FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 11/21/2011 |
3. Issuer Name and Ticker or Trading Symbol
Marriott Vacations Worldwide Corp [ VAC ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 288,307 | D | |
Common Stock | 52,000 | I | JWM-MAR 2010 GRAT(1) |
Common Stock | 100,000 | I | JWM-MAR 2011 GRAT(1) |
Common Stock | 1,082,798 | I | JWMFE, Inc.(1)(2) |
Common Stock | 919,999 | I | TPV, LP(1)(3) |
Common Stock | 32,349 | I | JWM Associates LP(1) |
Common Stock | 28,252 | I | Spouse(1) |
Common Stock | 226,845 | I | Sp Trustee 1(1) |
Common Stock | 1,322 | I | Sp Trustee 2(1) |
Common Stock | 1,668 | I | Sp Trustee 3(1) |
Common Stock | 1,668 | I | Sp Trustee 4(1) |
Common Stock | 1,967 | I | Sp Trustee 5(1) |
Common Stock | 1,967 | I | Sp Trustee 6(1) |
Common Stock | 1,021 | I | Sp Trustee 7(1) |
Common Stock | 50,391 | I | Trustee 1(1) |
Common Stock | 75,080 | I | Trustee 2(1) |
Common Stock | 43,111 | I | Trustee 3(1) |
Common Stock | 49,555 | I | Trustee 4(1) |
Common Stock | 80,767 | I | Trustee 5(1) |
Common Stock | 58,752 | I | Trustee 6(1) |
Common Stock | 66,627 | I | Trustee 7(1) |
Common Stock | 79,582 | I | Trustee 8(1) |
Common Stock | 1,700 | I | Trustee 17(1) |
Common Stock | 521,568 | I | Trustee 19(1) |
Restricted Stock Units | 7,989.3 | D(4) | |
Restricted Stock Units | 7,346 | D(4) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Stock Appreciation Rights | (4) | 02/19/2018 | Common Stock | 44,730 | (6) | D | |
Stock Appreciation Rights | (4) | 02/16/2020 | Common Stock | 27,858 | (6) | D | |
Stock Appreciation Rights | (4) | 02/17/2021 | Common Stock | 19,023 | (6) | D | |
Stock Options | (5) | 11/06/2012 | Common Stock | 13,760 | (6) | D | |
Stock Options | (5) | 11/06/2012 | Common Stock | 13,760 | (6) | D | |
Stock Options | (5) | 11/05/2013 | Common Stock | 38,400 | (6) | D | |
Stock Options | (5) | 11/04/2014 | Common Stock | 60,000 | (6) | D | |
Stock Options | (5) | 02/19/2012 | Common Stock | 80,000 | (6) | D | |
Stock Options | (5) | 02/06/2013 | Common Stock | 113,000 | (6) | D | |
Stock Options | (5) | 02/05/2014 | Common Stock | 65,880 | (6) | D | |
Stock Options | (5) | 02/10/2015 | Common Stock | 24,600 | (6) | D |
Explanation of Responses: |
1. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. |
2. Represents shares held by JWM Family Enterprises, L.P. JWM Marriott Enterprises, Inc. is the sole general partner of the JWM Family Enterprises, L.P. J.W. Marriott, Jr., John W. Marriott, III, Deborah Marriott Harrison, Stephen Garff Marriott and David Sheets Marriott are each shareholders of JWM Family Enterprises, Inc. |
3. Represents shares held by Thomas Point Ventures, L.P., whose general partner is JWM Family Enterprises, L.P. |
4. Issued under the Marriott Vacations Worldwide Corporation Stock and Cash Incentive Plan pursuant to the anti-dilution provisions of an award granted to the reporting person under the Marriott International, Inc. Stock and Cash Incentive Plan, which award has substantially the same terms as the Marriott International, Inc. award to which it relates (other than with respect to the exercise price and the number and type of shares covered thereby, which were adjusted based on the distribution ratio in the legal and structural separation of the issuer from Marriott International, Inc. (the "Spin-Off")) and vest in four equal installments over the four-year period following the date such Marriott International, Inc. award was initially granted. |
5. Issued under the Marriott Vacations Worldwide Corporation Stock and Cash Incentive Plan pursuant to the anti-dilution provisions of an award granted to the reporting person under the Marriott International, Inc. Stock and Cash Incentive Plan, which award has substantially the same terms as the Marriott International, Inc. award to which it relates (other than with respect to the exercise price and the number and type of shares covered thereby, which were adjusted based on the distribution ratio in the Spin-Off) and is fully vested based on service prior to the Spin-Off. |
6. The adjusted exercise prices have not been determined as of the date of this filing. |
Remarks: |
/s/ Catherine Meeker, Attorney-In-Fact | 11/30/2011 | |
** 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 5 (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. |