STOCK TITAN

Marriott insider distributes 2M shares to J.W. Marriott

A Marriott International director reports a 2 million-share intra-family capital distribution via an affiliated entity, with no consideration exchanged.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Marriott International Inc. (MAR) director Deborah Marriott Harrison reported an intra-family restructuring of her indirect holdings. On September 8, 2026, an affiliated entity, JWM Family Enterprises, Inc., disposed of 2,000,000 shares of Class A Common Stock as a capital distribution to J. W. Marriott, Jr., with no consideration received. After this transaction, JWM Family Enterprises, Inc. held 20,027,118 shares indirectly reported for her, and she continues to hold additional Marriott shares directly and through multiple trusts. She disclaims beneficial ownership of these indirect holdings except to the extent of her pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider Harrison Deborah Marriott
Role Director
Type Security Shares Price Value
Other Class A Common Stock F1, F2 2,000,000 $0.00 $0.00
holding Class A Common Stock -- -- --
holding Class A Common Stock-Dir. Def. Stock Comp Plan-1 -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock F2 -- -- --
holding Class A Common Stock F2 -- -- --
holding Class A Common Stock F2 -- -- --
holding Class A Common Stock F2 -- -- --
holding Class A Common Stock F2 -- -- --
holding Class A Common Stock F2 -- -- --
holding Class A Common Stock F2 -- -- --
holding Class A Common Stock F2 -- -- --
holding Class A Common Stock F2 -- -- --
holding Class A Common Stock F2 -- -- --
holding Class A Common Stock F2 -- -- --
holding Class A Common Stock F2 -- -- --
holding Class A Common Stock F2 -- -- --
holding Class A Common Stock F2 -- -- --
Holdings After Transaction: Class A Common Stock — 20,027,118 shares (Indirect, JWM Family Enterprises); Class A Common Stock — 43,631 shares (Direct); Class A Common Stock-Dir. Def. Stock Comp Plan-1 — 1,962 shares (Direct); Class A Common Stock — 9,845 shares (Indirect, 2024 Trust); Class A Common Stock — 695,861 shares (Indirect, By 1974 Trust); Class A Common Stock — 16,799 shares (Indirect, By Spouse); Class A Common Stock — 285,883 shares (Indirect, By Trust); Class A Common Stock — 240,000 shares (Indirect, Generations Trust); Class A Common Stock — 21,343 shares (Indirect, Grandchildren Multi-Trust); Class A Common Stock — 70,203 shares (Indirect, JWM III Trustee 1); Class A Common Stock — 60,636 shares (Indirect, JWM III Trustee 2); Class A Common Stock — 48,327 shares (Indirect, JWM III Trustee 3); Class A Common Stock — 251,000 shares (Indirect, JWM Insurance Trust); Class A Common Stock — 34,920 shares (Indirect, MCH Investments, LLC); Class A Common Stock — 57,420 shares (Indirect, MCH Irrev. Trust); Class A Common Stock — 90,561 shares (Indirect, SMH Investments, LLC); Class A Common Stock — 12,658 shares (Indirect, SMH Irrev. Trust); Class A Common Stock — 175,210 shares (Indirect, The Harrison Generation Trust)
Footnotes (2)
  1. F1. Shares transferred as a capital distribution to Mr. J.W. Marriott, Jr. in a transaction exempt as to the transferee under Rule 16a-13. JWM Family Enterprises, Inc. did not receive any consideration in exchange for this capital distribution.
  2. F2. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interest therein.
Capital distribution shares 2,000,000 shares Class A Common Stock transferred on September 8, 2026 by JWM Family Enterprises, Inc.
Indirect holdings via JWM Family Enterprises, Inc. 20,027,118 shares Class A Common Stock indirectly reported for Deborah Marriott Harrison after the distribution
Direct holdings 43,631 shares Class A Common Stock held directly by Deborah Marriott Harrison after the reported transactions
Director deferred stock units 1,962 units Class A Common Stock-Dir. Def. Stock Comp Plan-1 balance after September 8, 2026
1974 Trust holdings 695,861 shares Class A Common Stock held indirectly "By 1974 Trust" after September 8, 2026
Generations Trust holdings 240,000 shares Class A Common Stock held indirectly by "Generations Trust" after September 8, 2026
capital distribution financial
"Shares transferred as a capital distribution to Mr. J.W. Marriott, Jr."
Rule 16a-13 regulatory
"in a transaction exempt as to the transferee under Rule 16a-13"
beneficial ownership financial
"The Reporting Person disclaims beneficial ownership of the reported securities"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"except to the extent of her pecuniary interest therein"

