0001524358-23-000009 | 10-K | XBRL Viewer | Marriott Vacations Worldwide Corp

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DEBT - Corporate Credit Facility (Details) - USD ($)	3 Months Ended	12 Months Ended
DEBT - Corporate Credit Facility (Details) - USD ($)	Sep. 30, 2022	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Debt Instrument [Line Items]
Repayments of debt		$ 935,000,000	$ 1,339,000,000	$ 705,000,000
Interest Rate Contract \| Floating interest rate through September 2023
Debt Instrument [Line Items]
Notional amount					$ 250,000,000
Derivative, fixed interest rate					2.9625%
Interest Rate Contract \| Floating interest rate through April 2024
Debt Instrument [Line Items]
Notional amount					$ 200,000,000
Derivative, fixed interest rate					2.248%
Interest Rate Contract \| Interest rate collar with a cap and a floor strike rate of April 2024
Debt Instrument [Line Items]
Notional amount					$ 100,000,000
Cap strike rate					2.50%
Floor strike rate					1.881%
2022 Convertible Notes
Debt Instrument [Line Items]
Repayments of debt	$ 230,000,000
Line of Credit \| Corporate Credit Facility
Debt Instrument [Line Items]
Credit facility		$ 900,000,000
Basis spread on variable rate		1.75%
Line of Credit \| Corporate Credit Facility \| Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate
Debt Instrument [Line Items]
Basis spread on variable rate		0.10%
Line of Credit \| Corporate Credit Facility \| Maximum \| Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate
Debt Instrument [Line Items]
Basis spread on variable rate		0.00%
Letter of Credit \| Revolving Corporate Credit Facility, net
Debt Instrument [Line Items]
Credit facility		$ 75,000,000
Revolving Credit Facility \| Revolving Corporate Credit Facility, net
Debt Instrument [Line Items]
Credit facility		750,000,000	$ 600,000,000
Proceeds from lines of credit	$ 380,000,000
Line of credit		$ 0
Revolving Credit Facility \| Revolving Corporate Credit Facility, net \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate		0.75%
Commitment fee percentage		0.25%
Revolving Credit Facility \| Revolving Corporate Credit Facility, net \| Maximum
Debt Instrument [Line Items]
Basis spread on variable rate		2.25%
Commitment fee percentage		0.35%

EARNINGS PER SHARE

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

EARNINGS PER SHARE

Basic earnings or loss per common share attributable to common shareholders is calculated by dividing net income or loss attributable to common shareholders by the weighted average number of shares of common stock outstanding during the reporting period. Treasury stock is excluded from the weighted average number of shares of common stock outstanding. Diluted earnings or loss per common share attributable to common shareholders is calculated to give effect to all potentially dilutive common shares that were outstanding during the reporting period, except in periods when there is a loss because the inclusion of the potential common shares would have an anti-dilutive effect. The dilutive effect of outstanding equity-based compensation awards is reflected in diluted earnings or loss per common share applicable to common shareholders by application of the treasury stock method using average market prices during the period.

We adopted ASU 2020-06 on January 1, 2022 using the modified retrospective method. ASU 2020-06 is applicable to our convertible notes outstanding as of adoption and requires us to calculate the impact of our convertible notes on diluted earnings per share using the “if-converted” method, regardless of our intent to settle or partially settle the debt in cash. Under the “if-converted” method, shares issuable upon conversion of our convertible notes are assumed to be converted into common stock at the beginning of the period, to the extent dilutive. We issued notice of our intent to settle the 2022 Convertible Notes in cash, which became irrevocable on June 15, 2022, and as a result, we suspended the use of the “if-converted” method for the 2022 Convertible Notes at that time, as there was no longer a share settlement option. Earnings per share for 2021 and 2020 have not been retrospectively restated and continue to be reported under the accounting standards in effect for that period.

The shares issuable on exercise of the warrants sold in connection with the issuance of our convertible notes will not impact the total dilutive weighted average shares outstanding unless and until the price of our common stock exceeds the respective strike price. If and when the price of our common stock exceeds the respective strike price of any of the warrants, we will include the dilutive effect of the additional shares that may be issued upon exercise of the warrants in total dilutive weighted average shares outstanding, which we calculate using the treasury stock method. The convertible note hedges purchased in connection with each issuance of the convertible notes are considered to be anti-dilutive and do not impact our calculation of diluted earnings per share attributable to common shareholders for any periods presented herein. The 2022 Convertible Notes and the 2022 Convertible Note Hedges (as defined in Footnote 16 “Debt”) matured on September 15, 2022. However, a portion of the 2022 Warrants (as defined in Footnote 16 “Debt”) remained outstanding as of December 31, 2022.

The table below illustrates the reconciliation of the earnings or loss and number of shares used in our calculation of basic earnings or loss per share attributable to common shareholders.


(in millions, except per share amounts)	2022		2021		2020
Net income (loss) attributable to common shareholders	$	391	$	49	$	(275)
Shares for basic earnings (loss) per share	40.4		42.5		41.3
Basic earnings (loss) per share	$	9.69	$	1.15	$	(6.65)

The table below illustrates the reconciliation of the earnings or loss and number of shares used in our calculation of diluted earnings or loss per share attributable to common shareholders.


(in millions, except per share amounts)	2022(1)		2021(1)		2020
Net income (loss) attributable to common shareholders	$	391	$	49	$	(275)
Add back of interest expense related to convertible notes subsequent to the adoption of ASU 2020-06, net of tax	5		—		—
Numerator used to calculate diluted earnings (loss) per share	$	396	$	49	$	(275)

Shares for basic earnings (loss) per share	40.4		42.5		41.3
Effect of dilutive shares outstanding(2)
Employee SARs	0.2		0.2		—
Restricted stock units	0.3		0.5		—
2022 Convertible Notes ($230 million of principal)	0.7		0.1		—
2026 Convertible Notes ($575 million of principal)	3.4		—		—
2027 Convertible Notes ($575 million of principal)	0.2		—		—
Shares for diluted earnings (loss) per share	45.2		43.3		41.3
Diluted earnings (loss) per share	$	8.77	$	1.13	$	(6.65)

_________________________

(1)The computations of diluted earnings per share attributable to common shareholders exclude approximately 129,000 and 166,000 shares of common stock, the maximum number of shares issuable as of December 31, 2022 and December 31, 2021, respectively, upon the vesting of certain performance-based awards, because the performance conditions required to be met for the shares subject to such awards to vest were not achieved by the end of the reporting period.

(2)For 2020, the following potentially dilutive securities were excluded from the above calculation of diluted net loss per share attributable to common shareholders during the periods presented, as the effects of including these securities would have been anti-dilutive.


(in millions)															2020
Employee SARs															0.1
Restricted stock units															0.3



															0.4

In accordance with the applicable accounting guidance for calculating earnings per share, for the year ended December 31, 2022, we excluded from our calculation of diluted earnings per share 199,813 shares underlying SARs that may settle in shares of common stock because the exercise prices of such SARs, which ranged from $159.27 to $173.88, were greater than the average market price of our common stock for the applicable period.

For the year ended December 31, 2021, we excluded from our calculation of diluted earnings per share 126,804 shares underlying SARs that may settle in shares of common stock because the exercise price of $173.88 of such SARs was greater than the average market price of our common stock for the applicable period.

SHAREHOLDERS' EQUITY

12 Months Ended

Dec. 31, 2022

Equity [Abstract]

SHAREHOLDERS' EQUITY

SHAREHOLDERS’ EQUITY Marriott Vacations Worldwide has 100,000,000 authorized shares of common stock, par value of $0.01 per share. At December 31, 2022, there were 75,744,524 shares of Marriott Vacations Worldwide common stock issued, of which 37,481,082 shares were outstanding and 38,263,442 shares were held as treasury stock. At December 31, 2021, there were 75,519,049 shares of Marriott Vacations Worldwide common stock issued, of which 42,283,378 shares were outstanding and 33,235,671 shares were held as treasury stock. Marriott Vacations Worldwide has 2,000,000 authorized shares of preferred stock, par value of $0.01 per share, none of which were issued or outstanding as of December 31, 2022 or December 31, 2021.

Share Repurchase Program

From time to time, with the approval of our Board of Directors, we may undertake programs to purchase shares of our common stock (each, a “Share Repurchase Program” and collectively, the “Share Repurchase Programs”). During the third quarter of 2021, our Board of Directors authorized us to purchase shares of our common stock under a Share Repurchase Program for an aggregate purchase price not to exceed $250 million, prior to December 31, 2022. During the first quarter of 2022, our Board of Directors authorized the purchase of up to an additional $300 million of our common stock under this program, and extended the term of this program to March 31, 2023. During the third quarter of 2022, our Board of Directors authorized the purchase of up to an additional $500 million of our common stock under this program, and extended the term of this program to June 30, 2023. As of December 31, 2022, approximately $270 million remained available for share repurchases under the Share Repurchase Program.

Share repurchases may be made through open market purchases, privately negotiated transactions, block transactions, tender offers, or otherwise. The specific timing, amount and other terms of the repurchases will depend on market conditions, corporate and regulatory requirements, contractual restrictions, and other factors. In connection with the current Share Repurchase Program, we are authorized to adopt one or more plans pursuant to the provisions of Rule 10b5-1 under the Securities Exchange Act of 1934, as amended. The authorization for the current Share Repurchase Program may be suspended, terminated, increased or decreased by our Board of Directors at any time without prior notice. Acquired shares of our common stock are currently held as treasury shares and carried at cost in our Financial Statements.

The following table summarizes share repurchase activity under our Share Repurchase Programs:


($ in millions, except per share amounts)	Number of Shares Repurchased	Cost of Shares Repurchased		Average Price Paid per Share
As of December 31, 2021	17,681,395	$	1,418	$	80.17
For the year ended December 31, 2022	5,091,823	701		$	137.83
As of December 31, 2022	22,773,218	$	2,119	$	93.06

Dividends

We declared cash dividends to holders of common stock during the year ended December 31, 2022 as follows. Any future dividend payments will be subject to the restrictions imposed under the agreements covering our debt, and Board approval. There can be no assurance that we will pay dividends in the future.

Declaration Date

Shareholder Record Date

Distribution Date

Dividend per Share

February 18, 2022

March 3, 2022

March 17, 2022

$0.62

May 12, 2022

May 26, 2022

June 9, 2022

$0.62

September 8, 2022

September 22, 2022

October 6, 2022

$0.62

December 1, 2022

December 22, 2022

January 5, 2023

$0.72

Subsequent to the end of 2022, on February 16, 2023, our Board of Directors declared a quarterly dividend of $0.72 per share to be paid on March 16, 2023 to shareholders of record as of March 2, 2023.

Noncontrolling Interests - Owners’ Associations

We consolidate certain owners’ associations. Noncontrolling interests represent the portion of the owners’ associations related to third-party VOI owners. Noncontrolling interests of $2 million and $10 million, as of December 31, 2022 and December 31, 2021, respectively, are included on our Balance Sheets as a component of equity.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

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+ Details

FINANCIAL INSTRUMENTS

12 Months Ended

Dec. 31, 2022

Investments, All Other Investments [Abstract]

FINANCIAL INSTRUMENTS

The following table shows the carrying values and the estimated fair values of financial assets and liabilities that qualify as financial instruments, determined in accordance with the authoritative guidance for disclosures regarding the fair value of financial instruments. Considerable judgment is required in interpreting market data to develop estimates of fair value. The use of different market assumptions and/or estimation methodologies could have a material effect on the estimated fair value amounts. The table excludes Cash and cash equivalents, Restricted cash, Accounts and contracts receivable, deposits included in Other assets, Accounts payable, Advance deposits, Accrued liabilities, and derivative instruments, all of which had fair values approximating their carrying amounts due to the short maturities and liquidity of these instruments.


	At December 31, 2022				At December 31, 2021
($ in millions)	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Vacation ownership notes receivable, net	$	2,198	$	2,245	$	2,045	$	2,102
Other assets	76		76		76		76
Total financial assets	$	2,274	$	2,321	$	2,121	$	2,178

Securitized debt, net	$	(1,938)	$	(1,828)	$	(1,856)	$	(1,900)
2025 Notes, net	(248)		(258)		(248)		(261)
2028 Notes, net	(347)		(307)		(346)		(362)
2029 Notes, net	(494)		(417)		(493)		(505)
Term Loan, net	(778)		(775)		(776)		(784)

2022 Convertible notes, net(1)	—		—		(224)		(280)
2026 Convertible notes, net(1)	(565)		(560)		(461)		(682)
2027 Convertible notes, net(1)	(560)		(568)		—		—
Non-interest bearing note payable, net	(10)		(10)		—		—
Total financial liabilities	$	(4,940)	$	(4,723)	$	(4,404)	$	(4,774)

_________________________

(1)Prior period amounts have not been adjusted to reflect our adoption of ASU 2020-06 under the modified retrospective method. See “Footnote 2” “Summary of Significant Accounting Policies” for information on our adoption of ASU 2020-06.

Vacation Ownership Notes Receivable


	At December 31, 2022				At December 31, 2021
($ in millions)	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Vacation ownership notes receivable, net
Securitized	$	1,792	$	1,837	$	1,662	$	1,712

Eligible for securitization	63		65		97		104
Not eligible for securitization	343		343		286		286
Non-securitized	406		408		383		390
	$	2,198	$	2,245	$	2,045	$	2,102

We estimate the fair value of our vacation ownership notes receivable that have been securitized using a discounted cash flow model. We believe this is comparable to the model that an independent third party would use in the current market. Our model uses default rates, prepayment rates, coupon rates, and loan terms for our securitized vacation ownership notes receivable portfolio as key drivers of risk and relative value to determine the fair value of the underlying vacation ownership notes receivable. We concluded that this fair value measurement should be categorized within Level 3.

Due to factors that impact the general marketability of our vacation ownership notes receivable that have not been securitized, as well as current market conditions, we bifurcate our non-securitized vacation ownership notes receivable at each balance sheet date into those eligible and not eligible for securitization using criteria applicable to current securitization

transactions in the asset-backed securities (“ABS”) market. Generally, vacation ownership notes receivable are considered not eligible for securitization if any of the following attributes are present: (1) payments are greater than 30 days past due; (2) the first payment has not been received; or (3) the collateral is located in Asia or Europe. In some cases, eligibility may also be determined based on the credit score of the borrower, the remaining term of the loans and other similar factors that may reflect investor demand in a securitization transaction or the cost to effectively securitize the vacation ownership notes receivable.

The table above shows the bifurcation of our vacation ownership notes receivable that have not been securitized into those eligible and not eligible for securitization based upon the aforementioned eligibility criteria. We estimate the fair value of the portion of our vacation ownership notes receivable that have not been securitized that we believe will ultimately be securitized in the same manner as vacation ownership notes receivable that have been securitized. We value the remaining vacation ownership notes receivable that have not been securitized at their carrying value, rather than using our pricing model. We believe that the carrying value of these particular vacation ownership notes receivable approximates fair value because the stated, or otherwise imputed, interest rates of these loans are generally consistent with current market rates and the reserve for these vacation ownership notes receivable appropriately accounts for risks in default rates, prepayment rates, discount rates, and loan terms. We concluded that this fair value measurement should be categorized within Level 3.

Other Assets

Other assets include $76 million of COLI policies acquired on the lives of certain participants in the Marriott Vacations Worldwide Deferred Compensation Plan that are held in a rabbi trust. The carrying value of the COLI policies is equal to their cash surrender value (Level 2 inputs).

