Hilton Worldwide Holdings Inc. (HLT)

Business

Source: FY2025 Form 10-K, accession 0001585689-26-000007 (Item 1 and Item 7).

Hilton is one of the world's largest hotel companies, and it makes almost all of its money from fees rather than from owning hotels. Third-party owners pay Hilton to manage their hotels or to use its brands, and partners such as co-branded credit card issuers and Hilton Grand Vacations (HGV) pay it to license the brand and the Hilton Honors loyalty program. Owners supply nearly all of the capital that builds and renovates the hotels. At December 31, 2025 the system had 9,158 properties with 1,351,351 rooms in 143 countries and territories, and Hilton Honors had 243 million members, 15 percent more than a year earlier. By September 30, 2026 the system had grown to 9,620 properties, 1,408,417 rooms and 144 countries and territories, with 270 million Honors members (10-Q, accession 0001585689-26-000054).

Hilton reports two segments:

• Management and franchise. This segment is where the economics lie. As a manager (873 hotels and 264,760 rooms at year-end 2025, excluding the ownership segment), Hilton earns a base fee that is generally a percentage of the hotel's monthly gross operating revenue. Where a contract provides for one, it also earns an incentive fee that is generally a percentage of hotel operating profit, sometimes payable only after the owner reaches a stated return. Initial management terms typically run 20 to 30 years, and Hilton often employs the hotel staff, particularly in the U.S. As a franchisor and licensor (8,239 properties and 1,071,304 rooms, including timeshare resorts and strategic partner hotels), Hilton charges an application or initiation fee and a royalty, which is generally a percentage of monthly gross room revenue. Initial franchise terms are about 20 years for new hotels and about 10 to 20 years for conversions. License fees also come from co-branded credit card arrangements, HGV (which has the exclusive right to use Hilton's timeshare brands under a long-term license) and strategic partner hotels, which join the booking channels and Hilton Honors without carrying a Hilton brand. Outside the U.S., management fees depend more heavily on hotel profitability.
• Ownership. At year-end 2025 this segment held 46 hotels with 15,287 rooms: 40 leased, 2 leased by consolidated variable interest entities in Japan, and 4 owned or leased by unconsolidated affiliates. Because the costs of these hotels are largely fixed, earnings here fall faster than revenue in a downturn. The segment had 45 hotels with 14,881 rooms at September 30, 2026.

Owners also pay program fees for marketing, reservations, technology and Hilton Honors, and they reimburse Hilton for the payroll of hotel staff it employs. These pass-through amounts appear as "cost reimbursement revenues" and "reimbursed expenses", and they are large: $7,085 million and $7,550 million in 2025, against total revenues of $12,039 million. Hilton runs these programs at breakeven over time and leaves them out of Adjusted EBITDA.

The portfolio runs from luxury to economy and extended stay. By rooms, focused-service brands dominate. At year-end 2025, Hampton by Hilton had 3,195 properties with 359,886 rooms (26.6 percent of total rooms), Hilton Hotels & Resorts 622 properties with 228,611 rooms (16.9 percent), Hilton Garden Inn 1,124 with 165,782 (12.3 percent) and DoubleTree by Hilton 715 with 160,138 (11.9 percent). The luxury and lifestyle tier includes Waldorf Astoria, Conrad, LXR, NoMad, Signia, Canopy, Curio Collection, Graduate, Tapestry Collection, Tempo, Motto and Outset Collection. Hilton added three brands in 2026: Apartment Collection by Hilton (announced January 2026), Select by Hilton (March 2026, with the independent lifestyle brand YOTEL as its first member under an exclusive agreement) and Undergraduate by Hilton (June 2026), an upper-midscale lifestyle brand for college and university markets. In October 2026 the company described its portfolio as 28 brands (earnings releases for Q4 2025, Q1 2026 and Q2 2026, accessions 0001585689-26-000005, 0001585689-26-000031 and 0001585689-26-000042; listing-transfer release, accession 0001585689-26-000045).

