SEC Form 5

FORM 5		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0362 Estimated average burden hours per response: 1.0
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
	Form 3 Holdings Reported.
	Form 4 Transactions Reported.

1. Name and Address of Reporting Person* Marriott David S (Last) (First) (Middle) 10400 FERNWOOD ROAD (Street) BETHESDA MD 20817 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol MARRIOTT INTERNATIONAL INC /MD/ [ MAR ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) X Other (specify below) 13D Group Owning more than 10%
	3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year) 12/31/2021
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
				Amount	(A) or (D)	Price
Class A Common Stock	12/16/2021		G	188	A	$0.0000	647,112(1)	D
Class A Common Stock	12/21/2021		G	1,067	D	$0.0000	436,928	I	JBM Marital Trust(2)
Class A Common - Restricted Stock Units							17,609	D
Class A Common Stock-Dir. Def. Stock Comp Plan-1							1,224	D
Class A Common Stock							20,000	I	AES JWM Gen Trust(2)
Class A Common Stock							39,216	I	By 2020 Trust
Class A Common Stock							11,518	I	By Spouse(2)
Class A Common Stock							221,678	I	By Trust for Steven Garff Marriott's Descendants(2)
Class A Common Stock							60,000	I	DMH JWM Gen Trust(2)
Class A Common Stock							60,000	I	DSM JWM Gen Trust(2)
Class A Common Stock							20,000	I	JRJ JWM Gen Trust(2)
Class A Common Stock							22,027,118	I	JWM Family Enterprises(2)
Class A Common Stock							75,000	I	JWM III Generations Trusts(2)
Class A Common Stock							60,000	I	JWM III JWM Gen Trust(2)
Class A Common Stock							251,000	I	JWM Insurance Trust(2)
Class A Common Stock							20,000	I	SBM JWM Gen Trust(2)
Class A Common Stock							34,655	I	Trustee 1 of Trust f/b/o his child(2)
Class A Common Stock							50,928	I	Trustee 10 AEM2(2)
Class A Common Stock							22,287	I	Trustee 2 of Trust f/b/o his child(2)
Class A Common Stock							14,404	I	Trustee 3 of Trust f/b/o his child(2)
Class A Common Stock							6,874	I	Trustee 4 of Trust f/b/o his child(2)
Class A Common Stock							11,732	I	Trustee 5 SBM1(2)
Class A Common Stock							53,622	I	Trustee 6 SBM2(2)
Class A Common Stock							13,220	I	Trustee 7 JRM1(2)
Class A Common Stock							42,837	I	Trustee 8 JRM2(2)
Class A Common Stock							16,682	I	Trustee 9 AEM1(2)
Class A Common Stock							230,390	I	Trustee DSM Descendant(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)	5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
					(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Amount in column 5 reflects securities beneficially owned as of the transaction date. Amount of securities beneficially owned at end of Issuer's fiscal year, inclusive of gifts previously reported on Form 4 on December 27, 2021 as well as the transfer of 15,050 shares from indirect to direct holdings in December 2021, was 573,949.

2. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.

	Andrew P.C. Wright, Attorney-in-Fact	02/25/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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