Form 4: HGV CFO Boosts Stake via PSU Settlements and ESPP

Hilton Grand Vacations Inc. CFO Daniel Jason Mathewes increased his direct beneficial ownership of common stock through the settlement of performance share units and employee stock purchases.

Summary

• Daniel Jason Mathewes, President & Chief Financial Officer of Hilton Grand Vacations Inc. (HGV), reported several transactions related to his beneficial ownership of common stock.
• On February 20, 2026, Mathewes acquired 8,523 shares of common stock at a price of $0.00 per share, stemming from the settlement of performance share units (PSUs) granted under the 2017 Omnibus Incentive Plan for the performance period January 1, 2023, to December 31, 2025.
• Concurrently, 3,597 shares were disposed of at $48.54 per share to satisfy tax withholding requirements related to the aforementioned PSU settlement.
• Also on February 20, 2026, Mathewes acquired an additional 21,308 shares of common stock at $0.00 per share, resulting from the settlement of PSUs granted under the 2023 Omnibus Incentive Plan for the performance period January 17, 2024, to December 31, 2025.
• An additional 8,811 shares were disposed of at $48.54 per share to cover tax withholding obligations for this second PSU settlement.
• The reported transactions also include the acquisition of 325 shares on June 30, 2025, at $32.60 per share and 289 shares on December 31, 2025, at $36.65 per share, both through the Issuer's employee stock purchase plan (ESPP).
• Following these transactions, Daniel Jason Mathewes directly beneficially owns 191,113 shares of Hilton Grand Vacations Inc. common stock.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive, routine filing. The increase in insider ownership through earned performance shares and ESPP purchases is a positive signal of management's continued alignment with shareholder interests, though the transactions themselves are expected and part of standard compensation.

Positives

• Daniel Jason Mathewes, a key executive, increased his direct beneficial ownership of common stock by a net of 17,423 shares (8,523 + 21,308 3,597 8,811) through the settlement of performance share units, indicating management's alignment with shareholder interests.
• The acquisition of shares through the employee stock purchase plan (ESPP) further demonstrates management's commitment and investment in the company's equity.

Negatives

• A total of 12,408 shares (3,597 + 8,811) were disposed of to satisfy tax withholding requirements, which is a common practice but reduces the net number of shares retained from the PSU settlements.

Future Outlook

This filing does not contain forward-looking statements or guidance, as it reports past insider transactions.

Industry Context

StockSavvy.ai notes that routine insider transactions, such as the settlement of performance share units and employee stock purchases, are common across industries. These actions typically reflect pre-established compensation plans and do not inherently signal new strategic shifts or market insights beyond the executive's continued equity participation.

Comparison to Industry Standards

• The settlement of performance share units and subsequent tax withholding is a standard practice for executive compensation in publicly traded companies, aligning executive incentives with company performance over multi-year periods.
• Employee stock purchase plans (ESPPs) are also a common benefit offered by many corporations, including peers in the hospitality and leisure industry, encouraging broad employee ownership.

Stakeholder Impact

• Shareholders: The increase in direct beneficial ownership by a key executive (CFO) can be viewed positively, as it aligns management's financial interests with those of the shareholders, potentially signaling confidence in the company's future performance.

Key Dates

Recommendation

This Form 4 filing details routine insider transactions related to executive compensation and employee stock purchases. While the increase in insider ownership is generally a positive signal, these pre-planned transactions do not provide new fundamental information that would warrant a change in investment recommendation. The filing confirms ongoing executive equity participation but does not suggest any immediate catalysts for significant price movement.

Keywords

Hilton Grand Vacations, HGV, Insider Transaction, Form 4, Performance Share Units, PSU Settlement, Employee Stock Purchase Plan, ESPP, Executive Compensation, Stock Ownership