Securitized Debt

We generate cash flow estimates by modeling all bond tranches for our active vacation ownership notes receivable securitization transactions, with consideration for the collateral specific to each tranche. The key drivers in our analysis include default rates, prepayment rates, bond interest rates, and other structural factors, which we use to estimate the projected cash flows. In order to estimate market credit spreads by rating, we obtain indicative credit spreads from investment banks that actively issue and facilitate the market for vacation ownership securities and determine an average credit spread by rating level of the different tranches. We then apply those estimated market spreads to swap rates in order to estimate an underlying discount rate for calculating the fair value of the active bonds payable. We concluded that this fair value measurement should be categorized within Level 3.

Senior Notes

We estimate the fair value of our senior notes using quoted market prices as of the last trading day for the quarter; however these notes have only a limited trading history and volume, and, as such, this fair value estimate is not necessarily indicative of the value at which these notes could be retired or transferred. We concluded that this fair value measurement should be categorized within Level 2.

Term Loan

We estimate the fair value of our Term Loan (as defined in Footnote 16 “Debt”) using quotes from securities dealers as of the last trading day for the quarter; however this loan has only a limited trading history and volume, and as such this fair value estimate is not necessarily indicative of the value at which the Term Loan could be retired or transferred. We concluded that this fair value measurement should be categorized within Level 3.

Convertible Notes

We estimate the fair value of our convertible notes using quoted market prices as of the last trading day for the quarter; however these notes have only a limited trading history and volume, and as such this fair value estimate is not necessarily indicative of the value at which the convertible notes could be retired or transferred. We concluded that this fair value measurement should be categorized within Level 2. The 2022 Convertible Notes (as defined in Footnote 16 “Debt”) matured on September 15, 2022, and were repaid in full during the third quarter of 2022. See Footnote 16 “Debt” for further information on our convertible notes.

Non-Interest Bearing Note Payable

The carrying value of our non-interest bearing note payable issued in connection with the acquisition of vacation ownership units located in Bali, Indonesia approximates fair value. We concluded that this fair value measurement should be categorized within Level 3.

EARNINGS PER SHARE - Additional Information (Details) - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Shares excluded from the calculation of diluted earnings per share (in shares)			400,000
SARs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Shares excluded from the calculation of diluted earnings per share (in shares)	199,813	126,804
Exercise price securities, excluded from computation of earnings per share (in usd per share)		$ 173.88
SARs \| Minimum
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Exercise price securities, excluded from computation of earnings per share (in usd per share)	$ 159.27
SARs \| Maximum
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Exercise price securities, excluded from computation of earnings per share (in usd per share)	$ 173.88

DEBT - 2029 Notes (Details) - Senior notes - USD ($)	1 Months Ended	3 Months Ended
DEBT - 2029 Notes (Details) - Senior notes - USD ($)	Jul. 31, 2021	Jun. 30, 2021	Dec. 31, 2022	Sep. 30, 2019
2029 Notes
Debt Instrument [Line Items]
Proceeds from issuance of senior debt		$ 493,000,000
Principal amount			$ 500,000,000
Debt, stated interest rate			4.50%
2026 Notes
Debt Instrument [Line Items]
Extinguishment of debt, amount	$ 500,000,000
Principal amount				$ 750,000,000
Debt, stated interest rate				6.50%

DEBT - 2026 Convertible Notes (Details) - 2026 Convertible Notes	12 Months Ended
	Dec. 31, 2022 $ / shares	Dec. 31, 2021 USD ($)
Debt Instrument [Line Items]
Interest rate, effective percentage	0.55%
Convertible Notes
Debt Instrument [Line Items]
Principal amount \| $		$ 575,000,000
Debt, stated interest rate		0.00%
Conversion ratio	0.0059978
Conversion price (in usd per share) \| $ / shares	$ 166.73

BUSINESS SEGMENTS - Revenues (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Segment Reporting, Revenue Reconciling Item [Line Items]
Total Revenues	$ 4,656	$ 3,890	$ 2,886
Revenues excluding cost reimbursement	3,289	2,762	1,844
United States
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenues excluding cost reimbursement	2,886	2,499	1,664
All other countries
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenues excluding cost reimbursement	403	263	180
Vacation Ownership
Segment Reporting, Revenue Reconciling Item [Line Items]
Total Revenues	4,342	3,539	2,530
Exchange & Third-Party Management
Segment Reporting, Revenue Reconciling Item [Line Items]
Total Revenues	291	320	309
Operating Segments
Segment Reporting, Revenue Reconciling Item [Line Items]
Total Revenues	4,633	3,859	2,839
Operating Segments \| Vacation Ownership
Segment Reporting, Revenue Reconciling Item [Line Items]
Total Revenues	4,342	3,539	2,530
Operating Segments \| Exchange & Third-Party Management
Segment Reporting, Revenue Reconciling Item [Line Items]
Total Revenues	291	320	309
Corporate and other
Segment Reporting, Revenue Reconciling Item [Line Items]
Total Revenues	$ 23	$ 31	$ 47

- Definition

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

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+ Details

GOODWILL - Goodwill (Details) - USD ($)	12 Months Ended
GOODWILL - Goodwill (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Goodwill [Roll Forward]
Beginning balance	$ 3,150,000,000	$ 2,817,000,000
Welk Acquisition		299,000,000
Measurement period adjustments	(8,000,000)	34,000,000
Disposition of VRI Americas	(25,000,000)
Ending balance	3,117,000,000	3,150,000,000	$ 2,817,000,000
Impairment loss	0	0
Vacation Ownership
Goodwill [Roll Forward]
Beginning balance	2,778,000,000	2,445,000,000
Welk Acquisition		299,000,000
Measurement period adjustments	(8,000,000)	34,000,000
Disposition of VRI Americas	0
Ending balance	2,770,000,000	2,778,000,000	2,445,000,000
Exchange & Third-Party Management
Goodwill [Roll Forward]
Beginning balance	372,000,000	372,000,000
Welk Acquisition		0
Measurement period adjustments	0	0
Disposition of VRI Americas	(25,000,000)
Ending balance	$ 347,000,000	$ 372,000,000	372,000,000
Impairment loss			$ 73,000,000

ACQUISITIONS AND DISPOSITIONS

12 Months Ended

Dec. 31, 2022

Business Combination and Asset Acquisition [Abstract]

ACQUISITIONS AND DISPOSITIONS

Acquisitions

Welk Acquisition

We completed the Welk Acquisition on April 1, 2021. The following table presents the fair value of each type of consideration transferred in the Welk Acquisition, as finalized at March 31, 2022.


(in millions, except per share amounts)
Equivalent shares of Marriott Vacations Worldwide common stock issued	1.4
Marriott Vacations Worldwide common stock price per share as of Welk Acquisition Date	$	174.18
Fair value of Marriott Vacations Worldwide common stock issued	248
Cash consideration to Welk, net of cash and restricted cash acquired of $48 million	157



Total consideration transferred, net of cash and restricted cash acquired	$	405

Fair Values of Assets Acquired and Liabilities Assumed

We accounted for the Welk Acquisition as a business combination, which requires us to record the assets acquired and liabilities assumed at fair value as of the Welk Acquisition Date. The values attributed to Vacation ownership notes receivable, Inventory, Property and equipment, Intangible assets, and Securitized debt from VIEs were based on valuations prepared using Level 3 inputs and assumptions in accordance with ASC Topic 820 “Fair Value Measurements” (“ASC 820”). The value attributed to Debt was based on Level 2 inputs in accordance with ASC 820. During the first quarter of 2022, we finalized our allocation of the purchase price to the acquired assets and liabilities. The following table presents the fair value of the assets that we acquired and the liabilities that we assumed in connection with the business combination as finalized.


($ in millions)	April 1, 2021 (as finalized)
Vacation ownership notes receivable, net	$	255
Inventory	111
Property and equipment	83
Intangible assets	102
Other assets	19

Deferred taxes	(24)
Debt	(189)
Securitized debt	(184)
Other liabilities	(93)
Net assets acquired	80
Goodwill(1)	325
	$	405

_____________________________________________

(1)Goodwill is calculated as total consideration transferred, net of cash acquired, less identified net assets acquired. It represents the value that we expect to obtain from growth opportunities from our combined operations and is not deductible for tax purposes.

Pro Forma Results of Operations

The following unaudited pro forma information presents the combined results of operations of Marriott Vacations Worldwide and Legacy-Welk as if we had completed the Welk Acquisition on December 31, 2019, the last day of our 2019 fiscal year, but using the estimates of the fair values of assets and liabilities as of the Welk Acquisition Date set forth above. As required by GAAP, these unaudited pro forma results do not reflect any synergies from operating efficiencies. Accordingly, these unaudited pro forma results are presented for informational purposes only and are not necessarily indicative of what the actual results of operations of the combined company would have been if the Welk Acquisition had occurred at the beginning of the period presented, nor are they indicative of future results of operations.

There were no Welk Acquisition-related costs included in the unaudited pro forma results below for 2021, and $19 million for 2020.


($ in millions, except per share data)	2021		2020
Revenues	$	3,937	$	3,011
Net income (loss)	$	70	$	(272)
Net income (loss) attributable to common shareholders	$	62	$	(291)
EARNINGS (LOSS) PER SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS
Basic	$	1.46	$	(7.04)
Diluted	$	1.43	$	(7.04)

Welk Results of Operations

The following table presents the results of Legacy-Welk operations included in our Income Statement for 2022 and 2021.


($ in millions)	2022		2021
Revenue	$	240	$	146
Net income	$	49	$	17

Other Acquisitions

Bali

During 2022, we acquired 88 completed vacation ownership units, as well as a sales center, located in Bali, Indonesia for $36 million. The transaction was accounted for as an asset acquisition and the purchase price was allocated to Property and equipment. As consideration for the acquisition, we paid $12 million in cash and issued a non-interest bearing note payable for $11 million. Further, we reclassified $13 million of previous deposits associated with the project from Other assets to Property and equipment.

Costa Rica

During 2021, we acquired 24 completed vacation ownership units and an operations building located at our Marriott Vacation Club at Los Suenos resort in Costa Rica for $14 million. We accounted for the transaction as an asset acquisition with the purchase price allocated to Inventory ($13 million) and Property and equipment ($1 million).

New York, New York

During 2021, we acquired the remaining 120 completed vacation ownership units located at our Marriott Vacation Club Pulse, New York City property for $98 million. We accounted for the transaction as an asset acquisition with the purchase price allocated to Property and equipment.

During 2020, we acquired 57 completed vacation ownership units, as well as office and ancillary space, located at our Marriott Vacation Club Pulse, New York City property for $89 million, of which $22 million was a prepayment for future tranches of completed vacation ownership units and $20 million was paid in 2019. We accounted for the transaction as an asset acquisition with the purchase price allocated to Property and equipment ($67 million) and Other assets ($22 million).

San Francisco, California

During 2021, we acquired 44 completed vacation ownership units at our Marriott Vacation Club Pulse, San Francisco property for $34 million. We accounted for the transaction as an asset acquisition with the purchase price allocated to Inventory ($29 million) and Other assets ($5 million).

Additionally, during 2021, we completed the purchase of the remaining inventory at our Marriott Vacation Club Pulse, San Francisco property and wrote off the outstanding management fee receivables deemed uncollectible of $7 million, which was recorded in the Management and exchange expense line on our Income Statement for the year ended December 31, 2021. As part of the purchase, we acquired the remaining 78 completed vacation ownership units, as well as an onsite garage, for $59 million. We accounted for the purchase as an asset acquisition with the purchase price allocated to Inventory ($41 million) and Property and equipment ($18 million). Further, we reclassified $10 million of previous deposits associated with the project from Other assets to Inventory.

During 2020, we acquired 34 completed vacation ownership units located at our Marriott Vacation Club Pulse, San Francisco property for $26 million, of which $5 million was a prepayment for future tranches of completed vacation ownership units. We accounted for the transaction as an asset acquisition with the purchase price allocated to Inventory ($18 million), Other assets ($5 million), and Property and equipment ($3 million).

Dispositions

During 2022, we disposed of VRI Americas for proceeds of $56 million, net of cash and restricted cash transferred to the buyer of $12 million, after determining that this business was not a core component of our future growth strategy and operating model. The results of VRI Americas are included in our Exchange and Third-Party Management segment through the date of the sale. The net carrying value of VRI Americas as of the date of the disposition was $51 million, including $25 million of goodwill and $20 million of intangible assets. As a result of the disposition, we recorded a gain of $17 million in Gains (losses) and other income (expense), net on our Income Statements for the year ended December 31, 2022.

Additionally, during 2022, we disposed of entities that owned and operated a Vacation Ownership segment hotel in Puerto Vallarta, Mexico, for proceeds of $38 million, net of cash and restricted cash transferred to the buyer of $3 million, consistent with our strategy to dispose of non-strategic assets. The net carrying value of the business disposed of as of the date of the disposition, excluding the cumulative translation adjustment, was $18 million, substantially all of which was for property and equipment. As a result of this disposition, we recorded a gain of $33 million in Gains (losses) and other income (expense), net on our Income Statements for the year ended December 31, 2022, which included the realization of cumulative foreign currency translation gains of $10 million associated with the disposition of these entities.

We made no significant dispositions in 2021.

During 2020, we recorded a loss of $5 million in the Gains (losses) and other income (expense), net line on our Income Statement for the year ended December 31, 2020 relating to the redemption of our interest in a joint venture in our Exchange & Third-Party Management segment which was consolidated under the voting interest model. We received nominal cash proceeds and a note receivable which we measured at a fair value of $1 million using Level 3 inputs.

Additionally, during 2020, we disposed of excess Vacation Ownership segment land parcels in Orlando, Florida and Steamboat Springs, Colorado for combined proceeds of $15 million, as part of our strategic decision to reduce holdings in markets where we have excess supply. We recorded a combined net gain of $6 million in the Gains (losses) and other income (expense), net line on our Income Statement for the year ended December 31, 2020 relating to these transactions.

