ý
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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52-2055918
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(State or other jurisdiction of
incorporation or organization)
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(IRS Employer
Identification No.)
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10400 Fernwood Road, Bethesda, Maryland
(Address of principal executive offices)
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20817
(Zip Code)
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Page No.
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Part I.
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Item 1.
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Item 2.
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Item 3.
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Item 4.
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Part II.
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Item 1.
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Item 1A.
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Item 2.
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Item 6.
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Three Months Ended
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Nine Months Ended
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||||||||||||
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September 30, 2018
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September 30, 2017
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September 30, 2018
|
|
September 30, 2017
|
||||||||
REVENUES
|
|
|
|
|
|
|
|
||||||||
Base management fees
|
$
|
279
|
|
|
$
|
269
|
|
|
$
|
852
|
|
|
$
|
818
|
|
Franchise fees
|
502
|
|
|
419
|
|
|
1,394
|
|
|
1,182
|
|
||||
Incentive management fees
|
151
|
|
|
138
|
|
|
482
|
|
|
433
|
|
||||
Gross fee revenues
|
932
|
|
|
826
|
|
|
2,728
|
|
|
2,433
|
|
||||
Contract investment amortization
|
(13
|
)
|
|
(11
|
)
|
|
(44
|
)
|
|
(34
|
)
|
||||
Net fee revenues
|
919
|
|
|
815
|
|
|
2,684
|
|
|
2,399
|
|
||||
Owned, leased, and other revenue
|
397
|
|
|
433
|
|
|
1,226
|
|
|
1,309
|
|
||||
Cost reimbursement revenue
|
3,733
|
|
|
3,830
|
|
|
11,491
|
|
|
11,493
|
|
||||
|
5,049
|
|
|
5,078
|
|
|
15,401
|
|
|
15,201
|
|
||||
OPERATING COSTS AND EXPENSES
|
|
|
|
|
|
|
|
||||||||
Owned, leased, and other-direct
|
315
|
|
|
351
|
|
|
985
|
|
|
1,057
|
|
||||
Depreciation, amortization, and other
|
52
|
|
|
54
|
|
|
164
|
|
|
176
|
|
||||
General, administrative, and other
|
221
|
|
|
205
|
|
|
685
|
|
|
651
|
|
||||
Merger-related costs and charges
|
12
|
|
|
28
|
|
|
64
|
|
|
100
|
|
||||
Reimbursed expenses
|
3,879
|
|
|
3,650
|
|
|
11,693
|
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|
11,137
|
|
||||
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4,479
|
|
|
4,288
|
|
|
13,591
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|
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13,121
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|
||||
OPERATING INCOME
|
570
|
|
|
790
|
|
|
1,810
|
|
|
2,080
|
|
||||
Gains and other income, net
|
18
|
|
|
6
|
|
|
191
|
|
|
31
|
|
||||
Interest expense
|
(86
|
)
|
|
(73
|
)
|
|
(246
|
)
|
|
(216
|
)
|
||||
Interest income
|
5
|
|
|
9
|
|
|
16
|
|
|
24
|
|
||||
Equity in earnings
|
61
|
|
|
6
|
|
|
95
|
|
|
29
|
|
||||
INCOME BEFORE INCOME TAXES
|
568
|
|
|
738
|
|
|
1,866
|
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|
1,948
|
|
||||
Provision for income taxes
|
(85
|
)
|
|
(253
|
)
|
|
(375
|
)
|
|
(603
|
)
|
||||
NET INCOME
|
$
|
483
|
|
|
$
|
485
|
|
|
$
|
1,491
|
|
|
$
|
1,345
|
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EARNINGS PER SHARE
|
|
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||||||||
Earnings per share - basic
|
$
|
1.39
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|
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$
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1.30
|
|
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$
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4.23
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$
|
3.55
|
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Earnings per share - diluted
|
$
|
1.38
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$
|
1.29
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|
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$
|
4.18
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$
|
3.51
|
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CASH DIVIDENDS DECLARED PER SHARE
|
$
|
0.41
|
|
|
$
|
0.33
|
|
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$
|
1.15
|
|
|
$
|
0.96
|
|
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Three Months Ended
|
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Nine Months Ended
|
||||||||||||
|
September 30, 2018
|
|
September 30, 2017
|
|
September 30, 2018
|
|
September 30, 2017
|
||||||||
Net income
|
$
|
483
|
|
|
$
|
485
|
|
|
$
|
1,491
|
|
|
$
|
1,345
|
|
Other comprehensive (loss) income:
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustments
|
(66
|
)
|
|
107
|
|
|
(313
|
)
|
|
457
|
|
||||
Derivative instrument adjustments, net of tax
|
(1
|
)
|
|
(5
|
)
|
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7
|
|
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(13
|
)
|
||||
Unrealized gain (loss) on available-for-sale securities, net of tax
|
—
|
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|
1
|
|
|
—
|
|
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(1
|
)
|
||||
Pension and postretirement adjustments, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Reclassification of losses, net of tax
|
2
|
|
|
4
|
|
|
18
|
|
|
5
|
|
||||
Total other comprehensive (loss) income, net of tax
|
(65
|
)
|
|
107
|
|
|
(288
|
)
|
|
448
|
|
||||
Comprehensive income
|
$
|
418
|
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$
|
592
|
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$
|
1,203
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$
|
1,793
|
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|
September 30,
2018 |
|
December 31,
2017 |
||||
ASSETS
|
|
|
|
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Current assets
|
|
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|
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Cash and equivalents
|
$
|
373
|
|
|
$
|
383
|
|
Accounts and notes receivable, net
|
2,175
|
|
|
1,973
|
|
||
Prepaid expenses and other
|
242
|
|
|
235
|
|
||
Assets held for sale
|
13
|
|
|
149
|
|
||
|
2,803
|
|
|
2,740
|
|
||
Property and equipment, net
|
1,967
|
|
|
1,793
|
|
||
Intangible assets
|
|
|
|
||||
Brands
|
5,809
|
|
|
5,922
|
|
||
Contract acquisition costs and other
|
2,594
|
|
|
2,622
|
|
||
Goodwill
|
9,067
|
|
|
9,207
|
|
||
|
17,470
|
|
|
17,751
|
|
||
Equity method investments
|
689
|
|
|
734
|
|
||
Notes receivable, net
|
122
|
|
|
142
|
|
||
Deferred tax assets
|
171
|
|
|
93
|
|
||
Other noncurrent assets
|
611
|
|
|
593
|
|
||
|
$
|
23,833
|
|
|
$
|
23,846
|
|
LIABILITIES AND SHAREHOLDERS’ EQUITY
|
|
|
|
||||
Current liabilities
|
|
|
|
||||
Current portion of long-term debt
|
$
|
617
|
|
|
$
|
398
|
|
Accounts payable
|
759
|
|
|
783
|
|
||
Accrued payroll and benefits
|
1,253
|
|
|
1,214
|
|
||
Liability for guest loyalty program
|
2,305
|
|
|
2,121
|
|
||
Accrued expenses and other
|
1,117
|
|
|
1,291
|
|
||
|
6,051
|
|
|
5,807
|
|
||
Long-term debt
|
8,710
|
|
|
7,840
|
|
||
Liability for guest loyalty program
|
3,317
|
|
|
2,819
|
|
||
Deferred tax liabilities
|
551
|
|
|
605
|
|
||
Deferred revenue
|
632
|
|
|
583
|
|
||
Other noncurrent liabilities
|
2,248
|
|
|
2,610
|
|
||
Shareholders’ equity
|
|
|
|
||||
Class A Common Stock
|
5
|
|
|
5
|
|
||
Additional paid-in-capital
|
5,773
|
|
|
5,770
|
|
||
Retained earnings
|
8,705
|
|
|
7,242
|
|
||
Treasury stock, at cost
|
(11,850
|
)
|
|
(9,418
|
)
|
||
Accumulated other comprehensive loss
|
(309
|
)
|
|
(17
|
)
|
||
|
2,324
|
|
|
3,582
|
|
||
|
$
|
23,833
|
|
|
$
|
23,846
|
|
|
Nine Months Ended
|
||||||
|
September 30, 2018
|
|
September 30, 2017
|
||||
OPERATING ACTIVITIES
|
|
|
|
||||
Net income
|
$
|
1,491
|
|
|
$
|
1,345
|
|
Adjustments to reconcile to cash provided by operating activities:
|
|
|
|
||||
Depreciation, amortization, and other
|
208
|
|
|
210
|
|
||
Share-based compensation
|
140
|
|
|
139
|
|
||
Income taxes
|
(192
|
)
|
|
190
|
|
||
Liability for guest loyalty program
|
681
|
|
|
156
|
|
||
Contract acquisition costs
|
(110
|
)
|
|
(126
|
)
|
||
Merger-related charges
|
(37
|
)
|
|
(117
|
)
|
||
Working capital changes
|
(233
|
)
|
|
(124
|
)
|
||
Gain on asset dispositions
|
(191
|
)
|
|
(30
|
)
|
||
Other
|
67
|
|
|
108
|
|
||
Net cash provided by operating activities
|
1,824
|
|
|
1,751
|
|
||
INVESTING ACTIVITIES
|
|
|
|
||||
Capital expenditures
|
(462
|
)
|
|
(155
|
)
|
||
Dispositions
|
460
|
|
|
482
|
|
||
Loan advances
|
(13
|
)
|
|
(85
|
)
|
||
Loan collections
|
47
|
|
|
91
|
|
||
Other
|
49
|
|
|
(6
|
)
|
||
Net cash provided by investing activities
|
81
|
|
|
327
|
|
||
FINANCING ACTIVITIES
|
|
|
|
||||
Commercial paper/Credit Facility, net
|
1,045
|
|
|
480
|
|
||
Issuance of long-term debt
|
443
|
|
|
1
|
|
||
Repayment of long-term debt
|
(391
|
)
|
|
(305
|
)
|
||
Issuance of Class A Common Stock
|
4
|
|
|
4
|
|
||
Dividends paid
|
(404
|
)
|
|
(362
|
)
|
||
Purchase of treasury stock
|
(2,513
|
)
|
|
(2,105
|
)
|
||
Share-based compensation withholding taxes
|
(105
|
)
|
|
(144
|
)
|
||
Net cash used in financing activities
|
(1,921
|
)
|
|
(2,431
|
)
|
||
DECREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH
|
(16
|
)
|
|
(353
|
)
|
||
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, beginning of period
(1)
|
429
|
|
|
887
|
|
||
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, end of period
(1)
|
$
|
413
|
|
|
$
|
534
|
|
(1)
|
The
2018
amounts include beginning restricted cash of
$46 million
at
December 31, 2017
, and ending restricted cash of
$40 million
at
September 30, 2018
, which we present in the “Prepaid expenses and other” and “Other noncurrent assets” captions of our Balance Sheets.
|
•
|
We used the transaction price at the date of contract completion for our contracts that had variable consideration and were completed before January 1, 2018.
|
•
|
We considered the aggregate effect of all contract modifications that occurred before January 1, 2016 when: (1) identifying satisfied and unsatisfied performance obligations; (2) determining the transaction price; and (3) allocating the transaction price to the satisfied and unsatisfied performance obligations.
|
•
|
We did not: (1) disclose the amount of the transaction price that we allocated to remaining performance obligations; or (2) include an explanation of when we expect to recognize the revenue allocated to remaining performance obligations.
