Did Hyatt Hotels Corporation report any related-party interests for Gianni Marostica?

Hyatt Hotels Corporation stated that Gianni Marostica has no direct or indirect material interest in any transaction requiring disclosure under Item 404(a) of Regulation S‑K, indicating no reportable related‑party transactions associated with his appointment to the board.

New director joins Hyatt Hotels (NYSE: H) board as it expands to 12 members

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Hyatt Hotels Corporation announced a change in its leadership structure. On March 27, 2026, the Board of Directors increased its size from eleven to twelve members and appointed Gianni Marostica to fill the new seat.

Marostica was designated as a Class II director and will serve until Hyatt’s 2026 annual meeting of stockholders, continuing until a successor is duly elected and qualified. The company states there is no arrangement or understanding with any other person regarding his appointment and no material interests in related-party transactions.

He will receive board compensation on the same basis as other non‑employee directors under Hyatt’s existing non‑employee director compensation and deferred compensation plans.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Understanding 8-K Material Events →

03/27/2026 - 05:00 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 27, 2026

HYATT HOTELS CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

001-34521

20-1480589

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

150 North Riverside Plaza

Chicago, IL

60606

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (312) 750-1234

Former name or former address, if changed since last report: Not Applicable

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Class A common stock, $0.01 par value	H	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company      ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) On March 27, 2026, the Board of Directors (the “Board”) of Hyatt Hotels Corporation (the “Company”) increased the size of the Board from eleven to twelve members and appointed Gianni Marostica to the Board effective March 27, 2026, to hold office until the Company’s 2026 annual meeting of stockholders and until his successor is duly elected and qualified. The Board designated Mr. Marostica as a Class II member of the Board.

There is no arrangement or understanding between Mr. Marostica and any other person pursuant to which Mr. Marostica was appointed as a director. Mr. Marostica does not have a direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Mr. Marostica will be entitled to compensation for his service on the Board on the same basis as all other non-employee directors of the Company, pursuant to the Hyatt Hotels Corporation Summary of Amended and Restated Non-Employee Director Compensation and the Amended and Restated Hyatt Hotels Corporation Deferred Compensation Plan for Directors.

SIGNATURES

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.

	Hyatt Hotels Corporation

Date: March 27, 2026	By:	/s/ Margaret C. Egan
		Name:	Margaret C. Egan
		Title:	Executive Vice President, General Counsel and Secretary

Source: View Original Filing on SEC EDGAR

FAQ

What board change did Hyatt Hotels Corporation (H) disclose in this 8-K?

Hyatt Hotels Corporation disclosed that its Board of Directors increased in size from eleven to twelve members and appointed Gianni Marostica to fill the new seat, reflecting a modest expansion of the company’s board-level leadership and governance capacity.

Who is the new director appointed to Hyatt Hotels Corporation’s board?

The new director is Gianni Marostica. He was appointed by Hyatt’s Board of Directors on March 27, 2026, as a Class II director and will serve until the company’s 2026 annual meeting of stockholders and until a successor is elected and qualified.

When does Gianni Marostica’s term on Hyatt Hotels Corporation’s board end?

Gianni Marostica will serve as a Class II director until Hyatt Hotels Corporation’s 2026 annual meeting of stockholders and will continue in office until his successor is duly elected and qualified, consistent with the company’s classified board structure.

How will Gianni Marostica be compensated as a Hyatt Hotels Corporation director?

Gianni Marostica will receive compensation on the same basis as all other non‑employee directors of Hyatt Hotels Corporation, under the company’s Summary of Amended and Restated Non‑Employee Director Compensation and its Amended and Restated Deferred Compensation Plan for Directors.

Is Gianni Marostica’s appointment to Hyatt’s board tied to any special arrangements?

No. Hyatt Hotels Corporation reports there is no arrangement or understanding between Gianni Marostica and any other person pursuant to which he was appointed as a director, suggesting a standard, board‑driven selection process without special appointment agreements.

Filing Exhibits & Attachments

3 documents