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SHARE-BASED COMPENSATION | 3 Months Ended
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Mar. 31, 2026
Share-Based Payment Arrangement [Abstract] |
SHARE-BASED COMPENSATION | SHARE-BASED COMPENSATION Stock Plan The 2023 Omnibus Incentive Plan (“2023 Plan”) authorizes the issuance of restricted stock units (“Service RSUs” or “RSUs”), nonqualified stock options (“Options”), and time and performance-vesting restricted stock units (“Performance RSUs” or “PSUs”) to certain employees and directors. As of March 31, 2026, there were 1,225,754 shares of common stock available for future issuance under the 2023 plan. We recognized share-based compensation expense of $10 million and $12 million for the three months ended March 31, 2026 and 2025. As of March 31, 2026, unrecognized compensation cost for unvested awards was approximately $117 million, which is expected to be recognized over a weighted average period of 1.9 years. Service RSUs During the three months ended March 31, 2026, we issued 988,304 Service RSUs with a weighted-average grant date fair value of $42.28, which generally vest in annual installments over three years from the date of grant, subject to the individual’s continued employment through the applicable vesting date. Options During the three months ended March 31, 2026, we did not grant any Options. As of March 31, 2026, we had 2,030,322 Options outstanding that were exercisable. Performance RSUs During the three months ended March 31, 2026, we issued 489,848 Performance RSUs with a weighted-average grant date fair value of $42.27. The Performance RSUs are settled at the end of a 3-year performance period, with 50% of the Performance RSUs subject to achievement based on the Company’s adjusted earnings before interest expense, taxes and depreciation and amortization, further adjusted for net deferral and recognition of revenues and related direct expenses related to sales of VOIs of projects under construction. The remaining 50% of the Performance RSUs are subject to the achievement of certain contract sales targets. We determined that the performance conditions for our Performance RSUs are probable of achievement, and we recognized compensation expense based on the number of Performance RSUs we expect to vest. Employee Stock Purchase Plan In March 2017, the Board of Directors adopted the Hilton Grand Vacations Inc. Employee Stock Purchase Plan (the “ESPP”), which became effective during 2017 and was subsequently amended in 2022. In connection with the ESPP, we reserved 2.5 million shares of common stock which may be purchased under the ESPP. The ESPP allows eligible employees to purchase shares of our common stock at a price per share not less than 85% of the fair market value per share of common stock on the first day of the Purchase Period or the last day of the Purchase Period, whichever is lower, up to a maximum threshold established by the plan administrator for the offering period. During each of the three months ended March 31, 2026 and 2025, we recognized less than $1 million of compensation expense related to this plan.

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