The U.S. held 64 percent of system rooms at year-end 2025 and 63 percent at September 30, 2026. Hilton reports results for the U.S., the rest of the Americas, Europe, the Middle East and Africa, and Asia Pacific. Growth comes from new units: in 2025 Hilton opened 796 hotels with about 97,000 rooms, for net unit growth of 6.7 percent. At year-end its development pipeline held 3,703 hotels with about 520,500 rooms in 129 countries and territories, almost half of those rooms were under construction, and nearly all will join the fee-based segment. Hilton's main global competitors are Accor, Choice Hotels, Hyatt, IHG, Marriott and Wyndham. Demand is seasonal, with the first quarter normally the weakest, and cyclical, following macroeconomic indicators with a lag. At year-end 2025 Hilton employed or managed about 182,000 people at its leased and managed hotels and corporate offices, and franchisees employed about 328,000 more.

Risk factors

Source: FY2025 Form 10-K, accession 0001585689-26-000007, Item 1A. The Q3 2026 10-Q reports no material changes to these risk factors.

These are the risks the 10-K treats as most consequential for the economics of the business:

• Demand is cyclical and exposed to events Hilton cannot control. Recessions, inflation, tariffs, barriers to travel and immigration, wars and terrorism, pandemics, government shutdowns and cuts to corporate travel budgets all reduce room demand. Incentive fees, which are tied to hotel profit, and the largely fixed-cost leased hotels absorb the hit first. The 2026 filings show this at work: geopolitical conflict in the Middle East cut MEA RevPAR, and the forward-looking statements now name conflicts "including Iran".
• The business depends on third-party owners. Owners can terminate some management contracts if hotels miss performance tests. Hilton sometimes has a cure right, which can require it to pay the shortfall. Owners who cannot refinance property loans may lose their hotels to lenders, which can end the contract. Hilton has also been required to pay on debt guarantees it extended to owners. If owners refuse to fund upgrades to brand standards, the brands suffer, while standards seen as too costly push owners to rival brands.
• The pipeline may not turn into hotels. Of the 3,703 hotels in the year-end 2025 pipeline, roughly half the rooms were not yet under construction. Owners' access to financing and approvals decides how many open, and some never enter the system.
• Competition, including from intermediaries and AI. Hilton competes for guests and for management and franchise contracts. Online travel agencies can demand higher commissions or rank Hilton hotels lower in search results. The filing specifically warns that large language models and other big technology platforms could move into travel booking and pull reservations away from direct channels.
• Technology, cyber-attacks and AI. Reservation, loyalty and property systems depend on third-party and cloud providers, and some data-center operations sit in a single facility or with a single cloud provider. Hilton has been the target of cyber-attacks before. The filing cites the July 2024 CrowdStrike outage, which affected Hilton temporarily but not materially. Hilton is also building generative and agentic AI into its processes, which brings regulatory, accuracy and reputational risk.
• Hilton Honors. Changes to the program, or a decision to tax members' benefits, could cause members to leave it. Its accounting depends on actuarial estimates of how many points will be redeemed, how many will never be, and what each will cost, so changes in those estimates can move deferred revenue and licensing fees materially.
• International exposure, sanctions and currency. About 36 percent of system rooms were outside the U.S. in 2025. Hilton faces anti-corruption law, OFAC sanctions (where it has filed voluntary disclosures in the past), restrictions on moving funds home, nationalization and currency translation. The sanctions risk materialized in Q3 2026 at two Frankfurt hotels; see Current quarter.
• Labor. About 25 percent of people Hilton employs or manages globally, and about 45 percent in the U.S., were covered by collective bargaining agreements at year-end 2025, several of them under renegotiation. Labor shortages and minimum-wage increases raise costs for Hilton and its franchisees.
• Taxes. The IRS is auditing Hilton's federal returns for 2011 through 2020. A dispute over how the Hilton Honors program is taxed has been effectively settled through 2018, but later years remain open to audit and could materially raise tax liabilities.
• Leverage. Total debt was about $12.5 billion at year-end 2025, rising to about $13.5 billion by September 30, 2026. At year-end 2025, scheduled long-term debt maturities for 2026, 2027 and 2028 were $25 million, $619 million and $12 million respectively. The credit agreement caps the consolidated secured net leverage ratio at 5.0 to 1.0. As a holding company, the parent depends on distributions from its subsidiaries.
• Insurance and climate. Hilton expects general and excess liability insurance across the portfolio to cost more in 2026. The U.S. terrorism insurance backstop runs only through December 31, 2027. Climate change and severe weather threaten hotels and destinations.
• Shareholder matters. The dividend can be changed at any time. Delaware law and Hilton's charter provisions, including undesignated preferred stock and advance-notice requirements, could deter a takeover.