REVENUE AND RECEIVABLES - Timing of Revenue from Contracts with Customers (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	$ 4,363	$ 3,622	$ 2,619
Services transferred over time
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	2,321	2,100	1,819
Goods or services transferred at a point in time
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	2,042	1,522	800
Corporate and other
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	23	31	47
Corporate and other \| Services transferred over time
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	23	31	47
Corporate and other \| Goods or services transferred at a point in time
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	0	0	0
Vacation Ownership
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	4,049	3,271	2,265
Vacation Ownership \| Services transferred over time
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	2,168	1,915	1,616
Vacation Ownership \| Goods or services transferred at a point in time
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	1,881	1,356	649
Exchange & Third-Party Management
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	291	320	307
Exchange & Third-Party Management \| Services transferred over time
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	130	154	156
Exchange & Third-Party Management \| Goods or services transferred at a point in time
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	$ 161	$ 166	$ 151

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

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+ Details

INVENTORY - Additional Information (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Inventory Disclosure [Abstract]
Amount of completed vacation ownership units classified as property and equipment	$ 428	$ 460

EARNINGS PER SHARE - Reconciliation of Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Net income (loss) attributable to common shareholders	$ 391,000,000	$ 49,000,000	$ (275,000,000)
Numerator used to calculate diluted earnings (loss) per share	$ 396,000,000	$ 49,000,000	$ (275,000,000)
Shares for basic earnings (loss) per share (in shares)	40,400	42,500	41,300
Basic earnings (loss) per share (in usd per share)	$ 9.69	$ 1.15	$ (6.65)
Effect of dilutive shares outstanding
Employee SARs (in shares)	200	200	0
Restricted stock units (in shares)	300	500	0
Shares for diluted earnings (loss) per share (in shares)	45,200	43,300	41,300
Diluted earnings (loss) per share (in usd per share)	$ 8.77	$ 1.13	$ (6.65)
Shares excluded from the calculation of diluted earnings per share (in shares)			400
Convertible Notes
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Add back of interest expense related to convertible notes subsequent to the adoption of ASU 2020-06, net of tax	$ 5,000,000	$ 0	$ 0
2022 Convertible Notes
Effect of dilutive shares outstanding
Convertible Notes (in shares)	700	100	0
2022 Convertible Notes \| Convertible Notes
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Add back of interest expense related to convertible notes subsequent to the adoption of ASU 2020-06, net of tax	$ 9,000,000	$ 12,000,000	$ 11,000,000
Effect of dilutive shares outstanding
Principal amount	$ 230,000,000
2026 Convertible Notes
Effect of dilutive shares outstanding
Convertible Notes (in shares)	3,400	0	0
2026 Convertible Notes \| Convertible Notes
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Add back of interest expense related to convertible notes subsequent to the adoption of ASU 2020-06, net of tax	$ 3,000,000	$ 24,000,000	$ 0
Effect of dilutive shares outstanding
Principal amount		$ 575,000,000
2027 Convertible Notes
Effect of dilutive shares outstanding
Convertible Notes (in shares)	200	0	0
2027 Convertible Notes \| Convertible Notes
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Add back of interest expense related to convertible notes subsequent to the adoption of ASU 2020-06, net of tax	$ 1,000,000
Effect of dilutive shares outstanding
Principal amount	$ 575,000,000
Performance Shares
Effect of dilutive shares outstanding
Shares excluded from the calculation of diluted earnings per share (in shares)	129	166

VARIABLE INTEREST ENTITIES - Cash Flows Between Company and Variable Interest Entities (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Vacation Ownership Notes Receivable Securitizations
Cash Inflows
Net proceeds from vacation ownership notes receivable securitizations	$ 627	$ 841
Principal receipts	534	585
Interest receipts	234	228
Reserve release	154	159
Total	1,549	1,813
Cash Outflows
Principal to investors	(556)	(590)
Voluntary repurchases of defaulted vacation ownership notes receivable	(94)	(99)	$ (95)
Voluntary clean-up call	(60)	(72)
Interest to investors	(46)	(43)
Funding of restricted cash	(97)	(217)
Total	(853)	(1,021)
Net Cash Flows	696	792
Warehouse Credit Facility
Cash Inflows
Net proceeds from vacation ownership notes receivable securitizations	397	107
Principal receipts	19	2
Interest receipts	10	2
Reserve release	1	1
Total	427	112
Cash Outflows
Principal to investors	(8)	0
Voluntary repurchases of defaulted vacation ownership notes receivable	0	0
Repayment of Warehouse Credit Facility	(227)	(107)
Interest to investors	(3)	(2)
Funding of restricted cash	(6)	(1)
Total	(244)	(110)
Net Cash Flows	$ 183	$ 2

INCOME TAXES

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

INCOME TAXES

Income Tax Provision

The following table presents the components of our Income (loss) before income taxes and noncontrolling interests for the last three fiscal years:


($ in millions)	2022		2021		2020
United States	$	508	$	152	$	(255)
Non-U.S. jurisdictions	74		(25)		(85)
	$	582	$	127	$	(340)

Our (provision for) benefit from income taxes for the last three years consisted of:


($ in millions)		2022		2021		2020
Current	– U.S. Federal	$	(91)	$	8	$	31
	– U.S. State	(23)		(3)		1
	– Non-U.S.	5		(50)		11
		(109)		(45)		43

Deferred	– U.S. Federal	(13)		(36)		26
	– U.S. State	(26)		3		9
	– Non-U.S.	(43)		4		6
		(82)		(29)		41
		$	(191)	$	(74)	$	84

Reconciliation of U.S. Federal Statutory Income Tax Rate to Actual Income Tax Rate

The following table reconciles the U.S. statutory income tax rate to our effective income tax rate:


	2022	2021	2020
U.S. statutory income tax rate	21.0%	21.0%	21.0%
U.S. state income taxes, net of U.S. federal tax benefit	5.0	4.3	4.5
Share-based compensation, net of Section 162(m) limitation	(0.2)	1.9	0.2

Other permanent differences(1)	1.5	(5.5)	(9.1)
Impact related to the CARES Act of 2020	—	—	6.0

Tax rate changes	2.8	(3.8)	0.4
Non-U.S. income (loss)(2)	4.5	12.9	4.2
Tax credits	(0.2)	(0.9)	0.2
Unrecognized tax benefits	(2.7)	17.9	5.2
Change in valuation allowance(3)	1.0	10.4	(7.5)
Other items	0.2	0.2	(0.5)
Effective rate	32.9%	58.4%	24.6%

_________________________

(1)The 2022 impact is primarily due to non-deductible interest. The 2021 impact is primarily due to the deduction of foreign taxes paid in the U.S. The 2020 impact is primarily attributable to non-deductible goodwill impairment recorded due to the impact of COVID-19.

(2)The 2022 impact is primarily due to adjustments to deferred tax liability balances in foreign jurisdictions. The 2021 impact is primarily due to increases in permanent differences in foreign jurisdictions. The 2020 impact is attributable to the difference between U.S. and foreign income tax rates and other foreign adjustments.

(3)The 2022 impact is primarily due to the increase of the valuation allowance on certain foreign entities. The 2021 impact is primarily due to new valuation allowances. The 2020 impact is primarily attributable to the increase of the valuation allowance on certain foreign entities.

For the years ended December 31, 2022, 2021 and 2020, the provision for income taxes included $3 million, $4 million, and $4 million of excess tax benefits resulting from equity incentive plan activities, respectively.

We conduct business in countries that grant “holidays” from income taxes for ten to thirty-year periods. These holidays expire through 2034.

Other

During 2022, we completed the purchase accounting and established certain non-income tax reserves for the Welk Acquisition.

As of December 31, 2022, the balance of the reserve for non-income tax issues related to the ILG Acquisition and the Welk Acquisition was $47 million. We expect that we will be indemnified for liabilities of $3 million in connection with the Legacy-ILG non-income tax matters pursuant to a Tax Matters Agreement dated May 11, 2016 by and among Starwood Hotels & Resorts Worldwide, Inc., Vistana Signature Experiences, Inc., and Interval Leisure Group, Inc., and consequently have recorded a corresponding indemnification asset.

Deferred Income Taxes

The following table presents the significant components of our deferred tax assets and liabilities:


($ in millions)	At Year-End 2022		At Year-End 2021(1)
Deferred Tax Assets
Inventory	$	138	$	142
Reserves	80		70
Convertible debt	44		—
Deferred compensation	27		25
Deferred revenue	22		20
Property and equipment	67		67
Non-cash compensation	14		12

Net operating loss and capital loss carryforwards	137		146
Tax credits	29		29
Right-of-use asset	25		24
Other, net	52		62
Deferred tax assets	635		597
Less valuation allowance	(142)		(122)
Net deferred tax assets	493		475

Deferred Tax Liabilities
Long lived intangible assets	(214)		(231)
Deferred sales of VOIs	(556)		(493)
Right-of-use liability	(25)		(24)
Convertible debt	—		(4)
Other, net	(24)		(25)
Deferred tax liabilities	(819)		(777)

Total net deferred tax liabilities	$	(326)	$	(302)

_________________________

(1)Certain prior year deferred tax assets and liabilities have been reclassified to align with the current year presentation.

Valuation allowances are provided when it is considered more likely than not that deferred tax assets will not be realized. In 2022 we established an additional valuation allowance of $11 million.

We have $117 million of foreign net operating loss carryforwards, some of which begin expiring in 2023; however, a significant portion of these have indefinite carryforward periods. We have $14 million of state net operating loss carryforwards, the majority of which will not expire within the next five years. We have U.S. federal foreign tax credit carryforwards of $20 million and $9 million of state tax credit carryforwards.

As a result of the Tax Cuts and Jobs Act of 2017, distribution of profits from non-U.S. subsidiaries is not expected to cause a significant incremental U.S. tax impact in the future. However, distributions may be subject to non-U.S. withholding taxes if profits are distributed from certain jurisdictions. Our present intention is to indefinitely reinvest residual historic undistributed accumulated earnings associated with certain foreign subsidiaries. We have not provided for deferred taxes on outside basis differences in our investments in these foreign subsidiaries, and such estimates are not practicable to be determined.

Unrecognized Tax Benefits

A reconciliation of the beginning and ending amount of unrecognized tax benefits (excluding interest and penalties) is as follows:


($ in millions)	2022		2021		2020
Unrecognized tax benefits at beginning of year	$	26	$	14	$	21
Increases related to tax positions taken during a prior period	3		12		6
Increases related to tax positions taken during the current period	—		1		2
Decreases related to settlements with taxing authorities	—		—		(14)
Decreases related to tax positions taken during a prior period	(4)		—		—
Decreases as a result of a lapse of the applicable statute of limitations	—		(1)		(1)
Unrecognized tax benefits at end of year	$	25	$	26	$	14

The total amount of gross interest and penalties accrued was $28 million at December 31, 2022 and $42 million at December 31, 2021. This decrease was primarily related to a reassessment of the interest and penalty period for certain tax matters, which resulted in a reduction of interest and penalties offset by accruing additional amounts attributed to the passage of time. We anticipate $15 million of unrecognized tax benefits, including interest and penalties, to be indemnified pursuant to a Tax Matters Agreement dated May 11, 2016 by and among Starwood Hotels & Resorts Worldwide, Inc., Vistana Signature Experiences, Inc., and Interval Leisure Group, Inc., and consequently have recorded a corresponding indemnification asset. The unrecognized tax benefits, including accrued interest and penalties, are included in Other liabilities on our Balance Sheet.

Our income tax returns are subject to examination by relevant tax authorities. Certain of our returns are being audited in various jurisdictions for tax years 2007 through 2020. The amount of the unrecognized tax benefits may increase or decrease within the next twelve months as a result of audits or audit settlements.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - New Accounting Standards (Details) - USD ($) $ in Millions	Dec. 31, 2022	Jan. 01, 2022	Dec. 31, 2021
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Debt, net	$ (3,088)		$ (2,631)
Additional paid-in capital	(3,941)		(4,072)
Deferred taxes	(326)		(302)
Stockholders' equity	$ 2,496		$ 2,976
Cumulative Effect, Period of Adoption, Adjustment
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Debt, net		$ (107)
Additional paid-in capital		111
Deferred taxes		27
Retained Earnings \| Cumulative Effect, Period of Adoption, Adjustment
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Stockholders' equity		$ (31)

- Definition

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.

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+ Details

DEBT - 2026 Convertible Note Hedges and Warrants (Details) - 2026 Convertible Notes	12 Months Ended
	Dec. 31, 2022 $ / shares shares
2026 Convertible Note Hedges
Debt Instrument [Line Items]
Indexed shares (in shares)	3,400,000
Strike price (in usd per share) \| $ / shares	$ 166.73
Convertible note hedges exercised (in shares)	0
2026 Warrants
Debt Instrument [Line Items]
Number of securities called by warrants (in shares)	3,400,000
Strike price (in usd per share) \| $ / shares	$ 208.41
Number of warrants exercised (in shares)	0

SHARE-BASED COMPENSATION

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

SHARE-BASED COMPENSATION

We maintain the MVW Equity Plan for the benefit of our officers, directors and employees. Under the MVW Equity Plan, we are authorized to award: (1) RSUs of our common stock, (2) SARs relating to our common stock, and (3) options to purchase our common stock. A total of 1.8 million shares are authorized for issuance pursuant to grants under the MVW Equity Plan. As of December 31, 2022, approximately 1.0 million shares were available for grants under the MVW Equity Plan.

The following table details our share-based compensation expense related to award grants to our officers, directors, and employees:


($ in millions)	2022		2021		2020
Service-based RSUs	$	31	$	34	$	22
Performance-based RSUs	3		9		9
ILG Acquisition Converted RSUs	—		—		2
	34		43		33
SARs	5		8		4
	$	39	$	51	$	37

The following table details our deferred compensation costs related to unvested awards:


($ in millions)	At Year-End 2022(1)		At Year-End 2021
Service-based RSUs	$	26	$	33
Performance-based RSUs	7		—

	33		33
SARs	1		2
	$	34	$	35

_________________________

(1)As of December 31, 2022, the weighted average remaining term for RSU grants outstanding at year-end 2022 was one to two years and we expect that deferred compensation expense will be recognized over a weighted average period of one to two years.

Restricted Stock Units

We have issued RSUs that vest over time, which we refer to as service-based RSUs, and RSUs that vest based on performance with respect to established criteria, which we refer to as performance-based RSUs.

The following table shows the changes in our outstanding RSUs and the associated weighted average grant-date fair values:


	2022
	Service-based			Performance-based			Total
	Number of RSUs	Weighted Average Grant-Date Fair Value Per RSU		Number of RSUs	Weighted Average Grant-Date Fair Value Per RSU		Number of RSUs	Weighted Average Grant-Date Fair Value Per RSU
Outstanding at year-end 2021	765,080	$	110.14	475,121	$	93.77	1,240,201	$	103.87
Granted	183,510	$	151.67	135,012	$	152.12	318,522	$	151.86
Distributed	(201,267)	$	112.33	(202,232)	$	95.42	(403,499)	$	103.85
Forfeited	(19,256)	$	133.22	(115,455)	$	98.20	(134,711)	$	103.20
Outstanding at year-end 2022	728,067	$	119.39	292,446	$	117.82	1,020,513	$	118.94

The weighted average grant-date fair value per RSU granted in 2021 and 2020 was $161.42 and $95.92, respectively. The fair value of the RSUs which vested in 2022, 2021, and 2020 was $65 million, $46 million, and $30 million, respectively. The fair value of the RSUs which vested in 2021 and 2020 included $3 million and $6 million, respectively, related to RSUs converted from ILG equity-based RSUs to MVW equity-based RSUs in the ILG Acquisition.

Stock Appreciation Rights

The following table shows the changes in our outstanding SARs and the associated weighted average exercise prices:


	2022
	Number of SARs	Weighted Average Exercise Price Per SAR
Outstanding at year-end 2021	626,875	$	107.86
Granted	77,037	$	159.27
Exercised	(10,378)	$	39.93
Forfeited or expired	(4,028)	$	161.57
Outstanding at year-end 2022(1)(2)	689,506	$	114.32

_________________________

(1)As of December 31, 2022, outstanding SARs had a total intrinsic value of $21 million and a weighted average remaining term of 6 years.

(2)As of December 31, 2022, 442,678 SARs with a weighted average exercise price of $97.00, an aggregate intrinsic value of $18 million and a weighted average remaining contractual term of 5 years were exercisable.

The weighted average grant-date fair value per SAR granted in 2022, 2021, and 2020 was $59.68, $70.66, and $29.63, respectively. The intrinsic value of SARs which vested in 2022, 2021, and 2020 was $2 million, $5 million, and $4 million, respectively. The aggregate intrinsic value of SARs which were exercised in 2022, 2021, and 2020 was $1 million, $14 million, and $19 million, respectively.

