Marriott International (MAR) risk factors, FY2025 10-K

Marriott International's FY2025 10-K, filed Feb 10, 2026, lists 32 risk factors in 6 groups. Against the prior year's 33: 2 new, 3 dropped, 10 substantially reworded.

Open MAR in Gloom →
Marriott International's chart, financials and news, free in your browser.Open MAR in Gloom →
Risk factors listed
326 groups
New this year
2vs 33 last year
Dropped
3since the prior 10-K
Substantially reworded
10of those kept
Section length
8k wordsItem 1A

What the changes say

  • Data-security litigation and regulatory resolutions now carry explicit payment, remediation, compliance-cost, and reputation consequences.

What changed since the prior 10-K

New

  • NewOperational Risks

    Disagreements with hotel owners and other counterparties could materially impact our business, operations, financial results, and growth

    Disputes with hotel owners over initiatives, investments, reimbursements, and operating responsibilities could lead to litigation, losses, or constrained growth.

  • NewOperational Risks

    Changes in the way hotel rooms are booked could adversely impact our business

    Guests shifting bookings from Marriott’s direct channels to Internet intermediaries could weaken brand loyalty and increase booking costs for hotels.

Dropped

  • DroppedOperational Risks

    Disagreements with hotel owners and other counterparties may result in arbitration or litigation or delay implementation of product or service initiatives

  • DroppedOperational Risks

    An increase in the use of Internet travel intermediaries to book hotel reservations could adversely impact our business

  • DroppedTechnology, Information Protection, and Privacy Risks

    Changes in laws could adversely affect our ability to market our products effectively

Reworded

  • 57% rewrittenTechnology, Information Protection, and Privacy Risks

    The Data Security Incident, and other information security incidents, could have numerous adverse effects on our business

    Adds that 2024 FTC and 49-state attorney general resolutions have caused payments and expenses, with potentially material additional remediation costs.

  • 55% rewrittenTechnology, Information Protection, and Privacy Risks

    Changes in privacy and data security laws could increase our operating costs and increase our exposure to payment obligations and litigation

    Adds that regulatory resolutions and investigations have increased compliance costs and may restrict operations, create payment and litigation exposure, and damage reputation.

  • 43% rewrittenOperational Risks

    Our growth strategy depends upon attracting hotel owners to our platform, and future arrangements with these third parties may be less favorable to us, depending on the terms offered by our competitors

    Adds brand performance, Loyalty Program benefits, owner incentives, commercial terms, and competing offerings as factors affecting owner agreements.

  • 39% rewrittenDevelopment and Financing Risks

    If hotel owners cannot repay or refinance mortgage loans secured by their properties, default under property leases, or experience other financial difficulties, our revenues and profits could materially decrease and our business could be significantly harmed

    Adds that owners leasing properties from third-party landlords may lose leases after payment or lease-term defaults.

    Was: If hotel owners cannot repay or refinance mortgage loans secured by their properties, our revenues and profits could decrease and our business could be harmed

  • 37% rewrittenOperational Risks

    Actions by our hotel owners or others could materially adversely affect our image and reputation

    Expands third-party reputation threats to include financial problems and negative incidents tied to the preceding risk factor.

    Was: Actions by our hotel owners or others could adversely affect our image and reputation

  • 35% rewrittenOperational Risks

    Our Loyalty Program plays a significant role in our business, and unfavorable developments affecting the program could adversely affect our business and results of operations

    Replaces bank travel programs with banks generally while retaining competition over loyalty currency, rewards, terms, and co-branded cards.

  • 29% rewrittenTechnology, Information Protection, and Privacy Risks

    A failure to keep pace with developments in technology could impair our operations or competitive position

    Adds finance systems to the technology categories requiring ongoing refinement, replacement, and protection against obsolescence or failure.

  • 25% rewrittenOperational Risks

    The effects of, or our failure to comply with, applicable laws, regulations, and government policies may disrupt our business, lower our revenues, increase our costs, reduce our profits, limit our growth, or damage our reputation

    Adds AI and emerging technologies, pricing competition, food and beverage sales, gaming, and entertainment offerings to the regulatory scope.

