Item 5. Other Information
Item 5. Other Information
(c) Trading Plans
During the quarter ended March 31, 2025, no director or Section 16 officer adopted or terminated any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements (in each case, as defined in Item 408(a) of Regulation S-K).
Item 6. Exhibits
All documents referenced below are being filed as a part of this Quarterly Report, unless otherwise noted.
Exhibit Number Description Filed
Herewith Incorporation By Reference From
Form Exhibit Date Filed
3.1 Second Restated Certificate of Incorporation of Marriott Vacations Worldwide Corporation
8-K 3.2 5/15/2023
3.2 Restated Bylaws of Marriott Vacations Worldwide Corporation (effective May 12, 2023)
10-Q 3.3 8/4/2023
4.1 Form of certificate representing shares of common stock, par value $0.01 per share, of Marriott Vacations Worldwide Corporation
10 4.1 10/14/2011
4.2 Indenture, dated as of October 1, 2019, by and among Marriott Ownership Resorts, Inc., Marriott Vacations Worldwide Corporation, as guarantor, the other guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee
8-K 4.1 10/1/2019
4.3
Form of 4.750% Senior Notes due 2028 (included as Exhibit A to Exhibit 4.2 above)
8-K 4.2 10/1/2019
4.4
Registration Rights Agreement, dated as of October 1, 2019, by and among Marriott Ownership Resorts, Inc., Marriott Vacations Worldwide Corporation, as guarantor, the other guarantors party thereto and J.P. Morgan Securities LLC
8-K 4.3 10/1/2019
4.5
Indenture, dated as of February 2, 2021, by and among Marriott Vacations Worldwide Corporation, Marriott Ownership Resorts, Inc. and the other guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee
8-K 4.1 2/3/2021
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Table of Contents
Exhibit Number Description Filed
Herewith Incorporation By Reference From
Form Exhibit Date Filed
4.6
Form of 0.00% Convertible Senior Note due 2026 (included as Exhibit A to Exhibit 4.5 above)
8-K 4.1 2/3/2021
4.7
Indenture, dated as of June 21, 2021, by and among Marriott Ownership Resorts, Inc., Marriott Vacations Worldwide Corporation, as guarantor, the other guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee
8-K 4.1 6/22/2021
4.8
Form of 4.500% Senior Notes due 2029 (included at Exhibit A to Exhibit 4.7 above)
8-K 4.2 6/22/2021
4.9
Indenture, dated as of December 8, 2022, by and among Marriott Vacations Worldwide Corporation, as issuer, Marriott Ownership Resorts, Inc. and the other guarantors party thereto from time to time and The New York Bank of Mellon Trust Company, N.A., as trustee
8-K 4.1 12/8/2022
4.10
Form of 3.25% Convertible Senior Notes due 2027 (included as Exhibit A to Exhibit 4.9 above)
8-K 4.2 12/8/2022
4.11
Description of Registered Securities
10-K 4.16 3/2/2020
10.1
Marriott Vacations Worldwide Corporation Change in Control Severance Plan**
10-K
10.18 2/28/2025
10.2 Incremental Facility Amendment and Amendment No. 4 , dated as of March 24, 2025 , by and among Marriott Vacations Worldwide Corporation, Marriott Ownership Resorts, Inc., as borrower, the subsidiary guarantors party thereto, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, and the lenders party thereto
8-K
10.1 3/27/2025
22.1 List of the Issuer and its Guarantor Subsidiaries
10-K
22.1 2/27/2024
31.1 Certification by Chief Executive Officer Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934
X
31.2 Certification by Chief Financial Officer Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934
X
32.1 Certification by Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
Furnished
32.2 Certification by Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
Furnished
101 The following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2025, formatted in Inline XBRL: (i) Interim Consolidated Statements of Income, (ii) Interim Consolidated Statements of Comprehensive Income, (iii) Interim Consolidated Balance Sheets, (iv) Interim Consolidated Statements of Cash Flows, (v) Interim Consolidated Statements of Stockholders’ Equity, and (vi) Notes to Interim Consolidated Financial Statements
104 The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2025, formatted in Inline XBRL and contained in Exhibit 101
** Management contract or compensatory plan or arrangement.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
MARRIOTT VACATIONS WORLDWIDE CORPORATION
Date: May 8, 2025 /s/ John E. Geller, Jr.
John E. Geller, Jr.
President and Chief Executive Officer
/s/ Jason P. Marino
Jason P. Marino
Executive Vice President and Chief Financial Officer
54
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.