Hyatt Hotels Corp — Director's Dealing 2013

Mar 19, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Hyatt Hotels Corp (H)
CIK: 0001468174
Period of Report: 2013-03-15

Reporting Person: Webb Robert W.K. (See Remarks)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-03-15	Class A Common Stock	A	10742	$0.00	Acquired	22435	Direct
2013-03-16	Class A Common Stock	M	1557	—	Acquired	23992	Direct
2013-03-16	Class A Common Stock	F	504	$43.44	Disposed	23488	Direct
2013-03-16	Class A Common Stock	M	1574	—	Acquired	25062	Direct
2013-03-16	Class A Common Stock	F	510	$43.44	Disposed	24552	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-03-15	Restricted Stock Units	$	A	5371	Acquired		Class A Common Stock (5371)	Direct
2013-03-15	Stock Appreciation Rights	$43.44	A	12999	Acquired	2023-03-15	Class A Common Stock (12999)	Direct
2013-03-16	Restricted Stock Units	$	M	1557	Disposed	2013-03-16	Class A Common Stock (1557)	Direct
2013-03-16	Restricted Stock Units	$	M	1574	Disposed	2013-03-16	Class A Common Stock (1574)	Direct

Footnotes

F1: Represents 10,742 shares of restricted Class A common stock ("Restricted Stock") issued pursuant to the Amended and Restated Hyatt Hotels Corporation Long-Term Incentive Plan (the "LTIP"). The Restricted Stock will vest following the three-year period ending December 31, 2015, subject to attainment of certain performance goals set forth in a restricted stock award agreement. The Restricted Stock is subject to certain restrictions, including restrictions on transfer, prior to vesting. The shares of Restricted Stock vest at 25% if the threshold goal is achieved, 50% if the target goal is achieved and 100% if the maximum goal is achieved or exceeded. If less than 100% of the shares of Restricted Stock vest, then those shares that do not vest will be forfeited.

F2: Each Restricted Stock Unit ("RSU") represents the contingent right to receive, at settlement, one share of Class A Common Stock. This transaction represents the settlement of vested RSUs in shares of Class A Common Stock.

F3: Each RSU represents the contingent right to receive one share of Class A Common Stock.

F4: The RSUs issued pursuant to the LTIP vest and become payable in four equal annual installments beginning on March 16, 2014. The RSUs will be settled in Class A Common Stock upon vesting, subject to earlier settlement upon death or disability or a change of control of the Issuer.

F5: The stock appreciation rights issued pursuant to the LTIP vest in four equal annual installments beginning on March 16, 2014.