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||||||||||
($ in millions, except per share amounts)
|
September 30, 2017
(As Previously Reported)
|
|
Adoption of ASU 2014-09
|
|
September 30, 2017
(As Adjusted)
|
|
September 30, 2017
(As Previously Reported)
|
|
Adoption of ASU 2014-09
|
|
September 30, 2017
(As Adjusted)
|
||||||||||||
REVENUES
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Base management fees
|
$
|
269
|
|
|
$
|
—
|
|
|
$
|
269
|
|
|
$
|
818
|
|
|
$
|
—
|
|
|
$
|
818
|
|
Franchise fees
|
426
|
|
|
(7
|
)
|
|
419
|
|
|
1,207
|
|
|
(25
|
)
|
|
1,182
|
|
||||||
Incentive management fees
|
136
|
|
|
2
|
|
|
138
|
|
|
437
|
|
|
(4
|
)
|
|
433
|
|
||||||
Gross fee revenues
|
831
|
|
|
(5
|
)
|
|
826
|
|
|
2,462
|
|
|
(29
|
)
|
|
2,433
|
|
||||||
Contract investment amortization
|
—
|
|
|
(11
|
)
|
|
(11
|
)
|
|
—
|
|
|
(34
|
)
|
|
(34
|
)
|
||||||
Net fee revenues
|
831
|
|
|
(16
|
)
|
|
815
|
|
|
2,462
|
|
|
(63
|
)
|
|
2,399
|
|
||||||
Owned, leased, and other revenue
|
452
|
|
|
(19
|
)
|
|
433
|
|
|
1,349
|
|
|
(40
|
)
|
|
1,309
|
|
||||||
Cost reimbursement revenue
|
4,380
|
|
|
(550
|
)
|
|
3,830
|
|
|
13,208
|
|
|
(1,715
|
)
|
|
11,493
|
|
||||||
|
5,663
|
|
|
(585
|
)
|
|
5,078
|
|
|
17,019
|
|
|
(1,818
|
)
|
|
15,201
|
|
||||||
OPERATING COSTS AND EXPENSES
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Owned, leased, and other-direct
|
356
|
|
|
(5
|
)
|
|
351
|
|
|
1,069
|
|
|
(12
|
)
|
|
1,057
|
|
||||||
Depreciation, amortization, and other
|
68
|
|
|
(14
|
)
|
|
54
|
|
|
218
|
|
|
(42
|
)
|
|
176
|
|
||||||
General, administrative, and other
|
199
|
|
|
6
|
|
|
205
|
|
|
635
|
|
|
16
|
|
|
651
|
|
||||||
Merger-related costs and charges
|
28
|
|
|
—
|
|
|
28
|
|
|
100
|
|
|
—
|
|
|
100
|
|
||||||
Reimbursed expenses
|
4,380
|
|
|
(730
|
)
|
|
3,650
|
|
|
13,208
|
|
|
(2,071
|
)
|
|
11,137
|
|
||||||
|
5,031
|
|
|
(743
|
)
|
|
4,288
|
|
|
15,230
|
|
|
(2,109
|
)
|
|
13,121
|
|
||||||
OPERATING INCOME
|
632
|
|
|
158
|
|
|
790
|
|
|
1,789
|
|
|
291
|
|
|
2,080
|
|
||||||
Gains and other income, net
|
6
|
|
|
—
|
|
|
6
|
|
|
31
|
|
|
—
|
|
|
31
|
|
||||||
Interest expense
|
(73
|
)
|
|
—
|
|
|
(73
|
)
|
|
(216
|
)
|
|
—
|
|
|
(216
|
)
|
||||||
Interest income
|
9
|
|
|
—
|
|
|
9
|
|
|
24
|
|
|
—
|
|
|
24
|
|
||||||
Equity in earnings
|
6
|
|
|
—
|
|
|
6
|
|
|
29
|
|
|
—
|
|
|
29
|
|
||||||
INCOME BEFORE INCOME TAXES
|
580
|
|
|
158
|
|
|
738
|
|
|
1,657
|
|
|
291
|
|
|
1,948
|
|
||||||
Provision for income taxes
|
(188
|
)
|
|
(65
|
)
|
|
(253
|
)
|
|
(486
|
)
|
|
(117
|
)
|
|
(603
|
)
|
||||||
NET INCOME
|
$
|
392
|
|
|
$
|
93
|
|
|
$
|
485
|
|
|
$
|
1,171
|
|
|
$
|
174
|
|
|
$
|
1,345
|
|
EARNINGS PER SHARE
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Earnings per share - basic
|
$
|
1.05
|
|
|
$
|
0.25
|
|
|
$
|
1.30
|
|
|
$
|
3.09
|
|
|
$
|
0.46
|
|
|
$
|
3.55
|
|
Earnings per share - diluted
|
$
|
1.04
|
|
|
$
|
0.25
|
|
|
$
|
1.29
|
|
|
$
|
3.06
|
|
|
$
|
0.45
|
|
|
$
|
3.51
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||||||||||
($ in millions)
|
September 30, 2017
(As Previously Reported)
|
|
Adoption of ASU 2014-09
|
|
September 30, 2017
(As Adjusted)
|
|
September 30, 2017
(As Previously Reported)
|
|
Adoption of ASU 2014-09
|
|
September 30, 2017
(As Adjusted)
|
||||||||||||
Net income
|
$
|
392
|
|
|
$
|
93
|
|
|
$
|
485
|
|
|
$
|
1,171
|
|
|
$
|
174
|
|
|
$
|
1,345
|
|
Other comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Foreign currency translation adjustments
|
107
|
|
|
—
|
|
|
107
|
|
|
457
|
|
|
—
|
|
|
457
|
|
||||||
Derivative instrument adjustments, net of tax
|
(5
|
)
|
|
—
|
|
|
(5
|
)
|
|
(13
|
)
|
|
—
|
|
|
(13
|
)
|
||||||
Unrealized gain (loss) on available-for-sale securities, net of tax
|
1
|
|
|
—
|
|
|
1
|
|
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
||||||
Pension and postretirement adjustments, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Reclassification of losses, net of tax
|
4
|
|
|
—
|
|
|
4
|
|
|
5
|
|
|
—
|
|
|
5
|
|
||||||
Total other comprehensive income, net of tax
|
107
|
|
|
—
|
|
|
107
|
|
|
448
|
|
|
—
|
|
|
448
|
|
||||||
Comprehensive income
|
$
|
499
|
|
|
$
|
93
|
|
|
$
|
592
|
|
|
$
|
1,619
|
|
|
$
|
174
|
|
|
$
|
1,793
|
|
($ in millions)
|
December 31, 2017
(As Previously Reported)
(1)
|
|
Adoption of ASU 2014-09
|
|
December 31, 2017
(As Adjusted)
|
||||||
ASSETS
|
|
|
|
|
|
||||||
Current assets
|
|
|
|
|
|
||||||
Cash and equivalents
|
$
|
383
|
|
|
$
|
—
|
|
|
$
|
383
|
|
Accounts and notes receivable, net
|
1,999
|
|
|
(26
|
)
|
|
1,973
|
|
|||
Prepaid expenses and other
|
216
|
|
|
19
|
|
|
235
|
|
|||
Assets held for sale
|
149
|
|
|
—
|
|
|
149
|
|
|||
|
2,747
|
|
|
(7
|
)
|
|
2,740
|
|
|||
Property and equipment, net
|
1,793
|
|
|
—
|
|
|
1,793
|
|
|||
Intangible assets
|
|
|
|
|
|
||||||
Brands
|
5,922
|
|
|
—
|
|
|
5,922
|
|
|||
Contract acquisition costs and other
|
2,884
|
|
|
(262
|
)
|
|
2,622
|
|
|||
Goodwill
|
9,207
|
|
|
—
|
|
|
9,207
|
|
|||
|
18,013
|
|
|
(262
|
)
|
|
17,751
|
|
|||
Equity method investments
|
735
|
|
|
(1
|
)
|
|
734
|
|
|||
Notes receivable, net
|
142
|
|
|
—
|
|
|
142
|
|
|||
Deferred tax assets
|
93
|
|
|
—
|
|
|
93
|
|
|||
Other noncurrent assets
|
426
|
|
|
167
|
|
|
593
|
|
|||
|
$
|
23,949
|
|
|
$
|
(103
|
)
|
|
$
|
23,846
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
|
|
||||||
Current liabilities
|
|
|
|
|
|
||||||
Current portion of long-term debt
|
$
|
398
|
|
|
$
|
—
|
|
|
$
|
398
|
|
Accounts payable
|
783
|
|
|
—
|
|
|
783
|
|
|||
Accrued payroll and benefits
|
1,214
|
|
|
—
|
|
|
1,214
|
|
|||
Liability for guest loyalty program
|
2,064
|
|
|
57
|
|
|
2,121
|
|
|||
Accrued expenses and other
|
1,541
|
|
|
(250
|
)
|
|
1,291
|
|
|||
|
6,000
|
|
|
(193
|
)
|
|
5,807
|
|
|||
Long-term debt
|
7,840
|
|
|
—
|
|
|
7,840
|
|
|||
Liability for guest loyalty program
|
2,876
|
|
|
(57
|
)
|
|
2,819
|
|
|||
Deferred tax liabilities
|
604
|
|
|
1
|
|
|
605
|
|
|||
Deferred revenue
|
145
|
|
|
438
|
|
|
583
|
|
|||
Other noncurrent liabilities
|
2,753
|
|
|
(143
|
)
|
|
2,610
|
|
|||
Shareholders' equity
|
|
|
|
|
|
||||||
Class A Common Stock
|
5
|
|
|
—
|
|
|
5
|
|
|||
Additional paid-in-capital
|
5,770
|
|
|
—
|
|
|
5,770
|
|
|||
Retained earnings
|
7,391
|
|
|
(149
|
)
|
|
7,242
|
|
|||
Treasury stock, at cost
|
(9,418
|
)
|
|
—
|
|
|
(9,418
|
)
|
|||
Accumulated other comprehensive loss
|
(17
|
)
|
|
—
|
|
|
(17
|
)
|
|||
|
3,731
|
|
|
(149
|
)
|
|
3,582
|
|
|||
|
$
|
23,949
|
|
|
$
|
(103
|
)
|
|
$
|
23,846
|
|
(1)
|
Includes reclassifications among various captions, including Deferred revenue and Other noncurrent liabilities, to conform to current period presentation.
