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

Rhea-AI Filing Summary

Travel + Leisure Co. (TNL) – Form 4 insider transaction

Chief Human Resources Officer Kimberly Marshall reported the sale of 16,500 common shares on 07/23/2025 at a reported price of $60.00 per share, generating gross proceeds of roughly $0.99 million. The disposition was executed under a Rule 10b5-1 trading plan adopted on 12/17/2024, indicating the trade was pre-scheduled.

Following the transaction, Marshall’s direct holdings stand at 56,736 common shares. In addition, she continues to hold 56,122 previously reported restricted stock units. No derivative securities were exercised or disposed of in this filing, and no other officers or directors were involved.

The filing signals a moderate reduction (≈23% of pre-sale common share position) but leaves the insider with a substantial equity stake, limiting immediate governance or liquidity concerns.

Positive

• Sale executed under a pre-established Rule 10b5-1 plan, reducing the chance of information-based trading.
• Insider retains 56,736 shares and 56,122 RSUs, maintaining meaningful equity alignment with shareholders.

Negative

• Insider sold approximately 23 % of direct common share holdings, which can be interpreted as reduced personal exposure.
• Cash proceeds of about $0.99 million may raise minor sentiment concerns among momentum-focused investors.

Insights

Securities Analyst

TL;DR: Routine 10b5-1 insider sale; modest value, negligible strategic signal.

The $0.99 mm sale represents roughly 23 % of Marshall’s direct equity but was executed via a pre-planned 10b5-1 program, reducing the likelihood of information-driven timing. Post-sale ownership of 56.7 k shares and 56.1 k RSUs keeps her interests aligned with shareholders. With no concurrent corporate events or earnings data, I view the impact on valuation and sentiment as neutral.

Corporate Governance Expert

TL;DR: Governance risk low; disclosure consistent, alignment maintained.

The filing meets Section 16 disclosure standards and specifies a valid 10b5-1 plan, mitigating concerns about opportunistic selling. Remaining ownership signals continued skin in the game, supporting incentive alignment. No red flags in terms of compliance or board oversight. Overall governance impact: minimal.

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).

1. Name and Address of Reporting Person^*

Duncan Thomas Michael

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/24/2025

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
Common Stock	07/24/2025		S		8,201	D	$62.24	20,000(1)	D
Common Stock								40,103(2)	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. Previously reported shares of common stock.

2. Previously reported shares of restricted stock units.

Remarks:

	/s/ Jeff J. Zanotti as Attorney-in-Fact for Thomas M. Duncan	07/24/2025
	** 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 Travel + Leisure Co. shares did Kimberly Marshall sell?

She sold 16,500 common shares on 07/23/2025.

At what price were the TNL shares sold?

The reported sale price was $60.00 per share.

What is Kimberly Marshall's remaining TNL share ownership?

After the sale she directly owns 56,736 common shares and 56,122 restricted stock units.

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

Yes. The filing states the transaction was made pursuant to a Rule 10b5-1 plan adopted on 12/17/2024.

Does this filing involve any derivative securities?

No. No derivative securities were acquired or disposed of in this Form 4.

Does the transaction signal any governance issues at TNL?

The sale appears routine and compliant; no governance red flags are indicated.