We use the Black-Scholes model to estimate the fair value of the SARs granted. The expected stock price volatility was calculated based on the average of the historical and implied volatility of our stock price. The average expected life was calculated using the simplified method, as we have insufficient historical information to provide a basis for estimating average expected life. The risk-free interest rate was calculated based on U.S. Treasury zero-coupon issues with a remaining term equal to the expected life assumed at the date of grant. The dividend yield assumption listed below is based on the expectation of future payouts.

The following table outlines the assumptions used to estimate the fair value of grants in 2022, 2021, and 2020:


	2022	2021	2020
Expected volatility	42.86%	48.35%	38.81%
Dividend yield	1.53%	1.48%	2.13%
Risk-free rate	1.77%	0.97%	0.96%
Expected term (in years)	6.25	6.25	6.25

Employee Stock Purchase Plan

During 2015, our Board of Directors adopted, and our shareholders subsequently approved, the Marriott Vacations Worldwide Corporation Employee Stock Purchase Plan (the “ESPP”), which became effective during 2015. A total of 500,000 shares of common stock may be purchased under the ESPP. The ESPP allows eligible employees to purchase shares of our common stock at a price per share not less than 95% of the fair market value per share of common stock on the purchase date, up to a maximum threshold established by the plan administrator for the offering period.

BASIS OF PRESENTATION (Details) - USD ($) $ in Millions	12 Months Ended
BASIS OF PRESENTATION (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Noncontrolling Interest [Line Items]
Percent of the assets, liabilities, revenues, expenses and cash flows discussed	100.00%
Non-cash losses	$ (40)	$ 51	$ 26
Deconsolidation assets	(110)
Cash divested from deconsolidation	48
Deconsolidation liabilities	99
Deconsolidation decrease in noncontrolling interests	8	$ 25
Joint Venture
Noncontrolling Interest [Line Items]
Non-cash losses	$ 3		$ 5

BUSINESS SEGMENTS - Assets (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Assets	$ 9,639	$ 9,613
Fixed Assets	1,139	1,136
United States
Segment Reporting Information [Line Items]
Fixed Assets	969	988
All other countries
Segment Reporting Information [Line Items]
Fixed Assets	170	148
Operating Segments
Segment Reporting Information [Line Items]
Assets	8,902	8,808
Operating Segments \| Vacation Ownership
Segment Reporting Information [Line Items]
Assets	8,037	7,897
Operating Segments \| Exchange & Third-Party Management
Segment Reporting Information [Line Items]
Assets	865	911
Corporate and other
Segment Reporting Information [Line Items]
Assets	$ 737	$ 805

- Definition

Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.

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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
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-Section 50
-Paragraph 3
-Subparagraph (bb)
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 32
-Subparagraph (d)
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Reference 20: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Subparagraph (a)
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Reference 21: http://www.xbrl.org/2003/role/disclosureRef
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Reference 22: http://www.xbrl.org/2003/role/disclosureRef
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-Topic 210
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-Paragraph 1
-Subparagraph (SX 210.5-02(18))
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Reference 23: http://www.xbrl.org/2003/role/disclosureRef
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Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-Paragraph 30
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

+ Details

CONTINGENCIES AND COMMITMENTS	12 Months Ended
CONTINGENCIES AND COMMITMENTS	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
CONTINGENCIES AND COMMITMENTS	CONTINGENCIES AND COMMITMENTS Commitments and Letters of Credit As of December 31, 2022, we had the following commitments outstanding: •We have various contracts for the use of information technology hardware and software that we use in the normal course of business. Our aggregate commitment under these contracts was $86 million, of which we expect $59 million, $15 million, $8 million, and $4 million will be paid in 2023, 2024, 2025, and 2026, respectively. •We have a commitment to acquire real estate for use in our Vacation Ownership segment via our involvement with a VIE. Refer to Footnote 19 “Variable Interest Entities” for additional information and our activities relating to the VIE involved in this transaction. Surety bonds issued as of December 31, 2022 totaled $128 million, the majority of which were requested by federal, state or local governments in connection with our operations. As of December 31, 2022, we had $1 million of letters of credit outstanding under our Revolving Corporate Credit Facility (as defined in Footnote 16 “Debt”). In addition, as of December 31, 2022, we had $2 million in letters of credit outstanding related to and in lieu of reserves required for several vacation ownership notes receivable securitization transactions outstanding. These letters of credit are not issued pursuant to, nor do they impact our borrowing capacity under, the Revolving Corporate Credit Facility. Guarantees Certain of our rental management agreements in our Exchange & Third-Party Management segment provide for owners of properties we manage to receive specified percentages of rental revenue or guaranteed amounts generated under our management. In these cases, the operating expenses for the rental operations are paid from the revenue generated by the rentals, the owners are then paid their contractual percentages or guaranteed amounts, and we either retain the balance (if any) as our fee or we make up the deficit. At December 31, 2022, our maximum exposure under fixed dollar guarantees was $7 million, of which $2 million, $2 million, $1 million, $1 million, and $1 million relate to 2023, 2024, 2025, 2026, 2027 and thereafter, respectively. We have a commitment to an owners’ association that we manage to pay for any shortfall between the actual expenses incurred by the owners’ association and the income received by the owners’ association, in lieu of maintenance fees for unsold inventory. The agreement will terminate on the earlier of: 1) sale of 95% of the total ownership interests in the owners’ association; or 2) written notification of termination by either party. At December 31, 2022, our expected commitment for 2023 is $10 million, which will ultimately be recorded as a component of rental expense on our income statement. Loss Contingencies In February 2019, the owners’ association for the St. Regis Residence Club, New York filed a lawsuit in the Supreme Court for the State of New York, New York County, Commercial Division against ILG and several of its subsidiaries and certain third parties. The operative complaint alleges that the defendants breached their fiduciary duties related to sale and rental practices, aided and abetted certain breaches of fiduciary duty, engaged in self-dealing as the sponsor and manager of the club, tortiously interfered with the management agreement, were unjustly enriched, and engaged in anticompetitive conduct. The plaintiff is seeking unspecified damages, punitive damages and disgorgement of payments under the management and purchase agreements. In February 2022, the Court granted our motion to dismiss the complaint and dismissed with prejudice all claims except one, with respect to which the plaintiff was granted leave to amend its complaint. The plaintiff filed an amended complaint and appealed the dismissal of the other claims. In November 2022, the Court granted our motion to dismiss the amended complaint and again granted plaintiff leave to amend. The appeal remains pending. We believe we have meritorious defenses to the claims in this matter and intend to vigorously defend against them. In April 2019, a purported class-action lawsuit was filed by Alan and Marjorie Helman and others against us in the Superior Court of the Virgin Islands, Division of St. Thomas alleging that their fractional interests were devalued by the affiliation of The Ritz-Carlton Club, St. Thomas and other Ritz-Carlton Clubs with our MVCD program. The lawsuit was subsequently removed to the U.S. District Court for the District of the Virgin Islands. The plaintiffs are seeking unspecified damages, disgorgement of profits, fees and costs. In August 2022, the District Court denied plaintiffs’ motion for class certification. In September 2022, the U.S. Court of Appeals for the Third Circuit denied plaintiffs’ petition for leave to appeal the District Court’s order denying class certification. In February 2023, plaintiffs agreed to dismiss the case with prejudice pursuant to a settlement for a nominal amount. In the ordinary course of our business, various claims and lawsuits have been filed or are pending against us. A number of these lawsuits and claims may exist at any given time. Additionally, the COVID-19 pandemic may give rise to various claims and lawsuits from owners, members and other parties. We record and accrue for legal contingencies when we determine that it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. In making such determinations, we evaluate, among other things, the degree of probability of an unfavorable outcome and, when it is probable that a liability has been incurred, our ability to make a reasonable estimate of loss. We review these accruals each reporting period and make revisions based on changes in facts and circumstances. We have not accrued for any of the pending matters described above and we cannot estimate a range of the potential liability associated with these pending matters, if any, at this time. We have accrued for other claims and lawsuits, but the amount accrued is not material individually or in the aggregate. For matters not requiring accrual, we do not believe that the ultimate outcome of such matters, individually or in the aggregate, will materially harm our financial position, cash flows, or overall trends in results of operations based on information currently available. However, legal proceedings are inherently uncertain, and while we believe that our accruals are adequate and/or we have valid defenses to the claims asserted, unfavorable rulings could occur that could, individually or in the aggregate, have a material adverse effect on our business, financial condition, or operating results.

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Restricted cash	$ 330	$ 461
Accounts receivable, including VIE, after allowance for credit loss	292	279
Vacation ownership notes receivable, net	2,198	2,045
Other assets	468	488
Accrued liabilities	369	345
Securitized debt	$ 1,938	$ 1,856
Preferred stock, par value (in usd per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	2,000,000	2,000,000
Preferred stock, issued (in shares)	0	0
Preferred stock, outstanding (in shares)	0	0
Common stock, par value (in usd per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	100,000,000	100,000,000
Common stock, shares issued (in shares)	75,744,524	75,519,049
Treasury stock, shares (in shares)	38,263,442	33,235,671
Variable Interest Entity
Restricted cash	$ 85	$ 139
Accounts receivable, including VIE, after allowance for credit loss	13	12
Vacation ownership notes receivable, net	1,792	1,662
Other assets	76	76
Accrued liabilities	5	2
Securitized debt	$ 1,982	$ 1,877

VACATION OWNERSHIP NOTES RECEIVABLE - Interest Income Associated With Vacation Ownership Notes Receivable (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Accounts, Notes, Loans and Financing Receivable [Line Items]
Interest income	$ 284	$ 259	$ 257
Interest income associated with vacation ownership notes receivable — securitized
Accounts, Notes, Loans and Financing Receivable [Line Items]
Interest income	243	219	239
Nonsecuritized Vacation Ownership Notes Receivable [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Interest income	$ 41	$ 40	$ 18

VACATION OWNERSHIP NOTES RECEIVABLE - Composition of Vacation Ownership Notes Receivable Balances, Net of Reserves (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Accounts, Notes, Loans and Financing Receivable [Line Items]
Vacation ownership notes receivable, net	$ 2,198	$ 2,045
Securitized
Accounts, Notes, Loans and Financing Receivable [Line Items]
Vacation ownership notes receivable, net	1,792	1,662
Eligible for securitization
Accounts, Notes, Loans and Financing Receivable [Line Items]
Vacation ownership notes receivable, net	63	97
Not eligible for securitization
Accounts, Notes, Loans and Financing Receivable [Line Items]
Vacation ownership notes receivable, net	343	286
Non-Securitized
Accounts, Notes, Loans and Financing Receivable [Line Items]
Vacation ownership notes receivable, net	406	383
Originated
Accounts, Notes, Loans and Financing Receivable [Line Items]
Vacation ownership notes receivable, net	1,956	1,671
Originated \| Securitized
Accounts, Notes, Loans and Financing Receivable [Line Items]
Vacation ownership notes receivable, net	1,571	1,308
Originated \| Eligible for securitization
Accounts, Notes, Loans and Financing Receivable [Line Items]
Vacation ownership notes receivable, net	63	96
Originated \| Not eligible for securitization
Accounts, Notes, Loans and Financing Receivable [Line Items]
Vacation ownership notes receivable, net	322	267
Originated \| Non-Securitized
Accounts, Notes, Loans and Financing Receivable [Line Items]
Vacation ownership notes receivable, net	385	363
Acquired
Accounts, Notes, Loans and Financing Receivable [Line Items]
Vacation ownership notes receivable, net	242	374
Acquired \| Securitized
Accounts, Notes, Loans and Financing Receivable [Line Items]
Vacation ownership notes receivable, net	221	354
Acquired \| Eligible for securitization
Accounts, Notes, Loans and Financing Receivable [Line Items]
Vacation ownership notes receivable, net	0	1
Acquired \| Not eligible for securitization
Accounts, Notes, Loans and Financing Receivable [Line Items]
Vacation ownership notes receivable, net	21	19
Acquired \| Non-Securitized
Accounts, Notes, Loans and Financing Receivable [Line Items]
Vacation ownership notes receivable, net	$ 21	$ 20

DEBT - Debt Balances, Net of Unamortized Debt Issuance Costs (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Long-term debt, gross	$ 3,044
Finance leases	86	$ 83
Debt and lease obligation	3,088	2,631
2025 Notes \| Senior notes
Debt Instrument [Line Items]
Long-term debt, gross	250	250
Unamortized debt discount and issuance costs	(2)	(2)
Long-term debt	248	248
2028 Notes \| Senior notes
Debt Instrument [Line Items]
Long-term debt, gross	350	350
Unamortized debt discount and issuance costs	(3)	(4)
Long-term debt	347	346
2029 Notes \| Senior notes
Debt Instrument [Line Items]
Long-term debt, gross	500	500
Unamortized debt discount and issuance costs	(6)	(7)
Long-term debt	494	493
Term Loan, net \| Line of Credit
Debt Instrument [Line Items]
Long-term debt, gross	784	784
Unamortized debt discount and issuance costs	(6)	(8)
Long-term debt	778	776
2022 Convertible Notes \| Convertible Notes
Debt Instrument [Line Items]
Long-term debt, gross	0	230
Unamortized debt discount and issuance costs	0	(6)
Long-term debt	0	224
2026 Convertible Notes \| Convertible Notes
Debt Instrument [Line Items]
Long-term debt, gross	575	575
Unamortized debt discount and issuance costs	(10)	(114)
Long-term debt	565	461
2027 Convertible Notes \| Convertible Notes
Debt Instrument [Line Items]
Long-term debt, gross	575	0
Unamortized debt discount and issuance costs	(15)	0
Long-term debt	560	0
Non-interest bearing note payable, net
Debt Instrument [Line Items]
Long-term debt, gross	$ 10	$ 0

SECURITIZED DEBT

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

SECURITIZED DEBT

The following table provides detail on our securitized debt, net of unamortized debt discount and issuance costs.


($ in millions)	At December 31, 2022		At December 31, 2021
Vacation ownership notes receivable securitizations, gross(1)	$	1,799	$	1,877
Unamortized debt discount and issuance costs	(21)		(21)
	1,778		1,856

Warehouse Credit Facility, gross(2)	162		—
Unamortized debt issuance costs(3)	(2)		—
	160		—


	$	1,938	$	1,856

_________________________

(1)Interest rates as of December 31, 2022 range from 1.5% to 6.4%, with a weighted average interest rate of 3.3%.

(2)Effective interest rate as of December 31, 2022 was 5.5%.

(3)Excludes $2 million of unamortized debt issuance costs as of December 31, 2021 as no cash borrowings were outstanding at that time.

All of our securitized debt is non-recourse to MVWC. See Footnote 19 “Variable Interest Entities” for a discussion of the collateral for the non-recourse debt associated with our securitized debt.

The following table shows anticipated future principal payments for our securitized debt as of December 31, 2022.


	Vacation Ownership Notes Receivable Securitizations		Warehouse Credit Facility(1)		Total
($ in millions)
Payments Year
2023	$	177	$	8	$	185
2024	181		8		189
2025	182		146		328
2026	186		—		186
2027	184		—		184
Thereafter	889		—		889
	$	1,799	$	162	$	1,961

_________________________

(1)Excludes future Warehouse Credit Facility renewals.

