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Hilton Grand Vacations Inc.

For the period ended Sep 30, 2026. Filed Oct 29, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Oct 29, 2026

HGV$43.95+0.8%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-06-30; filed 2026-07-30.

0001674168-26-000100

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-09-30; filed 2026-10-29.

0001674168-26-000108

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 158 previous paragraphs and 156 current paragraphs.

111 unchanged; 38 reworded; 5 added; 9 removed; 0 previous and 2 current paragraphs rearranged.

Tables are not compared: 18 previous and 18 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (5)

Current report

Contract sales decreased $100 million for the three months ended September 30, 2026, compared to the same period in 2025, primarily due to a 12.5% decrease in VPG partially offset by an increase in tour flow of 1.7%. For the three months ended September 30, 2026, we had a net construction recognition of $536 million compared to a net construction deferral of $99 million for the same period in 2025. Fee-for-service sales decreased $63 million primarily due to the Elara Acquisition and provision for financing receivables losses decreased $37 million primarily due to the impact of the change in accounting estimate in the third quarter of 2026.

Current report

Contract sales decreased $126 million for the nine months ended September 30, 2026, compared to the same period in 2025, primarily due to a 9.8% decrease in VPG partially offset by an increase in tour flow of 5.2%. For the nine months ended September 30, 2026 we had a net construction recognition of $457 million compared to a net construction deferral of $307 million for the same period in 2025. Provision for financing receivables losses increased $7 million primarily due to the impact of the change in accounting estimate in the third quarter of 2026. Fee-for-service sales decreased $92 million primarily due to the Elara Acquisition.

Current report

Real estate expense increased $263 million for the nine months ended September 30, 2026, compared to the same period in 2025, primarily due to net construction recognition activity of $207 million in 2026 compared to a net construction deferral of $137 million in 2025, partially offset by decreases in costs of contract sales excluding fee-for-service of $49 million and selling expenses of $38 million.

Current report

Rental and ancillary services expenses increased $11 million for the three months ended September 30, 2026 compared to the same period in 2025, primarily due to increases in other rental expenses.

Current report

The decrease in net cash used in financing activities for the nine months ended September 30, 2026. compared to the same period in 2025, was primarily due to a $40 million decrease in cash paid for share repurchases and an $8 million increase in proceeds from stock option exercises. These inflows were partially offset by a decrease in net proceeds from debt and non-recourse debt of $13 million and increases in debt issuance costs of $11 million and payments of withholding taxes on vesting of restricted stock units of $9 million.
Removed paragraphs (9)

Previous report

Contract sales decreased $24 million for the three months ended June 30, 2026, compared to the same period in 2025, primarily due to a 8.6% decrease in VPG offset by an increase in tour flow of 6.1%.

Previous report

Contract sales decreased $26 million for the six months ended June 30, 2026, compared to the same period in 2025, primarily due to a 8.3% decrease in VPG offset by an increase in tour flow of 7.2%.

Previous report

Real estate expense decreased $10 million for the three months ended June 30, 2026, compared to the same period in 2025, primarily due to net construction deferral activity of $26 million in 2026 compared to $37 million in 2025.

Previous report

Resort and club management revenue increased $6 million for the three months ended June 30, 2026, compared to the same period in 2025, primarily due to increases in club annual dues revenue of $2 million, management fees revenue of $2 million and license fee revenue of $1 million.

Previous report

Resort and club management expenses increased $10 million for the six months ended June 30, 2026, compared to the same period in 2025, primarily due to employee-related expenses.

Previous report

(1) NM - fluctuation in terms of percentage change is not meaningful.

Previous report

(1)NM - fluctuation in terms of percentage change is not meaningful.

Previous report

(1) NM - fluctuation in terms of percentage change is not meaningful.