  • 22% rewrittenOperational Risks

    Our business depends on the quality and reputation of our Company and our brands, and any deterioration could adversely impact our market share, reputation, business, financial condition, or results of operations

  • 21% rewrittenDevelopment and Financing Risks

    Our ability to grow our system is subject to the range of risks associated with real estate investments

All 32 risk factors

Headings as the filing states them, in filing order.

Risks Relating to Our Industry

  1. 01Our industry is highly competitive, which may impact our ability to compete successfully for guests
  2. 02Economic and other global, national, and regional conditions and events have in the past materially impacted, and could in the future materially impact, our business, operations, financial results, and growth

Operational Risks

  1. 03Premature termination of our agreements with hotel owners could materially hurt our financial performance
  2. 04Disagreements with hotel owners and other counterparties could materially impact our business, operations, financial results, and growthNew
  3. 05Changes in the way hotel rooms are booked could adversely impact our businessNew
  4. 06Our growth strategy depends upon attracting hotel owners to our platform, and future arrangements with these third parties may be less favorable to us, depending on the terms offered by our competitors43% rewritten
  5. 07The effects of, or our failure to comply with, applicable laws, regulations, and government policies may disrupt our business, lower our revenues, increase our costs, reduce our profits, limit our growth, or damage our reputation25% rewritten
  6. 08Third-party claims that we infringe the intellectual property rights of others or our failure to defend our own intellectual property rights could materially adversely affect our business
  7. 09If our brands, goodwill, or other intangible assets become impaired, we may be required to record significant non-cash charges to earnings
  8. 10Our business depends on the quality and reputation of our Company and our brands, and any deterioration could adversely impact our market share, reputation, business, financial condition, or results of operations22% rewritten
  9. 11Actions by our hotel owners or others could materially adversely affect our image and reputation37% rewritten
  10. 12Collective bargaining activity and strikes could materially disrupt hotel operations, increase labor costs, and interfere with the ability of our management to focus on executing our business strategies
  11. 13Our business could suffer if we or the hotels in our system cannot attract and retain associates or as the result of the loss of the services of our senior executives
  12. 14Extreme weather, natural disasters, climate change, and sustainability-related concerns have impacted our business in the past and could in the future have a material adverse effect on our business and results of operations
  13. 15Insurance may not cover damage to, or losses involving, hotels in our system or other aspects of our business, and the cost of such insurance could increase
  14. 16Our Loyalty Program plays a significant role in our business, and unfavorable developments affecting the program could adversely affect our business and results of operations35% rewritten
  15. 17Exchange rate fluctuations could result in significant foreign currency gains and losses and affect our business results

Development and Financing Risks

  1. 18Our hotel owners depend on capital to buy, develop, and improve hotels, and they may be unable to access capital when necessary
  2. 19Our ability to grow our system is subject to the range of risks associated with real estate investments21% rewritten
  3. 20Our owned properties and other real estate investments subject us to numerous risks
  4. 21Risks associated with development and sale of residential properties associated with our lodging properties or brands may reduce our profits
  5. 22More hotel projects in our development pipeline may be cancelled or delayed in opening, which could adversely affect our growth prospects
  6. 23Losses on loans or guarantees that we have made to third parties impact our profits
  7. 24If hotel owners cannot repay or refinance mortgage loans secured by their properties, default under property leases, or experience other financial difficulties, our revenues and profits could materially decrease and our business could be significantly harmed39% rewritten

Technology, Information Protection, and Privacy Risks

  1. 25Disruption in the functioning of our reservation, Loyalty Program, or other core operational systems, or our use of certain new technologies, could adversely affect our business
  2. 26A failure to keep pace with developments in technology could impair our operations or competitive position29% rewritten
  3. 27We are exposed to risks and costs associated with protecting the integrity and security of data
  4. 28The Data Security Incident, and other information security incidents, could have numerous adverse effects on our business57% rewritten
  5. 29Additional cybersecurity incidents could have adverse effects on our business
  6. 30Changes in privacy and data security laws could increase our operating costs and increase our exposure to payment obligations and litigation55% rewritten

General Risk Factors

  1. 31Delaware law and our governing corporate documents contain, and our Board of Directors could implement, anti-takeover provisions that could deter takeover attempts
  2. 32Changes in tax law, interpretations of existing tax law, or agreements or disputes with tax authorities could increase our tax costs

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.