Vacation Ownership Notes Receivable Securitizations

Each of the securitized vacation ownership notes receivable transactions contains various triggers relating to the performance of the underlying vacation ownership notes receivable. If a pool of securitized vacation ownership notes receivable fails to perform within the pool’s established parameters (default or delinquency thresholds vary by transaction), transaction provisions effectively redirect the monthly excess spread we would otherwise receive from that pool (attributable to the interests we retained) to accelerate the principal payments to investors (taking into account the subordination of the different tranches to the extent there are multiple tranches) until the performance trigger is cured. During 2022, and as of December 31, 2022, we had 14 securitized vacation ownership notes receivable pools outstanding, none of which were out of compliance with their respective established parameters.

As the contractual terms of the underlying securitized vacation ownership notes receivable determine the maturities of the non-recourse debt associated with them, actual maturities may occur earlier than shown above due to prepayments by the vacation ownership notes receivable obligors.

During the second quarter of 2022, we completed the securitization of a pool of $383 million of vacation ownership notes receivable. In connection with the securitization, investors purchased $375 million in vacation ownership loan backed notes issued by MVW 2022-1 LLC (the “2022-1 LLC”) in a private placement. The 2022-1 LLC issued four classes of vacation ownership loan backed notes: $220 million of Class A Notes, $77 million of Class B Notes, $48 million of Class C Notes, and $30 million of Class D Notes. The Class A Notes have an interest rate of 4.15%, the Class B Notes have an interest rate of 4.40%, the Class C Notes have an interest rate of 5.23%, and the Class D Notes have an interest rate of 7.35%, for an overall weighted average interest rate of 4.59%. Of the $375 million in proceeds from the transaction, approximately $98 million was used to repay all outstanding amounts previously drawn under our Warehouse Credit Facility (as defined below), approximately $7 million was used to pay transaction expenses and fund required reserves, and the remaining $176 million will be used for general corporate purposes. In connection with this securitization, we redeemed the remaining vacation ownership loan backed notes issued in a prior securitization transaction for approximately $38 million. The majority of the loans acquired through the redemption were purchased by the 2022-1 LLC.

During the fourth quarter of 2022, we completed the securitization of a pool of $286 million of vacation ownership notes receivable. In connection with the securitization, $280 million in vacation ownership loan backed notes were issued by MVW 2022-2 LLC (the “2022-2 LLC”) in a private placement. Four classes of vacation ownership loan backed notes were issued by the 2022-2 LLC: $181 million of Class A Notes, $45 million of Class B Notes, $32 million of Class C Notes, and $22 million of Class D Notes. The Class A Notes have an interest rate of 6.11%, the Class B Notes have an interest rate of 6.55%, the Class C Notes have an interest rate of 7.62%, and the Class D Notes have an interest rate of 9.00%, for an overall weighted average interest rate of 6.58%. The weighted average interest rate of the first three classes of notes sold to third parties was 6.37%. Investors purchased $258 million of the vacation ownership loan backed notes issued by the 2022-2 LLC on November 3, 2022, comprised of the Class A Notes, the Class B Notes, and the Class C Notes, and we retained the $22 million of Class D Notes. Of the $259 million in proceeds from the transaction, approximately $129 million was used to repay all outstanding amounts previously drawn under our Warehouse Credit Facility (as defined below), approximately $6 million was used to pay transaction expenses and fund required reserves, and the remaining $124 million will be used for general corporate purposes. In connection with this securitization, we redeemed the remaining vacation ownership loan

backed notes issued in a prior securitization transaction for approximately $22 million. The majority of the loans acquired through the redemption were purchased by the 2022-2 LLC.

Warehouse Credit Facility

Our warehouse credit facility (the “Warehouse Credit Facility”) allows for the securitization of vacation ownership notes receivable on a revolving non-recourse basis. If not renewed prior to termination, any amounts outstanding under the Warehouse Credit Facility would become due and payable 13 months after termination, at which time all principal and interest collected with respect to the vacation ownership notes receivable held in the Warehouse Credit Facility would be redirected to the lenders to pay down the outstanding debt under the facility. The advance rate for vacation ownership notes receivable securitized using the Warehouse Credit Facility varies based on the characteristics of the securitized vacation ownership notes receivable. We also pay unused facility and other fees under the Warehouse Credit Facility. We generally expect to securitize our vacation ownership notes receivable, including any vacation ownership notes receivable held in the Warehouse Credit Facility, in the ABS market at least once per year.

During the first quarter of 2022, we securitized vacation ownership notes receivable under our Warehouse Credit Facility. The carrying amount of the vacation ownership notes receivable securitized was $125 million. The average advance rate was 81%, which resulted in gross proceeds of $102 million. Net proceeds were $101 million due to the funding of reserve accounts of $1 million.

During the third quarter of 2022, we amended certain agreements associated with our Warehouse Credit Facility (the “Warehouse Amendment”). The Warehouse Amendment increased the borrowing capacity of the existing facility from $350 million to $425 million and extended the revolving period from April 21, 2023 to July 28, 2024. The Warehouse Amendment also modified the interest rate applicable to most borrowings under the Warehouse Credit Facility. The Warehouse Credit Facility now uses a U.S. Treasury overnight financing rate (Secured Overnight Financing Rate or “SOFR”) plus a 0.10% adjustment (“Adjusted SOFR”) replacing 1-month LIBOR as its benchmark interest rate. As part of the Warehouse Amendment, the credit spread remained at 135 basis points over Adjusted SOFR. The Warehouse Amendment made no other material changes to the Warehouse Credit Facility.

During the third quarter of 2022, we securitized vacation ownership notes receivable under our Warehouse Credit Facility. The carrying amount of the vacation ownership notes receivable securitized was $159 million. The average advance rate was 83%, which resulted in gross proceeds of $132 million. Net proceeds were $132 million due to the funding of reserve accounts of less than $1 million.

During the fourth quarter of 2022, we securitized vacation ownership notes receivable under our Warehouse Credit Facility. The carrying amount of the vacation ownership notes receivable securitized was $197 million. The average advance rate was 83%, which resulted in gross proceeds of $163 million. Net proceeds were $159 million due to the funding of reserve accounts of $4 million.

BUSINESS SEGMENTS (Tables)

12 Months Ended

Dec. 31, 2022

Segment Reporting [Abstract]

Revenues


($ in millions)	2022		2021		2020
Vacation Ownership	$	4,342	$	3,539	$	2,530
Exchange & Third-Party Management	291		320		309
Total segment revenues	4,633		3,859		2,839
Corporate and other	23		31		47
	$	4,656	$	3,890	$	2,886

Adjusted EBITDA, net (loss) income, depreciation and amortization

Adjusted EBITDA and Reconciliation to Net Income or Loss Attributable to Common Shareholders


($ in millions)	2022		2021		2020
Adjusted EBITDA Vacation Ownership	$	1,033	$	699	$	229
Adjusted EBITDA Exchange & Third-Party Management	148		144		119
Reconciling items:
Corporate and other	(215)		(186)		(113)
Interest expense	(118)		(164)		(150)
Tax (provision) benefit	(191)		(74)		84
Depreciation and amortization	(132)		(146)		(123)
Share-based compensation expense	(39)		(51)		(37)
Certain items	(95)		(173)		(284)
Net income (loss) attributable to common shareholders	$	391	$	49	$	(275)

Depreciation and Amortization


($ in millions)	2022		2021		2020
Vacation Ownership	$	92	$	89	$	79
Exchange & Third-Party Management	31		48		32
Total segment depreciation and amortization	123		137		111
Corporate and other	9		9		12
	$	132	$	146	$	123

Assets


($ in millions)	At December 31, 2022		At December 31, 2021
Vacation Ownership	$	8,037	$	7,897
Exchange & Third-Party Management	865		911
Total segment assets	8,902		8,808
Corporate and other	737		805
	$	9,639	$	9,613

Capital expenditures (including inventory)

Capital Expenditures (including inventory)


($ in millions)	2022		2021		2020
Vacation Ownership	$	182	$	296	$	191
Exchange & Third-Party Management	—		3		7
Total segment capital expenditures	182		299		198
Corporate and other	33		(2)		4
	$	215	$	297	$	202

Revenue by geographic areas

Revenues Excluding Cost Reimbursements


($ in millions)	2022		2021		2020
United States	$	2,886	$	2,499	$	1,664
All other countries	403		263		180
	$	3,289	$	2,762	$	1,844

Fixed assets by geographic areas


($ in millions)	At December 31, 2022		At December 31, 2021
United States	$	969	$	988
All other countries	170		148
	$	1,139	$	1,136

REVENUE AND RECEIVABLES - Accounts Receivable (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Revenue from Contract with Customer [Abstract]
Receivables from contracts with customers, net	$ 209	$ 172
Interest receivable	16	14
Tax receivable	20	48
Indemnification assets	19	22
Employee tax credit receivable	16	19
Other	12	4
Accounts receivable, including VIE, after allowance for credit loss	$ 292	$ 279

VACATION OWNERSHIP NOTES RECEIVABLE (Tables)

12 Months Ended

Dec. 31, 2022

Accounts, Notes, Loans and Financing Receivable [Line Items]

Composition of vacation ownership notes receivable balances, net of reserves

The following table shows the composition of our vacation ownership notes receivable balances, net of reserves.


	December 31, 2022						December 31, 2021
($ in millions)	Originated		Acquired		Total		Originated		Acquired		Total
Securitized	$	1,571	$	221	$	1,792	$	1,308	$	354	$	1,662
Non-securitized
Eligible for securitization(1)	63		—		63		96		1		97
Not eligible for securitization(1)	322		21		343		267		19		286
Subtotal	385		21		406		363		20		383
	$	1,956	$	242	$	2,198	$	1,671	$	374	$	2,045

_________________________

(1)Refer to Footnote 7 “Financial Instruments” for discussion of eligibility of our vacation ownership notes receivable for securitization.

Interest income associated with vacation ownership notes receivable

The following table summarizes interest income associated with vacation ownership notes receivable.


($ in millions)	2022		2021		2020
Interest income associated with vacation ownership notes receivable — securitized	$	243	$	219	$	239
Interest income associated with vacation ownership notes receivable — non-securitized	41		40		18
Total interest income associated with vacation ownership notes receivable	$	284	$	259	$	257

Financing receivable, nonaccrual

The following table shows our recorded investment in non-accrual vacation ownership notes receivable, which are vacation ownership notes receivable that are 90 days or more past due.


	Vacation Ownership Notes Receivable
($ in millions)	Non-Securitized		Securitized		Total
Investment in vacation ownership notes receivable on non-accrual status at December 31, 2022	$	126	$	24	$	150
Investment in vacation ownership notes receivable on non-accrual status at December 31, 2021	$	202	$	18	$	220

Aging of recorded investment in principal, before reserves, in vacation ownership notes receivable

The following table shows the aging of the recorded investment in principal, before reserves, in vacation ownership notes receivable as of December 31, 2022 and December 31, 2021.


	December 31, 2022						December 31, 2021
($ in millions)	Non-Securitized		Securitized		Total		Non-Securitized		Securitized		Total
31 – 90 days past due	$	25	$	56	$	81	$	22	$	44	$	66
91 – 120 days past due	7		16		23		7		10		17
Greater than 120 days past due	119		8		127		195		8		203
Total past due	151		80		231		224		62		286
Current	415		1,943		2,358		399		1,762		2,161
Total vacation ownership notes receivable	$	566	$	2,023	$	2,589	$	623	$	1,824	$	2,447

Acquired

Accounts, Notes, Loans and Financing Receivable [Line Items]

Future principal payments, net of reserves, and interest rates of vacation ownership notes receivable

The following table shows future contractual principal payments, net of reserves, and interest rates for our acquired vacation ownership notes receivable at December 31, 2022.


	Acquired Vacation Ownership Notes Receivable
($ in millions)	Non-Securitized		Securitized		Total
2023	$	3	$	38	$	41
2024	3		38		41
2025	3		35		38
2026	2		32		34
2027	2		26		28
Thereafter	8		52		60
Balance at December 31, 2022	$	21	$	221	$	242
Weighted average stated interest rate	13.7%		14.2%		14.1%
Range of stated interest rates	0.0% to 21.9%		0.0% to 21.9%		0.0% to 21.9%

Notes receivable reserves

The following table summarizes the activity related to our acquired vacation ownership notes receivable reserve.


	Acquired Vacation Ownership Notes Receivable Reserve
($ in millions)	Non-Securitized		Securitized		Total
Balance at December 31, 2019, as reported	$	—	$	—	$	—
Impact of adoption of ASU 2016-13	29		26		55
Opening Balance at January 1, 2020	29		26		55
Securitizations	(1)		1		—
Clean-up call	1		(1)		—
Write-offs	(18)		—		(18)
Recoveries	9		—		9
Defaulted vacation ownership notes receivable repurchase activity(1)	17		(17)		—
Increase in vacation ownership notes receivable reserve(2)	2		12		14
Balance at December 31, 2020	39		21		60
Securitizations	(9)		9		—
Clean-up call	3		(3)		—
Write-offs	(49)		—		(49)
Recoveries	27		—		27
Defaulted vacation ownership notes receivable repurchase activity(1)	32		(32)		—
Initial allowance for credit losses for Legacy-Welk vacation ownership notes receivable	11		21		32
(Decrease) increase in vacation ownership notes receivable reserve	(7)		7		—
Balance at December 31, 2021	47		23		70
Securitizations	—		—		—
Clean-up call	1		(1)		—
Write-offs	(57)		—		(57)
Recoveries	35		—		35
Defaulted vacation ownership notes receivable repurchase activity(1)	25		(25)		—
(Decrease) increase in vacation ownership notes receivable reserve	(40)		21		(19)
Balance at December 31, 2022	$	11	$	18	$	29

_________________________

(1)Reflects the change attributable to the transfer of the reserve from the securitized vacation ownership notes receivable reserve to the non-securitized vacation ownership notes receivable reserve when we voluntarily repurchased defaulted securitized vacation ownership notes receivable.

(2)Increase in vacation ownership notes receivable reserve includes $10 million ($8 million non-securitized and $2 million securitized) attributable to the increased reserve as a result of the COVID-19 pandemic.

Financing receivable credit quality indicators

The following tables show the acquired vacation ownership notes receivable, before reserves, by brand and FICO score.


	Acquired Vacation Ownership Notes Receivable as of December 31, 2022
($ in millions)	700 +		600 - 699		< 600		No Score		Total
Combined Marriott	$	67	$	47	$	6	$	16	$	136
Hyatt	5		3		—		—		8
Welk	75		50		1		1		127
	$	147	$	100	$	7	$	17	$	271


	Acquired Vacation Ownership Notes Receivable as of December 31, 2021
($ in millions)	700 +		600 - 699		< 600		No Score		Total
Westin	$	52	$	32	$	3	$	8	$	95
Sheraton	54		48		8		23		133
Hyatt	8		6		1		—		15
Welk	115		79		1		2		197
Other	2		—		—		2		4
	$	231	$	165	$	13	$	35	$	444

The following tables detail the origination year of our acquired vacation ownership notes receivable, before reserves, by brand and FICO score as of December 31, 2022.


