X0306 4 2016-09-22 1 0000316206 STARWOOD HOTELS & RESORTS WORLDWIDE, LLC HOT 0001211695 LEWIS AYLWIN B STARWOOD HOTELS & RESORTS WORLDWIDE, INC ONE STARPOINT STAMFORD CT 06902 1 0 0 0 Common Stock 2016-09-22 4 D 0 8423 D 0 D Restricted Stock Units 2016-09-22 4 D 0 2109 D Common Stock 2109 0 D Each share of Common Stock was disposed of pursuant to the transactions described in the Agreement and Plan of Merger, dated as of November 15, 2015, by and among the Issuer, Marriott International, Inc. ("Marriott") et al., as thereafter amended by the Amendment No. 1 to the Agreement and Plan of Merger (the "Merger Agreement"), in exchange for the right to receive (1) 0.800 shares of common stock of Marriott, (2) $21.00 in cash, without interest, and (3) any applicable cash in lieu of fractional shares of common stock of Marriott. Restricted Stock Units are convertible into Common Stock on a one-for-one basis. Reflects an antidilution adjustment to the number of Restricted Stock Units (previously reported as 1,958) that was made in connection with the separation of the Issuer's vacation ownership business from its other businesses on May 11, 2016. Restricted Stock Units were convertible into Common Stock on the first anniversary of the grant date or, if earlier, the date the Reporting Person ceases to be a director. As a result of the conversions described in the Merger Agreement, each Restricted Stock Unit was converted into 1.1046 restricted stock units covering the common stock of Marriott (market value $69.75 per share). /s/ Kristen Prohl, Attorney-in-Fact 2016-09-26