8-KMaterial AgreementsExhibits & Filings

MARRIOTT INTERNATIONAL INC /MD/ 8-K Report, Material Agreement (Dec 27, 2005)

Filed December 27, 2005For Securities:MAR

Summary

Marriott International, Inc. (MAR) filed an 8-K report on December 27, 2005, detailing a change in executive responsibilities and compensation. Specifically, on November 3, 2005, the Board of Directors approved the annual compensation for John W. Marriott III, who transitioned from Executive Vice President - Lodging to Vice Chairman of the Board of Directors. This change, effective January 2006, involves a revised compensation structure for his new role. The report clarifies that as Vice Chairman, Mr. Marriott will receive compensation equivalent to 125% of the annual cash retainer, attendance fees, and annual stock award granted to non-employee directors. This filing is primarily informational, outlining the compensation adjustments associated with this internal leadership transition and providing investors with transparency regarding executive compensation policies.

Key Highlights

  • 1John W. Marriott III to transition from Executive Vice President - Lodging to Vice Chairman of the Board of Directors in January 2006.
  • 2Board of Directors approved new annual compensation for the Vice Chairman role on November 3, 2005.
  • 3Vice Chairman compensation will be 125% of non-employee director annual cash retainer, attendance fees, and stock award.
  • 4This compensation is contingent upon no longer holding an officer position.
  • 5The filing includes a summary of director compensation as an exhibit.
  • 6The report is an 8-K filing dated December 26, 2005, with an event date of November 3, 2005.

Frequently Asked Questions

The main purpose of this 8-K filing is to report a material definitive agreement regarding the compensation of John W. Marriott III upon his transition from an executive officer role to Vice Chairman of the Board of Directors.

John W. Marriott III is moving from Executive Vice President - Lodging to Vice Chairman of the Board of Directors. His compensation as Vice Chairman will be 125% of the typical non-employee director compensation package, including cash retainer, attendance fees, and stock award, effective once he is no longer an officer.

The transition from his executive officer role is planned for January 2006, and the new compensation structure for the Vice Chairman position was approved by the Board on November 3, 2005, to be effective after he ceases to be an officer.

No, this filing primarily concerns an internal executive leadership and compensation adjustment. It does not suggest any immediate change in Marriott's broader business strategy or operational focus.