UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
On May 4, 2022, Hilton Grand Vacations Inc. (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 22, 2022 and distributed to its stockholders commencing on or about March 22, 2022 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 2023 annual meeting or until their respective successors are duly elected and qualified.
| Votes Cast For | Votes Withheld | Broker Non-Votes | ||||||||||
| Mark D. Wang |
102,365,638 | 256,897 | 3,300,370 | |||||||||
| Leonard A. Potter |
100,150,796 | 2,471,739 | 3,300,370 | |||||||||
| Brenda J. Bacon |
99,606,868 | 3,015,667 | 3,300,370 | |||||||||
| David W. Johnson |
102,187,297 | 435,238 | 3,300,370 | |||||||||
| Mark H. Lazarus |
102,157,702 | 464,833 | 3,300,370 | |||||||||
| Pamela H. Patsley |
102,146,696 | 475,839 | 3,300,370 | |||||||||
| David Sambur |
99,669,099 | 2,953,436 | 3,300,370 | |||||||||
| Alex van Hoek |
100,873,765 | 1,748,770 | 3,300,370 | |||||||||
| Paul W. Whetsell |
99,437,731 | 3,184,804 | 3,300,370 | |||||||||
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 auditors for the year ending December 31, 2022.
| Votes Cast For |
Votes Cast Against |
Abstentions | ||
| 105,652,064 | 102,770 | 168,071 |
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 | |||
| 85,008,105 | 17,384,410 | 230,020 | 3,300,370 |
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 4, 2022