|
|
Nine Months Ended
|
|
|
|
|
|
Nine Months Ended
|
||||||||
($ in millions)
|
September 30, 2017
(As Previously Reported)
|
|
Adoption of ASU 2014-09
|
|
Adoption of ASUs 2016-18 and 2016-15
|
|
September 30, 2017
(As Adjusted)
|
||||||||
OPERATING ACTIVITIES
|
|
|
|
|
|
|
|
||||||||
Net income
|
$
|
1,171
|
|
|
$
|
174
|
|
|
$
|
—
|
|
|
$
|
1,345
|
|
Adjustments to reconcile to cash provided by operating activities:
|
|
|
|
|
|
|
|
||||||||
Depreciation, amortization, and other
|
218
|
|
|
(8
|
)
|
|
—
|
|
|
210
|
|
||||
Share-based compensation
|
139
|
|
|
—
|
|
|
—
|
|
|
139
|
|
||||
Income taxes
|
73
|
|
|
117
|
|
|
—
|
|
|
190
|
|
||||
Liability for guest loyalty program
|
236
|
|
|
(80
|
)
|
|
—
|
|
|
156
|
|
||||
Contract acquisition costs
|
—
|
|
|
(126
|
)
|
|
—
|
|
|
(126
|
)
|
||||
Merger-related charges
|
(117
|
)
|
|
—
|
|
|
—
|
|
|
(117
|
)
|
||||
Working capital changes
|
98
|
|
|
(219
|
)
|
|
(3
|
)
|
|
(124
|
)
|
||||
Gain on asset dispositions
|
(30
|
)
|
|
—
|
|
|
—
|
|
|
(30
|
)
|
||||
Other
|
128
|
|
|
5
|
|
|
(25
|
)
|
|
108
|
|
||||
Net cash provided by (used in) operating activities
|
1,916
|
|
|
(137
|
)
|
|
(28
|
)
|
|
1,751
|
|
||||
INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
||||||||
Capital expenditures
|
(155
|
)
|
|
—
|
|
|
—
|
|
|
(155
|
)
|
||||
Dispositions
|
482
|
|
|
—
|
|
|
—
|
|
|
482
|
|
||||
Loan advances
|
(85
|
)
|
|
—
|
|
|
—
|
|
|
(85
|
)
|
||||
Loan collections
|
91
|
|
|
—
|
|
|
—
|
|
|
91
|
|
||||
Contract acquisition costs
|
(129
|
)
|
|
129
|
|
|
—
|
|
|
—
|
|
||||
Other
|
(14
|
)
|
|
8
|
|
|
—
|
|
|
(6
|
)
|
||||
Net cash provided by investing activities
|
190
|
|
|
137
|
|
|
—
|
|
|
327
|
|
||||
FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
||||||||
Commercial paper/Credit Facility, net
|
455
|
|
|
—
|
|
|
25
|
|
|
480
|
|
||||
Issuance of long-term debt
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
||||
Repayment of long-term debt
|
(305
|
)
|
|
—
|
|
|
—
|
|
|
(305
|
)
|
||||
Issuance of Class A Common Stock
|
4
|
|
|
—
|
|
|
—
|
|
|
4
|
|
||||
Dividends paid
|
(362
|
)
|
|
—
|
|
|
—
|
|
|
(362
|
)
|
||||
Purchase of treasury stock
|
(2,105
|
)
|
|
—
|
|
|
—
|
|
|
(2,105
|
)
|
||||
Share-based compensation withholding taxes
|
(144
|
)
|
|
—
|
|
|
—
|
|
|
(144
|
)
|
||||
Net cash (used in) provided by financing activities
|
(2,456
|
)
|
|
—
|
|
|
25
|
|
|
(2,431
|
)
|
||||
(DECREASE) INCREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH
|
(350
|
)
|
|
—
|
|
|
(3
|
)
|
|
(353
|
)
|
||||
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, beginning of period
|
858
|
|
|
—
|
|
|
29
|
|
|
887
|
|
||||
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, end of period
|
$
|
508
|
|
|
$
|
—
|
|
|
$
|
26
|
|
|
$
|
534
|
|
|
Three Months Ended September 30, 2018
|
||||||||||||||||||
($ in millions)
|
North American Full-Service
|
|
North American Limited-Service
|
|
Asia Pacific
|
|
Other International
|
|
Total
|
||||||||||
Gross fee revenues
|
$
|
305
|
|
|
$
|
246
|
|
|
$
|
119
|
|
|
$
|
135
|
|
|
$
|
805
|
|
Contract investment amortization
|
(7
|
)
|
|
(3
|
)
|
|
—
|
|
|
(3
|
)
|
|
(13
|
)
|
|||||
Net fee revenues
|
298
|
|
|
243
|
|
|
119
|
|
|
132
|
|
|
792
|
|
|||||
Owned, leased, and other revenue
|
137
|
|
|
34
|
|
|
46
|
|
|
165
|
|
|
382
|
|
|||||
Cost reimbursement revenue
|
2,688
|
|
|
598
|
|
|
110
|
|
|
264
|
|
|
3,660
|
|
|||||
Total segment revenue
|
$
|
3,123
|
|
|
$
|
875
|
|
|
$
|
275
|
|
|
$
|
561
|
|
|
$
|
4,834
|
|
Unallocated corporate
|
|
|
|
|
|
|
|
|
215
|
|
|||||||||
Total revenue
|
|
|
|
|
|
|
|
|
$
|
5,049
|
|
|
Three Months Ended September 30, 2017
|
||||||||||||||||||
($ in millions)
|
North American Full-Service
|
|
North American Limited-Service
|
|
Asia Pacific
|
|
Other International
|
|
Total
|
||||||||||
Gross fee revenues
|
$
|
285
|
|
|
$
|
232
|
|
|
$
|
106
|
|
|
$
|
118
|
|
|
$
|
741
|
|
Contract investment amortization
|
(7
|
)
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
|
(11
|
)
|
|||||
Net fee revenues
|
278
|
|
|
230
|
|
|
106
|
|
|
116
|
|
|
730
|
|
|||||
Owned, leased, and other revenue
|
157
|
|
|
37
|
|
|
48
|
|
|
179
|
|
|
421
|
|
|||||
Cost reimbursement revenue
|
2,661
|
|
|
596
|
|
|
109
|
|
|
296
|
|
|
3,662
|
|
|||||
Total segment revenue
|
$
|
3,096
|
|
|
$
|
863
|
|
|
$
|
263
|
|
|
$
|
591
|
|
|
$
|
4,813
|
|
Unallocated corporate
|
|
|
|
|
|
|
|
|
265
|
|
|||||||||
Total revenue
|
|
|
|
|
|
|
|
|
$
|
5,078
|
|
|
Nine Months Ended September 30, 2018
|
||||||||||||||||||
($ in millions)
|
North American Full-Service
|
|
North American Limited-Service
|
|
Asia Pacific
|
|
Other International
|
|
Total
|
||||||||||
Gross fee revenues
|
$
|
949
|
|
|
$
|
692
|
|
|
$
|
346
|
|
|
$
|
385
|
|
|
$
|
2,372
|
|
Contract investment amortization
|
(25
|
)
|
|
(9
|
)
|
|
(1
|
)
|
|
(9
|
)
|
|
(44
|
)
|
|||||
Net fee revenues
|
924
|
|
|
683
|
|
|
345
|
|
|
376
|
|
|
2,328
|
|
|||||
Owned, leased, and other revenue
|
432
|
|
|
104
|
|
|
141
|
|
|
501
|
|
|
1,178
|
|
|||||
Cost reimbursement revenue
|
8,422
|
|
|
1,737
|
|
|
332
|
|
|
818
|
|
|
11,309
|
|
|||||
Total segment revenue
|
$
|
9,778
|
|
|
$
|
2,524
|
|
|
$
|
818
|
|
|
$
|
1,695
|
|
|
$
|
14,815
|
|
Unallocated corporate
|
|
|
|
|
|
|
|
|
586
|
|
|||||||||
Total revenue
|
|
|
|
|
|
|
|
|
$
|
15,401
|
|
|
Nine Months Ended September 30, 2017
|
||||||||||||||||||
($ in millions)
|
North American Full-Service
|
|
North American Limited-Service
|
|
Asia Pacific
|
|
Other International
|
|
Total
|
||||||||||
Gross fee revenues
|
$
|
891
|
|
|
$
|
643
|
|
|
$
|
301
|
|
|
$
|
349
|
|
|
$
|
2,184
|
|
Contract investment amortization
|
(19
|
)
|
|
(8
|
)
|
|
(1
|
)
|
|
(6
|
)
|
|
(34
|
)
|
|||||
Net fee revenues
|
872
|
|
|
635
|
|
|
300
|
|
|
343
|
|
|
2,150
|
|
|||||
Owned, leased, and other revenue
|
535
|
|
|
100
|
|
|
138
|
|
|
503
|
|
|
1,276
|
|
|||||
Cost reimbursement revenue
|
8,206
|
|
|
1,705
|
|
|
318
|
|
|
845
|
|
|
11,074
|
|
|||||
Total segment revenue
|
$
|
9,613
|
|
|
$
|
2,440
|
|
|
$
|
756
|
|
|
$
|
1,691
|
|
|
$
|
14,500
|
|
Unallocated corporate
|
|
|
|
|
|
|
|
|
701
|
|
|||||||||
Total revenue
|
|
|
|
|
|
|
|
|
$
|
15,201
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
(in millions, except per share amounts)
|
September 30, 2018
|
|
September 30, 2017
|
|
September 30, 2018
|
|
September 30, 2017
|
||||||||
Computation of Basic Earnings Per Share
|
|
|
|
|
|
|
|
||||||||
Net income
|
$
|
483
|
|
|
$
|
485
|
|
|
$
|
1,491
|
|
|
$
|
1,345
|
|
Shares for basic earnings per share
|
346.7
|
|
|
372.3
|
|
|
352.8
|
|
|
378.5
|
|
||||
Basic earnings per share
|
$
|
1.39
|
|
|
$
|
1.30
|
|
|
$
|
4.23
|
|
|
$
|
3.55
|
|
Computation of Diluted Earnings Per Share
|
|
|
|
|
|
|
|
||||||||
Net income
|
$
|
483
|
|
|
$
|
485
|
|
|
$
|
1,491
|
|
|
$
|
1,345
|
|
Shares for basic earnings per share
|
346.7
|
|
|
372.3
|
|
|
352.8
|
|
|
378.5
|
|
||||
Effect of dilutive securities
|
|
|
|
|
|
|
|
||||||||
Share-based compensation
|
3.9
|
|
|
4.3
|
|
|
4.3
|
|
|
4.7
|
|
||||
Shares for diluted earnings per share
|
350.6
|
|
|
376.6
|
|
|
357.1
|
|
|
383.2
|
|
||||
Diluted earnings per share
|
$
|
1.38
|
|
|
$
|
1.29
|
|
|
$
|
4.18
|
|
|
$
|
3.51
|
|
($ in millions)
Guarantee Type
|
|
Maximum Potential Amount of Future Fundings
|
|
Recorded Liability for Guarantees
|
||||
Debt service
|
|
$
|
129
|
|
|
$
|
18
|
|
Operating profit
|
|
219
|
|
|
109
|
|
||
Other
|
|
9
|
|
|
2
|
|
||
|
|
$
|
357
|
|
|
$
|
129
|
|
|
At Period End
|
||||||
($ in millions)
|
September 30,
2018 |
|
December 31,
2017 |
||||
Senior Notes:
|
|
|
|
||||
Series K Notes, interest rate of 3.0%, face amount of $600, maturing March 1, 2019
(effective interest rate of 4.4%) |
$
|
599
|
|
|
$
|
598
|
|
Series L Notes, interest rate of 3.3%, face amount of $350, maturing September 15, 2022
(effective interest rate of 3.4%) |
349
|
|
|
348
|
|
||
Series M Notes, interest rate of 3.4%, face amount of $350, maturing October 15, 2020
(effective interest rate of 3.6%) |
348
|
|
|
348
|
|
||
Series N Notes, interest rate of 3.1%, face amount of $400, maturing October 15, 2021
(effective interest rate of 3.4%) |
397
|
|
|
397
|
|
||
Series O Notes, interest rate of 2.9%, face amount of $450, maturing March 1, 2021
(effective interest rate of 3.1%) |
448
|
|
|
447
|
|
||
Series P Notes, interest rate of 3.8%, face amount of $350, maturing October 1, 2025
(effective interest rate of 4.0%) |
345
|
|
|
345
|
|
||
Series Q Notes, interest rate of 2.3%, face amount of $750, maturing January 15, 2022
(effective interest rate of 2.5%) |
745
|
|
|
744
|
|
||
Series R Notes, interest rate of 3.1%, face amount of $750, maturing June 15, 2026
(effective interest rate of 3.3%) |
743
|
|
|
743
|
|
||
Series S Notes, interest rate of 6.8%, face amount of $324, matured May 15, 2018
(effective interest rate of 1.7%) |
—
|
|
|
330
|
|
||
Series T Notes, interest rate of 7.2%, face amount of $181, maturing December 1, 2019
(effective interest rate of 2.3%) |
190
|
|
|
197
|
|
||
Series U Notes, interest rate of 3.1%, face amount of $291, maturing February 15, 2023
(effective interest rate of 3.1%) |
291
|
|
|
291
|
|
||
Series V Notes, interest rate of 3.8%, face amount of $318, maturing March 15, 2025
(effective interest rate of 2.8%) |
335
|
|
|
337
|
|
||
Series W Notes, interest rate of 4.5%, face amount of $278, maturing October 1, 2034
(effective interest rate of 4.1%) |
292
|
|
|
292
|
|
||
Series X Notes, interest rate of 4.0%, face amount of $450, maturing April 15, 2028
(effective interest rate of 4.2%)
|
443
|
|
|
—
|
|
||
Commercial paper
|
3,419
|
|
|
2,371
|
|
||
Credit Facility
|
—
|
|
|
—
|
|
||
Capital lease obligations
|
167
|
|
|
171
|
|
||
Other
|
216
|
|
|
279
|
|
||
|
$
|
9,327
|
|
|
$
|
8,238
|
|
Less: Current portion of long-term debt
|
(617
|
)
|
|
(398
|
)
|
||
|
$
|
8,710
|
|
|
$
|
7,840
|
|
|
September 30, 2018
|
|
December 31, 2017
|
||||||||||||
($ in millions)
|
Carrying
Amount
|
|
Fair Value
|
|
Carrying
Amount
|
|
Fair Value
|
||||||||
Senior, mezzanine, and other loans
|
$
|
122
|
|
|
$
|
112
|
|
|
$
|
142
|
|
|
$
|
130
|
|
Total noncurrent financial assets
|
$
|
122
|
|
|
$
|
112
|
|
|
$
|
142
|
|
|
$
|
130
|
|
|
|
|
|
|
|
|
|
||||||||
Senior Notes
|
$
|
(4,926
|
)
|
|
$
|
(4,814
|
)
|
|
$
|
(5,087
|
)
|
|
$
|
(5,126
|
)
|
Commercial paper
|
(3,419
|
)
|
|
(3,419
|
)
|
|
(2,371
|
)
|
|
(2,371
|
)
|
||||
Other long-term debt
|
(204
|
)
|
|
(204
|
)
|
|
(217
|
)
|
|
(221
|
)
|
||||
Other noncurrent liabilities
|
(158
|
)
|
|
(158
|
)
|
|
(178
|
)
|
|
(178
|
)
|
||||
Total noncurrent financial liabilities
|
$
|
(8,707
|
)
|
|
$
|
(8,595
|
)
|
|
$
|
(7,853
|
)
|
|
$
|
(7,896
|
)
|
($ in millions)
|
Foreign Currency Translation Adjustments
|
|
Derivative Instrument Adjustments
|
|
Available-For-Sale Securities Unrealized Adjustments
|
|
Pension and Postretirement Adjustments
|
|
Accumulated Other Comprehensive Loss
|
||||||||||
Balance at year-end 2017
|
$
|
(23
|
)
|
|
$
|
(10
|
)
|
|
$
|
4
|
|
|
$
|
12
|
|
|
$
|
(17
|
)
|
Other comprehensive (loss) income before reclassifications
(1)
|
(313
|
)
|
|
7
|
|
|
—
|
|
|
—
|
|
|
(306
|
)
|
|||||
Amounts reclassified from accumulated other comprehensive loss
|
10
|
|
|
8
|
|
|
—
|
|
|
—
|
|
|
18
|
|
|||||
Net other comprehensive (loss) income
|
(303
|
)
|
|
15
|
|
|
—
|
|
|
—
|
|
|
(288
|
)
|
|||||
Adoption of ASU 2016-01
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
—
|
|
|
(4
|
)
|
|||||
Balance at September 30, 2018
|
$
|
(326
|
)
|
|
$
|
5
|
|
|
$
|
—
|
|
|
$
|
12
|
|
|
$
|
(309
|
)
|
($ in millions)
|
Foreign Currency Translation Adjustments
|
|
Derivative Instrument Adjustments
|
|
Available-For-Sale Securities Unrealized Adjustments
|
|
Pension and Postretirement Adjustments
|
|
Accumulated Other Comprehensive Loss
|
||||||||||
Balance at year-end 2016
|
$
|
(503
|
)
|
|
$
|
(5
|
)
|
|
$
|
6
|
|
|
$
|
5
|
|
|
$
|
(497
|
)
|
Other comprehensive income (loss) before reclassifications
(1)
|
457
|
|
|
(13
|
)
|
|
(1
|
)
|
|
—
|
|
|
443
|
|
|||||
Amounts reclassified from accumulated other comprehensive loss
|
—
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|||||
Net other comprehensive income (loss)
|
457
|
|
|
(8
|
)
|
|
(1
|
)
|
|
—
|
|
|
448
|
|
|||||
Balance at September 30, 2017
|
$
|
(46
|
)
|
|
$
|
(13
|
)
|
|
$
|
5
|
|
|
$
|
5
|
|
|
$
|
(49
|
)
|
(1)
|
Other comprehensive (loss) income before reclassifications for foreign currency translation adjustments includes intra-entity foreign currency transactions that are of a long-term investment nature, which resulted in a gain of
$27 million
for the
2018 first three quarters
and loss of
$142 million
for the
2017 first three quarters
.