Previous report

Net cash used in financing activities for the six months ended June 30, 2026 was $115 million compared to $213 million for the same period in 2025. The change was primarily due to net proceeds from debt and non-recourse debt of $192 million in 2026 compared to net proceeds of $99 million in 2025.
Reworded paragraphs (38)

Previous wording

This Quarterly Report on Form 10-Q includes discussion of terms that are not recognized terms under U.S. Generally Accepted Accounting Principles (“U.S. GAAP”), and financial measures that are not calculated in accordance with U.S. GAAP, including earnings before interest expense (excluding interest expense relating to our non-recourse debt), taxes and depreciation and amortization (“EBITDA”), Adjusted EBITDA, Adjusted EBITDA Attributable to Stockholders, fee-for-service commissions and brand fees, sales and marketing expense, net, sales revenue, real estate expense, and profits and profit margins for our real estate, financing, resort and club management, and rental and ancillary services.

Current wording

This Quarterly Report on Form 10-Q includes discussion of terms that are not recognized terms under U.S. Generally Accepted Accounting Principles (“U.S. GAAP”), and financial measures that are not calculated in accordance with U.S. GAAP, including earnings before interest expense (excluding interest expense relating to our non-recourse debt), taxes and depreciation and amortization (“EBITDA”), Adjusted EBITDA, Adjusted EBITDA Attributable to Stockholders, fee-for-service commissions, sales and marketing expense, net, sales revenue, real estate expense, and profits and profit margins for our real estate, financing, resort and club management, and rental and ancillary services.

Previous wording

As of June 30, 2026, we had more than 720,000 members across our Club offerings. Based on the type of Club membership, members have the flexibility to exchange their VOIs for stays at Hilton Grand Vacations resorts, properties in the Hilton system of 27 industry-leading brands with over 9,200 properties, or affiliated properties, as well as numerous experiential vacation options, such as cruises and guided tours, or they have the option to exchange their VOI for various other timeshare resorts throughout the world through an external exchange program, including travel services options.

Current wording

As of September 30, 2026, we had approximately 715,000 members across our Club offerings. Based on the type of Club membership, members have the flexibility to exchange their VOIs for stays at Hilton Grand Vacations resorts, properties in the Hilton system of 28 industry-leading brands with over 9,400 properties, or affiliated properties, as well as numerous experiential vacation options, such as cruises and guided tours, or they have the option to exchange their VOI for various other timeshare resorts throughout the world through an external exchange program, including travel services options.

Previous wording

Traditionally, timeshare operators have funded 100% of the investment necessary to acquire land and construct timeshare properties. We source VOIs through developed properties and fee-for-service and just-in-time agreements with third-party developers and have focused our inventory strategy on developing an optimal inventory mix. The fee-for-service agreements enable us to generate fees from the sales and marketing of the VOIs and Club memberships and from the management of the timeshare properties without requiring us to fund acquisition and construction costs. The just-in-time agreements enable us to source VOI inventory in a manner that allows us to correlate the timing of acquisition of the inventory with the sale to purchasers. Sales of owned, including just-in-time, inventory generally result in greater Adjusted EBITDA contributions, while fee-for-service sales require less initial investment and allow us to accelerate our sales growth. Both sales of owned inventory and fee-for-service sales generate long-term, predictable fee streams, by adding to the Club membership base and properties under management, that generate strong returns on invested capital. For the six months ended June 30, 2026, sales from fee-for-service and just-in-time inventory were 15%, and 9% of contract sales. See “Key Business and Financial Metrics — Real Estate Sales Operating Metrics” for additional discussion of contract sales.

Current wording

Traditionally, timeshare operators have funded 100% of the investment necessary to acquire land and construct timeshare properties. We source VOIs through developed properties and fee-for-service and just-in-time agreements with third-party developers and have focused our inventory strategy on developing an optimal inventory mix. The fee-for-service agreements enable us to generate fees from the sales and marketing of the VOIs and Club memberships and from the management of the timeshare properties without requiring us to fund acquisition and construction costs. The just-in-time agreements enable us to source VOI inventory in a manner that allows us to correlate the timing of acquisition of the inventory with the sale to purchasers. Sales of owned, including just-in-time, inventory generally result in greater Adjusted EBITDA contributions, while fee-for-service sales require less initial investment and allow us to accelerate our sales growth. Both sales of owned inventory and fee-for-service inventory generate long-term, predictable fee streams, by adding to the Club membership base and properties under management, that generate strong returns on invested capital. For the nine months ended September 30, 2026, sales from fee-for-service and just-in-time inventory were 14%, and 11% of contract sales. See “Key Business and Financial Metrics — Real Estate Sales Operating Metrics” for additional discussion of contract sales.