	Acquired Vacation Ownership Notes Receivable - Combined Marriott
($ in millions)	2022		2021		2020		2019		2018 & Prior		Total
700 +	$	—	$	—	$	—	$	—	$	67	$	67
600 - 699	—		—		—		—		47		47
< 600	—		—		—		—		6		6
No Score	—		—		—		—		16		16
	$	—	$	—	$	—	$	—	$	136	$	136


	Acquired Vacation Ownership Notes Receivable - Hyatt
($ in millions)	2022		2021		2020		2019		2018 & Prior		Total
700 +	$	—	$	—	$	—	$	—	$	5	$	5
600 - 699	—		—		—		—		3		3
< 600	—		—		—		—		—		—
No Score	—		—		—		—		—		—
	$	—	$	—	$	—	$	—	$	8	$	8


	Acquired Vacation Ownership Notes Receivable - Welk
($ in millions)	2022		2021		2020		2019		2018 & Prior		Total
700 +	$	—	$	6	$	16	$	20	$	33	$	75
600 - 699	—		3		9		13		25		50
< 600	—		—		1		—		—		1
No Score	—		—		—		—		1		1
	$	—	$	9	$	26	$	33	$	59	$	127

Originated

Accounts, Notes, Loans and Financing Receivable [Line Items]

Future principal payments, net of reserves, and interest rates of vacation ownership notes receivable

The following table shows future principal payments, net of reserves, and interest rates for our originated vacation ownership notes receivable at December 31, 2022.


	Originated Vacation Ownership Notes Receivable
($ in millions)	Non-Securitized		Securitized		Total
2023	$	49	$	133	$	182
2024	35		137		172
2025	32		142		174
2026	31		149		180
2027	30		154		184
Thereafter	208		856		1,064
Balance at December 31, 2022	$	385	$	1,571	$	1,956
Weighted average stated interest rate	12.5%		13.1%		13.0%
Range of stated interest rates	0.0% to 20.9%		0.0% to 19.9%		0.0% to 20.9%

Notes receivable reserves

The following table summarizes the activity related to our originated vacation ownership notes receivable reserve.


	Originated Vacation Ownership Notes Receivable Reserve
($ in millions)	Non-Securitized		Securitized		Total












Balance at December 31, 2019	$	90	$	114	$	204
Securitizations	(70)		70		—
Clean-up call	37		(37)		—
Write-offs	(31)		—		(31)
Defaulted vacation ownership notes receivable repurchase activity(1)	80		(80)		—
Increase in vacation ownership notes receivable reserve(2)	87		50		137
Balance at December 31, 2020	193		117		310
Increase in vacation ownership notes receivable reserve	78		24		102
Securitizations	(76)		76		—
Clean-up call	12		(12)		—
Write-offs	(79)		—		(79)
Defaulted vacation ownership notes receivable repurchase activity(1)	65		(65)		—
Balance at December 31, 2021	193		140		333
Increase in vacation ownership notes receivable reserve	118		47		165
Securitizations	(132)		132		—
Clean-up call	37		(37)		—
Write-offs	(136)		—		(136)
Defaulted vacation ownership notes receivable repurchase activity(1)	69		(69)		—
Balance at December 31, 2022	$	149	$	213	$	362

_________________________

(2)Increase in vacation ownership notes receivable reserve includes $59 million ($32 million non-securitized and $27 million securitized) attributable to the increased reserve as a result of the COVID-19 pandemic.

Financing receivable credit quality indicators

The following tables show the originated vacation ownership notes receivable, before reserves, by brand and FICO score.


	Originated Vacation Ownership Notes Receivable as of December 31, 2022
($ in millions)	700 +		600 - 699		< 600		No Score		Total
Combined Marriott	$	1,210	$	549	$	55	$	278	$	2,092
Hyatt	30		13		1		1		45
Welk	127		51		2		1		181
	$	1,367	$	613	$	58	$	280	$	2,318


	Originated Vacation Ownership Notes Receivable as of December 31, 2021(1)
($ in millions)	700 +		600 - 699		< 600		No Score		Total
Westin	$	143	$	66	$	8	$	34	$	251
Sheraton	136		94		20		46		296
Hyatt	22		11		—		—		33
Welk	65		27		1		1		94
	$	366	$	198	$	29	$	81	$	674

_________________________

(1)Balances as of December 31, 2021 exclude $1,329 million of Marriott-branded vacation ownership notes receivable as the change in credit quality indicator occurred during the third quarter of 2022.

The following tables detail the origination year of our originated vacation ownership notes receivable, before reserves, by brand and FICO score as of December 31, 2022.


	Originated Vacation Ownership Notes Receivable - Combined Marriott
($ in millions)	2022		2021		2020		2019		2018		2017 & Prior		Total
700 +	$	481	$	306	$	101	$	160	$	83	$	79	$	1,210
600 - 699	192		140		53		82		40		42		549
< 600	18		15		7		9		3		3		55
No Score	114		41		26		49		21		27		278
	$	805	$	502	$	187	$	300	$	147	$	151	$	2,092


	Originated Vacation Ownership Notes Receivable - Hyatt
($ in millions)	2022		2021		2020		2019		2018		2017 & Prior		Total
700 +	$	17	$	7	$	2	$	3	$	1	$	—	$	30
600 - 699	7		3		1		2		—		—		13
< 600	1		—		—		—		—		—		1
No Score	1		—		—		—		—		—		1
	$	26	$	10	$	3	$	5	$	1	$	—	$	45


	Originated Vacation Ownership Notes Receivable - Welk
($ in millions)	2022		2021		2020		2019		2018		2017 & Prior		Total
700 +	$	91	$	36	$	—	$	—	$	—	$	—	$	127
600 - 699	36		15		—		—		—		—		51
< 600	1		1		—		—		—		—		2
No Score	1		—		—		—		—		—		1
	$	129	$	52	$	—	$	—	$	—	$	—	$	181

DEBT - Senior Notes (Details) - Senior notes	Dec. 31, 2022 USD ($)
2025 Notes
Debt Instrument [Line Items]
Principal amount	$ 500,000,000
Debt, stated interest rate	6.125%
2028 Notes
Debt Instrument [Line Items]
Principal amount	$ 350,000,000
Debt, stated interest rate	4.75%
2029 Notes
Debt Instrument [Line Items]
Principal amount	$ 500,000,000
Debt, stated interest rate	4.50%

BUSINESS SEGMENTS - Additional Information (Details)	12 Months Ended
BUSINESS SEGMENTS - Additional Information (Details)	Dec. 31, 2022 segment source
Segment Reporting Disclosure [Line Items]
Number of reportable business segments \| segment	2
Vacation Ownership
Segment Reporting Disclosure [Line Items]
Number of primary sources \| source	4

SHARE-BASED COMPENSATION - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Marriott Vacations Worldwide Corporation [Member]
Share-based Compensation Arrangement by Share-based Payment Award
Number of shares authorized (in shares)	1,800,000
Number of shares available for grant (in shares)	1,000,000
Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award
Weighted average grant date fair value (in usd per share)	$ 151.86
Aggregate intrinsic value, vested (less than)	$ 65	$ 46	$ 30
SARs
Share-based Compensation Arrangement by Share-based Payment Award
Weighted average grant date fair value (in usd per share)	$ 59.68	$ 70.66	$ 29.63
Aggregate intrinsic value, vested (less than)	$ 2	$ 5	$ 4
Aggregate intrinsic value, exercised	$ 1	$ 14	$ 19
Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award
Number of shares authorized (in shares)	500,000
Percentage of fair market value of common stock (not less than)	95.00%
Employees and Non Employee Directors \| Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award
Weighted average grant date fair value (in usd per share)		$ 161.42	$ 95.92
ILG, Inc \| Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award
Aggregate intrinsic value, vested (less than)		$ 3	$ 6

DEBT - Accumulated Other Comprehensive Loss (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	$ 2,976,000,000
Ending balance	2,496,000,000	$ 2,976,000,000
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent
Debt Instrument [Line Items]
Reclassification to Income Statement	0	0	$ 0
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(18,000,000)	(39,000,000)	(21,000,000)
Other comprehensive gain (loss) before reclassifications	31,000,000	21,000,000	(18,000,000)
Ending balance	$ 13,000,000	$ (18,000,000)	$ (39,000,000)

- Definition

+ References

+ Details

SHAREHOLDERS' EQUITY - Additional Information (Details) - USD ($)						12 Months Ended
	Feb. 16, 2023	Dec. 01, 2022	Sep. 08, 2022	May 12, 2022	Feb. 18, 2022	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Sep. 30, 2022	Mar. 31, 2022
Stockholders Equity Note [Line Items]
Common stock, shares authorized (in shares)						100,000,000	100,000,000
Common stock, par value (in usd per share)						$ 0.01	$ 0.01
Common stock, shares issued (in shares)						75,744,524	75,519,049
Common stock, shares outstanding (in shares)						37,481,082	42,283,378
Treasury stock, shares (in shares)						38,263,442	33,235,671
Preferred stock, shares authorized (in shares)						2,000,000	2,000,000
Preferred stock, par value (in usd per share)						$ 0.01	$ 0.01
Preferred stock, issued (in shares)						0	0
Preferred stock, outstanding (in shares)						0	0
Stock repurchase program, authorized amount							$ 250,000,000
Additional authorized amount									$ 500,000,000	$ 300,000,000
Stock repurchase program, remaining authorized repurchase amount						$ 270,000,000
Dividends per share (in usd per share)		$ 0.72	$ 0.62	$ 0.62	$ 0.62	$ 2.58	$ 1.08	$ 0.54
Noncontrolling interests						$ 2,000,000	$ 10,000,000
Subsequent Event
Stockholders Equity Note [Line Items]
Dividends per share (in usd per share)	$ 0.72
Property Owners Associations
Stockholders Equity Note [Line Items]
Noncontrolling interests						$ 2,000,000	$ 10,000,000

PROPERTY AND EQUIPMENT (Tables)

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment [Abstract]

Composition of property and equipment

The following table details the composition of our property and equipment balances:


($ in millions)	At Year-End 2022		At Year-End 2021
Land and land improvements	$	420	$	441
Buildings and leasehold improvements	746		697
Furniture, fixtures and other equipment	119		136
Information technology	389		413
Construction in progress	91		37
	1,765		1,724
Accumulated depreciation	(626)		(588)
	$	1,139	$	1,136

FINANCIAL INSTRUMENTS - Carrying Values and Estimated Fair Values - Non-securitized Notes Receivable (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Carrying Amount
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Vacation ownership notes receivable, net	$ 2,198	$ 2,045
Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Vacation ownership notes receivable, net	2,245	2,102
Securitized \| Carrying Amount
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Vacation ownership notes receivable, net	1,792	1,662
Securitized \| Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Vacation ownership notes receivable, net	1,837	1,712
Non-Securitized \| Carrying Amount
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Vacation ownership notes receivable, net	406	383
Non-Securitized \| Carrying Amount \| Eligible for securitization
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Vacation ownership notes receivable, net	63	97
Non-Securitized \| Carrying Amount \| Not eligible for securitization
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Vacation ownership notes receivable, net	343	286
Non-Securitized \| Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Vacation ownership notes receivable, net	408	390
Non-Securitized \| Fair Value \| Eligible for securitization
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Vacation ownership notes receivable, net	65	104
Non-Securitized \| Fair Value \| Not eligible for securitization
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Vacation ownership notes receivable, net	$ 343	$ 286

DEBT - Scheduled Future Principal Payments for Debt (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Debt Principal Payments Year
2023	$ 256
2024	4
2025	784
2026	575
2027	575
Thereafter	850
Long-term debt	3,044
Non-interest bearing note payable, net
Debt Principal Payments Year
2023	6
2024	4
2025	0
2026	0
2027	0
Thereafter	0
Long-term debt	10	$ 0
Term Loan \| Term Loan, net
Debt Principal Payments Year
2023	0
2024	0
2025	784
2026	0
2027	0
Thereafter	0
Long-term debt	784
Senior notes \| 2025 Notes
Debt Principal Payments Year
2023	250
2024	0
2025	0
2026	0
2027	0
Thereafter	0
Long-term debt	250	250
Senior notes \| 2028 Notes
Debt Principal Payments Year
2023	0
2024	0
2025	0
2026	0
2027	0
Thereafter	350
Long-term debt	350	350
Senior notes \| 2029 Notes
Debt Principal Payments Year
2023	0
2024	0
2025	0
2026	0
2027	0
Thereafter	500
Long-term debt	500	500
Convertible Notes \| 2026 Convertible Notes
Debt Principal Payments Year
2023	0
2024	0
2025	0
2026	575
2027	0
Thereafter	0
Long-term debt	575	575
Convertible Notes \| 2027 Convertible Notes
Debt Principal Payments Year
2023	0
2024	0
2025	0
2026	0
2027	575
Thereafter	0
Long-term debt	$ 575	$ 0

INTANGIBLE ASSETS (Tables)

12 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of composition of intangible asset balances

The following table details the composition of our intangible asset balances:


($ in millions)	2022		2021
Definite-lived intangible assets
Member relationships	$	669	$	671
Management contracts	428		452
	1,097		1,123
Accumulated amortization	(249)		(194)
	848		929
Indefinite-lived intangible assets
Trade names	63		64
	$	911	$	993

PROPERTY AND EQUIPMENT

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment [Abstract]

PROPERTY AND EQUIPMENT

The following table details the composition of our property and equipment balances:


($ in millions)	At Year-End 2022		At Year-End 2021
Land and land improvements	$	420	$	441
Buildings and leasehold improvements	746		697
Furniture, fixtures and other equipment	119		136
Information technology	389		413
Construction in progress	91		37
	1,765		1,724
Accumulated depreciation	(626)		(588)
	$	1,139	$	1,136

