Marriott director granted 670 deferred shares

Henderson Frederick A. reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Henderson Frederick A. reported acquisition or exercise transactions in this Form 4 filing.

Marriott International director Frederick A. Henderson received a grant of 670 shares of Class A common stock under a director deferred stock compensation plan on May 11, 2026. The shares vest on a daily pro-rata basis over the following 12 months and will be distributed after his Board service ends. Following this award, he directly holds 20,584 shares.

Insider Trade Summary

Grant/Award: 670 shares

Grant/Award 1 txn

Insider Henderson Frederick A.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock-Dir. Def. Stock Comp Plan-1	670	$0.00	$0.00

Holdings After Transaction: Class A Common Stock-Dir. Def. Stock Comp Plan-1 — 20,584 shares (Direct)

Footnotes (1)

1. F1. The shares will vest on a daily pro-rata basis over the twelve (12) month period following the grant and be distributed following termination of service as a Board member.

Key Figures

Director stock award: 670 shares Award price per share: $0.0000 per share Holdings after transaction: 20,584 shares +1 more

4 metrics

Director stock award 670 shares Grant of Class A Common Stock on May 11, 2026

Award price per share $0.0000 per share Director deferred stock compensation plan grant

Holdings after transaction 20,584 shares Direct holdings following the grant

Vesting period 12 months Daily pro-rata vesting after grant date

Key Terms

director deferred stock compensation plan, Grant, award, or other acquisition, vest on a daily pro-rata basis, distributed following termination of service

4 terms

director deferred stock compensation plan financial

"Class A Common Stock-Dir. Def. Stock Comp Plan-1"

Grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

vest on a daily pro-rata basis financial

"The shares will vest on a daily pro-rata basis over the twelve (12) month period"

distributed following termination of service financial

"and be distributed following termination of service as a Board member"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did MAR director Frederick A. Henderson report?

Frederick A. Henderson reported receiving a grant of 670 shares of Marriott Class A common stock as director compensation. The award is part of a deferred stock compensation plan and increases his direct holdings to 20,584 shares after the transaction.

How many Marriott (MAR) shares does Frederick A. Henderson hold after this Form 4?

After the reported grant, Frederick A. Henderson directly holds 20,584 shares of Marriott Class A common stock. This total includes the newly awarded 670 shares under the director deferred stock compensation plan, as reflected in the Form 4 transaction details.

What are the terms of Frederick A. Henderson’s 670-share Marriott award?

The 670-share award vests on a daily pro-rata basis over 12 months following the grant date. According to the footnote, the vested shares will be distributed only after Henderson’s service as a Marriott Board member has terminated under the plan’s terms.

Is Frederick A. Henderson’s Marriott Form 4 a market purchase or sale?

The Form 4 shows a grant classified as a “grant, award, or other acquisition,” not a market purchase or sale. The 670 shares were issued at a reported price of $0.0000 per share as compensation under a director deferred stock compensation plan.

How does the Marriott director deferred stock compensation plan work in this filing?

In this filing, the plan provides 670 shares of Class A common stock that vest daily over 12 months. The footnote explains that the shares are deferred, meaning they will be distributed only after the director’s Board service ends, rather than immediately on vesting.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/13/2026 - 09:38 PM EDT Learn about SEC filing dates

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^*

Henderson Frederick A.

(Last) (First) (Middle)

7750 WISCONSIN AVENUE

(Street)

BETHESDA MARYLAND 20814

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/11/2026

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

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

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

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-Dir. Def. Stock Comp Plan-1	05/11/2026		A		670(1)	A	$0.0000	20,584	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. The shares will vest on a daily pro-rata basis over the twelve (12) month period following the grant and be distributed following termination of service as a Board member.

	Andrew P.C. Wright, Attorney-in-Fact	05/13/2026
	** 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.
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.
* Form 4: SEC 1474 (03-26)