Management's discussion and analysis: fiscal 2025

Source: FY2025 Form 10-K, accession 0001585689-26-000007, Item 7. Diluted EPS is from the Q4 2025 results release, Exhibit 99.1 to Form 8-K, accession 0001585689-26-000005.

2025 was a year of flat RevPAR and rising fees. System-wide comparable RevPAR rose only 0.4 percent on a currency-neutral basis, to $114.39: occupancy slipped 0.1 points to 71.5 percent and ADR rose 0.5 percent to $159.89. The regions moved in different directions:

• U.S.: down 0.8 percent, as inbound international travel fell and macroeconomic uncertainty reduced business travel.
• Americas excluding the U.S.: up 5.1 percent, on inbound leisure and group travel.
• Europe: up 2.9 percent, on leisure and group travel.
• Middle East and Africa: up 11.5 percent, on leisure travel to special regional events.
• Asia Pacific: up 1.1 percent, as growth outside China outweighed a decline in China's group and business travel.

Fees still grew because the system grew and licensing income rose:

• Franchise and licensing fees rose 6.9 percent to $2,780 million. Licensing fees, mostly from the co-branded credit cards and HGV, added $104 million. Net hotel additions added $60 million. Comparable franchise fees rose only $8 million because higher in-place rates were partly offset by lower RevPAR at franchised hotels.
• Management fees rose 4.6 percent to $689 million, with incentive fees up 7.9 percent to $313 million. RevPAR at comparable managed hotels rose 3.9 percent, though termination fees fell $12 million.
• Ownership revenues fell 1.8 percent to $1,233 million as leased hotels left the system.

Total revenues were $12,039 million, against $11,174 million in 2024. Adjusted EBITDA rose to $3,725 million from $3,429 million. Net income nevertheless fell to $1,461 million from $1,539 million, and diluted EPS slipped to $6.12 from $6.14. The decline came from income tax expense, which rose to $611 million from $244 million mainly because 2024 included a $270 million tax benefit tied to increased foreign tax basis in certain brand assets. Interest expense also rose to $620 million from $569 million, with new note issuances in 2024 and July 2025 adding $85 million. Depreciation and amortization rose to $177 million from $146 million as new software went into service, and general and administrative expense fell to $393 million from $415 million.

Hilton returns most of its cash to shareholders and finances the program partly with debt. Operating cash flow was $2,129 million in 2025, against $2,013 million in 2024. Hilton repurchased about 12.5 million shares for $3.2 billion, excluding excise tax, and in January 2026 the board authorized another $3.5 billion. On the debt side, Hilton issued $1.0 billion of senior notes in July 2025 and $1.0 billion of 5.500% Senior Notes due 2034 in December 2025. It repaid the $500 million of 5.375% notes due 2025 at maturity in May 2025 and redeemed the $500 million of 5.750% notes due 2028. Year-end debt was about $12.5 billion, cash was $970 million (including $52 million restricted), the revolving credit facility was undrawn with $1,894 million available, and no material debt was due before April 2027. Because of the buybacks, total equity was a deficit of $5,359 million at year-end 2025.

Management names three areas of critical accounting judgment. The first is Hilton Honors: the actuarially estimated cost per point and breakage, and the split of credit card partner fees between the brand license and points. The second is income taxes. The third is legal contingencies: a loss is accrued when it is probable and can be reasonably estimated, and judging the probability of an unfavorable outcome and whether the loss can be estimated requires significant judgment.

Current quarter: three and nine months ended September 30, 2026

Source: Form 10-Q, accession 0001585689-26-000054, and Q3 2026 results release, Exhibit 99.1 to Form 8-K, accession 0001585689-26-000049.