Previous wording

We sell our vacation ownership products primarily through our distribution network of both-in-market and off-site sales centers. Our products are currently marketed for sale throughout the United States, Europe, Canada, the Caribbean, Mexico, and Asia. We operate sales distribution centers in major markets and popular leisure destinations with year-round demand and a history of being a friendly environment for vacation ownership. We have 100 sales distribution centers in various domestic and international locations. Our marketing and sales activities are based on targeted direct marketing and a highly personalized sales approach. We use targeted direct marketing to reach potential members who are identified as having the financial ability to pay for our products, are frequent leisure travelers, and have an affinity with our brands.

Current wording

We sell our vacation ownership products primarily through our distribution network of both-in-market and off-site sales centers. Our products are currently marketed for sale throughout the United States, Europe, Canada, the Caribbean, Mexico, and Asia. We operate sales distribution centers in major markets and popular leisure destinations with year-round demand and a history of being a friendly environment for vacation ownership. We have 99 sales distribution centers in various domestic and international locations. Our marketing and sales activities are based on targeted direct marketing and a highly personalized sales approach. We use targeted direct marketing to reach potential members who are identified as having the financial ability to pay for our products, are frequent leisure travelers, and have an affinity with our brands.

Previous wording

Our marketing and sales activities also include marketing relationships with nationally-recognized consumer brands such as Bass Pro, a fishing, marine, hunting, camping and sports gear retailer, and Choice Hotels. HGV is party to an exclusive marketing agreement with Bass Pro that provides HGV with the right to market and sell vacation packages at kiosks in Bass Pro’s and Cabela’s retail locations and through other means. As of June 30, 2026, HGV had sales and marketing operations at a total of 145 Bass Pro Shops and Cabela’s Stores, including 7 virtual kiosks. Additionally, the joint venture between HGV and Bass Pro includes four high-end wilderness resorts under the Big Cedar Lodge brand. We also have an exclusive strategic relationship with Choice Hotels that involves several areas of its business, including a sales and marketing alliance that enables us to leverage Choice Hotels’ brands, customer relationships and marketing channels to sell vacation packages.

Current wording

Our marketing and sales activities also include marketing relationships with nationally-recognized consumer brands such as Bass Pro, a fishing, marine, hunting, camping and sports gear retailer, and Choice Hotels. HGV is party to an exclusive marketing agreement with Bass Pro that provides HGV with the right to market and sell vacation packages at kiosks in Bass Pro’s and Cabela’s retail locations and through other means. As of September 30, 2026, HGV had sales and marketing operations at a total of 146 Bass Pro Shops and Cabela’s Stores, including 6 virtual kiosks. Additionally, the joint venture between HGV and Bass Pro includes four high-end wilderness resorts under the Big Cedar Lodge brand. We also have an exclusive strategic relationship with Choice Hotels that involves several areas of its business, including a sales and marketing alliance that enables us to leverage Choice Hotels’ brands, customer relationships and marketing channels to sell vacation packages.

Previous wording

Tour flow quality impacts key metrics such as close rate and VPG, defined in “Key Business and Financial Metrics—Real Estate Sales Operating Metrics.” Additionally, the quality of tour flow impacts sales revenue and the collectability of our timeshare financing receivables. For the six months ended June 30, 2026 and 2025, 73% and 74% of our contract sales were to our existing owners.