|
•
|
North American Full-Service
, which includes our Luxury and Premium brands located in the U.S. and Canada;
|
•
|
North American Limited-Service
, which includes our Select brands located in the U.S. and Canada; and
|
•
|
Asia Pacific
, which includes all brand tiers in our Asia Pacific region.
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
($ in millions)
|
September 30, 2018
|
|
September 30, 2017
|
|
September 30, 2018
|
|
September 30, 2017
|
||||||||
North American Full-Service
|
$
|
3,123
|
|
|
$
|
3,096
|
|
|
$
|
9,778
|
|
|
$
|
9,613
|
|
North American Limited-Service
|
875
|
|
|
863
|
|
|
2,524
|
|
|
2,440
|
|
||||
Asia Pacific
|
275
|
|
|
263
|
|
|
818
|
|
|
756
|
|
||||
Other International
|
561
|
|
|
591
|
|
|
1,695
|
|
|
1,691
|
|
||||
Total segment revenues
|
4,834
|
|
|
4,813
|
|
|
14,815
|
|
|
14,500
|
|
||||
Other unallocated corporate
|
215
|
|
|
265
|
|
|
586
|
|
|
701
|
|
||||
Total consolidated revenues
|
$
|
5,049
|
|
|
$
|
5,078
|
|
|
$
|
15,401
|
|
|
$
|
15,201
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
($ in millions)
|
September 30, 2018
|
|
September 30, 2017
|
|
September 30, 2018
|
|
September 30, 2017
|
||||||||
North American Full-Service
|
$
|
248
|
|
|
$
|
295
|
|
|
$
|
919
|
|
|
$
|
972
|
|
North American Limited-Service
|
206
|
|
|
255
|
|
|
640
|
|
|
685
|
|
||||
Asia Pacific
|
106
|
|
|
93
|
|
|
358
|
|
|
260
|
|
||||
Other International
|
176
|
|
|
140
|
|
|
495
|
|
|
371
|
|
||||
Total segment profits
|
736
|
|
|
783
|
|
|
2,412
|
|
|
2,288
|
|
||||
Other unallocated corporate
|
(87
|
)
|
|
18
|
|
|
(316
|
)
|
|
(149
|
)
|
||||
Interest expense, net of interest income
|
(81
|
)
|
|
(63
|
)
|
|
(230
|
)
|
|
(191
|
)
|
||||
Income taxes
|
(85
|
)
|
|
(253
|
)
|
|
(375
|
)
|
|
(603
|
)
|
||||
Net income
|
$
|
483
|
|
|
$
|
485
|
|
|
$
|
1,491
|
|
|
$
|
1,345
|
|
|
Managed
|
|
Franchised/Licensed
|
|
Owned/Leased
|
|
Other
(1)
|
|
Total
|
||||||||||||||||||||
|
Properties
|
|
Rooms
|
|
Properties
|
|
Rooms
|
|
Properties
|
|
Rooms
|
|
Properties
|
|
Rooms
|
|
Properties
|
|
Rooms
|
||||||||||
North American
Full-Service
|
414
|
|
|
184,323
|
|
|
699
|
|
|
200,879
|
|
|
9
|
|
|
5,275
|
|
|
—
|
|
|
—
|
|
|
1,122
|
|
|
390,477
|
|
North American
Limited-Service
|
406
|
|
|
64,156
|
|
|
3,354
|
|
|
386,141
|
|
|
20
|
|
|
3,006
|
|
|
46
|
|
|
7,830
|
|
|
3,826
|
|
|
461,133
|
|
Asia
Pacific
|
596
|
|
|
175,865
|
|
|
95
|
|
|
27,074
|
|
|
2
|
|
|
410
|
|
|
—
|
|
|
—
|
|
|
693
|
|
|
203,349
|
|
Other
International
|
527
|
|
|
122,366
|
|
|
394
|
|
|
78,544
|
|
|
31
|
|
|
8,155
|
|
|
100
|
|
|
12,389
|
|
|
1,052
|
|
|
221,454
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Timeshare
|
—
|
|
|
—
|
|
|
89
|
|
|
22,170
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
89
|
|
|
22,170
|
|
Total
|
1,943
|
|
|
546,710
|
|
|
4,631
|
|
|
714,808
|
|
|
62
|
|
|
16,846
|
|
|
146
|
|
|
20,219
|
|
|
6,782
|
|
|
1,298,583
|
|
(1)
|
Other represents unconsolidated equity method investments, which we present in the “
Equity in earnings
” caption of our Income Statements.
|
Comparable Company-Operated North American Properties
|
||||||||||||||||||||
|
RevPAR
|
|
Occupancy
|
|
Average Daily Rate
|
|||||||||||||||
|
Three Months Ended September 30, 2018
|
|
Change vs. Three Months Ended September 30, 2017
|
|
Three Months Ended September 30, 2018
|
|
Change vs. Three Months Ended September 30, 2017
|
|
Three Months Ended September 30, 2018
|
|
Change vs. Three Months Ended September 30, 2017
|
|||||||||
JW Marriott
|
$
|
160.46
|
|
|
0.3
|
%
|
|
76.7
|
%
|
|
(0.9
|
)%
|
pts.
|
|
$
|
209.19
|
|
|
1.5
|
%
|
The Ritz-Carlton
|
$
|
251.88
|
|
|
4.6
|
%
|
|
72.1
|
%
|
|
(0.5
|
)%
|
pts.
|
|
$
|
349.31
|
|
|
5.3
|
%
|
W Hotels
|
$
|
240.85
|
|
|
0.2
|
%
|
|
82.7
|
%
|
|
(1.2
|
)%
|
pts.
|
|
$
|
291.38
|
|
|
1.6
|
%
|
Composite North American Luxury
(1)
|
$
|
239.99
|
|
|
3.1
|
%
|
|
76.7
|
%
|
|
(0.9
|
)%
|
pts.
|
|
$
|
312.95
|
|
|
4.3
|
%
|
Marriott Hotels
|
$
|
151.93
|
|
|
2.0
|
%
|
|
78.3
|
%
|
|
0.2
|
%
|
pts.
|
|
$
|
193.95
|
|
|
1.8
|
%
|
Sheraton
|
$
|
148.12
|
|
|
3.7
|
%
|
|
79.8
|
%
|
|
1.2
|
%
|
pts.
|
|
$
|
185.57
|
|
|
2.1
|
%
|
Westin
|
$
|
170.83
|
|
|
1.6
|
%
|
|
78.8
|
%
|
|
(0.4
|
)%
|
pts.
|
|
$
|
216.75
|
|
|
2.1
|
%
|
Composite North American Upper Upscale
(2)
|
$
|
150.72
|
|
|
1.7
|
%
|
|
78.1
|
%
|
|
(0.1
|
)%
|
pts.
|
|
$
|
192.98
|
|
|
1.8
|
%
|
North American Full-Service
(3)
|
$
|
165.66
|
|
|
2.0
|
%
|
|
77.9
|
%
|
|
(0.2
|
)%
|
pts.
|
|
$
|
212.75
|
|
|
2.3
|
%
|
Courtyard
|
$
|
106.53
|
|
|
(0.6
|
)%
|
|
74.8
|
%
|
|
(1.2
|
)%
|
pts.
|
|
$
|
142.48
|
|
|
1.0
|
%
|
Residence Inn
|
$
|
131.99
|
|
|
(0.2
|
)%
|
|
82.3
|
%
|
|
(1.5
|
)%
|
pts.
|
|
$
|
160.30
|
|
|
1.6
|
%
|
Composite North American Limited-Service
(4)
|
$
|
113.25
|
|
|
(0.4
|
)%
|
|
77.4
|
%
|
|
(1.1
|
)%
|
pts.
|
|
$
|
146.39
|
|
|
1.0
|
%
|
North American - All
(5)
|
$
|
148.99
|
|
|
1.5
|
%
|
|
77.7
|
%
|
|
(0.5
|
)%
|
pts.
|
|
$
|
191.75
|
|
|
2.1
|
%
|
Comparable Systemwide North American Properties
|
||||||||||||||||||||
|
RevPAR
|
|
Occupancy
|
|
Average Daily Rate
|
|||||||||||||||
|
Three Months Ended September 30, 2018
|
|
Change vs. Three Months Ended September 30, 2017
|
|
Three Months Ended September 30, 2018
|
|
Change vs. Three Months Ended September 30, 2017
|
|
Three Months Ended September 30, 2018
|
|
Change vs. Three Months Ended September 30, 2017
|
|||||||||
JW Marriott
|
$
|
166.92
|
|
|
1.4
|
%
|
|
78.1
|
%
|
|
(0.2
|
)%
|
pts.
|
|
$
|
213.75
|
|
|
1.7
|
%
|
The Ritz-Carlton
|
$
|
251.88
|
|
|
4.6
|
%
|
|
72.1
|
%
|
|
(0.5
|
)%
|
pts.