Demand strengthened. System-wide comparable RevPAR rose 5.8 percent in the third quarter to $124.70, with occupancy up 1.4 points to 75.8 percent and ADR up 3.9 percent to $164.57. For the nine months it rose 4.7 percent. The regions again diverged:

• U.S.: up 7.0 percent in the quarter, on strength in business and group travel, leisure demand from the World Cup, and favorable calendar and holiday shifts.
• Americas excluding the U.S.: up 6.3 percent, on rate gains from business and group travel and strength in Canada and South America.
• Europe: up 6.5 percent, on business, group and special events. The Winter Olympics helped the nine-month figure.
• Middle East and Africa: down 5.6 percent in the quarter and 12.3 percent for nine months, because of the ongoing geopolitical conflict in the Middle East. Occupancy fell 5.0 points in the quarter.
• Asia Pacific: down 0.5 percent in the quarter. Japan and Korea grew, but China declined on softer consumer sentiment and continued government restrictions on business and group travel.

Fees accelerated. Management and franchise fee revenues rose 9.5 percent in the quarter and 8.7 percent for nine months, broken down as follows:

• Franchise and licensing fees rose 10.3 percent to $815 million. Comparable franchised hotels contributed $29 million on currency-neutral RevPAR up 5.8 percent, net hotel additions $16 million, non-comparable hotels $11 million and licensing fees $15 million, the last from co-branded cards, HGV and branded residential fees.
• Total management fees rose 5.7 percent to $167 million, with incentive fees up 9.2 percent to $71 million on higher hotel profitability.
• Ownership revenues fell 5.6 percent to $304 million because of renovations. A hotel that left the system also lowered the nine-month figure.

Earnings rose. Total revenues were $3,325 million, against $3,120 million a year earlier, and operating income was $909 million, against $777 million. Much of the operating income increase came from the owner-funded programs described above: cost reimbursement revenues of $1,967 million exceeded reimbursed expenses of $1,951 million this quarter, after falling short of them a year earlier ($1,837 million against $1,902 million), and Hilton runs those programs to break even over time. Net income was $536 million, against $421 million. Diluted EPS was $2.37, against $1.78, or $2.45 against $2.11 adjusted for special items. Adjusted EBITDA was $1,058 million, against $976 million, a 77.0 percent margin against 75.2 percent. For the nine months, net income was $1,401 million (against $1,163 million), diluted EPS $6.13 (against $4.84) and Adjusted EBITDA $3,013 million (against $2,779 million).

The main costs that offset this growth were:

• Interest expense rose to $184 million from $159 million. The December 2025 and May 2026 note issuances added $29 million, and the March 2026 maturity of the $1.6 billion interest rate swap added $14 million. With the swap gone, Hilton has no hedge on its variable-rate debt.
• General and administrative expense rose to $110 million from $95 million on payroll and compensation.

Third-quarter and nine-month results also include a loss on deconsolidating a subsidiary that previously leased a hotel. The 10-Q does not disclose the amount of this loss.

Growth and pipeline. Hilton opened 182 hotels with 27,000 rooms in the quarter, for 23,000 net additions and net unit growth of 6.0 percent from a year earlier. Over nine months it opened 520 hotels with about 67,400 rooms. The pipeline reached 3,869 hotels with about 543,100 rooms in 135 countries and territories, up 5 percent from a year earlier, after 30,500 rooms were approved in the quarter. Quarter-end segment counts were 892 managed and 8,683 franchised or licensed properties, the latter including 126 timeshare and 585 strategic partner hotels. Management named the quarter its highest ever for organic openings.

Cash, capital return and debt. Nine-month operating cash flow fell to $1,811 million from $1,926 million, because the timing of income tax payments added $401 million: payments net of refunds were $566 million, against $165 million. The capital return and debt moves were:

• Buybacks. Hilton repurchased 8.2 million shares for $2,602 million (excluding excise tax) in the nine months, including 2.6 million in the third quarter at an average of $320.05. About $2.2 billion of authorization remained at quarter-end.
• Revolving credit facility. In March 2026 Hilton amended it to extend the expected maturity to March 2031 and reprice it at SOFR plus 1.00%. It borrowed and repaid $565 million under the facility during the nine months.
• 2031 notes. In May 2026 Hilton issued $1.0 billion of 5.500% Senior Notes due 2031 and used part of the proceeds to repay $450 million of revolver borrowings.
• Debt outstanding. Total debt was about $13.5 billion at quarter-end, at a weighted average rate of 5.09 percent. Net debt was $12,623 million, 3.2 times trailing-twelve-month Adjusted EBITDA of $3,959 million. The $600 million of 4.875% notes due April 2027 are now classified as current. Apart from them, no material debt matures before April 2029.
• Liquidity and equity. Cash was $830 million, including $56 million restricted, and the revolver had $1,894 million available. The total equity deficit widened to $6,563 million.

