0001144204-19-006535.txt : 20190212 0001144204-19-006535.hdr.sgml : 20190212 20190212130437 ACCESSION NUMBER: 0001144204-19-006535 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20190212 DATE AS OF CHANGE: 20190212 GROUP MEMBERS: JWM FAMILY ENTERPRISES, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MARRIOTT VACATIONS WORLDWIDE Corp CENTRAL INDEX KEY: 0001524358 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE AGENTS & MANAGERS (FOR OTHERS) [6531] IRS NUMBER: 452598330 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-86496 FILM NUMBER: 19589478 BUSINESS ADDRESS: STREET 1: 6649 WESTWOOD BLVD. CITY: ORLANDO STATE: FL ZIP: 32821 BUSINESS PHONE: 407-206-6000 MAIL ADDRESS: STREET 1: 6649 WESTWOOD BLVD. CITY: ORLANDO STATE: FL ZIP: 32821 FORMER COMPANY: FORMER CONFORMED NAME: Marriott Vacations Worldwide Corp DATE OF NAME CHANGE: 20110627 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: JWM Family Enterprises, Inc. CENTRAL INDEX KEY: 0001363886 IRS NUMBER: 521823618 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 6106 MACARTHUR BOULEVARD STREET 2: SUITE 110 CITY: BETHESDA STATE: MD ZIP: 20816 BUSINESS PHONE: 202-776-2941 MAIL ADDRESS: STREET 1: 6106 MACARTHUR BOULEVARD STREET 2: SUITE 110 CITY: BETHESDA STATE: MD ZIP: 20816 SC 13G/A 1 tv513111_sc13ga.htm SC 13G/A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

SCHEDULE 13G/A

 

Under the Securities Exchange Act of 1934  

(Amendment No. 1)

Marriott Vacations Worldwide Corporation
(Name of Issuer)
 
Common Stock, par value $0.01 per share
(Title of Class of Securities)
 
57164Y107
(CUSIP Number)
 
December 31, 2018
(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
¨  Rule 13d-1(b)

x Rule 13d-1(c)
¨  Rule 13d-1(d)

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

 

 

 

CUSIP No. 57164Y107   13G   Page 2 of 6 Pages

         
1.  

NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

JWM Family Enterprises, Inc.

52-1823618

    
2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a)    ¨
(b)    ¨		    
3.   SEC USE ONLY
 		    
4.  

CITIZENSHIP OR PLACE OF ORGANIZATION


Delaware

    

         
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH		   5.   SOLE VOTING POWER
 
0
  6.   SHARED VOTING POWER
 
2,002,797*
  7.   SOLE DISPOSITIVE POWER
 
0
  8.   SHARED DISPOSITIVE POWER
 
2,002,797*

         
9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,002,797		    
10.   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)    ¨		    
11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

4.3%**		    
12.   TYPE OF REPORTING PERSON (see instructions)

CO		    

 

*Consists of 919,999 shares owned by Thomas Point Ventures, L.P., whose sole general partner is JWM Family Enterprises, L.P., 290,402 shares held by Terrapin Limited Holdings, LLC, whose sole member is JWM Family Enterprises, L.P.; 47,500 shares owned by Anchorage Partners, L.P., whose sole general partner is JWM Family Enterprises, L.P.; and 744,896 shares owned by JWM Family Enterprises, L.P. JWM Family Enterprises, Inc. is the sole general partner of JWM Family Enterprises, L.P.

 

**The denominator is based on the based on the 47,037,330 shares of common stock outstanding as of November 2, 2018, as reported on the cover page of the Form 10-Q for the quarterly period ended September 30, 2018, filed by Marriott Vacations Worldwide Corporation.

 

 

 

   

CUSIP No. 57164Y107   13G   Page 3 of 6 Pages

   
1.  

NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

JWM Family Enterprises, L.P.

52-1821926

    
2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a)    ¨
(b)    ¨		    
3.   SEC USE ONLY
 		    
4.   CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware		    

         
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH		   5.   SOLE VOTING POWER
 
0
  6.   SHARED VOTING POWER
 
2,002,797*
  7.   SOLE DISPOSITIVE POWER
 
0
  8.   SHARED DISPOSITIVE POWER
 
2,002,797*

         
9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,002,797		    
10.   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)    ¨		    
11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

4.3%**		    
12.   TYPE OF REPORTING PERSON (see instructions)

PN		    
         

*Consists of 919,999 shares owned by Thomas Point Ventures, L.P., whose sole general partner is JWM Family Enterprises, L.P., 290,402 shares held by Terrapin Limited Holdings, LLC, whose sole member is JWM Family Enterprises, L.P.; 47,500 shares owned by Anchorage Partners, L.P., whose sole general partner is JWM Family Enterprises, L.P.; and 744,896 shares owned by JWM Family Enterprises, L.P. JWM Family Enterprises, Inc. is the sole general partner of JWM Family Enterprises, L.P.

 

**The denominator is based on the based on the 47,037,330 shares of common stock outstanding as of November 2, 2018, as reported on the cover page of the Form 10-Q for the quarterly period ended September 30, 2018, filed by Marriott Vacations Worldwide Corporation.

 

 

 

  

CUSIP No. 57164Y107   13G   Page 4 of 6 Pages

 

This Amendment No. 1 constitutes an exit filing for the Reporting Person.

 

Item 1.

 

  (a)

Name of Issuer


Marriott Vacations Worldwide Corporation

     
  (b)

Address of Issuer’s Principal Executive Offices

6649 Westwood Boulevard

Orlando, FL 32821

 

Item 2.

 

  (a)

Name of Person Filing

This Schedule 13G/A is being jointly filed by JWM Family Enterprises, Inc. and JWM Family Enterprises, L.P.

     
  (b)

Address of the Principal Business Office or, if none, residence

The business address of each Reporting Person is:

 

9737 Washingtonian Boulevard, Suite 404

Gaithersburg, MD 20878

     
  (c)

Citizenship

 

Corporation:                    Delaware

 

Limited Partnership:        Delaware

     
  (d)

Title of Class of Securities

Common Stock, par value $0.01 per share

     
  (e)

CUSIP Number

57164Y107

 

 

 

 

CUSIP No. 57164Y107

   13G   Page 5 of 6 Pages
         

Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

Not Applicable.

 

Item 4.  Ownership.

 

Reference is made to Items 5-9 and 11 and the footnotes thereto on pages 2 and 3 of this Schedule 13G/A, which are incorporated by reference herein.

 

Item 5.  Ownership of Five Percent or Less of a Class.

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following     x.

 

Item 6.  Ownership of More than Five Percent on Behalf of Another Person.

 

Not Applicable.

 

Item 7.  Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

 

Not Applicable. 

 

Item 8.  Identification and Classification of Members of the Group.

 

Not Applicable.

 

Item 9.  Notice of Dissolution of Group.

 

Not Applicable.

 

Item 10.  Certification.

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

 

 

CUSIP No. 57164Y107   13G   Page 6 of 6 Pages

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

  2/12/2019
   (Date)
   
  JWM Family Enterprises, Inc.
   
  /s/ Kevin M. Kimball
  (Signature)
   
  Kevin M. Kimball, President
   (Name and Title)

 

  2/12/2019
  (Date)
   
  JWM Family Enterprises, L.P.
   
  By:   JWM Family Enterprises, Inc.
  Its:   General Partner
   
  /s/ Kevin M. Kimball
   (Signature)
   
  Kevin M. Kimball, President
  (Name and Title)