Current wording

Tour flow quality impacts key metrics such as close rate and VPG, defined in “Key Business and Financial Metrics—Real Estate Sales Operating Metrics.” Additionally, the quality of tour flow impacts sales revenue and the collectability of our timeshare financing receivables. For both the nine months ended September 30, 2026 and 2025, 73% of our contract sales were to our existing owners.

Previous wording

We provide financing for members purchasing our developed and acquired inventory and generate interest income on the loans. Our timeshare financing receivables are collateralized by the underlying VOIs and are generally structured as 10-year, fully-amortizing loans that bear a fixed interest rate typically ranging from 2.5% to 25% per annum. Financing propensity was 68% and 65% for the six months ended June 30, 2026 and 2025. We calculate financing propensity as contract sales volume of financed contracts originated in the period divided by contract sales volume originated in the period.

Current wording

We provide financing for members purchasing our developed and acquired inventory and generate interest income on the loans. Our timeshare financing receivables are collateralized by the underlying VOIs and are generally structured as 10-year, fully-amortizing loans that bear a fixed interest rate typically ranging from 2.5% to 25% per annum. Financing propensity was 70% and 66% for the nine months ended September 30, 2026 and 2025. We calculate financing propensity as contract sales volume of financed contracts originated in the period divided by contract sales volume originated in the period.

Previous wording

(1) Represents contract sales from fee-for-service properties on which we earn Fee-for-service commissions and brand fees.

Current wording

(2)Represents contract sales from fee-for-service properties on which we earn Fee-for-service commissions and brand fees.

Previous wording

Three and Six Months Ended June 30, 2026 Compared with the Three and Six Months Ended June 30, 2025

Current wording

Three and Nine Months Ended September 30, 2026 Compared with the Three and Nine Months Ended September 30, 2025

Previous wording

(1)Excluding the package sales and other fees adjustment, Real estate profit margin was 21.8% and 18.5% for the three months ended June 30, 2026 and 2025, and 21.8% and 16.2% for the six months ended June 30, 2026 and 2025.

Current wording

(2)Excluding the package sales and other fees adjustment, Real estate profit margin was 37.7% and 18.3% for the three months ended September 30, 2026 and 2025, and 29.7% and 17.0% for the nine months ended September 30, 2026 and 2025.

Previous wording

Sales revenue increased $18 million for the three months ended June 30, 2026, compared to the same period in 2025, primarily due to a net construction deferral of $54 million in 2026 compared to a net construction deferral of $82 million in 2025 and an increase in contract sales excluding fee-for-service of $14 million, partially offset by a decrease in fee-for-service commissions of $20 million.

Current wording

Sales revenue increased $614 million for the three months ended September 30, 2026, compared to the same period in 2025, primarily due to a net construction recognition of $536 million in 2026 compared to a net construction deferral of $99 million in 2025, partially offset by a decrease in fee-for-service commissions of $37 million.

Previous wording

Sales revenue increased $98 million for the six months ended June 30, 2026, compared to the same period in 2025, primarily due to a net construction deferral of $79 million in 2026 compared to a net construction deferral of $208 million in 2025, partially offset by decreases in fee-for-service commissions of $17 million and sales incentives of $14 million.

Current wording

Sales revenue increased $712 million for the nine months ended September 30, 2026, compared to the same period in 2025, primarily due to net construction recognition of $457 million in 2026 compared to a net construction deferral of $307 million in 2025, partially offset by a decrease in fee-for-service commissions of $54 million.

Previous wording

Real estate expense increased $6 million for the six months ended June 30, 2026, compared to the same period in 2025, primarily due to net construction deferral activity of $33 million in 2026 compared to $95 million in 2025, partially offset by decreases in costs of contract sales excluding fee-for-service of $30 million and selling expenses of $19 million.

Current wording

Real estate expense increased $257 million for the three months ended September 30, 2026, compared to the same period in 2025, primarily due to net construction recognition activity of $240 million in 2026 compared to a net construction deferral of $42 million in 2025, partially offset by decreases in selling expenses of $18 million and costs of contract sales excluding fee-for-service of $18 million.

