[Form 4] Marriot International Insider Trading Activity

Rhea-AI Filing Summary

Marriott International (NASDAQ: MAR) filed Form 4 revealing that President, APEC Rajeev Menon sold 2,500 Class A shares on 06/24/2025 at an average $268.2838, generating roughly $670,700.

Post-sale direct ownership dropped about 30%, from 8,206 to 5,706 shares; he also holds 3,392 restricted stock units. No derivatives were involved and the Rule 10b5-1 box was left unchecked, indicating the transaction was not pre-planned.

The filing provides no operational updates, but the scale and discretionary nature of the sale may influence investor perception of insider sentiment.

Positive

• None.

Negative

• President APEC Rajeev Menon sold 2,500 shares (~30% of direct holdings) for about $670 K, a discretionary transaction that may signal tempered insider confidence.

Insights

Insider Trading Analyst

TL;DR: 30% discretionary sell is a cautious signal

The open-market disposal equals roughly one-third of Menon’s directly held shares—large enough to draw attention. Absence of a 10b5-1 plan suggests opportunistic timing rather than routine diversification. Although $670 K is modest relative to Marriott’s market cap, regional presidents typically possess material insights into pipeline strength and RevPAR trends across Asia-Pacific; their trading activity can precede shifts in growth cadence. Investors should monitor whether other executives echo this pattern, which could foreshadow softer forward bookings or currency headwinds in the region.

Corporate Governance Specialist

TL;DR: Material sale, but governance status quo

The event is reportable because it exceeds the 5% holding threshold, yet Menon retains 5,706 shares and 3,392 RSUs, aligning him with shareholder value. No policy breaches or board-level implications emerge. The un-checked 10b5-1 box slightly weakens optics, but the company’s insider-trading controls remain intact. Absent corroborating executive sales, governance risk is limited; thus, overall impact on stewardship perception is neutral.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Menon Rajeev

(Last) (First) (Middle)

7750 WISCONSIN AVENUE

(Street)

BETHESDA MD 20814

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MARRIOTT INTERNATIONAL INC /MD/ [ MAR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, APEC

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	06/24/2025		S		2,500	D	$268.2838	5,706	D
Class A Common - Restricted Stock Units								3,392	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

	Andrew P.C. Wright, Attorney-in-Fact	06/25/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many MAR shares did Rajeev Menon sell on 06/24/2025?

He sold 2,500 Class A shares.

What was the average sale price for Rajeev Menon’s MAR shares?

The shares were sold at an average price of $268.2838.

What is the total dollar value of the shares sold by Rajeev Menon?

The sale generated approximately $670,700.

How many MAR shares does Rajeev Menon still own after the transaction?

He directly owns 5,706 shares and holds 3,392 restricted stock units.

Was the sale executed under a Rule 10b5-1 trading plan?

No. The Rule 10b5-1 box was left unchecked, indicating the trade was not pre-planned.

What percentage of Menon’s direct MAR holdings did the sale represent?

Approximately 30% of his pre-transaction direct common stock.