mar-20230630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________________________________

FORM 10-Q

_________________________________________________


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2023


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			For the transition period from to

Commission File No. 1-13881

_________________________________________________

MARRIOTT INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

Delaware

52-2055918

(State or other jurisdiction of
incorporation or organization)

(IRS Employer
Identification No.)

7750 Wisconsin Avenue

Bethesda

Maryland

20814

(Address of principal executive offices)

(Zip Code)

(Registrant’s telephone number, including area code) (301) 380-3000

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol(s)

Name of Each Exchange on Which Registered

Class A Common Stock, $0.01 par value

MAR

Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ý No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 298,239,583 shares of Class A Common Stock, par value $0.01 per share, outstanding at July 25, 2023.

Table of Contents

MARRIOTT INTERNATIONAL, INC.

FORM 10-Q TABLE OF CONTENTS


		Page No.

Part I.	Financial Information (Unaudited)

Item 1.	Financial Statements

	Condensed Consolidated Statements of Income	3

	Condensed Consolidated Statements of Comprehensive Income	4

	Condensed Consolidated Balance Sheets	5

	Condensed Consolidated Statements of Cash Flows	6

	Notes to Condensed Consolidated Financial Statements	7

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	14

	Cautionary Statement	14

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	23

Item 4.	Controls and Procedures	24

Part II.	Other Information

Item 1.	Legal Proceedings	25

Item 1A.	Risk Factors	25

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	25

Item 5.	Other Information	25



Item 6.	Exhibits	26

	Signature	27

Table of Contents

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

MARRIOTT INTERNATIONAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(in millions, except per share amounts)

(Unaudited)


	Three Months Ended				Six Months Ended
	June 30, 2023		June 30, 2022		June 30, 2023		June 30, 2022
REVENUES
Base management fees	$	318	$	269	$	611	$	482
Franchise fees	739		669		1,378		1,169
Incentive management fees	193		135		394		237
Gross fee revenues	1,250		1,073		2,383		1,888
Contract investment amortization	(22)		(19)		(43)		(43)
Net fee revenues	1,228		1,054		2,340		1,845
Owned, leased, and other revenue	390		364		746		626
Cost reimbursement revenue	4,457		3,920		8,604		7,066
	6,075		5,338		11,690		9,537
OPERATING COSTS AND EXPENSES
Owned, leased, and other-direct	287		281		568		478
Depreciation, amortization, and other	48		49		92		97
General, administrative, and other	240		231		442		439
Merger-related charges and other	38		—		39		9
Reimbursed expenses	4,366		3,827		8,502		7,006
	4,979		4,388		9,643		8,029
OPERATING INCOME	1,096		950		2,047		1,508
Gains and other income, net	2		2		5		6

Interest expense	(140)		(95)		(266)		(188)
Interest income	(1)		6		14		11
Equity in earnings	7		15		8		17
INCOME BEFORE INCOME TAXES	964		878		1,808		1,354
Provision for income taxes	(238)		(200)		(325)		(299)
NET INCOME	$	726	$	678	$	1,483	$	1,055
EARNINGS PER SHARE
Earnings per share – basic	$	2.39	$	2.06	$	4.84	$	3.21
Earnings per share – diluted	$	2.38	$	2.06	$	4.81	$	3.20

See Notes to Condensed Consolidated Financial Statements.

Table of Contents

MARRIOTT INTERNATIONAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in millions)

(Unaudited)


	Three Months Ended				Six Months Ended
	June 30, 2023		June 30, 2022		June 30, 2023		June 30, 2022
Net income	$	726	$	678	$	1,483	$	1,055
Other comprehensive income (loss)
Foreign currency translation adjustments	(77)		(327)		7		(313)
Other adjustments, net of tax	8		4		6		4



Total other comprehensive income (loss), net of tax	(69)		(323)		13		(309)
Comprehensive income	$	657	$	355	$	1,496	$	746

See Notes to Condensed Consolidated Financial Statements.

Table of Contents

MARRIOTT INTERNATIONAL, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in millions)


	(Unaudited)
	June 30, 2023		December 31, 2022
ASSETS
Current assets
Cash and equivalents	$	563	$	507
Accounts and notes receivable, net	2,565		2,571
Prepaid expenses and other	316		235

	3,444		3,313
Property and equipment, net	1,560		1,585
Intangible assets
Brands	5,878		5,812
Contract acquisition costs and other	3,117		2,935
Goodwill	8,850		8,872
	17,845		17,619
Equity method investments	311		335
Notes receivable, net	140		152
Deferred tax assets	240		240
Operating lease assets	965		987
Other noncurrent assets	582		584
	$	25,087	$	24,815
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Current portion of long-term debt	$	894	$	684
Accounts payable	670		746
Accrued payroll and benefits	1,092		1,299
Liability for guest loyalty program	3,372		3,314
Accrued expenses and other	1,492		1,296
	7,520		7,339
Long-term debt	10,403		9,380
Liability for guest loyalty program	3,413		3,280
Deferred tax liabilities	285		313
Deferred revenue	1,039		1,059
Operating lease liabilities	999		1,034
Other noncurrent liabilities	1,652		1,842
Stockholders’ equity
Class A Common Stock	5		5
Additional paid-in-capital	5,952		5,965
Retained earnings	13,544		12,342
Treasury stock, at cost	(19,009)		(17,015)
Accumulated other comprehensive loss	(716)		(729)
	(224)		568

SEC Form 10-Q filed by Marriott International