SEC Form 4 · accession 0001225208-17-018506
MARRIOTT INTERNATIONAL INC /MD/ · MAR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Deborah Marriott Harrison
Director · Other
Period of report
Dec 8, 2017
Accepted (ET)
Dec 12, 2017 · 11:48 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001048286
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Dec 8, 2017 | A | 11,034 | $0.00 | A | 29,885 | I | By Spouse |
| Class A Common StockF1 | Dec 8, 2017 | A | 10,434 | $0.00 | A | 40,319 | I | By Spouse |
| Class A Common StockF1 | Dec 8, 2017 | A | 4,668 | $0.00 | A | 44,987 | I | By Spouse |
| Class A Common StockF1 | Dec 8, 2017 | A | 3,278 | $0.00 | A | 48,265 | I | By Spouse |
| Class A Common StockF1 | Dec 8, 2017 | A | 3,122 | $0.00 | A | 51,387 | I | By Spouse |
| Class A Common StockF1 | Dec 8, 2017 | A | 2,865 | $0.00 | A | 54,252 | I | By Spouse |
| Class A Common StockF2,F1 | Dec 8, 2017 | S | 35,401 | $128.85 | D | 18,851 | I | By Spouse |
| Class A Common Stock | holding | — | — | — | 114,155 | D | ||
| Class A Common Stock | holding | — | — | — | 20,000 | I | AES JWM Gen Trust | |
| Class A Common Stock | holding | — | — | — | 60,000 | I | DMH JWM Gen Trust | |
| Class A Common Stock | holding | — | — | — | 60,000 | I | DSM JWM Gen Trust | |
| Class A Common Stock | holding | — | — | — | 2,110 | I | HMH 2014 Trust | |
| Class A Common Stock | holding | — | — | — | 20,000 | I | JRJ JWM Gen Trust | |
| Class A Common Stock | holding | — | — | — | 24,227,118 | I | JWM Family Enterprises | |
| Class A Common Stock | holding | — | — | — | 60,000 | I | JWM III JWM Gen Trust | |
| Class A Common Stock | holding | — | — | — | 70,203 | I | JWM III Trustee 1 | |
| Class A Common Stock | holding | — | — | — | 60,636 | I | JWM III Trustee 2 | |
| Class A Common Stock | holding | — | — | — | 48,327 | I | JWM III Trustee 3 | |
| Class A Common Stock | holding | — | — | — | 251,000 | I | JWM Insurance Trust | |
| Class A Common Stock | holding | — | — | — | 535 | I | MCH 1998 Trust | |
| Class A Common Stock | holding | — | — | — | 54,920 | I | MCH Investments, LLC | |
| Class A Common Stock | holding | — | — | — | 22,464 | I | MCH Irrev. Trust | |
| Class A Common Stock | holding | — | — | — | 4,310 | I | PWH 2014 Trust | |
| Class A Common Stock | holding | — | — | — | 20,000 | I | SBM JWM Gen Trust | |
| Class A Common Stock | holding | — | — | — | 110,561 | I | SMH Investments, LLC | |
| Class A Common Stock | holding | — | — | — | 209,210 | I | The Harrison Generation Trust | |
| Class A Common Stock | holding | — | — | — | 84,268 | I | Trustee 8 | |
| Class A Common Stock | holding | — | — | — | 78,993 | I | Trustee 9 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation RightsF3,F4 | $34.67 | Dec 8, 2017 | D | 30,716 | D | — | — | Class A Common Stock | 30,716 | 0 | I |
| Stock Appreciation RightsF5 | $27.46 | Dec 8, 2017 | D | 7,952 | D | — | Feb 15, 2020 | Class A Common Stock | 7,952 | 0 | I |
| Stock Appreciation RightsF6 | $26.99 | Dec 8, 2017 | D | 7,268 | D | — | Feb 16, 2020 | Class A Common Stock | 7,268 | 0 | I |
| Stock Appreciation RightsF7 | $40.84 | Dec 8, 2017 | D | 9,512 | D | — | Feb 17, 2022 | Class A Common Stock | 9,512 | 0 | I |
| Stock Appreciation RightsF8 | $35.54 | Dec 8, 2017 | D | 12,836 | D | — | Feb 19, 2018 | Class A Common Stock | 12,836 | 0 | I |
| Stock Appreciation RightsF9 | $39.27 | Dec 8, 2017 | D | 30,536 | D | — | Feb 22, 2023 | Class A Common Stock | 30,536 | 0 | I |
Explanation of responses
- F1The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interest therein.
- F2Represents the weighted average sale price. The highest price at which shares were sold was $129.09 and the lowest price at which shares were sold was $128.77.
- F3Stock Appreciation Rights, settled in Class A Common Stock and vesting in four equal installments beginning on the first anniversary of the February 21, 2012 grant date.
- F4The SAR's will expire February 21, 2022.
- F5Stock Appreciation Rights, settled in Class A Common Stock and vesting in four equal installments beginning February 15, 2010.
- F6Stock Appreciation Rights, settled in Class A Common Stock and vesting in four equal annual installments beginning on the first anniversary of the February 16, 2010 grant date.
- F7Stock Appreciation Rights, settled in Class A Common Stock and vesting in four equal installments beginning on the first anniversary of the February 17, 2011 grant date.
- F8Stock Appreciation Right, settled in Class A Common Stock and vesting in four equal annual installments beginning with the first anniversary of February 19, 2008.
- F9Stock Appreciation Rights, settled in Class A Common Stock and vesting in four equal installments beginning on the first anniversary of the February 22, 2013 grant date.