Sanctions at two Frankfurt hotels. During the quarter, OFAC sanctioned the entity that indirectly majority-owns the Hilton Frankfurt Gravenbruch and the property housing the Hilton Frankfurt City Centre. Hilton wound down its management of the Gravenbruch under OFAC licenses running through August 31, 2026. For the City Centre, where Hilton is the tenant, it obtained a license to wind down its dealings with the sanctioned landlord.

Outlook (as of October 27, 2026)

The October guidance is:

• Full-year 2026:
  • Comparable, currency-neutral RevPAR up 4.0 to 4.5 percent.
  • Diluted EPS of $8.38 to $8.44, or $9.07 to $9.13 adjusted for special items.
  • Net income of $1,909 million to $1,923 million.
  • Adjusted EBITDA of $4,060 million to $4,080 million. This range already reflects lower expectations than the prior guidance for the Middle East and for timeshare license fees.
  • Contract acquisition costs and capital expenditures of $350 million to $375 million.
  • Capital return of about $3.5 billion and general and administrative expense of about $400 million.
  • Net unit growth of 6.0 to 7.0 percent, which management expects to land around the midpoint.
• Fourth quarter 2026:
  • RevPAR up 3.0 to 3.5 percent; Hilton expects the U.S. midterm elections and a larger Middle East impact to weigh on the quarter.
  • Diluted EPS of $2.25 to $2.31, or $2.32 to $2.38 adjusted.
  • Net income of $508 million to $522 million.
  • Adjusted EBITDA of $1,047 million to $1,067 million.

Subsequent events

Sources: Form 8-K, accession 0001585689-26-000045 (Items 3.01 and 7.01, and Exhibit 99.1); Q3 2026 results release, Exhibit 99.1 to Form 8-K, accession 0001585689-26-000049; Form 10-Q, accession 0001585689-26-000054 (Part II, Item 5).

The Q3 2026 10-Q has no subsequent-events note. These are the events after September 30, 2026 that Hilton disclosed:

• Transfer of the stock listing to Nasdaq. On October 20, 2026, acting with board authorization, Hilton notified the NYSE that it would voluntarily move the principal listing of its common stock to the Nasdaq Global Select Market. Hilton expected NYSE trading to end at the close on November 4, 2026, and Nasdaq trading under the same ticker, HLT, to begin at the open on November 5, 2026. Shareholders do not need to act. Hilton says the move does not change its strategy or capital allocation priorities.
• Exit from the Hilton Frankfurt City Centre lease. After OFAC sanctioned the hotel's indirect majority beneficial landlord, Hilton terminated its lease effective October 31, 2026. It obtained an OFAC license to wind down its dealings with the landlord through that date, is blocking rent and related payments to the landlord, and is winding down operations at the hotel. From the sanctions designation through September 30, 2026, the hotel generated about $5 million of gross revenue for Hilton.
• Dividend. In October 2026 the board authorized a regular quarterly cash dividend of $0.15 per share, payable on December 29, 2026 to holders of record at the close of business on December 1, 2026.
• Continued capital return. Capital returned to shareholders, including dividends, reached $2,902 million for the year through October, against $2,705 million through September 30. Shares outstanding were 222.5 million on October 22, 2026, against 223.1 million at quarter-end.

Neither the 10-Q nor the October 27 results release discloses any acquisition, divestiture or new financing after the quarter-end.

Filings that contain financial statements

Each earnings release below (Exhibit 99.1 to a Form 8-K) carries a condensed consolidated statement of operations plus non-GAAP reconciliations. None of them includes a balance sheet or cash flow statement; those are in the periodic reports.

