Marriott (MAR) EVP & counsel awarded 11,266 performance-based shares

Rhea-AI Filing Summary

Marriott International executive Rena Hozore Reiss reported a stock award tied to prior performance-based units. On February 11, 2026, she acquired 11,266 shares of Class A Common Stock at $0.0000 per share through the vesting of performance-based units granted on February 16, 2023.

The shares were earned based on achieving specified performance objectives and continued employment, and fully vested after certification by the company’s compensation committee. Following this award, she directly holds 35,999 Class A Common shares and 6,359 Class A Common restricted stock units.

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

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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^*

Reiss Rena Hozore

(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)
	EVP & General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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	02/11/2026		A		11,266(1)	A	$0.0000	35,999	D
Class A Common - Restricted Stock Units								6,359	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:

1. Represents shares earned in connection with the performance-based units previously granted on February 16, 2023 pursuant to the Marriott International, Inc. Stock and Cash Incentive Plan. Shares were earned based upon the level of attainment of certain performance objectives and continued employment. These shares fully vested on February 11, 2026, following certification by the issuer's compensation committee.

	Andrew P.C. Wright, Attorney-in-Fact	02/13/2026
	** 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.
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FAQ

What insider transaction did Marriott (MAR) report for Rena Hozore Reiss?

Marriott disclosed that EVP & General Counsel Rena Hozore Reiss acquired 11,266 Class A shares. The shares came from previously granted performance-based units that vested after meeting performance objectives and continued employment, with the award effective on February 11, 2026 at a stated price of $0.0000.

How many Marriott (MAR) shares does Rena Hozore Reiss own after this Form 4?

After the reported award, Reiss directly owns 35,999 Class A shares. In addition to these common shares, she also holds 6,359 Class A Common restricted stock units, reflecting both current share ownership and an additional layer of equity-based compensation tied to future vesting conditions.

Was the Marriott (MAR) insider transaction an open-market purchase or an equity award?

The transaction was an equity award, not an open-market purchase. The 11,266 Class A shares were earned from performance-based units granted on February 16, 2023, vesting on February 11, 2026 after the compensation committee certified attainment of specified performance objectives and employment conditions.

What price is shown for the Marriott (MAR) shares acquired by Rena Hozore Reiss?

The reported transaction lists a price of $0.0000 per share. This reflects that the 11,266 Class A shares were received as a performance-based stock award under Marriott’s Stock and Cash Incentive Plan, rather than being bought for cash in the open market.

What are the performance-based units mentioned in Marriott (MAR)'s Form 4 filing?

The performance-based units are equity awards granted on February 16, 2023. They converted into 11,266 Class A shares after Marriott’s compensation committee certified that certain performance objectives were met and that Rena Hozore Reiss satisfied continued employment requirements through February 11, 2026.