SEC Form SCHEDULE 13D filed by Hilton Grand Vacations Inc.

The address of the principal office of each of the Reporting Persons is 9 West 57th Street, 41st Floor, New York, NY 10019.

Attached as Appendix A to Item 2 is information concerning the executive officers, managers and directors of APO Corp. as to which such information is required to be disclosed in response to Item 2 and General Instruction C to Schedule 13D.

None of the Reporting Persons nor any of the persons or entities referred to in Appendix A to Item 2 have, during the last five years, been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors) or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or state securities laws or finding any violation with respect to such laws.

None of the Reporting Persons nor any of the persons or entities referred to in Appendix A to Item 2 have, during the last five years, been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors) or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or state securities laws or finding any violation with respect to such laws.

Citizenship: AP Fresco Delaware AP Fresco GP Delaware Principal B Delaware Principal B GP Delaware MAPS Equity Delaware MAPS TopCo Delaware MAPS Borrower Delaware Apollo S3 Delaware Apollo S3 RIC Delaware Sliders Management Delaware Capital Management Delaware Capital Management GP Delaware Management Holdings Delaware Management Holdings GP Delaware APO Delaware

The information set forth in Items 4 and 6 hereof is hereby incorporated by reference into this Item 3. On July 17, 2025, the Issuer issued a capital call notice to certain investors that have committed to purchase Common Shares. Pursuant to such capital call notice, each of AP Fresco and MAPS Equity were obligated to make capital contribution of $165,000,000 and $15,000,000 respectively, and on August 20, 2025 the Issuer issued 6,606,805.7 Common Shares and 600,618.7 Common Shares to AP Fresco and MAPS Equity, respectively. The source of funds for such purchase was working capital.

All of the securities that are held by AP Fresco and MAPS Equity and that may be deemed to be beneficially owned by the Reporting Persons, as reported herein, were acquired for investment purposes. The Reporting Persons retain the right to change their investment intent, from time to time, to acquire additional ordinary shares or other securities of the Issuer, or to sell or otherwise dispose of all or part of the ordinary shares or other securities of the Issuer, if any, beneficially owned by them, in each case in any manner permitted by law. The Reporting Persons may engage from time to time in ordinary course transactions with financial institutions with respect to the securities described herein. Except as described above, none of the Reporting Persons currently has any other plans or proposals that would be related to or would result in any of the matters described in Items 4(a)-(j) of the Instructions to Schedule 13D. However, as part of the ongoing evaluation of investment and investment alternatives, the Reporting Persons may consider such matters and, subject to applicable law, may formulate a plan with respect to such matters, and, from time to time, may hold discussions with or make formal proposals to management or the Board of Directors of the Issuer or other third parties regarding such matters.

Information in Rows 7 to 13 of the respective cover pages of the individual Reporting Persons are incorporated into this Item 5(a) by reference. The aggregate beneficial ownership of the Common Stock held by the Reporting Persons is as follows: Sole Voting Power 0 Shared Voting Power 7,207,424.4 Sole Dispositive Power 0 Shared Dispositive Power 7,207,424.4 The Reporting Persons' aggregate percentage beneficial ownership of the total amount of Common Stock outstanding is 23.6%, based on a total of 30,501,210 shares of Common Stock outstanding as of August 20, 2025, as reported in the Issuer's Form 8-K filed on August 20, 2025. Each of the entities listed above other than AP Fresco and MAPS Equity disclaims beneficial ownership of any shares of the ordinary shares owned of record by Offshore Investor, except to the extent of any pecuniary interest therein, and the filing of this Schedule 13D shall not be construed as an admission that any such person or entity is the beneficial owner of any such securities for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Information in Rows 7 to 13 of the respective cover pages of the individual Reporting Persons are incorporated into this Item 5(b) by reference.

Except as described above and in Items 4 and 6 of this Schedule 13D, which information is incorporated herein by reference, none of the Reporting Persons has effected any transactions of the ordinary shares during the 60 days preceding the date of this Schedule 13D.

Not applicable.

Not applicable.

The information set forth in Items 3 and 4 hereof is hereby incorporated by reference into this Item 6. On February 14, 2025, AP Fresco and MAPS Equity each entered into a subscription agreement with the Issuer whereby AP Fresco committed to purchase up to $165,000,000.00 of Common Shares, of which $165,000,000 representing 6,606,805.7 Common Shares, have been purchased as of the date hereof, and MAPS Equity committed to purchase up to $15,000,000.00 of Common Shares, of which $15,000,000, representing 600,618.7 Common Shares, have been purchased as of the date hereof. Pursuant to the subscription agreement, Common Shares will be purchased upon the Issuer's delivery of a capital drawdown notice to Offshore Investor. In addition, AP Fresco and MAPS Equity also agreed via a side letter that in the event either entity owns, controls or holds the power to vote 25% or more of the outstanding shares of the Issuer, AP Fresco and MAPS Equity forgo and waive any voting rights it has with respect to its Common Shares of the Issuer to the extent that the voting rights equal or exceed 25% of the voting rights of the shareholders of the Issuer. The parties also agreed to most favored nation protections and resale registration rights to the extent the Common Shares become listed for trading on a national securities exchange. On April 1, 2025, AP Fresco entered into an agreement with the Issuer, which provided that in the event that AP Fresco owns, controls or holds the power to vote 5% or more of the Issuer's outstanding shares, AP Fresco foregoes and waives any voting rights it has in respect of the shares to the extent the voting rights of the equal or exceed 5% of the voting rights of the shareholders of the Issuer (the "waiver letter"). For purposes of the agreements described above, "voting rights" are those rights deemed to be the equivalent to the right to vote for the election or removal of a director under applicable interpretations of the term "voting security" under the Investment Company Act of 1940 (the "1940 Act"). Matters that are presented to AP Fresco and MAPS Equity in connection with voting and consent rights afforded to the shareholders of the Issuer under the operative documents of the Issuer that do not constitute voting rights under the 1940 Act are not subject to the waiver. Except as referenced above or described in Items 3 and 4 hereof, there are no other contracts, arrangements, understandings or relationships among the Reporting Persons or between such Reporting Persons and any other person with respect to any securities of the Issuer. The foregoing description of the subscription agreement, side letter and the waiver letter set forth in this Item 6 does not purport to be complete and is qualified in its entirety by reference to the full text of the form of subscription agreement, the side letter and the waiver letter, which are filed as Exhibit A, Exhibit B and Exhibit C hereto, respectively, and incorporated herein by reference.

Exhibit A: Form of Subscription Agreement (incorporated by reference to Exhibit 4.1 to the Issuer's Registration Statement on Form 10 filed on July 23, 2025). Exhibit B: Side Letter dated February 14, 2025 Exhibit C: Waiver Letter dated April 1, 2025 Exhibit D: Joint Filing Agreement.