[Form 4] Travel & Leisure Co. Insider Trading Activity

Rhea-AI Filing Summary

Michael H. Wargotz, a director of Travel & Leisure Co. (TNL), received 1,197 deferred stock units issued as dividends. Each deferred stock unit converts to one share of common stock upon the director's retirement or termination of board service, and these units were recorded with a $0 price. The reported transactions also show dispositions of 722 previously reported common shares and 1,955 previously reported restricted stock units. After these changes, the reporting person’s total beneficial ownership is 128,283 shares (including prior deferred stock units). The filing identifies the transactions as routine equity compensation and previously reported holdings rather than new cash purchases or sales at a market price.

Positive

• 1,197 deferred stock units issued as dividend equivalents maintain director alignment with shareholder interests
• Total beneficial ownership of 128,283 shares indicates a meaningful ongoing stake by the director
• Deferred stock units convert to one share each upon retirement/termination, aligning long-term incentives

Negative

• Dispositions of 722 common shares and 1,955 restricted stock units reduced previously reported direct/indirect holdings

Insights

Financial Analyst

TL;DR: Director equity activity reflects routine compensation through deferred stock units and small disposals, with total beneficial ownership remaining sizeable.

The 1,197 deferred stock units issued for dividends are a non-cash compensation mechanism that will convert to common shares upon the director's departure from the board, and they were recorded at a $0 issuance price which is typical for dividend-equivalent units. The reported disposals—722 common shares and 1,955 restricted stock units—are described as previously reported holdings, indicating these were adjustments to reported positions rather than open-market trades. The resulting beneficial ownership of 128,283 shares signals continued meaningful insider alignment with shareholders, but the filing shows no new market purchases or sales that would materially change outstanding share counts or liquidity.

Corporate Governance Expert

TL;DR: Activity appears procedural and compensation-related, not a governance red flag; beneficial ownership remains substantial.

The issuance of deferred stock units for dividends is a standard board remuneration practice that defers share delivery until termination or retirement, preserving alignment incentives. The form explicitly labels the 722 and 1,955 share entries as previously reported common shares and restricted stock units, suggesting reporting consolidations or adjustments rather than opportunistic insider selling. From a governance perspective, there is no indication of unexpected departures, extraordinary transactions, or related-party issues in the disclosure provided.

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
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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).

1. Name and Address of Reporting Person^*

Wargotz Michael H

(Last) (First) (Middle)

C/O TRAVEL + LEISURE CO.

6277 SEA HARBOR DRIVE

(Street)

ORLANDO FL 32821

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Travel & Leisure Co. [ TNL ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

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
Common Stock	09/30/2025		A		1,197(1)	A	$0	128,283(2)	D
Common Stock								722(3)	D
Common Stock								1,955(4)	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. Deferred stock units issued for dividends. Each deferred stock unit entitles the reporting person to receive one share of common stock following the reporting person's retirement or termination of service from the Board of Directors.

2. Includes previously reported deferred stock units.

3. Previously reported shares of common stock.

4. Previously reported restricted stock units.

Remarks:

	/s/ Jeff Zanotti as Attorney-in-Fact for Michael H. Wargotz	10/02/2025
	** 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

What change in TNL insider holdings did Michael H. Wargotz report?

The reporting shows 1,197 deferred stock units were issued as dividend equivalents and dispositions of 722 common shares and 1,955 restricted stock units, resulting in 128,283 shares beneficially owned following the transactions.

What are the deferred stock units reported by the TNL director?

Each deferred stock unit is a dividend-equivalent unit that entitles the reporting person to one share of common stock upon retirement or termination from the board.

Was there any cash purchase or sale price reported for the issued deferred stock units?

No cash consideration was reported; the deferred stock units were recorded at a $0 price.

Do the reported disposals indicate open-market sales by the director?

The filing describes the 722 and 1,955 share entries as previously reported holdings, not explicitly as open-market sales, implying they are reporting adjustments rather than new market transactions.

Does this Form 4 filing show a change in control or governance issues at TNL?

No. The disclosed items are routine equity compensation and previously reported holdings adjustments; there is no indication of change in control or governance concerns in the provided content.