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CUSIP No. 448579102 |
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13D |
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Page
8
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EXPLANATORY NOTE: This Amendment No. 29 to Schedule 13D (Amendment
No. 29), which relates to the Class A Common Stock, $0.01 par value per share, of Hyatt Hotels Corporation, a Delaware corporation (the Issuer), amends and supplements the Schedule 13D originally
filed by the Reporting Persons with the United States Securities and Exchange Commission with respect to the Issuer on August 26, 2010 (as amended to date, the Schedule 13D). Capitalized terms used herein without definition
shall have the meaning set forth in the Schedule 13D.
Item 3. Source and Amount of Funds or Other Consideration
Item 3 of the Schedule 13D is amended and supplemented as follows:
On December 9, 2020, Thomas J. Pritzker, individually, exercised 127,410 stock appreciation rights (SARs) at an
exercise price of $41.74 (the December 2020 SARs Exercise). At the time of the exercise, the market price of the underlying stock was $73.87 per share, and the SARs were settled in stock through the net issuance of 55,417 shares
of Class A Common Stock.
On August 30, 2021, Thomas J. Pritzker, individually, exercised 140,601 SARs at an exercise price of
$41.29 (the 2021 SARs Exercise). At the time of the exercise, the market price of the underlying stock was $73.48 per share, and the SARs were settled in stock through the net issuance of 61,594 shares of Class A Common
Stock.
On August 17, 2022, Thomas J. Pritzker, individually, exercised 207,381 SARs at an exercise price of $43.44 (the
August 2022 SARs Exercise). At the time of the exercise, the market price of the underlying stock was $95.13 per share, and the SARs were settled in stock through the net issuance of 112,682 shares of Class A Common Stock.
On December 20, 2022, Thomas J. Pritzker, individually, exercised 140,191 SARs at an exercise price of $49.39 (the December
2022 SARs Exercise). At the time of the exercise, the market price of the underlying stock was $94.20 per share, and the SARs were settled in stock through the net issuance of 66,687 shares of Class A Common Stock.
On December 4, 2023, Thomas J. Pritzker, individually, exercised 180,353 SARs at an exercise price of $56.27 and 275,103 SARs at an
exercise price of $47.36 (the 2023 SARs Exercise). At the time of the exercise, the market price of the underlying stock was $120.04 per share, and the SARs were settled in stock through the net issuance of an aggregate 262,375
shares of Class A Common Stock.
On December 15, 2023, Maroon Private Trust Company, LLC, as trustee of a trust for the benefit
of Thomas J. Pritzker, transferred 5,000 shares of Class B Common Stock to another trust for the benefit of Thomas J. Pritzker, of which Maroon Private Trust Company, LLC also serves as trustee (the December 2023 Transfer).
No consideration was paid in connection with the December 2023 Transfer, and the December 2023 Transfer constitutes a Permitted Transfer as defined in the Issuers Amended and Restated Certificate of Incorporation and, accordingly,
the transferred shares of Class B Common Stock remain shares of Class B Common Stock following the December 2023 Transfer.