Hilton Grand Vacations Inc.

Item 1.01 Entry into a Material Definitive Agreement On October 30, 2026, Hilton Grand Vacations Inc. (the “Company”) entered into an uncollared accelerated share repurchase transaction (the “ASR Transaction”) with Deutsche Bank AG, London Branch (the “Dealer”), with Deutsche Bank Securities Inc. acting as agent, pursuant to a Master Confirmation and related Supplemental Confirmation (together, the “ASR Agreement”), to repurchase an aggregate of $200 million of the Company’s common stock, par value $0.01 per share (the “Common Stock”). The ASR Transaction is being conducted pursuant to the Company’s publicly announced share repurchase program authorized by its Board of Directors. Under the terms of the ASR Agreement, on October 30, 2026, the Company will pay the Dealer $200 million and will receive from the Dealer an initial delivery of approximately 4.48 million shares of Common Stock. The final number of shares of Common Stock to be repurchased under the ASR Agreement will be based on volume-weighted average price of the Common Stock during the calculation period of the ASR Transaction, less a discount and subject to adjustments pursuant to the terms of the ASR Agreement. At final settlement, the Dealer may be required to deliver additional shares of Common Stock to the Company or, under certain circumstances, the Company may be required to deliver shares of Common Stock or, at its election, make a cash payment to the Dealer. Final settlement of the ASR Transaction is expected to occur no later than December 31, 2026, subject to the Dealer’s right to accelerate the scheduled termination date, in whole or in part, on or after December 1, 2026. The ASR Agreement is subject to certain customary adjustments and termination provisions. In addition, upon the occurrence of certain extraordinary events, the Dealer may terminate the ASR Agreement, in which case the Company may receive fewer shares of Common Stock than expected. The Dealer and its affiliates are full-service financial institutions that have engaged in, or may in the future engage in, investment banking, commercial banking and other commercial dealings in the ordinary course of business with the Company and its affiliates, for which they have received, or may in the future receive, customary fees and commissions. The foregoing description of the ASR Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the form of ASR Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.