Previous wording

Financing revenue increased $18 million for the three months ended June 30, 2026, compared to the same period in 2025, primarily due to an increase in the average outstanding balance of the timeshare financing receivables portfolio and a decrease in the premium amortization of acquired timeshare financing receivables of $4 million.

Current wording

Financing revenue increased $21 million for the three months ended September 30, 2026, compared to the same period in 2025, primarily due to an increase in the average outstanding balance of the timeshare financing receivables portfolio and a decrease in the premium amortization of acquired timeshare financing receivables of $4 million.

Previous wording

Financing revenue increased $31 million for the six months ended June 30, 2026, compared to the same period in 2025, primarily due to an increase in the average outstanding balance of the timeshare financing receivables portfolio and a decrease in the premium amortization of acquired timeshare financing receivables of $9 million.

Current wording

Financing revenue increased $52 million for the nine months ended September 30, 2026, compared to the same period in 2025, primarily due to an increase in the average outstanding balance of the timeshare financing receivables portfolio and a decrease in the premium amortization of acquired timeshare financing receivables of $13 million.

Previous wording

Financing expense increased $4 million for the three months ended June 30, 2026, compared to the same period in 2025, primarily due to an increase in consumer financing interest expense of $11 million due to an increase in the average non-recourse debt balance partially offset by a decrease in the provision for credit losses of the acquired portfolio of $6 million.

Current wording

Financing expense increased $2 million for the three months ended September 30, 2026, compared to the same period in 2025, primarily due to an increase in consumer financing interest expense of $8 million due to an increase in the average non-recourse debt balance partially offset by a decrease in the provision for credit losses of the acquired portfolio of $9 million.

Previous wording

Financing expense remained consistent for the six months ended June 30, 2026, compared to the same period in 2025.

Current wording

Resort and club management revenue and expenses remained consistent for the three months ended September 30, 2026, compared to the same period in 2025.

Previous wording

Resort and club management revenue increased $8 million for the six months ended June 30, 2026, compared to the same period in 2025, primarily due to an increase in management fees revenue of $6 million and license fee revenue of $2 million.

Current wording

Resort and club management revenue increased $11 million for the nine months ended September 30, 2026, compared to the same period in 2025, primarily due to an increase in management fees revenue.

Previous wording

Resort and club management expenses increased $5 million for the three months ended June 30, 2026, compared to the same period in 2025, primarily due to employee-related expenses.

Current wording

Resort and club management expenses increased $12 million for the nine months ended September 30, 2026, compared to the same period in 2025, primarily due to property management and employee-related expenses.

Previous wording

Rental and ancillary services revenue increased $15 million and $25 million for both the three and six months ended June 30, 2026, compared to the same periods in 2025, primarily driven by higher transient revenues as a result of increased occupied room nights and average daily rates.

Current wording

Rental and ancillary services revenue increased $33 million for the nine months ended September 30, 2026 compared to the same periods in 2025, primarily driven by higher transient revenues as a result of increased occupied room nights and average daily rates.

Previous wording

Rental and ancillary services expenses increased $17 million and $27 million for the three and six months ended June 30, 2026, compared to the same periods in 2025, primarily due to increases in maintenance fees on unsold inventory and other rental expenses.

Current wording

Rental and ancillary services expenses increased $38 million for the nine months ended September 30, 2026, compared to the same period in 2025, primarily due to increases in maintenance fees on unsold inventory and other rental expenses.

Previous wording

For the six months ended June 30, 2026, operating expenses increased compared to the same period in 2025. Loss on sale and impairment increased $47 million primarily due to the disposition of our interests in certain properties. Depreciation and amortization expense increased by $16 million primarily due to amortization expense of software intangibles. General and administrative increased by $12 million primarily due to professional fees and employee-related expenses. License fees increased by $10 million primarily due to licensing fees paid to Hilton.