• Form 8-K filed 2026-10-27, accession 0001585689-26-000049: third quarter 2026 results. Condensed statements of operations for the three and nine months ended September 30, 2026 and 2025, system-wide operating statistics, property summary, capital expenditures and contract acquisition costs, and non-GAAP reconciliations.
• Form 8-K filed 2026-07-28, accession 0001585689-26-000042: second quarter 2026 results (three and six months ended June 30, 2026 and 2025), same set of schedules.
• Form 8-K filed 2026-04-28, accession 0001585689-26-000031: first quarter 2026 results (three months ended March 31, 2026 and 2025).
• Form 8-K filed 2026-02-11, accession 0001585689-26-000005: fourth quarter and full year 2025 results.

Earnings and guidance

Third quarter 2026 (8-K, 2026-10-27, 0001585689-26-000049). Diluted EPS was $2.37 (adjusted for special items, $2.45), against $1.78 ($2.11 adjusted) a year earlier. Net income was $536 million versus $421 million, and Adjusted EBITDA was $1,058 million versus $976 million. Total revenues were $3,325 million versus $3,120 million. System-wide comparable RevPAR rose 5.8% on a currency neutral basis. The release says the quarter benefited from the World Cup and favorable calendar and holiday shifts. The company approved 30,500 rooms for development, taking the pipeline to 543,100 rooms, and added 27,000 rooms for 23,000 net additions. Net unit growth was 6.0% year over year.

• Guidance was raised on RevPAR and net income: full year 2026 RevPAR growth of 4.0% to 4.5% (previously 3.0% to 3.5%), diluted EPS of $8.38 to $8.44, adjusted diluted EPS of $9.07 to $9.13, net income of $1,909 million to $1,923 million (previously $1,883 million to $1,911 million, and still below the initial February 2026 range of $1,982 million to $2,011 million), and Adjusted EBITDA of $4,060 million to $4,080 million (previously $4,040 million to $4,080 million). The company says the Adjusted EBITDA range incorporates lower expectations for the Middle East and for timeshare license fees compared with prior guidance.
• Fourth quarter 2026 outlook: RevPAR up 3.0% to 3.5%, net income of $508 million to $522 million, Adjusted EBITDA of $1,047 million to $1,067 million. The release says the fourth quarter is expected to be affected by midterm elections and an increased impact from the Middle East.
• Net unit growth is expected around the midpoint of the 6.0% to 7.0% range; capital return is still projected at about $3.5 billion for the year.

Second quarter 2026 (8-K, 2026-07-28, 0001585689-26-000042). Diluted EPS was $2.10 (adjusted $2.29), net income $482 million, Adjusted EBITDA $1,054 million, and RevPAR up 3.9%. The CFO attributed part of the beat to $17 million of non-RevPAR items previously expected in the second half. Full year RevPAR guidance rose to 3.0% to 3.5% (from 2.0% to 3.0%) and Adjusted EBITDA guidance to $4,040 million to $4,080 million (from $4,020 million to $4,060 million). Full year net income guidance was lowered again, to $1,883 million to $1,911 million (from $1,909 million to $1,937 million). The company also announced a new upper-midscale brand, Undergraduate by Hilton.

First quarter 2026 (8-K, 2026-04-28, 0001585689-26-000031). The release is headed "Raises Full Year Outlook". Diluted EPS was $1.66 (adjusted $2.01), net income $383 million, Adjusted EBITDA $901 million, and RevPAR up 3.6%. Full year RevPAR guidance rose to 2.0% to 3.0% (from 1.0% to 2.0%) and Adjusted EBITDA guidance to $4,020 million to $4,060 million (from $4,000 million to $4,040 million). Full year net income guidance moved the other way, to $1,909 million to $1,937 million from $1,982 million to $2,011 million in February, even though the RevPAR and Adjusted EBITDA ranges rose. The company launched Select by Hilton in March 2026, with YOTEL as its first brand.

Fourth quarter and full year 2025 (8-K, 2026-02-11, 0001585689-26-000005). Full year 2025 diluted EPS was $6.12 (adjusted $8.11), net income $1,461 million, Adjusted EBITDA $3,725 million, and RevPAR up 0.4%. Initial 2026 guidance: RevPAR up 1.0% to 2.0%, net income $1,982 million to $2,011 million, Adjusted EBITDA $4,000 million to $4,040 million, capital return of about $3.5 billion, net unit growth of 6.0% to 7.0%. In January 2026 the board authorized an additional $3.5 billion of share repurchases; about $1.3 billion remained under the prior authorization at December 31, 2025.

