[Form 4] MARRIOTT VACATIONS WORLDWIDE Corp Insider Trading Activity

Rhea-AI Filing Summary

Marriott Vacations Worldwide Corporation director and 10% owner Christian Asmar, together with Impactive Capital LP, Impactive Capital LLC and Lauren Taylor Wolfe, reported a joint Form 4 for a non‑derivative acquisition on 09/16/2025. The filing discloses issuance of 356 shares of common stock under the companys 2020 Equity Incentive Plan in lieu of board fees; those shares were fully vested at grant and issued at no cash price. Following the transaction, the Reporting Persons disclose an aggregate indirect beneficial ownership of 4,046,340 shares, held by funds/accounts managed by Impactive Capital. The report clarifies delegation of voting and investment power to Impactive Capital and includes disclaimers of direct beneficial ownership by the funds and by Mr. Asmar.

Positive

• Shares issued were fully vested at grant, indicating immediate ownership rights to the recipient
• Clear disclosure of ownership structure and delegation of voting and investment power to Impactive Capital reduces ambiguity for investors

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine director fee deferral converted to equity; small additional shares relative to disclosed indirect stake.

The Form 4 documents a common practice where board compensation is deferred into fully vested shares under the 2020 Equity Incentive Plan. The immediate accounting impact on ownership percentages appears immaterial given the 356-share issuance versus the reported 4,046,340 shares indirectly owned by the Impactive-managed funds. No cash consideration was paid and no derivative transactions were reported. For investors, this is a governance/compensation disclosure rather than a signal of material change in control or strategy.

Corporate Governance Expert

TL;DR: Disclosure aligns with Section 16 reporting norms; clarifies delegation of voting and pecuniary disclaimers.

The filing properly attributes the economic and voting relationships among the Impactive entities and the individual reporting persons, explicitly disclosing that Impactive Capital holds voting and investment authority over fund securities. The report includes required disclaimers that the funds and Mr. Asmar disclaim direct beneficial ownership except for pecuniary interest, which is standard when board seats are held by representatives of investment managers. No unusual corporate governance actions or material director transactions are disclosed.

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^*

Asmar Christian

(Last) (First) (Middle)

450 WEST 14TH STREET, 12TH FLOOR

(Street)

NEW YORK CITY NY 10014

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MARRIOTT VACATIONS WORLDWIDE Corp [ VAC ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/16/2025

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

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

	Form filed by One Reporting Person
X	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, par value $0.01 per share(1)	09/16/2025		A		356(3)	A	$0	4,046,340	I(4)	See Footnote(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

Asmar Christian

(Last) (First) (Middle)

450 WEST 14TH STREET, 12TH FLOOR

(Street)

NEW YORK CITY NY 10014

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Impactive Capital LP

(Last) (First) (Middle)

450 WEST 14TH STREET, 12TH FLOOR

(Street)

NEW YORK CITY NY 10014

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Impactive Capital LLC

(Last) (First) (Middle)

450 WEST 14TH STREET, 12TH FLOOR

(Street)

NEW YORK CITY NY 10014

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Wolfe Lauren Taylor

(Last) (First) (Middle)

450 WEST 14TH STREET, 12TH FLOOR

(Street)

NEW YORK CITY NY 10014

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. This Form 4 is filed jointly by Impactive Capital LP ("Impactive Capital"), Impactive Capital LLC ("Impactive GP"), Christian Asmar and Lauren Taylor Wolfe (collectively, the "Reporting Persons"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of her, his or its pecuniary interest therein.

2. The securities of Marriott Vacations Worldwide Corporation (the "Issuer") reported herein are held directly by certain funds and/or accounts (the "Impactive Funds"). Pursuant to an Investment Management Agreement, the Impactive Funds have delegated all voting and investment power over the securities directly held by the Impactive Funds and their general partners to Impactive Capital, which serves as the investment manager of the Impactive Funds. Impactive GP, as the general partner of Impactive Capital, and each of Mr. Asmar and Ms. Taylor Wolfe, as Managing Members of Impactive GP, may be deemed to exercise voting and investment power over such securities. The Impactive Funds specifically disclaim beneficial ownership of such securities by virtue of their inability to vote or dispose of such securities as a result of such delegation to Impactive Capital.

3. Shares issued under the Marriott Vacations Worldwide Corporation 2020 Equity Incentive Plan pursuant to the deferral by Mr. Asmar of fees payable for service as a member of the Board of Directors of the Issuer (the "Board"). Fully vested at the date of grant and payable in common stock as specified by Mr. Asmar at the time of the deferral election.

4. Because Mr. Asmar serves on the Board as a representative of Impactive Capital and its affiliates, Impactive Capital is entitled to receive the direct economic interest in securities granted to Mr. Asmar by the Issuer in respect of Mr. Asmar's Board position. Mr. Asmar disclaims beneficial ownership of the Issuer's securities to which this report relates and at no time has Mr. Asmar had any economic interest in such securities except any indirect economic interest through Impactive Capital and its affiliates.

Remarks:

Christian Asmar, Managing Member of Impactive Capital LLC, the general partner of Impactive Capital LP, is a director of the Issuer. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the Reporting Persons are deemed directors by deputization by virtue of their representation on the Board of Directors of the Issuer.

	/s/ Christian Asmar	09/17/2025
	IMPACTIVE CAPITAL LP, By: Impactive Capital LLC, its general partner, By: /s/ Lauren Taylor Wolfe, Managing Member	09/17/2025
	IMPACTIVE CAPITAL LLC, By: /s/ Lauren Taylor Wolfe, Managing Member	09/17/2025
	/s/ Lauren Taylor Wolfe	09/17/2025
	** 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 transaction was reported on the Form 4 for VAC?

The Form 4 reports the issuance of 356 shares of Marriott Vacations Worldwide common stock on 09/16/2025 issued under the 2020 Equity Incentive Plan in lieu of board fees.

Who filed the Form 4 for VAC and what are their roles?

The Form 4 was jointly filed by Christian Asmar, Impactive Capital LP, Impactive Capital LLC, and Lauren Taylor Wolfe. Mr. Asmar is a director and Managing Member of Impactive GP; the filers are identified as directors and 10% owners.

How many VAC shares are beneficially owned after the reported transaction?

The Reporting Persons disclose an aggregate indirect beneficial ownership of 4,046,340 shares following the reported transaction.

Were any derivatives or option exercises reported for VAC?

No. Table II for derivative securities shows no transactions; only a non-derivative issuance of common stock is reported.

Did the Reporting Persons pay for the shares reported on the Form 4?

The shares were issued at a price of $0 as part of a fee deferral election, so no cash payment by the recipient is reported.