Current wording

For the three months ended September 30, 2026, operating expenses increased compared to the same period in 2025. General and administrative increased by $18 million primarily due to professional fees. Loss on sale and impairment, net decreased $8 million primarily due to the recording of our portion of the proceeds from the sale of our previously disposed interests in certain properties of $7 million.

Previous wording

For the three months ended June 30, 2026, operating expenses increased compared to the same period in 2025. Loss on sale and impairment increased $47 million primarily due to the disposition of our interests in certain properties. Depreciation and amortization expense increased by $12 million primarily due to amortization expense of software intangibles. General and administrative increased by $9 million primarily due to professional fees and employee-related expenses. License fees increased by $6 million primarily due to licensing fees paid to Hilton.

Current wording

For the nine months ended September 30, 2026, operating expenses increased compared to the same period in 2025. Loss on sale and impairment, net increased $39 million primarily due to an aggregate loss of $48 million recorded from the disposition of our interests in certain properties, partially offset by our portion of the proceeds from the sale of our previously disposed interests in certain properties of $7 million. General and administrative increased by $30 million primarily due to increases in professional fees of $26 million and employee-related expenses of $4 million. Depreciation and amortization expense increased by $19 million primarily due to amortization expense of software intangibles. License fees increased by $11 million primarily due to licensing fees paid to Hilton.

Previous wording

Acquisition and integration-related costs include direct expenses related to our recent acquisitions including integration costs, legal and other professional fees. Integration costs include technology-related costs, fees paid to management consultants, rebranding fees and employee-related costs such as severance and retention. For the three and six months ended June 30, 2026, acquisition and integration-related costs decreased by $12 million and $28 million compared to the same period in 2025, primarily due to decreases of $10 million and $20 million in employee-related expenses and professional service fees of $2 million and $7 million.

Current wording

Acquisition and integration-related costs include direct expenses related to our recent acquisitions including integration costs, legal and other professional fees. Integration costs include technology-related costs, fees paid to management consultants, rebranding fees and employee-related costs such as severance and retention. For the three and nine months ended September 30, 2026, acquisition and integration-related costs decreased by $11 million and $39 million compared to the same period in 2025, primarily due to decreases of $2 million and $22 million in employee-related expenses and professional service fees of $8 million and $15 million.

Previous wording

The changes in non-operating expenses for both the three and six months ended June 30, 2026, compared to the same periods in 2025, were primarily due to interest expense, other (gain) loss, net and income tax expense. The decrease in interest expense was primarily due to a decrease in the weighted average interest rate on our corporate debt. The change in other loss (gain), net is primarily due to revaluation of our foreign currency transactions. For the three months ended June 30, 2026, the decrease in income tax expense was primarily driven by the overall change in pretax earnings compared to the same period in 2025. For the six months ended June 30, 2026, the decrease in income tax expense was driven by discrete items, partially offset by the overall change in pretax earnings compared to the same period in 2025.

Current wording

The changes in non-operating expenses for both the three and nine months ended September 30, 2026, compared to the same periods in 2025, were primarily due to interest expense, other loss (gain), net and income tax expense. For the three months ended September 30, 2026, the increase in income tax expense was primarily driven by the overall change in pretax earnings compared to the same period in 2025. For the nine months ended September 30, 2026, the increase in income tax expense was primarily driven by the overall change in pretax earnings compared to the same period in 2025, partially offset by discrete tax items. The decrease in interest expense was primarily due to a decrease in the weighted average interest rate on our corporate debt. The change in Equity in earnings from unconsolidated affiliates is primarily due to the Elara Acquisition and Elara no longer being an unconsolidated entity. The change in other loss (gain), net is primarily due to revaluation of our foreign currency transactions.

Previous wording

(2)Excludes impact of interest expense, depreciation and amortization included in equity in earnings from unconsolidated affiliates of $1 million for the three and six months ended June 30, 2025.

Current wording

(2)Excludes impact of interest expense, depreciation and amortization included in equity in earnings from unconsolidated affiliates of $1 million for the nine months ended September 30, 2025.

Previous wording

(1)Includes intersegment transactions, share-based compensation, depreciation and other adjustments attributable to the segments.

