[Form 4] MARRIOTT VACATIONS WORLDWIDE Corp Insider Trading Activity

Rhea-AI Filing Summary

Jonice M. Gray, a director of Marriott Vacations Worldwide Corporation (VAC), received 389 shares of common stock on 09/16/2025 under the company’s 2020 Equity Incentive Plan as payment deferral for board fees. The shares were fully vested at grant and were issued at no cash price to the reporting person. After the issuance, the reporting person beneficially owned 11,971 shares. The Form 4 was filed as a single reporting-person filing and executed by an attorney-in-fact on 09/17/2025.

Positive

• Director compensation converted to equity via the 2020 Equity Incentive Plan, aligning board incentives with shareholder interests

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine director stock issuance for deferred fees, small share amount, no cash paid.

This transaction documents a customary issuance of 389 common shares to a board member pursuant to a fee deferral election under the 2020 Equity Incentive Plan. The grant was fully vested at issuance and carried a $0 price to the reporting person, indicating conversion of previously earned director compensation into equity rather than an equity purchase. The size of the grant (389 shares) and the resulting 11,971-share holding indicate a modest ownership stake and a routine governance/compensation event rather than a material corporate action.

Corporate Governance Expert

TL;DR: Governance-level compensation deferral executed as intended; disclosure aligns with Section 16 reporting requirements.

The Form 4 clearly states the securities were issued under the company’s 2020 Equity Incentive Plan as a deferral of director fees, fully vested at grant. The filing and signature by an attorney-in-fact satisfy procedural requirements. This is a routine disclosure reflecting director compensation mechanics, with no indication of acceleration, special vesting conditions, or related-party arrangements beyond the standard deferral election.

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

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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).

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^*

Gray Jonice M

(Last) (First) (Middle)

7812 PALM PARKWAY

(Street)

ORLANDO FL 32836

(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		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)

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	09/16/2025		A		389(1)	A	$0	11,971	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. Shares issued under the Marriott Vacations Worldwide Corporation 2020 Equity Incentive Plan pursuant to the deferral by the Reporting Person of fees payable for service as a member of the Board of Directors of Marriott Vacations Worldwide Corporation. Fully vested at the date of grant and payable in common stock as specified by the Reporting Person at the time of the deferral election.

Remarks:

	/s/ Harold Herman, Attorney-In-Fact	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 did Jonice M. Gray report for VAC?

Jonice M. Gray received 389 shares of Marriott Vacations Worldwide common stock on 09/16/2025 under the 2020 Equity Incentive Plan as a fee deferral.

Were the shares vested and was cash paid for the shares?

The shares were fully vested at grant and were issued at a price of $0 to the reporting person (paid via fee deferral).

How many shares does the reporting person own after the transaction?

The reporting person beneficially owned 11,971 shares following the reported transaction.

Under which plan were the shares issued?

The shares were issued under the Marriott Vacations Worldwide Corporation 2020 Equity Incentive Plan pursuant to a director fee deferral election.

When was the Form 4 filed and who signed it?

The transaction date is 09/16/2025 and the Form 4 was signed by an attorney-in-fact on 09/17/2025 as indicated on the filing.