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	12 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Dec. 31, 2022
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Revenue Recognition We account for revenue in accordance with Accounting Standards Codification (“ASC”) Topic 606, “Revenue from Contracts with Customers” (“ASC 606”). Sale of Vacation Ownership Products We market and sell vacation ownership products in our Vacation Ownership segment. Vacation ownership products include deeded vacation ownership products, deeded beneficial interests, rights to use real estate and other interests in trusts that solely hold real estate (collectively “vacation ownership products” or “VOIs”). Vacation ownership products may be sold for cash or we may provide financing. In connection with the sale of vacation ownership products, we provide sales incentives to certain purchasers and, in certain cases, membership in a brand affiliated club. Non-cash incentives typically include Marriott Bonvoy points, Hyatt’s customer loyalty program points (“World of Hyatt” points), or an alternative sales incentive that we refer to as “plus points.” Plus points are redeemable for stays at our resorts or for use in an exclusive selection of travel packages provided by affiliate tour operators (the “Explorer Collection”), generally up to two years from the date of issuance. Typically, sales incentives are only awarded if the sale is closed. Upon execution of a legal sales agreement, we typically receive an upfront deposit from our customer with the remainder of the purchase price for the vacation ownership product to either be collected at closing (“cash contract”) or financed by the customer through our financing programs (“financed contract”). Refer to “Financing Revenues” below for further information regarding financing terms. Customer deposits received for contracts are recorded as Advance deposits on our Balance Sheets until the point in time at which control of the vacation ownership product has transferred to the customer. Our assessment of collectability of the transaction price for sales of vacation ownership products is aligned with our credit granting policies for financed contracts. In determining the consideration to which we expect to be entitled for financed contracts, we include estimated variable consideration in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Our estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on the customer class and the results of our static pool analyses, which rely on historical payment data by customer class as described in “Loan Loss Reserves” below. Variable consideration which has not been included within the transaction price is presented as a reserve on contracts receivable or vacation ownership notes receivable. Revisions to estimates of variable consideration from the sale of vacation ownership products impact the reserve on contracts receivable and originated vacation ownership notes receivable and can increase or decrease revenue. Revenues were reduced during 2022 by $29 million due to changes in our estimates of variable consideration for performance obligations that were satisfied in prior periods. In the third quarter of 2022, we combined and aligned our accounting methodology to calculate our estimates for the reserve on vacation ownership notes receivable for the Marriott-, Sheraton-, and Westin-brands (“Combined Marriott”), as we expect our future customers to represent a blend of the historical customers for each brand. We use the origination of vacation ownership notes receivable by Combined Marriott and the FICO scores of the customer as the primary credit quality indicators, as historical performance indicates that there is a relationship between the default behavior of borrowers and the brand associated with the VOI they have acquired. See Footnote 6 “Vacation Ownership Notes Receivable” for further information. In addition, we account for cash incentives provided to customers as a reduction of the transaction price. Refer to “Arrangements with Multiple Performance Obligations” below for a description of our methods of allocating transaction price to each performance obligation. We evaluated our business practices, and the underlying risks and rewards associated with vacation ownership products and the respective timing that such risks and rewards are transferred to the customer in determining the point in time at which control of the vacation ownership product is transferred to the customer. Based upon the different terms of the contracts with the customer and business practices, for the contracts executed in the period prior to the third quarter of 2022, we determined that we transfer control of vacation ownership products at different times for each brand. Prior to the third quarter of 2022, we recognized revenue on the sale of Marriott-branded vacation ownership products at closing. We have historically recognized revenue on the sale of Sheraton-,Westin- and Hyatt-branded vacation ownership products upon expiration of the rescission period. In the third quarter of 2022, in connection with the affiliation of the Marriott-, Sheraton-, and Westin-branded vacation ownership products through Abound by Marriott Vacations, we modified our business practices and the terms of our Marriott-branded VOI sales contracts to be consistent with the existing terms of our Sheraton- and Westin-branded VOI sales contracts. As a result of these modifications, control of Marriott-branded vacation ownership products is transferred to the customer upon expiration of the statutory rescission period, consistent with the historical method of revenue recognition for sales of Sheraton- and Westin-branded vacation ownership products, resulting in earlier revenue recognition than the historical timing for Marriott-branded VOIs. At the time at which we recognize revenue for Marriott-branded VOI contracts, we temporarily record a contract receivable for both cash contracts and financed contracts, until the time at which we collect the cash or originate a vacation ownership note receivable, which occurs at closing. Marriott-branded VOI sales contracts executed prior to these modifications continue to be accounted for with transfer of control of the VOI occurring at closing. We have not changed our Hyatt or Legacy-Welk contract terms or business practices regarding how control of the VOI is transferred to the customer. As such, we recognize revenue on the sale of Hyatt vacation ownership products at expiration of rescission and on Legacy-Welk vacation ownership products at closing. Revenue for non-cash incentives, such as plus points, is recorded as Deferred revenue on our Balance Sheets at closing and is recognized as rental revenue upon transfer of control to the customer, which typically occurs upon delivery of the incentive, or at the point in time when the incentive is redeemed. For non-cash incentives provided by third parties (i.e. Marriott Bonvoy points, World of Hyatt points or third-party Explorer Collection offerings), we evaluated whether we control the underlying good or service prior to delivery to the customer. We concluded that we are an agent for those non-cash incentives which we do not control prior to delivery and as such record the related revenue net of the related cost upon recognition. Management and Exchange Revenues and Cost Reimbursements Revenues Ancillary Revenues Ancillary revenues consist of goods and services that are sold or provided by us at food and beverage outlets, golf courses and other retail and service outlets located at our resorts. Payments for such goods and services are generally received at the point of sale in the form of cash or credit card charges. For goods and services sold, we evaluate whether we control the underlying goods or services prior to delivery to the customer. For transactions where we do not control the goods or services prior to delivery, the related revenue is recorded net of the related cost upon recognition. We recognize ancillary revenue at the point in time when goods have been provided and/or services have been rendered. Management Fee Revenues and Cost Reimbursements Revenues We provide day-to-day-management services, including housekeeping services, operation of reservation systems, maintenance and certain accounting and administrative services for owners’ associations, condominium owners and hotels. We generate revenue from fees we earn for managing vacation ownership resorts, clubs, owners’ associations, condominiums and hotels. In our Vacation Ownership segment, these fees are earned regardless of usage or occupancy and are typically based on either a percentage of the budgeted costs to operate the resorts or a fixed fee arrangement (“VO management fee revenues”). In our Exchange & Third-Party Management segment, we earn base management fees which are typically either (i) fixed amounts, (ii) amounts based on a percentage of adjusted gross lodging revenue, or (iii) various revenue sharing agreements based on stated formulas (“Base management fee revenues”) and incentive management fees, which are generally a percentage of either operating profits or improvement in operating profits (“Incentive management fees”). In addition, we receive reimbursement of costs incurred on behalf of our customers, which consist of actual expenses with no added margin (“cost reimbursements”). Vacation Ownership segment cost reimbursements revenues exclude amounts that we have paid to the owners’ associations related to maintenance fees for unsold vacation ownership products, as we have concluded that such payments are consideration payable to a customer. Management fees are collected over time or upfront depending upon the specific management contract. Cost reimbursements are received over time and considered variable consideration. We have determined that a significant financing component does not exist as a substantial amount of the consideration promised by the customer is paid when the associated variable consideration is determined. We evaluated the nature of the management services provided and concluded that the management services constitute a series of distinct services to be accounted for as a single performance obligation transferred over time. We use an input method, the number of days that management services are provided, to recognize VO management fee revenues and Base management fee revenues, which is consistent with the pattern of transfer to the customers who receive and consume the benefits as services are provided each day. We recognize Incentive management fees as earned throughout the incentive period based on actual results, which is subject to estimation of the transaction price. Any consideration we receive in advance of services being rendered is recorded as Deferred revenue on our Balance Sheets and is recognized ratably across the service period to which it relates. We recognize variable consideration for Cost reimbursements revenues when the reimbursable costs are incurred. Other Services Revenues Other services revenues includes revenues from membership fees, club dues and additional fees for services we provide to customers. Membership fees and club dues are received in advance of providing access to the exchange services, are recorded as Deferred revenue on our Balance Sheets and are earned regardless of whether exchange services are provided. Generally, Interval International memberships are cancellable and refundable on a pro-rata basis, with the exception of the Interval International network’s Platinum tier which is non-refundable. Transaction-based fees are typically collected at a point in time. We have determined that exchange services constitute a stand-ready obligation for us to provide unlimited access to exchange services over a defined period of time, when and if a customer (or customer of a customer) requests. We have determined that customers benefit from the stand-ready obligation evenly throughout the period in which the customer has access to exchange services and as such, recognize membership fees and club dues on a straight-line basis over the related period of time. Transaction-based fees are recognized as revenue at the point in time at which the relevant goods or services are transferred to the customer. For transaction-based fees, we evaluate whether we control the underlying goods or services prior to delivery to the customer. Transaction-based fees from exchanges and other transactions in our Exchange & Third-Party Management segment are generally recognized when confirmation of the transaction is provided and services have been rendered. For transactions where we do not control the goods or services prior to delivery, the related revenue is recorded net of the related cost upon recognition. Financing Revenues We offer consumer financing as an option to qualifying customers purchasing vacation ownership products, which is collateralized by the underlying vacation ownership products. We recognize interest income on an accrual basis. The contractual terms of the financing agreements require that the contractual level of annual principal payments be sufficient to amortize the loan over a customary period for the vacation ownership product being financed, which is generally ten to fifteen years. Generally, payments commence under the financing contracts 30 to 60 days after closing. We record the difference between the contract receivable or vacation ownership note receivable and the variable consideration included in the transaction price for the sale of the related vacation ownership product as a reserve on our contracts receivable or vacation ownership notes receivable, as applicable. We earn interest income from the financing arrangements on the principal balance outstanding over the life of the arrangement and record that interest income in Financing revenues on our Income Statements. See Footnote 6 “Vacation Ownership Notes Receivable” for additional information related to the accounting for our acquired vacation ownership notes receivable. Financing revenues include transaction-based fees we charge to owners and other third parties for services. We recognize fee revenues when services have been rendered. Rental Revenues In our Vacation Ownership segment, we generate revenue from rentals of inventory that we hold for sale as interests in our vacation ownership programs, inventory that we control because our owners have elected alternative usage options permitted under our vacation ownership programs and rentals of owned-hotel properties. In our Exchange & Third-Party Management segment, we offer vacation rental opportunities for managed properties and to members of the Interval International network and certain other membership programs from seasonal oversupply or underutilized space, as well as sourced resort accommodations. We receive payments for rentals primarily through credit card charges. We generally recognize rental revenues when occupancy has occurred, which is consistent with the period in which the customer benefits from such service. For certain rental revenues associated with our Exchange & Third-Party Management segment, revenue is recognized when confirmation of the transaction is provided as we concluded we are an agent for these transactions. We recognize rental revenue from the utilization of plus points issued in connection with the sale of vacation ownership products, as described in “Sale of Vacation Ownership Products” above, when occupancy has occurred. We also generate revenues from vacation packages sold to our customers. The packages have an expiration period of six to twenty-four months, and payments for such packages are non-refundable and generally paid by the customer in advance. Payments received in advance are recorded as Advance deposits on our Balance Sheets, until the revenue is recognized, when occupancy has occurred. For rental revenues associated with vacation ownership products which we own and which are registered and held for sale, to the extent that the proceeds are less than costs, revenues are reported net in accordance with ASC Topic 978, “Real Estate – Time-Sharing Activities.” Arrangements with Multiple Performance Obligations Our contracts with customers may include multiple performance obligations. For such arrangements, we allocate revenue to each performance obligation based on its relative standalone selling price. In cases where the standalone selling price is not readily available, we generally determine the standalone selling prices utilizing the adjusted market approach, using prices from similar contracts, our historical pricing on similar contracts, our internal marketing and selling data and other internal and external inputs we deem to be appropriate. Significant judgment is required in determining the standalone selling price under the adjusted market approach. Receivables, Contract Assets & Contract Liabilities As discussed above, the payment terms and conditions in our customer contracts vary. In some cases, customers prepay for their goods and services; in other cases, after appropriate credit evaluations, payment is due in arrears. When the timing of our delivery of goods and services is different from the timing of the payments made by customers, we recognize either a contract asset (performance precedes contractual due date) or a contract liability (customer payment precedes performance or when we have a right to consideration that is unconditional before the transfer of goods or services to a customer). Receivables are recorded when the right to consideration becomes unconditional. Contract liabilities are recognized as revenue as (or when) we perform under the contract. See Footnote 4 “Revenue and Receivables” for additional information related to our receivables, contract assets and contract liabilities. Costs Incurred to Sell Vacation Ownership Products We charge marketing and sales costs we incur to sell vacation ownership products to expense when incurred. Earnings or Loss Per Share Attributable to Common Shareholders Basic earnings or loss per share attributable to common shareholders is calculated by dividing the earnings or loss available to common shareholders by the weighted average number of common shares outstanding for the period. Diluted earnings or loss per share attributable to common shareholders is calculated to give effect to all potentially dilutive common shares that were outstanding during the reporting period. The dilutive effect of outstanding equity-based compensation awards is reflected in diluted earnings per share attributable to common shareholders by application of the treasury stock method. Any potentially dilutive shares are excluded from the calculation for periods when there is a net loss attributable to common shareholders to avoid anti-dilutive effects. Business Combinations We allocate the purchase price of an acquisition to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values at the acquisition date. We recognize as goodwill the amount by which the purchase price of an acquired entity exceeds the net of the fair values assigned to the assets acquired and liabilities assumed. In determining the fair values of assets acquired and liabilities assumed, we use various recognized valuation methods including the income, cost and market approaches. Further, we make assumptions within certain valuation techniques, including discount rates, royalty rates, and the amount and timing of future cash flows. We record the net assets and results of operations of an acquired entity in our Financial Statements from the acquisition date. We initially perform these valuations based upon preliminary estimates and assumptions by management or independent valuation specialists under our supervision, where appropriate, and make revisions as estimates and assumptions are finalized. We expense acquisition-related costs as we incur them. As part of our accounting for business combinations we are required to determine the useful lives of identifiable intangible assets recognized separately from goodwill. The useful life of an intangible asset is the period over which the asset is expected to contribute directly or indirectly to the future cash flows of the acquired business. An intangible asset with a finite useful life is amortized; an intangible asset with an indefinite useful life is not amortized. We base the estimate of the useful life of an intangible asset on an analysis of all pertinent factors, in particular, all of the following factors with no one factor being more presumptive than the other: •The expected use of the asset. •The expected useful life of another asset or a group of assets to which the useful life of the intangible asset may relate. •Any legal, regulatory, or contractual provisions that may limit the useful life. •Our own historical experience in renewing or extending similar arrangements, consistent with our intended use of the asset, regardless of whether those arrangements have explicit renewal or extension provisions. •The effects of obsolescence, demand, competition, and other economic factors. •The level of maintenance expenditures required to obtain the expected future cash flows from the asset. If no legal, regulatory, contractual, competitive, economic, or other factors limit the useful life of an intangible asset to the reporting entity, the useful life of the asset is considered to be indefinite. The term indefinite does not mean the same as infinite or indeterminate. The useful life of an intangible asset is indefinite if that life extends beyond the foreseeable horizon; that is, there is no foreseeable limit on the period of time over which it is expected to contribute to the cash flows of the acquired business. Although we believe the assumptions and estimates we have made have been reasonable and appropriate, they are based in part on historical experience and information obtained from the management of the acquired entity and are inherently uncertain. Examples of critical estimates in accounting for acquisitions include but are not limited to future expected cash flows from sales of products and services and related contracts and agreements and discount and long-term growth rates. Unanticipated events and circumstances may occur which could affect the accuracy or validity of our assumptions, estimates or actual results. Variable Interest Entities We consolidate entities under our control, including VIEs where we are deemed to be the primary beneficiary. In accordance with the applicable accounting guidance for the consolidation of VIEs, we analyze our variable interests, including loans, guarantees and equity investments, to determine if an entity in which we have a variable interest is a VIE. Our analysis includes both quantitative and qualitative reviews. We base our quantitative analysis on the forecasted cash