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Share Name | Share Symbol | Market | Type |
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Marriott International Inc | NASDAQ:MAR | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
2.21 | 0.94% | 236.80 | 224.48 | 241.00 | 237.36 | 235.39 | 235.41 | 1,068,010 | 01:00:00 |
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Delaware
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52-2055918
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incorporation or organization)
(State or other jurisdiction of
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(IRS. Employer
Identification No.)
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Large accelerated filer
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þ
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Accelerated filer
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¨
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Non-accelerated filer
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¨
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Smaller reporting company
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¨
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Title of securities
to be registered
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Amount to be
Registered (1)
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Proposed Maximum
Aggregate
Offering Price
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Amount of
registration fee (2)
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Class A Common Stock, par value $0.01 per share
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$500,000,000
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$500,000,000
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$57,950.00
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(1)
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Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement on Form S-8 also registers such amount of additional securities that may be offered pursuant to the terms of the Marriott International, Inc. Employees’ Profit Sharing, Retirement and Savings Plan and Trust which provides for a change in the amount or type of securities being offered or issued to prevent dilution as a result of stock splits, stock dividends or similar transactions. An indeterminate amount of interests to be offered or sold pursuant to the Marriott International, Inc. Employees’ Profit Sharing, Retirement and Savings Plan and Trust were previously registered pursuant to Rule 416(c) on a registration statement on Form S-8 (File No. 333-166703) filed on May 10, 2010.
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(2)
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Calculated in accordance with Rule 457(o) of the Securities Act.
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*
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Information required by Part I to be contained in the Section 10(a) prospectus is omitted from this Registration Statement in accordance with Rule 428 under the Securities Act and the Note to Part I of Form S-8.
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Exhibit No.
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Description
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4.1
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Restated Certificate of Incorporation, incorporated by reference to Exhibit No. 3(i) to the Company’s Form 8-K filed with the SEC on August 22, 2006 (File No. 001-13881).
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4.2
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Amended and Restated Bylaws, incorporated by reference to Exhibit No. 3(ii) to the Company’s Form 8-K filed with the SEC on February 14, 2017 (File No. 001-13881).
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5.1
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Internal Revenue Service determination letter, dated August 11, 2016, relating to the Plan.
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23.1
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Consent of Ernst & Young LLP.
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24
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Powers of Attorney (included on signature page).
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MARRIOTT INTERNATIONAL, INC.
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By:
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/s/ Arne M. Sorenson
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Arne M. Sorenson
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President and Chief Executive Officer
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Signature
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Title
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Date
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/s/ Arne M. Sorenson
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President, Chief Executive Officer and Director
(Principal Executive Officer)
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February 21, 2017
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Arne M. Sorenson
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/s/ Kathleen K. Oberg
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Executive Vice President, Chief Financial Officer
(Principal Financial Officer)
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February 21, 2017
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Kathleen K. Oberg
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/s/ Bao Giang Val Bauduin
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Controller and Chief Accounting Officer
(Principal Accounting Officer)
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February 21, 2017
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Bao Giang Val Bauduin
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/s/ J.W. Marriott, Jr.
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Chairman of the Board
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February 21, 2017
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J.W. Marriott, Jr.
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/s/ Mary K. Bush
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Director
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February 21, 2017
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Mary K. Bush
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/s/ Bruce W. Duncan
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Director
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February 21, 2017
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Bruce W. Duncan
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/s/ Deborah Marriott Harrison
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Director
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February 21, 2017
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Deborah Marriott Harrison
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/s/ Frederick A. Henderson
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Director
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February 21, 2017
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Frederick A. Henderson
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/s/ Eric Hippeau
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Director
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February 21, 2017
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Eric Hippeau
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/s/ Lawrence W. Kellner
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Director
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February 21, 2017
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Lawrence W. Kellner
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/s/ Debra L. Lee
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Director
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February 21, 2017
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Debra L. Lee
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/s/ Aylwin B. Lewis
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Director
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February 21, 2017
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Aylwin B. Lewis
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/s/ George Muñoz
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Director
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February 21, 2017
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George Muñoz
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/s/ Steven S Reinemund
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Director
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February 21, 2017
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Steven S Reinemund
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/s/ W. Mitt Romney
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Director
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February 21, 2017
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W. Mitt Romney
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/s/ Susan C. Schwab
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Director
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February 21, 2017
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Susan C. Schwab
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Exhibit No.
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Description
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4.1
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Restated Certificate of Incorporation, incorporated by reference to Exhibit No. 3(i) to the Company’s Form 8-K filed with the SEC on August 22, 2006 (File No. 001-13881).
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4.2
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Amended and Restated Bylaws, incorporated by reference to Exhibit No. 3(ii) to the Company’s Form 8-K filed with the SEC on February 14, 2017 (File No. 001-13881).
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5.1
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Internal Revenue Service determination letter, dated August 11, 2016, relating to the Plan.
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23.1
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Consent of Ernst & Young LLP.
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24
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Powers of Attorney (included on signature page).
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