What are the interest rates for the 2028 and 2032 Notes issued by Caption By Hyatt?

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 1.01. Entry into a Material Definitive Agreement.

Offering of the Notes

On March 26, 2025, Hyatt Hotels Corporation (the "Company") issued and sold $500,000,000 of its 5.050% Senior Notes due 2028 (the "2028 Notes") and $500,000,000 of its 5.750% Senior Notes due 2032 (the "2032 Notes" and, together with the 2028 Notes, the "Notes") in a public offering (the "Offering") pursuant to an effective Registration Statement on Form S-3 (Registration No. 333-274272) (the "Registration Statement"). The Company received net proceeds from the Offering of approximately $993.1 million, after deducting underwriters' discounts and estimated offering expenses payable by the Company.

The Company intends to use the net proceeds from the Offering to fund a portion of the purchase price for its pending acquisition of Playa Hotels & Resorts N.V. ("Playa," and the pending acquisition of Playa, the "Playa Hotels Acquisition"), which may include payment of any fees and expenses relating to the Playa Hotels Acquisition and to pay fees and expenses related to the Offering.

Indenture

The Notes were issued pursuant to an indenture, dated August 30, 2023 (the "Base Indenture"), between the Company and Computershare Trust Company, N.A., as trustee (the "Trustee"), as supplemented by a third supplemental indenture, dated March 26, 2025 (the "Third Supplemental Indenture" and, together with the Base Indenture, the "Indenture"), between the Company and the Trustee, setting forth the terms of the Notes.

The Base Indenture was included as Exhibit 4.5 to the Company's Registration Statement on Form S-3 (No. 333-274272), filed on August 30, 2023, and is incorporated herein by reference. The Third Supplemental Indenture and the forms of the 2028 Notes and the 2032 Notes are attached hereto as Exhibits 4.1, 4.2 and 4.3, respectively, and are incorporated herein by reference. The Third Supplemental Indenture and the forms of the Notes are also filed with reference to, and are hereby incorporated by reference in, the Registration Statement.

Terms of the Notes

Interest and Maturity. The 2028 Notes will bear interest at a rate of 5.050% per annum and the 2032 Notes will bear interest at a rate of 5.750% per annum, which will be payable, in each case, semi-annually on March 30 and September 30 of each year, beginning on September 30, 2025. The 2028 Notes will mature on March 30, 2028 and the 2032 Notes will mature on March 30, 2032.

Redemption. At any time prior to February 29, 2028, the Company may redeem some or all of the 2028 Notes at a price equal to 100% of the principal amount of the Notes redeemed plus accrued and unpaid interest plus a "make-whole" amount calculated at the applicable Treasury Rate, plus 20 basis points. At any time prior to January 30, 2032, the Company may redeem some or all of the 2032 Notes at a price equal to 100% of the principal amount of the Notes redeemed plus accrued and unpaid interest plus a "make-whole" amount calculated at the applicable Treasury Rate, plus 25 basis points.

Source: Item 21 — Financial Statements (FDD pages 84–85)