FAQ

What did Deborah Marriott Harrison report in this Form 4 for MAR?

She reported that JWM Family Enterprises, Inc., an entity associated with her, made a capital distribution of 2,000,000 Marriott International Class A shares on September 8, 2026, to J. W. Marriott, Jr., with no consideration received by JWM Family Enterprises, Inc.

Was the 2,000,000-share MAR transaction a sale for cash?

No. The filing states the 2,000,000 shares were transferred as a capital distribution to J. W. Marriott, Jr. and that JWM Family Enterprises, Inc. did not receive any consideration in exchange for this distribution.

How many MAR shares did JWM Family Enterprises hold after the distribution?

After the September 8, 2026 capital distribution, JWM Family Enterprises, Inc. is reported as holding 20,027,118 shares of Marriott International Class A Common Stock indirectly for Deborah Marriott Harrison, subject to her disclaimer of beneficial ownership beyond any pecuniary interest.

What are Deborah Marriott Harrison’s direct MAR share holdings after the reported transactions?

Following the reported transactions, she holds 43,631 shares of Marriott International Class A Common Stock directly, plus 1,962 units in a Director Deferred Stock Compensation Plan, in addition to various indirect trust and entity holdings.

Does Deborah Marriott Harrison claim full beneficial ownership of the indirect MAR holdings?

No. The filing states that she disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interest in them, covering shares held through JWM Family Enterprises, trusts, and related entities.

Was the MAR transaction made under a Rule 10b5-1 trading plan?

No. The document-level Rule 10b5-1 checkbox is not affirmed, and the footnotes instead describe the transaction as a capital distribution exempt under Rule 16a-13, with no reference to a Rule 10b5-1 trading plan.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Harrison Deborah Marriott

(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)
XDirector10% Owner
Officer (give title below)XOther (specify below)
Member of 13(d) group
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/08/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock09/08/2026J(1)2,000,000D$0.000020,027,118IJWM Family Enterprises(2)
Class A Common Stock43,631D
Class A Common Stock-Dir. Def. Stock Comp Plan-11,962D
Class A Common Stock9,845I2024 Trust
Class A Common Stock695,861IBy 1974 Trust(2)
Class A Common Stock16,799IBy Spouse(2)
Class A Common Stock285,883IBy Trust(2)
Class A Common Stock240,000IGenerations Trust(2)
Class A Common Stock21,343IGrandchildren Multi-Trust(2)
Class A Common Stock70,203IJWM III Trustee 1(2)
Class A Common Stock60,636IJWM III Trustee 2(2)
Class A Common Stock48,327IJWM III Trustee 3(2)
Class A Common Stock251,000IJWM Insurance Trust(2)
Class A Common Stock34,920IMCH Investments, LLC(2)
Class A Common Stock57,420IMCH Irrev. Trust(2)
Class A Common Stock90,561ISMH Investments, LLC(2)
Class A Common Stock12,658ISMH Irrev. Trust(2)
Class A Common Stock175,210IThe Harrison Generation Trust(2)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Shares transferred as a capital distribution to Mr. J.W. Marriott, Jr. in a transaction exempt as to the transferee under Rule 16a-13. JWM Family Enterprises, Inc. did not receive any consideration in exchange for this capital distribution.
2. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interest therein.
Andrew P.C. Wright, Attorney-in-Fact09/10/2026
** Signature of Reporting PersonDate
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)

Keep reading