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Form 8-K · Current Report · Filed 2025-05-16

Hilton Worldwide Holdings Inc. Stockholders Approve Major Governance Amendments

On May 14, 2025, Hilton Worldwide Holdings Inc.'s stockholders approved significant amendments to the company's Amended and Restated Certificate of Incorporation and By-Laws during the Annual Meeting.

Filer
Hilton Worldwide Holdings Inc. HLT · NYSE
Filed
Accession
0001585689-25-000109
CIK
0001585689
Signal
Medium impactConsumer Cyclical

Details

These amendments include eliminating the supermajority requirement for stockholder amendments to the By-Laws, providing for the exculpation of certain officers, and removing certain outdated provisions. Stockholders also ratified the appointment of Ernst & Young LLP as the independent registered public accounting firm for fiscal year 2025 and approved, in a non-binding vote, the compensation paid to the company's named executive officers.

Items reported

Item 5.03

Amendments to Articles of Incorporation or Bylaws

Articles of Incorporation Amendment Bylaw Amendment
Item 5.07

Submission of Matters to a Vote of Security Holders

Director Elections Results Say-on-Pay Approved Proxy Battle Won
Item 9.01

Financial Statements and Exhibits

Exhibits Furnished

Market reaction

Close before filing

$252.49

Next session

+1.6%

Since filing

+26.9%

Latest close

$320.49

What happened, not what will happen — closing prices around the filing date.

Precedent

Previous filings from HLT reporting the same item, with the next session's move:

Exhibits (5)

About Hilton Worldwide Holdings Inc.

Hilton Worldwide Holdings Inc. is a prominent global hospitality company known for its expansive network of hotels and resorts. The primary function of Hilton is to provide high-quality lodging services across diverse segments, catering to both leisure and business travelers. With a portfolio that spans luxury, full-service, and budget accommodations, Hilton operates under several flagship brands such as Waldorf Astoria, Conrad, Hilton Hotels & Resorts, and Hampton by Hilton. By leveraging an extensive franchise model and strategic partnerships, Hilton ensures widespread presence in key markets globally. Founded in 1919, Hilton plays a significant role in the travel and tourism industry, drawing guests from around the world and contributing to local economies through job creation and tourism development. Hilton's ability to adapt to evolving consumer preferences, its focus on customer experience, and its innovation in hospitality technology underscore its influential position in the global hotel market.

Exchange NYSE Industry Lodging Company website ↗

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