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): March 28, 2024


Hilton Grand Vacations Inc.
(Exact Name of Registrant as Specified in its Charter)


Delaware
001-37794
81-2545345
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)

6355 MetroWest Boulevard, Suite 180
Orlando, Florida
32835
(Address of principal executive offices)
(Zip Code)
 
(407) 613-3100
(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
  
HGV
  
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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 March 28, 2024, the Board of Directors (the “Board”) of Hilton Grand Vacations Inc. (the “Company”) approved the promotion and appointment of Daniel J. Mathewes, the Company’s current Senior Executive Vice President and Chief Financial Officer, as the Company’s President and Chief Financial Officer effective as of April 1, 2024. Mark D. Wang, the Company’s current President and Chief Executive Officer, will remain as Chief Executive Officer. The Company issued a press release on March 28, 2024 in connection with the foregoing, a copy of which is filed as Exhibit 99.1 to this Current Report on Form 8-K.

In connection with the foregoing, the Compensation Committee of the Board (the “Compensation Committee”) approved an increase to Mr. Mathewes’ base salary from $650,000 to $725,000 effective April 1, 2024. In addition, commiserate with the promotion, the Compensation Committee approved an increase in Mr. Mathewes’ 2024 short-term annual cash-based bonus and long-term equity-based award opportunities within the permissible ranges for target values previously approved by the Compensation Committee as part of the Hilton Grand Vacations Inc. Incentive Program, as disclosed and filed as Exhibit 10.19 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. Accordingly, the Compensation Committee granted to Mr. Mathewes an additional long-term incentive grant with a grant date fair value of $550,000, effective as of April 1, 2024, to account for the difference between his new and previous long-term incentive grant target. Such additional long-erm incentive award is comprised of stock options (25%), restricted stock units (50%) and performance stock units (25%), consistent with Mr. Mathewes’ prior grant, with the number of shares underlying each award determined based on the fair market value of the Company’s common stock on the grant date. The stock options and restricted stock units will vest in approximately equal annual installments over three years, and the performance stock units will be eligible to vest based on achievement of pre-established performance goals over a three-year performance period commencing January 1, 2024 and concluding December 31, 2026. Such grants will be made under, and pursuant to the terms and conditions of, the Hilton Grand Vacations Inc. 2023 Omnibus Incentive Plan and the award agreements approved by the Compensation Committee.

Item 9.01
Financial Statements and Exhibits.
 
(d) Exhibits.

Exhibit No.
Description
Press release, dated March 28, 2024.
   
Exhibit 104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
HILTON GRAND VACATIONS INC.

   

By:
/s/ Charles R. Corbin

 
Charles R. Corbin

 
Executive Vice President, General Counsel and Secretary

   
Date: March 28, 2024
    


Exhibit 99.1

Investor Contact:
Mark Melnyk
407-613-3327
Media Contact:
Lauren George
407-613-8431

FOR IMMEDIATE RELEASE

Hilton Grand Vacations Elevates
Dan Mathewes to President and Chief Financial Officer,
Appoints Dusty Tonkin as EVP, Chief Sales & Marketing Officer
Mark Wang to continue as Chief Executive Officer

ORLANDO, Fla. (March 28, 2024) – Hilton Grand Vacations Inc. (NYSE:HGV) (“HGV” or “the Company”) today announced that Dan Mathewes has been promoted to president, along with the continuation of his role as chief financial officer. In addition, the company has named Dusty Tonkin as its new EVP, chief sales & marketing officer.

Dan Mathewes Elevated to President and CFO of Hilton Grand Vacations

Hilton Grand Vacations has promoted Dan Mathewes to the role of president, while he retains his responsibilities as CFO. Mathewes will now work more closely with HGV’s sales and local marketing functions, building on his successful tenure overseeing the company’s finance, accounting, development and technology functions.

"This is an exciting time at HGV,” said Mark Wang, CEO of Hilton Grand Vacations. “We are in the process of integrating our recent acquisition of Bluegreen Vacations, and Dan is central to that effort. Dan's promotion is a testament to his invaluable contributions and leadership within the company since joining us in 2018. We are confident that under his expanded role, HGV will achieve significant milestones in market expansion, efficiency enhancement while creating exceptional experiences for our members and team members.”

Dusty Tonkin Named EVP, Chief Sales & Marketing Officer

Dusty Tonkin is appointed as EVP, chief sales & marketing officer, bringing his extensive experience in the industry and a proven track record of sales growth and operational excellence.

“Dusty’s appointment is the next step in furthering HGV’s position as the leader in the vacation ownership industry,” said Mark Wang, CEO of Hilton Grand Vacations. “Throughout his career, he has demonstrated the ability to build world-class sales & marketing teams that exceed expectations while maintaining a customer-first culture.”

"We’re excited to have such a strong talent drive our global sales strategy forward and help us realize the full potential of our recent merger,” said Dan Mathewes, president and CFO of Hilton Grand Vacations. “Dusty will play a crucial role in our mission to deliver outstanding experiences to our customers."

Tonkin has worked in the vacation ownership industry for more than 28 years, and he most recently served as the chief sales & marketing officer for Bluegreen Vacations. Prior to his time at Bluegreen Vacations, he was the executive vice president of sales & marketing at Wyndham Destinations, where he was responsible for overseeing teams across six regions.

In his new role at HGV, Tonkin will lead the global sales & marketing organization, leveraging his expertise to foster growth, enhance operational efficiency, and drive the newly combined company's sales strategy forward. Tonkin will report to Dan Mathewes, president and CFO.

“I’m honored to lead HGV’s global sales & marketing organization,” says Tonkin. “I see incredible potential to capitalize on the strengths and talent I’m familiar with from Bluegreen Vacations, as well as enhance the exceptional talent and capabilities present at HGV.”

Tonkin was named among Florida’s Most Influential Business Leaders by Florida Trend magazine and holds a degree in sports management from Elon University in North Carolina.

About Hilton Grand Vacations Inc.
Hilton Grand Vacations Inc. (NYSE:HGV) is recognized as a leading global timeshare company and is the exclusive vacation ownership partner of Hilton. With headquarters in Orlando, Florida, Hilton Grand Vacations develops, markets, and operates a system of brand-name, high-quality vacation ownership resorts in select vacation destinations. Hilton Grand Vacations has a reputation for delivering a consistently exceptional standard of service, and unforgettable vacation experiences for guests and approximately 700,000 Club Members. Membership with the Company provides best-in-class programs, exclusive services and maximum flexibility for our Members around the world.

For more information, visit www.corporate.hgv.com. Follow us on Instagram, Facebook, LinkedIn, X (formerly Twitter), Pinterest and YouTube.

###