SEC Form 4 · accession 0000899243-17-016772
Hilton Grand Vacations Inc. · HGV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Stephen A Schwarzman
10% Owner
BMA V L.L.C.
10% Owner
Blackstone Group L.P.
10% Owner
Blackstone Group Management L.L.C.
10% Owner
Blackstone Holdings III L.P.
10% Owner
Blackstone Holdings III GP L.P.
10% Owner
BREA VI L.L.C.
10% Owner
Period of report
Jun 20, 2017
Accepted (ET)
Jun 20, 2017 · 4:46 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001674168
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F5,F10,F11,F12,F13 | Jun 20, 2017 | S | 8,472,479 | $35.40 | D | 4,728,369 | I | See Footnotes |
| Common StockF1,F3,F5,F10,F11,F12,F13 | Jun 20, 2017 | S | 292,021 | $35.40 | D | 162,208 | I | See Footnotes |
| Common StockF1,F4,F5,F10,F11,F12,F13 | Jun 20, 2017 | S | 29,900 | $35.40 | D | 15,806 | I | See Footnotes |
| Common StockF1,F6,F10,F11,F12,F13 | Jun 20, 2017 | S | 1,759 | $35.40 | D | 930 | I | See Footnotes |
| Common StockF1,F7,F10,F11,F12,F13 | Jun 20, 2017 | S | 848,802 | $35.40 | D | 448,712 | I | See Footnotes |
| Common StockF1,F8,F10,F11,F12,F13 | Jun 20, 2017 | S | 5,039 | $35.40 | D | 2,664 | I | See Footnotes |
| Common StockF9,F10,F11,F12,F13 | holding | — | — | — | 4,411 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This amount represents the $35.40 sale price per share of the Common Stock of Hilton Grand Vacations Inc. ("Common Stock") received by the Reporting Persons in connection with a secondary block trade which closed on June 20, 2017.
- F10The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group L.P. The general partner of The Blackstone Group L.P. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.
- F11Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.
- F12Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
- F13Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
- F2Reflects securities held directly by HLT Holdco III LLC. HLT Holdco III LLC is a wholly-owned subsidiary of HLT Holdco II LLC. HLT Holdco II LLC is a wholly-owned subsidiary of HLT Holdco LLC. HLT Holdco LLC is a wholly-owned subsidiary of BH Hotels Holdco LLC ("BH Hotels").
- F3Reflects securities held directly by HLT A23 Holdco LLC. The sole member of HLT A23 Holdco LLC is BH Hotels.
- F4Reflects securities held directly by HLT BREH VI Holdco LLC. The sole member of HLT BREH VI Holdco LLC is BH Hotels.
- F5The managing members of BH Hotels are Blackstone Real Estate Partners VI L.P. and Blackstone Capital Partners V L.P. The general partner of Blackstone Capital Partners V L.P. is Blackstone Management Associates V L.L.C. The sole member of Blackstone Management Associates V L.L.C is BMA V L.L.C. The general partner of Blackstone Real Estate Partners VI L.P. is Blackstone Real Estate Associates VI L.P. The general partner of Blackstone Real Estate Associates VI L.P. is BREA VI L.L.C. The managing member of each of BREA VI L.L.C. and BMA V L.L.C. is Blackstone Holdings III L.P.
- F6Reflects securities held directly by HLT A23 BREH VI Holdco LLC. The sole member of HLT A23 BREH VI Holdco LLC is HLT BREH VI-A Holdings Holdco LLC. The sole member of HLT BREH VI-A Holdings Holdco LLC is Blackstone Real Estate Holdings VI L.P. The general partner of Blackstone Real Estate Holdings VI L.P. is BREP VI Side-by-Side GP L.L.C. The sole member of BREP VI Side-by-Side GP L.L.C. is Blackstone Holdings III L.P.
- F7Reflects securities held directly by HLT BREP VI.TE.2 Holdco LLC. The sole member of HLT BREP VI.TE.2 Holdco LLC is HLT BREP VI.TE.2 Holdings Holdco LLC. The sole member of HLT BREP VI.TE.2 Holdings Holdco LLC is Blackstone Real Estate Partners VI.TE.2 L.P. The general partner of Blackstone Real Estate Partners VI.TE.2 L.P. is Blackstone Real Estate Associates VI L.P. The general partner of Blackstone Real Estate Associates VI L.P. is BREA VI L.L.C. The managing member of BREA VI L.L.C. is Blackstone Holdings III L.P.
- F8Reflects securities held directly by HLT BREH Intl II Holdco LLC. The sole member of HLT BREH Intl II Holdco LLC is HLT BREH Intl II Holdings Holdco LLC. The controlling member of HLT BREH Intl II Holdings Holdco LLC is Blackstone Real Estate Holdings International II-Q L.P. The general partner of Blackstone Real Estate Holdings International II-Q L.P. is BREP International II-Q GP L.P. The general partner of BREP International II-Q GP L.P. is BREP International II-Q GP L.L.C. The sole member of BREP International II-Q GP L.L.C. is Blackstone Holdings III L.P.
- F9Reflects shares of Common Stock held directly by Stephen A. Schwarzman.