Capital actions and financing

• Share repurchases and dividends. Third quarter repurchases were 2.6 million shares at an average $320.05 for $845 million. Through nine months the company repurchased 8.2 million shares at an average $316.36, and total capital return including dividends was $2,705 million. Year to date through October it was $2,902 million (0001585689-26-000049). The regular quarterly dividend stayed at $0.15 per share; the board authorized the next payment, due December 29, 2026 to holders of record December 1, 2026.
• $1.0 billion 5.500% Senior Notes due 2031 (8-K, 2026-05-11, 0001193125-26-217102). Hilton Domestic Operating Company Inc., an indirect subsidiary, issued and sold the notes at par on May 11, 2026. Net proceeds repaid $450 million of revolving credit facility borrowings, with the remainder for general corporate purposes. The notes are senior unsecured, pay interest semi-annually from November 15, 2026, and mature September 15, 2031. Launch and pricing press releases dated May 7, 2026 are Exhibits 99.1 and 99.2 of the same filing.
• Revolving credit facility amendment (8-K, 2026-03-18, 0001193125-26-113998). Amendment No. 12 extends the revolver maturity to the earlier of five years from March 18, 2026 and 91 days before the stated maturity of the existing term loans. The first quarter release says the amendment repriced amounts outstanding to SOFR plus 1.00% and cost about $5 million of debt issuance costs. The revolver had no borrowings and $1,894 million of available capacity at September 30, 2026 (0001585689-26-000049).
• $1.0 billion 5.500% Senior Notes due 2034 and 2028 note redemption (8-Ks, 2025-12-02, 0001193125-25-305253, and 2025-12-11, 0001193125-25-315917). The purchase agreement was signed December 1, 2025 and the notes were issued December 10, 2025. On December 11, 2025 the issuer completed redemption of all $500 million of its 5.750% Senior Notes due 2028 at par, and the related indenture was discharged.
• Debt position at September 30, 2026 (0001585689-26-000049). Debt outstanding was $13.5 billion at a weighted average interest rate of 5.09%. Apart from $600 million of Senior Notes due April 2027, no material indebtedness matures until April 2029. Cash and equivalents were $830 million, including $56 million restricted.

Management, governance and listing

• Nasdaq listing transfer (8-K, 2026-10-20, 0001585689-26-000045). Hilton notified the NYSE of its intention to move its common stock listing to the Nasdaq Global Select Market. NYSE trading was expected to end at the close on November 4, 2026, with Nasdaq trading beginning November 5, 2026 under the same ticker, HLT. The company says the transfer does not change its business strategy or capital allocation priorities.
• Chief Technology Officer. The third quarter release (0001585689-26-000049) announces the appointment of Jeff Moore as Executive Vice President and Chief Technology Officer. This follows the May 2026 announcement that the company had begun an outside search for a new chief technology officer role.
• Leadership transition (8-K, 2026-05-05, 0001193125-26-205180). Christopher W. Silcock, President, Global Brands and Commercial Services, intends to retire in the first quarter of 2027. Laura Fuentes becomes Chief Brand Officer and Chris Wilroy, Chief Commercial Officer, joins the Executive Committee, both later in 2026.
• Annual meeting (8-K, 2026-05-18, 0001585689-26-000037). At the May 14, 2026 meeting, stockholders elected all nine directors, ratified Ernst & Young LLP as auditor for 2026, and approved the Amended and Restated 2017 Omnibus Incentive Plan, which authorizes an additional 846,000 shares and extends the plan term to May 14, 2036.

Acquisitions and divestitures

No signed or closed acquisition or divestiture appears in the 8-Ks reviewed for this period.

Earlier items (prior fiscal year, for context)

• 8-K, 2025-07-07, 0001193125-25-156239: $1.0 billion of 5.750% Senior Notes due 2033 issued July 7, 2025, with proceeds used to repay $515 million of revolver borrowings and for general corporate purposes.
• 8-K, 2025-05-16, 0001585689-25-000109: stockholders approved charter amendments at the May 14, 2025 meeting removing the supermajority requirement to amend the by-laws and adding officer exculpation.

About this file

HLT annual income statement, balance sheet and cash flow

Taken from the SEC filings and normalized to actual dollars.