Current wording

(2)Includes intersegment transactions, share-based compensation, depreciation and other adjustments attributable to the segments.

Previous wording

(2)Adjusts for segment related share-based compensation, depreciation and other adjustment items.

Current wording

(3)Adjusts for segment related share-based compensation, depreciation and other adjustment items.

Previous wording

•As of June 30, 2026, we had total cash and cash equivalents of $272 million and restricted cash of $296 million. Restricted cash primarily consists of escrow deposits received on VOI sales and reserves related to non-recourse debt.

Current wording

•As of September 30, 2026, we had total cash and cash equivalents of $227 million and restricted cash of $275 million. Restricted cash primarily consists of escrow deposits received on VOI sales and reserves related to non-recourse debt.

Previous wording

•During the six months ended June 30, 2026, we repurchased 6 million shares for $300 million, excluding the excise tax, under our share repurchase programs. See Note 15: Earnings Per Sharefor additional information.

Current wording

•During the nine months ended September 30, 2026, we repurchased 9 million shares for $410 million, excluding the excise tax, under our share repurchase programs. See Note 15: Earnings Per Sharefor additional information.

Previous wording

•As of June 30, 2026, we had $463 million remaining borrowing capacity under the revolver facility.

Current wording

•As of September 30, 2026, we had $457 million remaining borrowing capacity under the revolver facility.

Previous wording

•As of June 30, 2026, we had an aggregate of $755 million remaining borrowing capacity under our Timeshare Facility. As of June 30, 2026, we had $1.3 billion of notes that were current on payments but not securitized. Of that figure, approximately $719 million could be monetized through either warehouse borrowing or securitization while another $372 million of mortgage notes we anticipate being eligible following certain customary milestones such as first payment, deeding and recording.

Current wording

•As of September 30, 2026, we had an aggregate of $450 million remaining borrowing capacity under our Timeshare Facility and $175 million remaining borrowing capacity under the Big Cedar Timeshare Facility. As of September 30, 2026, we had $1.3 billion of notes that were current on payments but not securitized. Of that figure, approximately $851 million could be monetized through either warehouse borrowing or securitization while another $383 million of mortgage notes we anticipate being eligible following certain customary milestones such as first payment, deeding and recording.

Previous wording

We believe that our capital allocation strategy provides adequate funding for our operations, is flexible enough to fund our development pipeline, securitizes the optimal level of receivables, and provides the ability to be strategically opportunistic in the marketplace. We have made commitments with developers to purchase vacation ownership units at a future date to be marketed and sold under our Hilton Grand Vacations brand. As of June 30, 2026, our inventory-related purchase commitments totaled $212 million to be fulfilled over a period of 9 years.

Current wording

We believe that our capital allocation strategy provides adequate funding for our operations, is flexible enough to fund our development pipeline, securitizes the optimal level of receivables, and provides the ability to be strategically opportunistic in the marketplace. We have made commitments with developers to purchase vacation ownership units at a future date to be marketed and sold under our Hilton Grand Vacations brand. As of September 30, 2026, our inventory-related purchase commitments totaled $304 million to be fulfilled over a period of 12 years.

Previous wording

The increase in net cash provided by operating activities for the six months ended June 30, 2026, compared to the same period in 2025, was primarily due to an increase of $67 million in net income, along with increases in loss on sale and impairment of $47 million, provision for loan losses of $31 million and depreciation and amortization of $16 million.

Current wording

The increase in net cash provided by operating activities for the nine months ended September 30, 2026, compared to the same period in 2025, was primarily due to an increase of $334 million in net income, an increase in loss on sale and impairment, net of $39 million and an increase of $19 million in depreciation and amortization partially offset by an increase in cash used for working capital of $145 million and a decrease in provision for loan losses of $15 million.

Previous wording

The increase in net cash used in investing activities for the six months ended June 30, 2026 compared to the same period in 2025, was primarily due to cash paid $100 million for the Elara Acquisition in 2026, partially offset by a decrease in capital expenditures for property and equipment (excluding inventory) of $20 million.

