Capuano Anthony 4

What Happened

• Anthony Capuano, President & CEO and Director of Marriott International (MAR), disposed of a total of 112,177 shares on Feb 17, 2026, generating about $40.25 million.
• Transactions broke down into 49,177 shares withheld by the company to cover taxes on vested awards (tax withholding) and 63,000 shares sold in open-market trades. Notable line items:
  • 8,071 shares withheld for RSU taxes at $358.30 each = $2,891,839
  • 41,106 shares withheld for PSU taxes at $358.30 each = $14,728,280
  • 4,788 shares sold open market at $360.01 = $1,723,705
  • 16,610 shares sold open market at $358.47 = $5,954,163
  • 41,602 shares sold open market at $359.43 = $14,953,165
• These actions are primarily tax-withholdings on vested awards plus open-market sales of vested shares (typical cashless settlement and disposition), rather than new purchases.

Key Details

• Transaction date: 2026-02-17; Form filed 2026-02-19 (timely, no late filing indicated).
• Total shares disposed: 112,177; total proceeds/values reported ≈ $40,251,152.
• Open-market sale weighted-average prices and ranges per footnotes:
  • One sale group weighted avg $360.01 (high $360.24, low $359.905)
  • One sale group weighted avg $358.47 (high $358.8989, low $357.90)
  • One sale group weighted avg $359.43 (high $359.9044, low $358.9046)
• Footnotes: F1 = shares withheld to cover taxes on RSUs; F4 = shares withheld to cover taxes on PSUs; F2–F3–F5 give weighted-average sale prices and ranges.
• Shares owned after the transactions are not specified in the provided filing excerpt.

Context

• This appears to be routine settlement of vested restricted stock (RSUs/PSUs) with shares withheld to cover tax obligations, followed by open-market sales of the remaining vested shares — a common cashless settlement and liquidity action by executives.
• Sales are not, by themselves, a clear bullish or bearish signal; they often reflect tax withholding or diversification/liquidity needs.