|
|
$
|
349.31
|
|
|
5.3
|
%
|
W Hotels
|
$
|
240.85
|
|
|
0.2
|
%
|
|
82.7
|
%
|
|
(1.2
|
)%
|
pts.
|
|
$
|
291.38
|
|
|
1.6
|
%
|
Composite North American Luxury
(1)
|
$
|
231.02
|
|
|
3.1
|
%
|
|
77.3
|
%
|
|
(0.8
|
)%
|
pts.
|
|
$
|
298.81
|
|
|
4.2
|
%
|
Marriott Hotels
|
$
|
131.23
|
|
|
1.2
|
%
|
|
75.2
|
%
|
|
0.2
|
%
|
pts.
|
|
$
|
174.47
|
|
|
0.9
|
%
|
Sheraton
|
$
|
121.44
|
|
|
2.1
|
%
|
|
76.3
|
%
|
|
(0.6
|
)%
|
pts.
|
|
$
|
159.19
|
|
|
2.9
|
%
|
Westin
|
$
|
156.70
|
|
|
1.2
|
%
|
|
78.4
|
%
|
|
(0.8
|
)%
|
pts.
|
|
$
|
199.81
|
|
|
2.2
|
%
|
Composite North American Upper Upscale
(2)
|
$
|
134.66
|
|
|
1.3
|
%
|
|
76.2
|
%
|
|
(0.3
|
)%
|
pts.
|
|
$
|
176.70
|
|
|
1.7
|
%
|
North American Full-Service
(3)
|
$
|
144.05
|
|
|
1.6
|
%
|
|
76.3
|
%
|
|
(0.3
|
)%
|
pts.
|
|
$
|
188.75
|
|
|
2.0
|
%
|
Courtyard
|
$
|
108.07
|
|
|
(0.6
|
)%
|
|
76.1
|
%
|
|
(0.9
|
)%
|
pts.
|
|
$
|
142.09
|
|
|
0.6
|
%
|
Residence Inn
|
$
|
125.72
|
|
|
0.1
|
%
|
|
83.1
|
%
|
|
(0.4
|
)%
|
pts.
|
|
$
|
151.29
|
|
|
0.5
|
%
|
Fairfield Inn & Suites
|
$
|
89.70
|
|
|
(1.3
|
)%
|
|
76.0
|
%
|
|
(1.3
|
)%
|
pts.
|
|
$
|
118.05
|
|
|
0.4
|
%
|
Composite North American Limited-Service
(4)
|
$
|
105.81
|
|
|
(0.5
|
)%
|
|
77.9
|
%
|
|
(1.0
|
)%
|
pts.
|
|
$
|
135.79
|
|
|
0.7
|
%
|
North American - All
(5)
|
$
|
122.40
|
|
|
0.6
|
%
|
|
77.2
|
%
|
|
(0.7
|
)%
|
pts.
|
|
$
|
158.49
|
|
|
1.5
|
%
|
(1)
|
Includes
JW Marriott
,
The Ritz-Carlton
,
W Hotels
,
The Luxury Collection
,
St. Regis
, and
EDITION
.
|
(2)
|
Includes
Marriott Hotels
,
Sheraton
,
Westin
,
Renaissance
,
Autograph Collection
,
Delta Hotels
,
Gaylord Hotels
, and
Le Méridien
. Systemwide also includes
Tribute Portfolio
.
|
(3)
|
Includes Composite North American Luxury and Composite North American Upper Upscale.
|
(4)
|
Includes
Courtyard
,
Residence Inn
,
Fairfield Inn & Suites
,
SpringHill Suites
,
TownePlace Suites
,
Four Points
,
Aloft
,
Element
, and
AC Hotels by Marriott
. Systemwide also includes
Moxy
.
|
(5)
|
Includes North American Full-Service and Composite North American Limited-Service.
|
Comparable Company-Operated International Properties
|
||||||||||||||||||||
|
RevPAR
|
|
Occupancy
|
|
Average Daily Rate
|
|||||||||||||||
|
Three Months Ended September 30, 2018
|
|
Change vs. Three Months Ended September 30, 2017
|
|
Three Months Ended September 30, 2018
|
|
Change vs. Three Months Ended September 30, 2017
|
|
Three Months Ended September 30, 2018
|
|
Change vs. Three Months Ended September 30, 2017
|
|||||||||
Greater China
|
$
|
93.17
|
|
|
5.4
|
%
|
|
74.4
|
%
|
|
0.9
|
%
|
pts.
|
|
$
|
125.29
|
|
|
4.1
|
%
|
Rest of Asia Pacific
|
$
|
123.55
|
|
|
5.8
|
%
|
|
76.4
|
%
|
|
0.8
|
%
|
pts.
|
|
$
|
161.73
|
|
|
4.7
|
%
|
Asia Pacific
|
$
|
104.41
|
|
|
5.6
|
%
|
|
75.1
|
%
|
|
0.9
|
%
|
pts.
|
|
$
|
139.00
|
|
|
4.4
|
%
|
Caribbean & Latin America
|
$
|
106.04
|
|
|
6.4
|
%
|
|
61.6
|
%
|
|
(1.0
|
)%
|
pts.
|
|
$
|
172.20
|
|
|
8.1
|
%
|
Europe
|
$
|
179.84
|
|
|
4.3
|
%
|
|
79.7
|
%
|
|
(0.1
|
)%
|
pts.
|
|
$
|
225.65
|
|
|
4.4
|
%
|
Middle East & Africa
|
$
|
82.66
|
|
|
—
|
%
|
|
64.2
|
%
|
|
2.9
|
%
|
pts.
|
|
$
|
128.85
|
|
|
(4.5
|
)%
|
International - All
(1)
|
$
|
118.26
|
|
|
4.5
|
%
|
|
73.1
|
%
|
|
0.9
|
%
|
pts.
|
|
$
|
161.71
|
|
|
3.2
|
%
|
Worldwide
(2)
|
$
|
133.50
|
|
|
2.8
|
%
|
|
75.4
|
%
|
|
0.2
|
%
|
pts.
|
|
$
|
177.06
|
|
|
2.5
|
%
|
Comparable Systemwide International Properties
|
||||||||||||||||||||
|
RevPAR
|
|
Occupancy
|
|
Average Daily Rate
|
|||||||||||||||
|
Three Months Ended September 30, 2018
|
|
Change vs. Three Months Ended September 30, 2017
|
|
Three Months Ended September 30, 2018
|
|
Change vs. Three Months Ended September 30, 2017
|
|
Three Months Ended September 30, 2018
|
|
Change vs. Three Months Ended September 30, 2017
|
|||||||||
Greater China
|
$
|
92.44
|
|
|
5.3
|
%
|
|
73.6
|
%
|
|
1.0
|
%
|
pts.
|
|
$
|
125.52
|
|
|
3.9
|
%
|
Rest of Asia Pacific
|
$
|
126.91
|
|
|
5.9
|
%
|
|
75.9
|
%
|
|
0.8
|
%
|
pts.
|
|
$
|
167.19
|
|
|
4.8
|
%
|
Asia Pacific
|
$
|
107.73
|
|
|
5.6
|
%
|
|
74.7
|
%
|
|
0.9
|
%
|
pts.
|
|
$
|
144.30
|
|
|
4.3
|
%
|
Caribbean & Latin America
|
$
|
88.42
|
|
|
6.3
|
%
|
|
60.9
|
%
|
|
(0.8
|
)%
|
pts.
|
|
$
|
145.24
|
|
|
7.7
|
%
|
Europe
|
$
|
159.36
|
|
|
6.2
|
%
|
|
79.4
|
%
|
|
0.8
|
%
|
pts.
|
|
$
|
200.72
|
|
|
5.1
|
%
|
Middle East & Africa
|
$
|
79.90
|
|
|
0.3
|
%
|
|
64.2
|
%
|
|
2.7
|
%
|
pts.
|
|
$
|
124.53
|
|
|
(3.9
|
)%
|
International - All
(1)
|
$
|
117.10
|
|
|
5.4
|
%
|
|
73.0
|
%
|
|
0.9
|
%
|
pts.
|
|
$
|
160.50
|
|
|
4.0
|
%
|
Worldwide
(2)
|
$
|
120.85
|
|
|
1.9
|
%
|
|
76.0
|
%
|
|
(0.2
|
)%
|
pts.
|
|
$
|
159.06
|
|
|
2.2
|
%
|
(1)
|
Includes
Asia Pacific
,
Caribbean & Latin America
,
Europe
, and
Middle East & Africa
.
|
(2)
|
Includes North American - All and International - All.
|
Comparable Company-Operated North American Properties
|
||||||||||||||||||||
|
RevPAR
|
|
Occupancy
|
|
Average Daily Rate
|
|||||||||||||||
|
Nine Months Ended September 30, 2018
|
|
Change vs. Nine Months Ended September 30, 2017
|
|
Nine Months Ended September 30, 2018
|
|
Change vs. Nine Months Ended September 30, 2017
|
|
Nine Months Ended September 30, 2018
|
|
Change vs. Nine Months Ended September 30, 2017
|
|||||||||
JW Marriott
|
$
|
183.38
|
|
|
0.6
|
%
|
|
78.6
|
%
|
|
—
|
%
|
pts.
|
|
$
|
233.31
|
|
|
0.6
|
%
|
The Ritz-Carlton
|
$
|
278.92
|
|
|
4.8
|
%
|
|
74.7
|
%
|
|
0.5
|
%
|
pts.
|
|
$
|
373.31
|
|
|
4.1
|
%
|
W Hotels
|
$
|
247.84
|
|
|
2.1
|
%
|
|
82.1
|
%
|
|
(0.5
|
)%
|
pts.
|
|
$
|
301.98
|
|
|
2.7
|
%
|
Composite North American Luxury
(1)
|
$
|
260.42
|
|
|
3.7
|
%
|
|
78.2
|
%
|
|
0.1
|
%
|
pts.
|
|
$
|
333.05
|
|
|
3.5
|
%
|
Marriott Hotels
|
$
|
156.25
|
|
|
2.8
|
%
|
|
77.9
|
%
|
|
0.5
|
%
|
pts.
|
|
$
|
200.51
|
|
|
2.1
|
%
|
Sheraton
|
$
|
146.74
|
|
|
3.0
|
%
|
|
78.2
|
%
|
|
0.6
|
%
|
pts.
|
|
$
|
187.61
|
|
|
2.2
|
%
|
Westin
|
$
|
167.05
|
|
|
1.3
|
%
|
|
77.0
|
%
|
|
0.1
|
%
|
pts.
|
|
$
|
216.87
|
|
|
1.3
|
%
|
Composite North American Upper Upscale
(2)
|
$
|
153.18
|
|
|
2.4
|
%
|
|
77.3
|
%
|
|
0.3
|
%
|
pts.
|
|
$
|
198.20
|
|
|
1.9
|
%
|
North American Full-Service
(3)
|
$
|
171.15
|
|
|
2.7
|
%
|
|
77.4
|
%
|
|
0.3
|
%
|
pts.
|
|
$
|
221.01
|
|
|
2.3
|
%
|
Courtyard
|
$
|
106.28
|
|
|
0.5
|
%
|
|
74.0
|
%
|
|
(0.2
|
)%
|
pts.
|
|
$
|
143.58
|
|
|
0.8
|
%
|
Residence Inn
|
$
|
129.53
|
|
|
—
|
%
|
|
80.4
|
%
|
|
(0.9
|
)%
|
pts.
|
|
$
|
161.11
|
|
|
1.1
|
%
|
Composite North American Limited-Service
(4)
|
$
|
112.46
|
|
|
0.5
|
%
|
|
76.3
|
%
|
|
(0.2
|
)%
|
pts.
|
|
$
|
147.48
|
|
|
0.8
|
%
|
North American - All
(5)
|
$
|
152.48
|
|
|
2.2
|
%
|
|
77.1
|
%
|
|
0.1
|
%
|
pts.
