UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): February 18, 2021 (
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| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On February 17, 2021, the Compensation Committee (the “Compensation Committee”) of the Board of Directors of Hilton Grand Vacations Inc. (the “Company”) approved certain compensation adjustments for Mr. Daniel J. Mathewes, the Company’s Executive Vice President and Chief Financial Officer, to more closely align his compensation with the compensation levels of the Company’s peers for such executive position. As a result of such approval, Mr. Mathewes’s annual base salary will increase from $438,000 to $550,000, effective as of January 9, 2021, and the target value for his annual long-term incentive equity award under the Hilton Grand Vacations Inc. 2017 Omnibus Incentive Plan will increase from 225% of his annual base salary to 250% of his annual base salary. No other changes were made to Mr. Mathewes’s compensation.
In addition, on February 17, 2021, the Compensation Committee approved discretionary annual cash bonuses for certain executive officers, including the Company’s named executive officers. Largely due to Covid-19’s impact, the Company did not achieve the pre-established performance goals under the Company’s annual short-term incentive program. However, the Compensation Committee decided to award discretionary bonuses to recognize the executive officers for their swift response to, and continued strong leadership during, the challenging times of the pandemic, and to reward their efforts that were not necessarily immediately reflected in the performance goals previously established under the Company’s annual short-term incentive program. The discretionary annual cash bonuses for the Company’s named executive officers as approved by the Compensation Committee are as follows: Mr. Mark D. Wang, President and Chief Executive Officer; $1,068,750; Mr. Mathewes, $492,469; Mr. Gordon S. Gurnik, Executive Vice President and Chief Operating Officer, $463,500; Ms. Sherri A. Silver, Executive Vice President and Chief Marketing Officer, $419,607; and Mr. Stan R. Soroka, Executive Vice President and Chief Customer Officer, $458,946.
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: February 18, 2021