HLT quarterly income statement, balance sheet and cash flow

Taken from the SEC filings and normalized to actual dollars.

HLT year-to-date income statement and cash flow

Taken from the SEC filings and normalized to actual dollars.

HLT trailing twelve month income statement and cash flow

Derived by AI from the figures the filings report. No filing prints these, so none of them is linked.

• Derivation. Nine months ended September 30, 2026 plus fiscal year 2025 less nine months ended September 30, 2025, computed from the Q3 2026 10-Q (accession 0001585689-26-000054) and the FY2025 10-K (accession 0001585689-26-000007). Not a period either filing prints as a column.

Adjustments

Notes

• Sources: annual figures for fiscal years 2025, 2024 and 2023 are from the FY2025 Form 10-K (accession 0001585689-26-000007). Quarterly and nine-month figures for 2026 and 2025, and the September 30, 2026 balance sheet, are from the Q3 2026 Form 10-Q (accession 0001585689-26-000054).
• Periods covered: the 10-K prints three fiscal years of operations and cash flows (2025, 2024, 2023) but only two balance sheets (December 31, 2025 and 2024), so FY2023 carries no balance sheet. The 10-Q prints the three months and nine months ended September 30, 2026 and 2025, a nine-month cash flow statement, and a balance sheet at September 30, 2026 compared with December 31, 2025; there is therefore no balance sheet for the Q3 FY2025 quarter.
• Sign convention: deductions and cash outflows are stored as negative numbers, as the statements print them in parentheses (for example interest_expense, income_tax_expense, capex, dividends_paid, repurchases_of_common_stock). Expense lines that the statement of operations lists under 'Expenses' without parentheses (ownership_expenses, general_and_administrative, reimbursed_expenses, total_expenses and similar) are stored as positive numbers.
• net_income is consolidated net income; net_income_attributable_to_hilton_stockholders is the earnings-per-share numerator. net_income_attributable_to_noncontrolling_interests is the amount the statement adds to or deducts from net income to reach the Hilton stockholders' figure (a negative value is a deduction).
• Weighted average share counts (basic and diluted) are from the earnings per share note of each filing, which prints them in millions; they are stored as actual share counts. common_shares_outstanding is the point-in-time count printed in the balance sheet's common stock caption.
• total_debt is derived: current maturities of long-term debt plus long-term debt as carried on the balance sheet. It includes finance lease liabilities and is net of unamortized deferred financing costs and discount (the 10-Q debt note shows $13,453 million of principal and finance leases less $96 million of such costs at September 30, 2026). It differs from Hilton's non-GAAP net debt, which excludes the deduction for those costs and subtracts cash.
• free_cash_flow is derived as net cash provided by operating activities less capital expenditures for property and equipment. Hilton does not report a free cash flow measure in these filings; capitalized software costs (shown separately as capitalized_software_costs) are not deducted.
• Hilton reports a stockholders' deficit: total_equity is the balance sheet's 'Total deficit' line, which includes nonredeemable noncontrolling interests; total_hilton_stockholders_deficit excludes them. Redeemable noncontrolling interests sit between liabilities and equity. The deficit reflects cumulative share repurchases recorded as treasury stock ($17,044 million at cost at September 30, 2026).
• The 10-Q cash flow statement covers the nine months only, so no three-month cash flow figures are shown for Q3 FY2026 or Q3 FY2025; nine-month cash flows are in the year-to-date block.
• The 10-K labels the buyback line 'Repurchases of common stock, including excise tax payments'; the 10-Q labels it 'Repurchases of common stock'. Both are stored as repurchases_of_common_stock exactly as printed.
• The 10-K statement of operations prints impairment losses, gain on sales of assets and loss on investments in unconsolidated affiliate lines that the 10-Q statement does not print; these appear on the annual periods only.
• Segment franchise and licensing, base and other management and incentive management fees differ from the like-named lines on the statement of operations because the segment figures include fees charged to Hilton's own consolidated hotels, which are eliminated in consolidation.

Uncertainties

• The trailing-twelve-month block is computed (nine months 2026 plus full year 2025 less nine months 2025), not printed; diluted EPS is not given for it because per-share amounts do not add across periods.

Company details

Fiscal period

Source filings