Hilton Grand Vacations Inc. filed a Form 8-K on October 30, 2026, disclosing entry into a $200 million uncollared accelerated share repurchase transaction with Deutsche Bank AG, London Branch.

Key Highlights

  • $200 million repurchase: The company agreed to pay Deutsche Bank AG, London Branch $200 million on October 30, 2026, under the ASR Agreement.
  • Initial share delivery: The company will receive an initial delivery of approximately 4.48 million shares of Common Stock from the Dealer.
  • Final share count variable: The final number of shares will be based on the volume-weighted average price of Common Stock during the calculation period, less a discount and subject to adjustments.
  • Settlement deadline: Final settlement is expected no later than December 31, 2026, with the Dealer holding the right to accelerate the scheduled termination date on or after December 1, 2026.
  • Board-authorized program: The transaction is conducted pursuant to the company's publicly announced share repurchase program authorized by its Board of Directors.
  • Termination risk noted: Upon certain extraordinary events, the Dealer may terminate the ASR Agreement, in which case the company may receive fewer shares than expected.

Hilton Grand Vacations Enters $200 Million ASR Transaction with Deutsche Bank

According to the filing, Hilton Grand Vacations Inc. (NYSE:HGV) entered into an uncollared accelerated share repurchase transaction on October 30, 2026, with Deutsche Bank AG, London Branch serving as the Dealer and Deutsche Bank Securities Inc. acting as agent. The transaction is governed by a Master Confirmation and a related Supplemental Confirmation, collectively referred to as the ASR Agreement. The company disclosed that the repurchase is being conducted under its publicly announced share repurchase program, as authorized by its Board of Directors.

Under the terms of the ASR Agreement, the company will pay the Dealer $200 million and will receive an initial delivery of approximately 4.48 million shares of its Common Stock, par value $0.01 per share. The filing states that the final number of shares to be repurchased will be determined by the volume-weighted average price of the Common Stock during the calculation period of the ASR Transaction, less a discount and subject to adjustments pursuant to the terms of the ASR Agreement. At final settlement, the filing notes, the Dealer may be required to deliver additional shares to the company, or under certain circumstances, the company may be required to deliver shares or, at its election, make a cash payment to the Dealer.

The filing discloses that final settlement is expected to occur no later than December 31, 2026, subject to the Dealer's right to accelerate the scheduled termination date, in whole or in part, on or after December 1, 2026. The ASR Agreement is also subject to customary adjustments and termination provisions, and the filing cautions that upon the occurrence of certain extraordinary events, the Dealer may terminate the agreement, potentially resulting in the company receiving fewer shares than anticipated. The filing was signed by Charles R. Corbin, Senior Executive Vice President, General Counsel and Corporate Operations.

What Was Disclosed

Hilton Grand Vacations disclosed the terms of a $200 million uncollared accelerated share repurchase agreement with Deutsche Bank AG, London Branch, including an initial delivery of approximately 4.48 million shares and an expected final settlement no later than December 31, 2026.