Sec Form 4 Filing - Brown William P @ MARRIOTT INTERNATIONAL INC /MD/ - 2025-02-21

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Brown William P 2. Issuer Name and Ticker or Trading Symbol MARRIOTT INTERNATIONAL INC /MD/ [ MAR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Group Pres., US and Canada (Last) (First) (Middle) 7750 WISCONSIN AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 02/21/2025 (Street) BETHESDA, MD20814 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Class A Common Stock 02/21/2025 A 16,050 A $ 284.94 41,614 D Class A Common Stock 02/21/2025 A 9,980 A $ 285.23 51,594 D Class A Common Stock 02/21/2025 F( 1 ) 8,033 D $ 285.23 43,561 D Class A Common Stock 02/21/2025 S 12,642 ( 2 ) D $ 285.63 30,919 D Class A Common Stock 02/21/2025 F( 3 ) 12,987 D $ 284.94 17,932 D Class A Common Stock 02/24/2025 G 266 D $ 0 17,666 D Class A Common - Restricted Stock Units 7,529 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 Stock Appreciation Rights $ 177.55 02/21/2025 M 9,980 ( 4 ) 02/16/2033 Class A Common Stock 9,980 $ 285.23 4,990 D Stock Appreciation Rights $ 179.75 02/21/2025 M 16,050 ( 5 ) 02/17/2032 Class A Common Stock 16,050 $ 284.94 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Brown William P 7750 WISCONSIN AVENUE BETHESDA, MD20814 Group Pres., US and Canada Signatures Andrew P.C. Wright, Attorney-in-Fact 02/24/2025 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The reporting person received a net of 1,947 shares of common stock upon the exercise of 9,980 stock appreciation rights ("SARs"). A total of 8,033 shares of common stock underlying such SARs were withheld in payment of the exercise price and to satisfy the withholding tax obligation resulting from the exercise. ( 2 )The Reporting Person sold a total of 12,642 shares. 5,067 shares were sold at a weighted average sale price of $286.04 with a high price of $286.17 and a low price of $285.87. 7,575 were sold at a weighted average sale price of $285.37 with a high price of $285.83 and a low price of $284.86. ( 3 )The reporting person received a net of 3,063 shares of common stock upon the exercise of 16,050 stock appreciation rights ("SARs"). A total of 12,987 shares of common stock underlying such SARs were withheld in payment of the exercise price and to satisfy the withholding tax obligation resulting from the exercise. ( 4 )Stock Appreciation Right, settled in Class A Common Stock and vesting in three equal annual installments beginning on the first anniversary of the February 16, 2023 grant date. ( 5 )Stock Appreciation Rights, settled in Class A Common Stock and vesting in three equal annual installments beginning on the first anniversary of the February 17, 2022 grant 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.