|
|
$
|
197.86
|
|
|
2.0
|
%
|
Comparable Systemwide North American Properties
|
||||||||||||||||||||
|
RevPAR
|
|
Occupancy
|
|
Average Daily Rate
|
|||||||||||||||
|
Nine Months Ended September 30, 2018
|
|
Change vs. Nine Months Ended September 30, 2017
|
|
Nine Months Ended September 30, 2018
|
|
Change vs. Nine Months Ended September 30, 2017
|
|
Nine Months Ended September 30, 2018
|
|
Change vs. Nine Months Ended September 30, 2017
|
|||||||||
JW Marriott
|
$
|
184.01
|
|
|
1.6
|
%
|
|
79.0
|
%
|
|
0.1
|
%
|
pts.
|
|
$
|
232.85
|
|
|
1.4
|
%
|
The Ritz-Carlton
|
$
|
278.92
|
|
|
4.8
|
%
|
|
74.7
|
%
|
|
0.5
|
%
|
pts.
|
|
$
|
373.31
|
|
|
4.1
|
%
|
W Hotels
|
$
|
247.84
|
|
|
2.1
|
%
|
|
82.1
|
%
|
|
(0.5
|
)%
|
pts.
|
|
$
|
301.98
|
|
|
2.7
|
%
|
Composite North American Luxury
(1)
|
$
|
247.07
|
|
|
3.8
|
%
|
|
78.3
|
%
|
|
0.3
|
%
|
pts.
|
|
$
|
315.47
|
|
|
3.4
|
%
|
Marriott Hotels
|
$
|
133.04
|
|
|
2.2
|
%
|
|
74.3
|
%
|
|
0.4
|
%
|
pts.
|
|
$
|
178.98
|
|
|
1.6
|
%
|
Sheraton
|
$
|
117.52
|
|
|
2.1
|
%
|
|
74.2
|
%
|
|
(0.1
|
)%
|
pts.
|
|
$
|
158.37
|
|
|
2.2
|
%
|
Westin
|
$
|
156.54
|
|
|
1.5
|
%
|
|
76.9
|
%
|
|
(0.2
|
)%
|
pts.
|
|
$
|
203.54
|
|
|
1.8
|
%
|
Composite North American Upper Upscale
(2)
|
$
|
135.06
|
|
|
2.1
|
%
|
|
74.9
|
%
|
|
0.2
|
%
|
pts.
|
|
$
|
180.27
|
|
|
1.9
|
%
|
North American Full-Service
(3)
|
$
|
145.98
|
|
|
2.4
|
%
|
|
75.3
|
%
|
|
0.2
|
%
|
pts.
|
|
$
|
193.99
|
|
|
2.2
|
%
|
Courtyard
|
$
|
104.95
|
|
|
0.9
|
%
|
|
74.4
|
%
|
|
0.2
|
%
|
pts.
|
|
$
|
141.12
|
|
|
0.5
|
%
|
Residence Inn
|
$
|
120.45
|
|
|
1.2
|
%
|
|
80.7
|
%
|
|
0.5
|
%
|
pts.
|
|
$
|
149.32
|
|
|
0.6
|
%
|
Fairfield Inn & Suites
|
$
|
84.79
|
|
|
1.8
|
%
|
|
73.3
|
%
|
|
0.8
|
%
|
pts.
|
|
$
|
115.74
|
|
|
0.7
|
%
|
Composite North American Limited-Service
(4)
|
$
|
101.93
|
|
|
1.4
|
%
|
|
75.9
|
%
|
|
0.4
|
%
|
pts.
|
|
$
|
134.35
|
|
|
0.8
|
%
|
North American - All
(5)
|
$
|
121.04
|
|
|
2.0
|
%
|
|
75.6
|
%
|
|
0.3
|
%
|
pts.
|
|
$
|
160.09
|
|
|
1.5
|
%
|
(1)
|
Includes
JW Marriott
,
The Ritz-Carlton
,
W Hotels
,
The Luxury Collection
,
St. Regis
, and
EDITION
.
|
(2)
|
Includes
Marriott Hotels
,
Sheraton
,
Westin
,
Renaissance
,
Autograph Collection
,
Delta Hotels
,
Gaylord Hotels
, and
Le Méridien
. Systemwide also includes
Tribute Portfolio
.
|
(3)
|
Includes Composite North American Luxury and Composite North American Upper Upscale.
|
(4)
|
Includes
Courtyard
,
Residence Inn
,
Fairfield Inn & Suites
,
SpringHill Suites
,
TownePlace Suites
,
Four Points
,
Aloft
,
Element
, and
AC Hotels by Marriott
. Systemwide also includes
Moxy
.
|
(5)
|
Includes North American Full-Service and Composite North American Limited-Service.
|
Comparable Company-Operated International Properties
|
||||||||||||||||||||
|
RevPAR
|
|
Occupancy
|
|
Average Daily Rate
|
|||||||||||||||
|
Nine Months Ended September 30, 2018
|
|
Change vs. Nine Months Ended September 30, 2017
|
|
Nine Months Ended September 30, 2018
|
|
Change vs. Nine Months Ended September 30, 2017
|
|
Nine Months Ended September 30, 2018
|
|
Change vs. Nine Months Ended September 30, 2017
|
|||||||||
Greater China
|
$
|
94.47
|
|
|
9.0
|
%
|
|
72.1
|
%
|
|
3.3
|
%
|
pts.
|
|
$
|
131.05
|
|
|
3.9
|
%
|
Rest of Asia Pacific
|
$
|
127.06
|
|
|
6.8
|
%
|
|
74.9
|
%
|
|
1.4
|
%
|
pts.
|
|
$
|
169.59
|
|
|
4.8
|
%
|
Asia Pacific
|
$
|
106.53
|
|
|
8.0
|
%
|
|
73.1
|
%
|
|
2.6
|
%
|
pts.
|
|
$
|
145.67
|
|
|
4.1
|
%
|
Caribbean & Latin America
|
$
|
131.42
|
|
|
8.9
|
%
|
|
64.7
|
%
|
|
0.7
|
%
|
pts.
|
|
$
|
203.28
|
|
|
7.6
|
%
|
Europe
|
$
|
156.95
|
|
|
4.2
|
%
|
|
74.6
|
%
|
|
0.7
|
%
|
pts.
|
|
$
|
210.36
|
|
|
3.2
|
%
|
Middle East & Africa
|
$
|
98.51
|
|
|
—
|
%
|
|
65.2
|
%
|
|
2.7
|
%
|
pts.
|
|
$
|
151.17
|
|
|
(4.2
|
)%
|
International - All
(1)
|
$
|
118.84
|
|
|
5.7
|
%
|
|
71.4
|
%
|
|
2.0
|
%
|
pts.
|
|
$
|
166.53
|
|
|
2.7
|
%
|
Worldwide
(2)
|
$
|
135.53
|
|
|
3.7
|
%
|
|
74.2
|
%
|
|
1.1
|
%
|
pts.
|
|
$
|
182.68
|
|
|
2.2
|
%
|
Comparable Systemwide International Properties
|
||||||||||||||||||||
|
RevPAR
|
|
Occupancy
|
|
Average Daily Rate
|
|||||||||||||||
|
Nine Months Ended September 30, 2018
|
|
Change vs. Nine Months Ended September 30, 2017
|
|
Nine Months Ended September 30, 2018
|
|
Change vs. Nine Months Ended September 30, 2017
|
|
Nine Months Ended September 30, 2018
|
|
Change vs. Nine Months Ended September 30, 2017
|
|||||||||
Greater China
|
$
|
93.80
|
|
|
8.7
|
%
|
|
71.5
|
%
|
|
3.3
|
%
|
pts.
|
|
$
|
131.27
|
|
|
3.7
|
%
|
Rest of Asia Pacific
|
$
|
127.53
|
|
|
7.5
|
%
|
|
74.7
|
%
|
|
1.6
|
%
|
pts.
|
|
$
|
170.63
|
|
|
5.2
|
%
|
Asia Pacific
|
$
|
108.76
|
|
|
8.1
|
%
|
|
72.9
|
%
|
|
2.6
|
%
|
pts.
|
|
$
|
149.17
|
|
|
4.3
|
%
|
Caribbean & Latin America
|
$
|
105.51
|
|
|
7.7
|
%
|
|
63.5
|
%
|
|
0.8
|
%
|
pts.
|
|
$
|
166.28
|
|
|
6.4
|
%
|
Europe
|
$
|
136.24
|
|
|
5.7
|
%
|
|
72.9
|
%
|
|
1.6
|
%
|
pts.
|
|
$
|
186.94
|
|
|
3.3
|
%
|
Middle East & Africa
|
$
|
94.99
|
|
|
0.1
|
%
|
|
65.0
|
%
|
|
2.4
|
%
|
pts.
|
|
$
|
146.23
|
|
|
(3.5
|
)%
|
International - All
(1)
|
$
|
114.68
|
|
|
6.2
|
%
|
|
70.6
|
%
|
|
2.0
|
%
|
pts.
|
|
$
|
162.34
|
|
|
3.1
|
%
|
Worldwide
(2)
|
$
|
119.18
|
|
|
3.1
|
%
|
|
74.2
|
%
|
|
0.8
|
%
|
pts.
|
|
$
|
160.72
|
|
|
2.0
|
%
|
(1)
|
Includes
Asia Pacific
,
Caribbean & Latin America
,
Europe
, and
Middle East & Africa
.
|
(2)
|
Includes North American - All and International - All.
