8-KCorporate ChangesExhibits & Filings

MARRIOTT INTERNATIONAL INC /MD/ 8-K Report, Bylaw Amendment (Feb 7, 2006)

Filed February 7, 2006For Securities:MAR

Summary

Marriott International, Inc. (MAR) filed a Current Report (8-K) on February 7, 2006, to report the filing of a Certificate of Elimination for its Capped Convertible Preferred Stock and ESOP Convertible Preferred Stock with the Secretary of State of Delaware. This action was taken because no shares of either class of preferred stock are currently outstanding, and the company has no plans to issue them in the future. The primary impact of this filing for investors is administrative. It simplifies Marriott's corporate charter by removing the certificates of designation for these specific preferred stock classes, which are no longer in use. This move does not appear to have any immediate financial implications or signal any significant strategic changes, but rather cleans up outstanding corporate documentation related to inactive stock classes.

Key Highlights

  • 1Marriott International has filed a Certificate of Elimination for its Capped Convertible Preferred Stock and ESOP Convertible Preferred Stock.
  • 2This action was taken because no shares of these preferred stock classes are currently outstanding.
  • 3The company has no plans to issue these specific classes of preferred stock in the future.
  • 4The filing simplifies Marriott's corporate charter by removing associated certificates of designation.
  • 5This is an administrative action to clean up documentation related to inactive stock classes.
  • 6The event date reported is February 5, 2006, with the filing date of February 6, 2006.
  • 7The filing was made with the Secretary of State of Delaware.

Frequently Asked Questions

The main purpose of this 8-K filing is to report that Marriott International has eliminated the Capped Convertible Preferred Stock and ESOP Convertible Preferred Stock from its corporate charter because none of these shares are currently outstanding and the company does not intend to issue them.

No, this filing is an administrative cleanup of inactive preferred stock classes and is not expected to have any direct impact on the company's common stock (MAR) or its financial performance.

These preferred stock classes were eliminated because they are no longer outstanding and Marriott International has no future plans to issue them. This simplifies the company's corporate structure and documentation.

A Certificate of Elimination, in this context, is a legal document filed with the state of incorporation (Delaware) to formally remove the provisions related to specific classes of stock (in this case, the Capped Convertible Preferred Stock and ESOP Convertible Preferred Stock) from the company's articles of incorporation.