Current wording

The increase in net cash used in investing activities for the nine months ended September 30, 2026 compared to the same period in 2025, was primarily due to cash paid of $103 million for the Elara Acquisition in 2026, partially offset by a decrease in capital expenditures for property and equipment (excluding inventory) of $27 million.

Previous wording

On July 29, 2025, our Board of Directors approved a share repurchase program authorizing us to repurchase up to an aggregate of $600 million of its outstanding shares of common stock over a two-year period (the “2025 Repurchase Plan”). As of June 30, 2026, we had $128 million of remaining availability under the 2025 Repurchase Plan.

Current wording

On July 29, 2025, our Board of Directors approved a share repurchase program authorizing us to repurchase up to an aggregate of $600 million of our outstanding shares of common stock over a two-year period (the “2025 Repurchase Plan”). On August 12, 2026, our Board of Directors approved a share repurchase program authorizing us to repurchase up to an aggregate of $600 million of our outstanding shares of common stock over a two-year period (the “2026 Repurchase Plan”). The 2026 Repurchase Plan will commence once the 2025 Repurchase Plan is fully completed. As of September 30, 2026, we had $17 million of remaining availability under the 2025 Repurchase Plan and $600 million of remaining availability under the 2026 Repurchase Plan.

Previous wording

Our commitments primarily relate to agreements with developers to purchase or construct vacation ownership units, operating leases, marketing and license fee agreements and obligations associated with our debt, non-recourse debt and the related interest. As of June 30, 2026, we were committed to $9.8 billion in contractual obligations over 14 years, $587 million of which will be fulfilled in the remainder of 2026. The ultimate amount and timing of certain commitments is subject to change pursuant to the terms of the respective arrangements, which could also allow for cancellation in certain circumstances. See Note 18: Commitments and Contingencies and Note 11: Debt and Non-recourse Debt for additional information.

Current wording

Our commitments primarily relate to agreements with developers to purchase or construct vacation ownership units, operating leases, marketing and license fee agreements and obligations associated with our debt, non-recourse debt and the related interest. As of September 30, 2026, we were committed to $10.1 billion in contractual obligations over 14 years, $306 million of which will be fulfilled in the remainder of 2026. The ultimate amount and timing of certain commitments is subject to change pursuant to the terms of the respective arrangements, which could also allow for cancellation in certain circumstances. See Note 18: Commitments and Contingencies and Note 11: Debt and Non-recourse Debt for additional information.

Previous wording

We utilize surety bonds related to the sales of VOIs in order to meet regulatory requirements of certain states. The availability, terms and conditions and pricing of such bonding capacity are dependent on, among other things, continued financial strength and stability of the insurance company affiliates providing the bonding capacity, general availability of such capacity and our corporate credit rating. We have commitments from surety providers in the amount of $336 million as of June 30, 2026, that primarily consist of escrow and subsidy related bonds.

Current wording

We utilize surety bonds related to the sales of VOIs in order to meet regulatory requirements of certain states. The availability, terms and conditions and pricing of such bonding capacity are dependent on, among other things, continued financial strength and stability of the insurance company affiliates providing the bonding capacity, general availability of such capacity and our corporate credit rating. We have commitments from surety providers in the amount of $346 million as of September 30, 2026, that primarily consist of escrow and subsidy related bonds.
Rearranged current paragraphs (2)

Current report — wording carried from elsewhere

Financing expense increased $2 million for the nine months ended September 30, 2026, compared to the same period in 2025, primarily due to an increase in consumer financing interest expense of $22 million due to an increase in the average non-recourse debt balance partially offset by a decrease in the provision for credit losses of the acquired portfolio of $22 million.

Current report — wording carried from elsewhere

Rental and ancillary services revenue increased $8 million for the three months ended September 30, 2026, compared to the same periods in 2025, primarily driven by higher transient revenues as a result of higher average daily rates.