; Adjusted EBITDA was $946 million.
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Full year 2025 diluted EPS was $6.12; adjusted diluted EPS was $8.11; net income was $1,461 million; Adjusted EBITDA was $3,725 million.
System-wide comparable RevPAR increased 0.5% in Q4 and 0.4% for full year 2025 on a currency neutral basis.
Development pipeline reached a record 520,500 rooms as of December 31, 2025; net unit growth was 6.7% for the year.
Full year 2026 guidance: RevPAR growth 1.0%-2.0%, net income $1,982-$2,011 million, Adjusted EBITDA $4,000-$4,040 million, capital return ~$3.5 billion.
Q1 2026 guidance: diluted EPS $1.87-$1.93, net income $436-$450 million, Adjusted EBITDA $875-$895 million.
2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits
On December 10, 2025, Hilton Domestic Operating Company Inc. issued and sold $1 billion aggregate principal amount of 5.500% Senior Notes due 2034 under an Indenture dated December 10, 2025.
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The Notes were issued at 100% of par, bear interest at 5.500% per annum payable semi-annually on June 1 and December 1 beginning June 1, 2026, and mature on March 31, 2034.
Net proceeds were used to redeem all $500 million of the Issuer's outstanding 5.750% Senior Notes due 2028 and pay related fees and expenses, with the remainder for general corporate purposes.
On December 11, 2025, the Issuer completed the redemption in full of the 2028 Notes at 100% of principal plus accrued interest, satisfying and discharging the 2028 Notes Indenture.
The Notes are senior unsecured obligations guaranteed by Hilton Worldwide Parent LLC, Hilton Worldwide Holdings Inc., and certain subsidiaries, and include optional redemption and change-of-control repurchase provisions.
1.01 Entry into a Material Definitive Agreement · 1.02 Termination of a Material Definitive Agreement · 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · 9.01 Financial Statements and Exhibits