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||||||||||||||||
($ in millions)
|
September 30, 2018
|
|
September 30, 2017
|
|
Change 2018 vs. 2017
|
|
September 30, 2018
|
|
September 30, 2017
|
|
Change 2018 vs. 2017
|
||||||||||||||||||
Base management fees
|
$
|
279
|
|
|
$
|
269
|
|
|
$
|
10
|
|
|
4
|
%
|
|
$
|
852
|
|
|
$
|
818
|
|
|
$
|
34
|
|
|
4
|
%
|
Franchise fees
|
502
|
|
|
419
|
|
|
83
|
|
|
20
|
%
|
|
1,394
|
|
|
1,182
|
|
|
212
|
|
|
18
|
%
|
||||||
Incentive management fees
|
151
|
|
|
138
|
|
|
13
|
|
|
9
|
%
|
|
482
|
|
|
433
|
|
|
49
|
|
|
11
|
%
|
||||||
Gross fee revenues
|
932
|
|
|
826
|
|
|
106
|
|
|
13
|
%
|
|
2,728
|
|
|
2,433
|
|
|
295
|
|
|
12
|
%
|
||||||
Contract investment amortization
|
(13
|
)
|
|
(11
|
)
|
|
2
|
|
|
18
|
%
|
|
(44
|
)
|
|
(34
|
)
|
|
10
|
|
|
29
|
%
|
||||||
Net fee revenues
|
$
|
919
|
|
|
$
|
815
|
|
|
$
|
104
|
|
|
13
|
%
|
|
$
|
2,684
|
|
|
$
|
2,399
|
|
|
$
|
285
|
|
|
12
|
%
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||||||||||||||||
($ in millions)
|
September 30, 2018
|
|
September 30, 2017
|
|
Change 2018 vs. 2017
|
|
September 30, 2018
|
|
September 30, 2017
|
|
Change 2018 vs. 2017
|
||||||||||||||||||
Owned, leased, and other revenue
|
$
|
397
|
|
|
$
|
433
|
|
|
$
|
(36
|
)
|
|
(8
|
)%
|
|
$
|
1,226
|
|
|
$
|
1,309
|
|
|
$
|
(83
|
)
|
|
(6
|
)%
|
Owned, leased, and other - direct expenses
|
315
|
|
|
351
|
|
|
(36
|
)
|
|
(10
|
)%
|
|
985
|
|
|
1,057
|
|
|
(72
|
)
|
|
(7
|
)%
|
||||||
|
$
|
82
|
|
|
$
|
82
|
|
|
$
|
—
|
|
|
—
|
%
|
|
$
|
241
|
|
|
$
|
252
|
|
|
$
|
(11
|
)
|
|
(4
|
)%
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||||||||||||||||
($ in millions)
|
September 30, 2018
|
|
September 30, 2017
|
|
Change 2018 vs. 2017
|
|
September 30, 2018
|
|
September 30, 2017
|
|
Change 2018 vs. 2017
|
||||||||||||||||||
Cost reimbursement revenue
|
$
|
3,733
|
|
|
$
|
3,830
|
|
|
$
|
(97
|
)
|
|
(3
|
)%
|
|
$
|
11,491
|
|
|
$
|
11,493
|
|
|
$
|
(2
|
)
|
|
—
|
%
|
Reimbursed expenses
|
3,879
|
|
|
3,650
|
|
|
229
|
|
|
6
|
%
|
|
11,693
|
|
|
11,137
|
|
|
556
|
|
|
5
|
%
|
||||||
|
$
|
(146
|
)
|
|
$
|
180
|
|
|
$
|
(326
|
)
|
|
(181
|
)%
|
|
$
|
(202
|
)
|
|
$
|
356
|
|
|
$
|
(558
|
)
|
|
(157
|
)%
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||||||||||||||||
($ in millions)
|
September 30, 2018
|
|
September 30, 2017
|
|
Change 2018 vs. 2017
|
|
September 30, 2018
|
|
September 30, 2017
|
|
Change 2018 vs. 2017
|
||||||||||||||||||
Depreciation, amortization, and other
|
$
|
52
|
|
|
$
|
54
|
|
|
$
|
(2
|
)
|
|
(4
|
)%
|
|
$
|
164
|
|
|
$
|
176
|
|
|
$
|
(12
|
)
|
|
(7
|
)%
|
General, administrative, and other
|
221
|
|
|
205
|
|
|
16
|
|
|
8
|
%
|
|
685
|
|
|
651
|
|
|
34
|
|
|
5
|
%
|
||||||
Merger-related costs and charges
|
12
|
|
|
28
|
|
|
(16
|
)
|
|
(57
|
)%
|
|
64
|
|
|
100
|
|
|
(36
|
)
|
|
(36
|
)%
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||||||||||||||||
($ in millions)
|
September 30, 2018
|
|
September 30, 2017
|
|
Change 2018 vs. 2017
|
|
September 30, 2018
|
|
September 30, 2017
|
|
Change 2018 vs. 2017
|
||||||||||||||||||
Gains and other income, net
|
$
|
18
|
|
|
$
|
6
|
|
|
$
|
12
|
|
|
200
|
%
|
|
$
|
191
|
|
|
$
|
31
|
|
|
$
|
160
|
|
|
516
|
%
|
Interest expense
|
(86
|
)
|
|
(73
|
)
|
|
13
|
|
|
18
|
%
|
|
(246
|
)
|
|
(216
|
)
|
|
30
|
|
|
14
|
%
|
||||||
Interest income
|
5
|
|
|
9
|
|
|
(4
|
)
|
|
(44
|
)%
|
|
16
|
|
|
24
|
|
|
(8
|
)
|
|
(33
|
)%
|
||||||
Equity in earnings
|
61
|
|
|
6
|
|
|
55
|
|
|
917
|
%
|
|
95
|
|
|
29
|
|
|
66
|
|
|
228
|
%
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||||||||||||||||
($ in millions)
|
September 30, 2018
|
|
September 30, 2017
|
|
Change 2018 vs. 2017
|
|
September 30, 2018
|
|
September 30, 2017
|
|
Change 2018 vs. 2017
|
||||||||||||||||||
Provision for income taxes
|
$
|
(85
|
)
|
|
$
|
(253
|
)
|
|
$
|
(168
|
)
|
|
(66
|
)%
|
|
$
|
(375
|
)
|
|
$
|
(603
|
)
|
|
$
|
(228
|
)
|
|
(38
|
)%
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||||||||||||||||
($ in millions)
|
September 30, 2018
|
|
September 30, 2017
|
|
Change 2018 vs. 2017
|
|
September 30, 2018
|
|
September 30, 2017
|
|
Change 2018 vs. 2017
|
||||||||||||||||||
Segment revenues
|
$
|
3,123
|
|
|
$
|
3,096
|
|
|
$
|
27
|
|
|
1
|
%
|
|
$
|
9,778
|
|
|
$
|
9,613
|
|
|
$
|
165
|
|
|
2
|
%
|
Segment profits
|
$
|
248
|
|
|
$
|
295
|
|
|
$
|
(47
|
)
|
|
(16
|
)%
|
|
$
|
919
|
|
|
$
|
972
|
|
|
$
|
(53
|
)
|
|
(5
|
)%
|
•
|
$59 million
of
lower
cost reimbursement revenue, net of reimbursed expenses;
|
•
|
$18 million
of
higher
base management and franchise fees, primarily reflecting $10 million from unit and RevPAR growth and $9 million of higher residential branding fees; and
|
•
|
$5 million
of
lower
owned, leased, and other revenue, net of direct expenses, primarily reflecting $15 million lower owned and leased profits attributable to properties sold, partially offset by $6 million of net stronger results at our remaining owned and leased properties.
|
•
|
$95 million
of
lower
cost reimbursement revenue, net of reimbursed expenses;
|
•
|
$43 million
of
higher
base management and franchise fees, primarily reflecting $18 million from unit growth, $16 million from RevPAR growth, and $9 million of higher residential branding fees, partially offset by $7 million of lower fees from properties that were terminated;
|
•
|
$15 million
of
higher
incentive management fees, primarily driven by higher profits at managed hotels;
|
•
|
$32 million
of
lower
owned, leased, and other revenue, net of direct expenses, primarily reflecting $54 million of lower owned and leased profits attributable to properties sold, partially offset by $19 million of higher termination fees;
|
•
|
$9 million
of
lower
general, administrative, and other expenses, primarily due to $6 million of
reversals of guarantees and other reserves
; and
|
•
|
$1 million
of
lower
gains and other income, net, primarily due to a $24 million unfavorable variance with the gain on the sale of a property in 2017, partially offset by the $22 million gain on the sale of two properties in 2018.
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||||||||||||||||
($ in millions)
|
September 30, 2018
|
|
September 30, 2017
|
|
Change 2018 vs. 2017
|
|
September 30, 2018
|
|
September 30, 2017
|
|
Change 2018 vs. 2017
|
||||||||||||||||||
Segment revenues
|
$
|
875
|
|
|
$
|
863
|
|
|
$
|
12
|
|
|
1
|
%
|
|
$
|
2,524
|
|
|
$
|
2,440
|
|
|
$
|
84
|
|
|
3
|
%
|
Segment profits
|
$
|
206
|
|
|
$
|
255
|
|
|
$
|
(49
|
)
|
|
(19
|
)%
|
|
$
|
640
|
|
|
$
|
685
|
|
|
$
|
(45
|
)
|
|
(7
|
)%
|
•
|
$61 million
of
lower
cost reimbursement revenue, net of reimbursed expenses; and
|
•
|
$15 million
of
higher
base management and franchise fees, primarily reflecting $16 million from unit growth.
|
•
|
$95 million
of
lower
cost reimbursement revenue, net of reimbursed expenses; and
|
•
|
$52 million
of
higher
base management and franchise fees, primarily reflecting $42 million from unit growth and $8 million from RevPAR growth.
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||||||||||||||||
($ in millions)
|
September 30, 2018
|
|
September 30, 2017
|
|
Change 2018 vs. 2017
|
|
September 30, 2018
|
|
September 30, 2017
|
|
Change 2018 vs. 2017
|
||||||||||||||||||
Segment revenues
|
$
|
275
|
|
|
$
|
263
|
|
|
$
|
12
|
|
|
5
|
%
|
|
$
|
818
|
|
|
$
|
756
|
|
|
$
|
62
|
|
|
8
|
%
|
Segment profits
|
$
|
106
|
|
|
$
|
93
|
|
|
$
|
13
|
|
|
14
|
%
|
|
$
|
358
|
|
|
$
|
260
|
|
|
$
|
98
|
|
|
38
|
%
|
•
|
$10 million
of
higher
base management and franchise fees, primarily reflecting $7 million from unit and RevPAR growth;
|
•
|
$7 million
of
higher
owned, leased, and other revenue, net of direct expenses, primarily due to $12 million of higher termination fees, partially offset by $7 million lower owned and leased profits attributable to properties sold;
|
•
|
$15 million
of
higher
gains and other income, net, primarily reflecting a $12 million adjustment to the gain on the sale of two properties; and
|
•
|
$24 million
of
lower
cost reimbursement revenue, net of reimbursed expenses.
|
•
|
$23 million
of
higher
base management and franchise fees, primarily reflecting $11 million from unit growth and $8 million from RevPAR growth;
|
•
|
$22 million
of
higher
incentive management fees primarily driven by higher profits at managed hotels and $7 million from unit growth;
|
•
|
$6 million
of
higher
owned, leased, and other revenue, net of direct expenses, primarily due to $14 million of higher termination fees, partially offset by $9 million lower owned and leased profits attributable to properties sold;
|
•
|
$69 million
of
higher
gains and other income, net, primarily reflecting the $57 million gain on the sale of two properties and $13 million of gains on sales of our interest in two equity method investments; and
|
•
|
$29 million
of
lower
cost reimbursement revenue, net of reimbursed expenses.
|
(a)
|
Unregistered Sale of Securities
|
(b)
|
Use of Proceeds
|
(c)
|
Issuer Purchases of Equity Securities
|
(in millions, except per share amounts)
|
|
|
|
|
|
|
|
|
|||||
Period
|
|
Total Number
of Shares
Purchased
|
|
Average Price
per Share
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
(1)
|
|
Maximum Number of Shares That May Yet Be Purchased Under the Plans or Programs
(1)
|
|||||
July 1, 2018 - July 31, 2018
|
|
2.0
|
|
|
$
|
129.97
|
|
|
2.0
|
|
|
18.4
|
|
August 1, 2018 - August 31, 2018
|
|
3.4
|
|
|
$
|
122.85
|
|
|
3.4
|
|
|
15.0
|
|
September 1, 2018 - September 30, 2018
|
|
1.3
|
|
|
$
|
127.01
|
|
|
1.3
|
|
|
13.7
|
|
(1)
|
On November 9, 2017, we announced that our Board of Directors increased our common stock repurchase authorization by 30 million shares. As of
September 30, 2018
,
13.7 million
shares remained available for repurchase under Board approved authorizations. We repurchase shares in the open market and in privately negotiated transactions.
|
Exhibit
No.
|
|
Description
|
|
Incorporation by Reference (where a report is indicated below, that document has been previously filed with the SEC and the applicable exhibit is incorporated by reference thereto)
|
3.1
|
|
Restated Certificate of Incorporation.
|
|
|
|
|
|
||
3.2
|
|
Amended and Restated Bylaws.
|
|
|
|
|
|
|
|
10.1
|
|
Termination of Noncompetition Agreement, effective as of September 1, 2018, between Starwood Hotels & Resorts Worldwide, LLC and Vistana Signature Experiences, Inc.
|
|
|
|
|
|
|
|
10.2
|
|
Letter of Agreement, effective as of September 1, 2018, among Marriott International, Inc., Marriott Worldwide Corporation, Marriott Rewards, LLC, Starwood Hotels & Resorts Worldwide, LLC, Marriott Vacations Worldwide Corporation, Marriott Ownership Resorts, Inc., Vistana Signature Experiences, Inc. and ILG, LLC.
|
|
|
|
|
|
|
|
10.3
|
|
Aircraft Time Sharing Agreement, effective as of September 20, 2018, between Marriott International Administrative Services, Inc. and J. Willard Marriott Jr.
|
|
|
|
|
|
|
|
31.1
|
|
Certification of Chief Executive Officer Pursuant to Rule 13a-14(a).
|
|
|
|
|
|
||
31.2
|
|
Certification of Chief Financial Officer Pursuant to Rule 13a-14(a).
|
|
|
|
|
|
||
32
|
|
Section 1350 Certifications.
|
|
|
|
|
|
||
101.INS
|
|
XBRL Instance Document.
|
|
Submitted electronically with this report.
|
|
|
|
||
101.SCH
|
|
XBRL Taxonomy Extension Schema Document.
|
|
Submitted electronically with this report.
|
|
|
|
||
101.CAL
|
|
XBRL Taxonomy Calculation Linkbase Document.
|
|
Submitted electronically with this report.
|
|
|
|
||
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
|
Submitted electronically with this report.
|
|
|
|
||
101.LAB
|
|
XBRL Taxonomy Label Linkbase Document.
|
|
Submitted electronically with this report.
|
|
|
|
||
101.PRE
|
|
XBRL Taxonomy Presentation Linkbase Document.
|
|
Submitted electronically with this report.
