X0204 3/A 2011-11-21 2011-11-30 0 0001524358 Marriott Vacations Worldwide Corp VAC 0001359809 Marriott David S 10400 FERNWOOD ROAD BETHESDA MD 20817 0 0 0 1 13D Group Owning More Than 10% Stock Appreciation Rights 15.77 2018-08-07 Common Stock 1084 D Stock Options 18.47 2015-02-10 Common Stock 896 D Issued under the Marriott Vacations Worldwide Corporation Stock and Cash Incentive Plan pursuant to the anti-dilution provisions of an award granted to the reporting person under the Marriott International, Inc. Stock and Cash Incentive Plan, which award has substantially the same terms as the Marriott International, Inc. award to which it relates (other than with respect to the exercise price and the number and type of shares covered thereby, which were adjusted based on the distribution ratio in the legal and structural separation of the issuer from Marriott International, Inc. (the "Spin-Off")) and vest in four equal installments over the four-year period following the date such Marriott International, Inc. award was initially granted. Issued under the Marriott Vacations Worldwide Corporation Stock and Cash Incentive Plan pursuant to the anti-dilution provisions of an award granted to the reporting person under the Marriott International, Inc. Stock and Cash Incentive Plan, which award has substantially the same terms as the Marriott International, Inc. award to which it relates (other than with respect to the exercise price and the number and type of shares covered thereby, which were adjusted based on the distribution ratio in the Spin-Off) and is fully vested based on service prior to the Spin-Off. This amended Form 3 is being filed solely to add the exercise prices of the reporting person's derivative securities disclosed on the original Form 3 filed on November 30, 2011. The exercise prices had not been determined at the time of the original filing. /s/ Catherine Meeker, Attorney-In-Fact 2011-12-19