As previously reported in its Current Report on Form 8-K filed with
the Securities and Exchange Commission (the “SEC”) on January 4,
2017, Hilton Worldwide Holdings Inc. (the “Company”) completed
the separation of a portfolio of its hotels and resorts and its
timeshare business into two publicly traded companies: Park Hotels
Resorts Inc. (“Park”) and Hilton Grand Vacations Inc. (“HGV”),
respectively, (the “spin-offs”). As a result of these
separations, the combined historical results of operations and
financial position of Park and HGV have been reported as
discontinued operations in the Companys Quarterly Report on Form
10-Q for the quarterly period ended March 31, 2017 (the “First
Quarter 2017 10-Q”), filed with the SEC on May 2, 2017.

This Form 8-K retrospectively revises and supersedes information in
the Companys Annual Report on Form 10-K for the fiscal year ended
December 31, 2016 (the “2016 10-K”), including the following
items included in such 2016 10-K, to reflect Park and HGV as
discontinued operations. This update is consistent with the
presentation of continuing and discontinued operations included in
the Companys First Quarter 2017 10-Q.

Part IIItem 6. Selected Financial Data

Part IIItem 7. Management’s Discussion and Analysis of Financial
Condition and Results of Operations

Part IIItem 8. Financial Statements and Supplementary Data

Exhibit 12 Computation of Ratio of Earnings to Fixed Charges

The exhibits included with this Current Report on Form 8-K, which
are incorporated herein by reference, have been updated solely for
matters relating to the reclassification of the historical results
of operations and financial positions of Park and HGV as
discontinued operations and have not otherwise been updated for
events occurring after the filing of the 2016 10-K. Therefore, this
Current Report on Form 8-K, including the exhibits hereto, should
be read in conjunction with the Companys 2016 10-K and filings made
by the Company with the SEC subsequent to such 2016 10-K filing,
including the Companys First Quarter 2017 10-Q.

CAUTIONARY LANGUAGE CONCERNING FORWARD-LOOKING STATEMENTS

This Current Report on Form 8-K, including the exhibits hereto, may
include forward-looking statements within the meaning of Section
27A of the Securities Act of 1933, as amended and Section 21E of
the Securities Exchange Act of 1934, as amended. These statements
may include, but are not limited to, statements related to the
Company’s expectations regarding the performance of the Company’s
business, financial results, liquidity and capital resources, the
spin-offs and other non-historical statements. In some cases, one
can identify these forward-looking statements by the use of words
such as “outlook,” “believes,” “expects,” “potential,”
“continues,” “may,” “will,” “should,” “could,” “seeks,”
“projects,” “predicts,” “intends,” “plans,” “estimates,”
“anticipates” or the negative version of these words or other
comparable words. Such forward-looking statements are subject to
various risks and uncertainties including, among others, risks
inherent to the hospitality industry, macroeconomic factors beyond
the Company’s control, competition for hotel guests, management
and franchise agreements, risks related to doing business with
third-party hotel owners, performance of the Company’s information
technology systems, growth of reservation channels outside of the
Company’s system, risks of doing business outside of the U.S., and
the Company’s indebtedness. Accordingly, there are or will be
important factors that could cause actual outcomes or results to
differ materially from those indicated in these statements. The
Company believes these factors include but are not limited to those
described under “Part IItem 1A. Risk Factors” of the Annual
Report on Form 10-K for the fiscal year ended December 31, 2016.
These factors should not be construed as exhaustive and should be
read in conjunction with the other cautionary statements that are
included in this Current Report on Form 8-K. The Company undertakes
no obligation to publicly update or review any forward-looking
statement, whether as a result of new information, future
developments or otherwise, except as required by law.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.