|
MARRIOTT INTERNATIONAL, INC.
|
6
th
day of November, 2018
|
|
/s/ Bao Giang Val Bauduin
|
Bao Giang Val Bauduin
|
Controller and Chief Accounting Officer
(Duly Authorized Officer) |
Re:
|
Merger of Marriott Vacations Worldwide Corporation and ILG, Inc.
|
1.
|
The $3 million reduction in base royalty set forth in the definition of “Base Royalty” in Section 1.B of the First Amendment to the MVW License Agreement is hereby ceased;
|
2.
|
With respect to the schedule to the Services Manual entitled “Credit Card Marketing Funds”, Licensor shall (instead of the reduction in base royalty set forth in the definition of “Base Royalty” in section 1.B of the First Amendment to the MVW License Agreement and the Initial Marketing Funds Amount set forth in the schedule to the Services Manual entitled “Credit Card Marketing Funds”) hereby pay to MVW the Increased Marketing Funds Amount set forth in the schedule to the Services Manual entitled “Credit Card Marketing Funds”.
|
3.
|
Subject to any legal restrictions or third party consents or approval rights existing as of February 26, 2018, MVW (along with its subsidiaries and affiliates) is hereby permitted to include all brands that are encompassed in the Combined Licensed Business in MVW’s multi-brand portfolio vacation ownership products.
|
4.
|
The Vistana Redemption Restriction and the MVW Redemption Restriction (along with the parties’ respective obligations under Section 3.02 of the Program Affiliation Side Letter) are hereby terminated.
|
5.
|
The parties agree that upon written request by MVW, Licensor will depict the Vistana vacation ownership brands (i.e., Sheraton Vacation Club, Westin Vacation Club, St. Regis Residence Club, and The Luxury Collection Residence Club) on marriott.com and in other promotional and sales and marketing materials in the same manner and prominence that the Marriott Vacation Club brand is depicted on marriott.com and in other promotional and sales and marketing materials.
|
6.
|
The parties agree that upon written request by MVW, (i) Destination Club Projects subject to the Vistana License Agreement will be deemed (x) “Participating Properties” under the Marriott Rewards Agreement and (y) “Licensed Destination Club Projects” under the MVW License Agreement, and (ii) Destination Club Products subject to the Vistana License Agreement will be deemed “Licensed Destination Club Products” under the MVW Marriott License Agreement.
|
7.
|
Upon MVW’s request, Licensor will agree to amend the MVW License Agreement and related agreements to encompass the Sheraton, Westin, The Luxury Collection and St. Regis brands and the Licensed Unbranded Properties (as defined in the Vistana License Agreement) and to make other appropriate modifications so as to adapt the terms and conditions of the Vistana License Agreement to conform, as nearly as practicable, to the terms and conditions of the MVW License Agreement (the
“Combination Amendment”
). Upon the effectiveness of the Combination Amendment, (i) the Vistana License Agreement will be terminated, (ii) Sections 2.2.C(3) and (4) and the proviso to Section 2.2.C(5) of the MVW License Agreement will be deleted, and (iii) the Vistana Exclusive Rights Exception shall cease. MVW anticipates that the integration and combination of the MVW and Vistana Destination Club Businesses will occur in steps and phases over time and that therefore the Combination Amendment may consist of a series of amendments that align with such steps and phases. MVW and Licensor will work together in good faith to effectuate such Combination Amendment to align with such steps and phases. In connection with the initial phase, the parties hereto agree as follows with effect as of the Effective Date:
|
a.
|
MVW shall continue to pay the base royalty contemplated by the MVW License Agreement (as adjusted by Section 1 of this letter) and Vistana shall continue to pay the base royalty contemplated by the Vistana License Agreement, respectively, without change or alteration.
|
b.
|
The variable royalty fees in Sections 3.1 A(ii) and (iii) of the MVW License Agreement and the related provisions in Sections 3.1 C, D, E and F of the MVW License Agreement shall apply to all brands that are encompassed by the MVW License Agreement and the Vistana License Agreement. For the avoidance of doubt, Sections 3.1 A(ii), B, C, D and E of the Vistana License Agreement shall be superseded by the foregoing provisions of the MVW License Agreement.
|
c.
|
The basis for systems charges will remain unchanged (to the extent that the systems applicable to the various brands remain unchanged), including, without limitation, the calculation of payments for Loyalty Program Points.
|
d.
|
To facilitate the integration and combination of the MVW and Vistana Destination Club Businesses, MVW and Vistana shall be permitted to (i) use information related to the MVW Destination Club Business in connection with the Vistana Destination Club Business, (ii) use information related to the Vistana Destination Club Business in connection with the MVW Destination Club Business, (iii) coordinate and integrate programs, activities and management functions between the MVW and Vistana Destination Club Businesses, and (iv) create one or more Exchange Programs or other forms of reciprocal use, mutual benefit or affiliation among various aspects, products and programs of the MVW and Vistana Destination Club Businesses. In furtherance of the foregoing:
|
i.
|
For purposes of Section 14.1.A of the MVW License Agreement, (i) MVW’s Affiliates involved in the Vistana Destination Club Business shall be considered “authorized” Persons for purposes of “Licensor Confidential Information” under the MVW License Agreement, (ii) uses of “Licensor Confidential Information” permitted by the MVW License Agreement shall include uses of “Starwood Confidential Information” permitted by the Vistana License Agreement, (iii) “Licensed Business” shall be deemed to include the Vistana Destination Club Business, (iv) “Projects” shall include “Licensed Vacation Ownership Properties” under the Vistana License Agreement, and (v) “Transaction Agreements” shall include “Transaction Agreements” under the Vistana License Agreement.
|
ii.
|
For purposes of Sections 9.1.D, 9.3.A and 9.3.B of the MVW License Agreement, “Licensed Business” shall include the Vistana Destination Club Business.
|
iii.
|
For purposes of Section14.1.A of the Vistana License Agreement, (i) MVW’s Affiliates involved in the MVW Destination Club Business shall be considered “authorized” Persons for purposes of “Starwood Confidential Information” under the Vistana License Agreement, (ii) uses of “Starwood Confidential Information” permitted by the Vistana License Agreement shall include uses of “Licensor Confidential Information” permitted by the MVW License Agreement, (iii) “Licensed Business” shall be deemed to include the MVW Destination Club Business, (iv) “Licensed Vacation Ownership Properties” shall include “Projects” under the MVW License Agreement, (v) “Transaction Agreements” shall include “Transaction Agreements” under the MVW License Agreement, and (vi) the phrase “other Hotel, brand, business, product, service or activity” shall exclude the MVW Destination Club Business.
|
iv.
|
For purposes of Sections 7.4.D, 8.3.A and 8.3.B of the Vistana License Agreement, “Licensed Business” shall include the MVW Destination Club Business and “Licensed Vacation Ownership Properties” shall include “Projects” under the MVW License Agreement.
|
(a)
|
Fuel, oil, lubricants, and other additives;
|
(b)
|
Travel expenses of the crew, including food, lodging and ground transportation;
|
(c)
|
Hangar and tie down costs away from the Aircraft’s base of operation;
|
(d)
|
Insurance obtained for the specific flight;
|
(e)
|
Landing fees, airport taxes and similar assessments;
|
(f)
|
Customs, foreign permit, and similar fees directly related to the flight;
|
(g)
|
In-flight food and beverages;
|
(h)
|
Passenger ground transportation;
|
(i)
|
Flight planning and weather contract services; and
|
(j)
|
An additional charge for other flight-specific costs not to exceed 100% of the expenses listed in item (a) of this section.
|
(a)
|
proposed departure point;
|
(b)
|
destination;
|
(c)
|
date and time of flight;
|
(d)
|
the number of anticipated passengers and their names;
|
(e)
|
the nature and extent of luggage and/or cargo to be carried;
|
(f)
|
the date and time of return flight, if any;
|
(g)
|
for international trips, passport information and Customs-required information for all passengers; and
|
(h)
|
any other information concerning the proposed flight that may be pertinent or required by Operator or Operator’s flight crew for security or other purposes.
|
16.
|
MISCELLANEOUS
|
(A)
|
A COPY OF THIS AGREEMENT SHALL BE CARRIED ABOARD THE AIRCRAFT;
|
(B)
|
A COPY OF THIS AGREEMENT WILL BE MAILED TO THE AIRCRAFT REGISTRATION BRANCH, ATTN: TECHNICAL SECTION, P.O. BOX 25724, OKLAHOMA CITY, OK 73125, WITHIN 24 HOURS OF EXECUTION; AND
|
(C)
|
THE RESPONSIBLE FLIGHT STANDARDS OFFICE WILL BE NOTIFIED AT LEAST 48 HOURS PRIOR TO THE FIRST FLIGHT OF ANY AIRCRAFT UNDER THIS AGREEMENT OF THE REGISTRATION NUMBER OF THE AIRCRAFT, THE LOCATION OF THE AIRPORT OF DEPARTURE, AND THE DEPARTURE TIME.
|
(A)
|
THE AIRCRAFT HAS BEEN MAINTAINED AND INSPECTED UNDER FAR PART 91 AND PART 135 DURING THE 12-MONTH PERIOD PRECEDING THE DATE OF EXECUTION OF THIS AGREEMENT.
|
(B)
|
THE AIRCRAFT WILL BE MAINTAINED AND INSPECTED IN COMPLIANCE WITH THE MAINTENANCE AND INSPECTION REQUIREMENTS OF FAR PART 91 AND PART 135 FOR OPERATIONS TO BE CONDUCTED UNDER THIS AGREEMENT.
|
(C)
|
DURING THE DURATION OF THIS AGREEMENT, OPERATOR, 10400 FERNWOOD ROAD, BETHESDA, MD 20817, IS CONSIDERED RESPONSIBLE FOR OPERATIONAL CONTROL OF ALL AIRCRAFT IDENTIFIED AND TO BE OPERATED UNDER THIS AGREEMENT.
|
(D)
|
AN EXPLANATION OF THE FACTORS BEARING ON OPERATIONAL CONTROL AND THE PERTINENT FEDERAL AVIATION REGULATIONS CAN BE OBTAINED FROM THE RESPONSIBLE FLIGHT STANDARDS OFFICE.
|
(E)
|
THE UNDERSIGNED OPERATOR, 10400 FERNWOOD ROAD, BETHESDA, MD 20817, CERTIFIES THAT OPERATOR IS RESPONSIBLE FOR OPERATIONAL CONTROL OF THE AIRCRAFT AND UNDERSTANDS ITS RESPONSIBILITIES FOR COMPLIANCE WITH APPLICABLE FEDERAL AVIATION REGULATIONS.
|
OPERATOR:
|
|
LESSEE:
|
|||
MARRIOTT INTERNATIONAL ADMINISTRATIVE SERVICES, INC.
|
|
J. WILLARD MARRIOTT, JR.
|
|||
|
|
|
|||
By:
|
/s/ Bao Giang Val Bauduin
|
|
By:
|
|
/s/ J. Willard Marriott, JR.
|
Name:
|
Bao Giang Val Bauduin
|
|
|
|
|
Title:
|
Vice President
|
|
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Marriott International, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting, which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
6
th
day of November, 2018
|
/s/ Arne M. Sorenson
|
|
Arne M. Sorenson
President and
Chief Executive Officer
(Principal Executive Officer)
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Marriott International, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting, which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
6
th
day of November, 2018
|
/s/ Kathleen K. Oberg
|
|
Kathleen K. Oberg
Executive Vice President and
Chief Financial Officer
(Principal Financial Officer)
|
(1)
|
the quarterly report on Form 10-Q of the Company for the period ended
September 30, 2018
, (the “Quarterly Report”) fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and
|
(2)
|
the information contained in the Quarterly Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
6
th
day of November, 2018
|
/s/ Arne M. Sorenson
|
|
Arne M. Sorenson
President and
Chief Executive Officer
(Principal Executive Officer)
|
(1)
|
the quarterly report on Form 10-Q of the Company for the period ended
September 30, 2018
, (the “Quarterly Report”) fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and
|
(2)
|
the information contained in the Quarterly Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
6
th
day of November, 2018
|
/s/ Kathleen K. Oberg
|
|
Kathleen K. Oberg
Executive Vice President and
Chief Financial Officer
(Principal Financial Officer)
|