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):
(Exact Name of Registrant as Specified in its Charter)
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| |
||
| (Address of principal executive offices) | (Zip Code) |
(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 | ||
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 5.07. | Submission of Matters to a Vote of Security Holders. |
On May 5, 2021, the Company held its annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on the matters disclosed in the Company’s definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on March 26, 2021 and distributed to its stockholders commencing on or about March 26, 2021 in connection with the Annual Meeting (the “Proxy Statement”). Set forth below are the final voting results for the matters submitted to a vote of stockholders at the Annual Meeting.
Proposal No. 1 – Election of Directors
At the Annual Meeting, the Company’s stockholders elected the persons listed below as directors for a one-year term expiring at the 2022 annual meeting or until their respective successors are duly elected and qualified.
| Votes Cast For | Votes Withheld | Broker Non-Votes | ||||||||||
| Mark D. Wang |
71,981,101 | 1,820,962 | 5,749,244 | |||||||||
| Leonard A. Potter |
71,421,023 | 2,381,040 | 5,749,244 | |||||||||
| Brenda J. Bacon |
71,875,225 | 1,926,838 | 5,749,244 | |||||||||
| David W. Johnson |
71,327,101 | 2,474,962 | 5,749,244 | |||||||||
| Mark H. Lazarus |
71,432,424 | 2,369,639 | 5,749,244 | |||||||||
| Pamela H. Patsley |
71,621,748 | 2,180,315 | 5,749,244 | |||||||||
| Paul W. Whetsell |
71,415,952 | 2,386,111 | 5,749,244 | |||||||||
Proposal No. 2 – Ratification of Independent Registered Public Accounting Firm
At the Annual Meeting, the Company’s stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2021.
| Votes Cast For |
Votes Cast Against |
Abstentions | ||
| 78,655,192 |
802,963 | 93,152 |
Proposal No. 3 – Advisory Vote on Executive Compensation
At the Annual Meeting, the Company’s stockholders approved, in a non-binding advisory vote, the compensation paid to the Company’s named executive officers as disclosed in the Proxy Statement.
| Votes Cast For |
Votes Cast Against |
Abstentions |
Broker Non-Votes | |||
| 71,885,241 |
1,894,479 | 22,343 | 5,749,244 |
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: May 5, 2021
Document and Entity Information |
May 05, 2021 |
|---|---|
| Cover [Abstract] | |
| Amendment Flag | false |
| Entity Central Index Key | 0001674168 |
| Document Type | 8-K |
| Document Period End Date | May 05, 2021 |
| Entity Registrant Name | Hilton Grand Vacations Inc. |
| Entity Incorporation State Country Code | DE |
| Entity File Number | 001-37794 |
| Entity Tax Identification Number | 81-2545345 |
| Entity Address, Address Line One | 6355 MetroWest Boulevard |
| Entity Address, Address Line Two | Suite 180 |
| Entity Address, City or Town | Orlando |
| Entity Address, State or Province | FL |
| Entity Address, Postal Zip Code | 32835 |
| City Area Code | (407) |
| Local Phone Number | 613-3100 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Security 12b Title | Common Stock, $0.01 par value per share |
| Trading Symbol | HGV |
| Security Exchange Name | NYSE |
| Entity Emerging Growth Company | false |