flows of the entity, and our qualitative analysis on our review of the design of the entity, its organizational structure including decision-making ability, and relevant financial agreements. We also use our qualitative analyses to determine if we must consolidate a VIE because we are its primary beneficiary. Fair Value Measurements We have several financial instruments that we are required to disclose at fair value on a recurring basis. See Footnote 7 “Financial Instruments” for further information. We also apply the provisions of fair value measurement to various non-recurring measurements for our financial and non-financial assets and liabilities. The applicable accounting standards define fair value as the price that would be received upon selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). We measure fair value of our assets and liabilities using inputs from the following three levels of the fair value hierarchy: •Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date. •Level 2 inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). •Level 3 includes unobservable inputs that reflect our assumptions about what factors market participants would use in pricing the asset or liability. We develop these inputs based on the best information available, including our own data. Cash and Cash Equivalents We consider all highly liquid investments with an initial purchase maturity of three months or less at the date of purchase to be cash equivalents. Restricted Cash Restricted cash primarily consists of cash restricted for use by consolidated owners’ associations which is designated for resort operations and other specific uses, such as reserves, cash held in a reserve account related to vacation ownership notes receivable securitizations, cash collected for maintenance fees to be remitted to owners’ associations, and deposits received and held in escrow, primarily associated with the sale of vacation ownership products. Accounts Receivable Accounts receivable are comprised of amounts due from customers, primarily owners’ associations, resort developers, owners and members, credit card receivables, amounts due from taxing authorities, indemnification assets, and other miscellaneous receivables. Accounts receivable outstanding longer than the contractual payment terms are considered past due. We determine our credit loss reserve for accounts receivable by considering a number of factors, including previous loss history, our judgment as to the specific customer’s current ability to pay its obligation and the condition of the general economy. We write off accounts receivable when they become uncollectible once we have exhausted all means of collection. Accounts receivable is presented net of a reserve for credit losses of $4 million and $14 million at December 31, 2022 and December 31, 2021, respectively. Accounts receivable also includes interest receivable on vacation ownership notes receivable. Write-offs of interest receivable are recorded as a reversal of previously recorded interest income. Loan Loss Reserves Acquired Vacation Ownership Notes Receivable Reserve for Credit Losses As part of the ILG Acquisition, we acquired existing portfolios of vacation ownership notes receivable. At acquisition, we recorded these vacation ownership notes receivable at fair value. Upon adoption of Accounting Standards Update (“ASU”) 2016-13 – “Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”) on January 1, 2020, we account for these acquired vacation ownership notes receivable using the purchased credit deteriorated assets provision of the current expected credit loss model, whereby we established a reserve for credit losses and a corresponding increase in the book value of the acquired vacation ownership notes receivable, resulting in no impact to the recorded balance. The estimates of the reserve for credit losses on the acquired vacation ownership notes receivable are based on default rates that are an output of our static pool analyses. Any changes in the reserve for credit losses are recorded as Financing expenses on our Income Statements. For acquired vacation ownership note receivables, the estimated collateral value is transferred from vacation ownership notes receivable to inventory upon foreclosure or revocation of the related vacation ownership note receivable. The vacation ownership notes receivable acquired as part of the Welk Acquisition were recorded at fair value using the purchased credit deteriorated assets provision of the current expected credit loss model, consistent with the principles outlined above. Originated Vacation Ownership Notes Receivable ReserveWe record the difference between the contract receivable or vacation ownership note receivable and the variable consideration included in the transaction price for the sale of the related vacation ownership product as a reserve on our contracts receivable or originated vacation ownership notes receivable, as applicable. See “Financing Revenues” above for further information. Past Due and Defaulted Although we consider loans to owners to be past due if we do not receive payment within 30 days of the due date, we suspend accrual of interest only on those loans that are over 90 days past due. For Legacy-MVW vacation ownership notes receivable, we consider loans over 150 days past due to be in default and fully reserve such amounts. For Legacy-ILG and Legacy-Welk vacation ownership notes receivable, we consider loans over 120 days past due to be in default and fully reserve such amounts. We apply payments we receive for vacation ownership notes receivable on non-accrual status first to interest, then to principal and any remainder to fees. We resume accruing interest when vacation ownership notes receivable are less than 90 days past due. We do not accept payments for vacation ownership notes receivable during the foreclosure process unless the amount is sufficient to pay all past due principal, interest, fees and penalties owed and fully reinstate the note. We write off vacation ownership notes receivable against the reserve once we receive title to the vacation ownership products through the foreclosure or deed-in-lieu process or, in certain circumstances, when revocation is complete. Inventory Our inventory consists primarily of completed vacation ownership products. We carry our inventory at the lower of (1) cost, including costs of improvements and amenities incurred subsequent to acquisition, capitalized interest and real estate taxes plus other costs incurred during construction, or (2) estimated fair value, less costs to sell, which can result in impairment charges and/or recoveries of previous impairments. We account for vacation ownership inventory and cost of vacation ownership products in accordance with the authoritative guidance for accounting for real estate time-sharing transactions, which defines a specific application of the relative sales value method for reducing vacation ownership inventory and recording cost of sales as described in our policy for revenue recognition for vacation ownership products. Also, pursuant to the guidance for accounting for real estate time-sharing transactions, we do not reduce inventory for the cost of vacation ownership products related to variable consideration which has not been included within the transaction price (accordingly, no adjustment is made when inventory is reacquired upon default of the related originated vacation ownership note receivable). These standards provide for changes in estimates within the relative sales value calculations to be accounted for as real estate inventory true-ups, which we refer to as product cost true-up activity, and are recorded in Cost of vacation ownership product expenses on the Income Statements to retrospectively adjust the margin previously recorded subject to those estimates. Product cost true-up activity relating to vacation ownership products increased carrying values of inventory by $24 million, $10 million and $6 million during 2022, 2021 and 2020, respectively. Property and Equipment Property and equipment includes our sales centers, golf courses, information technology, including internally developed capitalized software, and other assets used in the normal course of business, as well as land held for future vacation ownership product development, and undeveloped and partially developed land parcels that are not part of an approved development plan and do not meet the criteria to be classified as held for sale. In addition, fully developed VOIs are classified as property and equipment until they are registered and available for sale. We record property and equipment at cost, including interest and real estate taxes incurred during active development. We capitalize the cost of improvements that extend the useful life of property and equipment when incurred. We expense all repair and maintenance costs as incurred. We compute depreciation using the straight-line method over the estimated useful lives of the assets (three to forty years), and we amortize leasehold improvements over the shorter of the asset life or lease term. We also capitalize certain qualified costs incurred in connection with the development of internal use software. Capitalization of internal use software costs begins when the preliminary project stage is completed, management with the relevant authority authorizes and commits to the funding of the software project, and it is probable that the project will be completed and the software will be used to perform the function intended. Leases We account for leases in accordance with ASC Topic 842, “Leases” (“ASC 842”). We determine if an arrangement is or contains a lease at contract inception. Operating leases include lease arrangements for various land, corporate facilities, real estate and equipment. Corporate facilities leases are for office space, including our current corporate headquarters in Orlando, Florida. Other operating leases are primarily for office, off-site sales centers and retail space, as well as various equipment supporting our operations, with varying terms and renewal option periods. Finance leases include lease arrangements for ancillary and operations space. We also have a long-term finance lease for land underlying an operating hotel. In addition, we also lease various equipment supporting our operations and classify these leases as finance leases in accordance with ASC 842. The depreciable life of these assets is limited to the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Right-of-use assets and lease liabilities are recognized based on the present value of lease payments over the lease term at commencement date. Short-term leases, which have an initial term of a year or less, are not recorded on the balance sheet. For purposes of calculating lease liabilities, lease terms may be deemed to include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Macroeconomic conditions are the primary factor used to estimate whether an option to extend a lease term will be exercised or not. Because the rate implicit in our leases is not readily determinable, we use our incremental borrowing rate as the discount rate, which approximates the interest rate at which we could borrow on a collateralized basis with similar terms and payments and in similar economic environments. Right-of-use assets exclude the unamortized portion of lease incentives received. Certain of our lease agreements include variable rental payments that are based on a percentage of retail sales over contractual levels and others include rental payments adjusted periodically for inflation. Additionally, with respect to our real estate leases, we do not separate lease and non-lease components. Impairment of Long-Lived Assets and Other Intangible Assets We assess long-lived assets, including property and equipment, leases, and definite-lived intangible assets, for recoverability when changes in circumstances indicate the carrying value may not be recoverable, for example, when there are material adverse changes in projected revenues or expenses, significant underperformance relative to historical or projected operating results, or significant negative industry or economic trends. We evaluate recoverability of an asset group by comparing its carrying value to the future net undiscounted cash flows that we expect will be generated by the asset group. If the comparison indicates that the carrying value of an asset group is not recoverable, we recognize an impairment loss for the excess of carrying value over the estimated fair value. When we recognize an impairment loss for assets to be held and used, we depreciate the adjusted carrying amount of those assets over their remaining useful life. We assess indefinite-lived intangible assets for potential impairment and continued indefinite use annually, or more frequently if an event or other circumstance indicates that we may not be able to recover the carrying amount of the asset. We may first assess qualitative factors to determine whether it is more likely than not that the fair value of the indefinite-lived intangible is less than its carrying amount. If the carrying value of the asset exceeds the fair value, we recognize an impairment loss in the amount of that excess. Goodwill We perform an annual review for the potential impairment of the carrying value of goodwill in the fourth quarter, or more frequently if events or circumstances indicate a possible impairment. For purposes of evaluating goodwill for impairment, we have two reporting units, which are also our reportable operating segments. In evaluating goodwill for impairment, we may assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50%) that the fair value of a reporting unit is less than its carrying amount. If we bypass the qualitative assessment, or if we conclude that it is more likely than not that the fair value of a reporting unit is less than its carrying value, then we perform a quantitative impairment test by comparing the fair value of a reporting unit with its carrying amount. Qualitative factors that we consider include, for example, macroeconomic and industry conditions, overall financial performance, and other relevant entity-specific events. If the qualitative assessment is not conclusive, then a quantitative impairment analysis for goodwill is performed at the reporting unit level. We may also choose to perform this quantitative impairment analysis instead of the qualitative analysis. The quantitative impairment analysis compares the fair value of the reporting unit, determined using the income and/or market approach, to its recorded amount. If the recorded amount exceeds the fair value, then a goodwill impairment charge is recorded for the difference up to the recorded amount of goodwill. We calculate the estimated fair value of a reporting unit using a weighting of the income and market approaches. For the income approach, we use internally developed discounted cash flow models that include the following assumptions, among others: projections of revenues, expenses, and related cash flows based on assumed long-term growth rates and demand trends; expected future investments to grow new units; and estimated discount rates. For the market approach, we use internal analyses based primarily on market comparables. We base these assumptions on our historical data and experience, third-party appraisals, industry projections, micro and macro general economic condition projections, and our expectations. Convertible Senior Notes In accounting for convertible notes issued prior to the adoption of ASU 2020-06 (as defined in New Accounting Standards below) in the first quarter of 2022, we bifurcated our convertible notes into liability and equity components. The carrying amount of the liability component was calculated by measuring the fair value of a similar liability that does not have an associated convertible feature. The carrying amount of the equity component, representing the conversion option, was determined by deducting the fair value of the liability component from the par value of the convertible notes. The excess of the principal amount of the liability over its carrying amount was amortized to interest expense over the term of the convertible notes using the effective interest method. Upon adoption of ASU 2020-06, we are no longer required to bifurcate our convertible notes into liability and equity components. Further, upon adoption of the new guidance, we are required to calculate the impact of our convertible notes on diluted earnings per share using the “if-converted” method, regardless of our intent to settle or partially settle the debt in cash. See Footnote 8 “Earnings per Share” and Footnote 16 “Debt” for more information and also see New Accounting Standards below for information on the impact of adoption of ASU 2020-06 on our consolidated financial statements. Derivative Instruments We record derivatives at fair value. The designation of a derivative instrument as a hedge and its ability to meet the hedge accounting criteria determine how we reflect the change in fair value of the derivative instrument in our Financial Statements. A derivative qualifies for hedge accounting if we expect it to be highly effective in offsetting the underlying hedged exposure and we fulfill the hedge documentation requirements. We may designate a hedge as a cash flow hedge, fair value hedge, or a net investment in non-U.S. operations hedge based on the exposure we are hedging. If a qualifying hedge is deemed effective, we record changes in fair value in other comprehensive income. We assess the effectiveness of our hedging instruments quarterly, recognize current period hedge ineffectiveness immediately in earnings, and discontinue hedge accounting for any hedge that we no longer consider to be highly effective. We recognize changes in fair value for derivatives not designated as hedges or those not qualifying for hedge accounting in current period earnings. We are exposed to market risk from changes in interest rates, currency exchange rates and debt prices. We manage our exposure to these risks by monitoring available financing alternatives, through pricing policies that may take into account currency exchange rates, and by entering into derivative arrangements. As a matter of policy, we only enter into transactions that we believe will be highly effective at offsetting the underlying risk, and we do not use derivatives for trading or speculative purposes. Loss Contingencies We are subject to various legal proceedings and claims in the normal course of business, the outcomes of which are subject to significant uncertainty. We record an accrual for loss contingencies when we determine that it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. In making such determinations we evaluate, among other things, the degree of probability of an unfavorable outcome and, when it is probable that a liability has been incurred, our ability to make a reasonable estimate of the loss. We review these accruals each reporting period and make revisions based on changes in facts and circumstances. Defined Contribution Plan We administer and maintain a defined contribution plan for the benefit of all employees meeting certain eligibility requirements who elect to participate in the plan. Contributions are determined based on a specified percentage of salary deferrals by participating employees. We recognized compensation expense (net of cost reimbursements from owners’ associations) for our participating employees totaling $23 million in 2022, $19 million in 2021 and $12 million in 2020. Deferred Compensation Plan Certain members of our senior management have the opportunity to participate in the Marriott Vacations Worldwide Deferred Compensation Plan (the “Deferred Compensation Plan”), which we maintain and administer. Under both the Deferred Compensation Plan and the Marriott International EDC (as defined below), participating employees are able to defer payment and income taxation of a portion of their salary and bonus. It also provides participants with the opportunity for long-term capital appreciation by crediting their accounts with notional earnings. Prior to the spin-off of MVW from Marriott International (the “Marriott Spin-Off”), certain members of our senior management had the opportunity to participate in the Marriott International, Inc. Executive Deferred Compensation Plan (the “Marriott International EDC”), which Marriott International maintains and administers. Subsequent to the Marriott Spin-Off, we remain liable to reimburse Marriott International for distributions to participants who were employees of Marriott Vacations Worldwide at the time of the Marriott Spin-Off, including earnings thereon. To support our ability to meet a portion of our obligations under the Deferred Compensation Plan, we acquired company owned insurance policies (the “COLI policies”) on the lives of certain participants in the Deferred Compensation Plan, the proceeds of which are intended to be aligned with the investment alternatives elected by plan participants and are payable to a rabbi trust with the Company as grantor. For both 2022 and 2021, participants were able to select a rate of return based on market-based investment alternatives for up to 100% of their contributions and existing balances, with one of those options being a fixed rate of return of 3.5%. We consolidate the liabilities of the Deferred Compensation Plan and the related assets, which consist of the COLI policies held in the rabbi trust. The rabbi trust is considered a VIE. We are considered the primary beneficiary of the rabbi trust because we direct the activities of the trust and are the beneficiary of the trust. At December 31, 2022, the value of the assets held in the rabbi trust was $76 million, which is included in the Other line within assets on our Balance Sheets. Share-Based Compensation Costs During the second quarter of 2020, our shareholders approved the Marriott Vacations Worldwide Corporation 2020 Equity Incentive Plan (the “MVW Equity Plan”), which supersedes both the Marriott Vacations Worldwide Corporation Stock and Cash Incentive Plan and the Interval Leisure Group, Inc. 2013 Stock and Incentive Plan (collectively, the “Prior Plans”). No new awards will be granted under the Prior Plans and all awards that were granted under the Prior Plans will remain outstanding and continue to be governed by the Prior Plans. The MVW Equity Plan is maintained for the benefit of our officers, directors, and employees. Under the MVW Equity Plan, we are authorized to award: (1) restricted shares of our common stock and restricted stock units (“RSUs”) of our common stock, (2) stock appreciation rights (“SARs”) relating to our common stock, and (3) options to purchase our common stock. We follow the provisions of ASC Topic 718 “Compensation—Stock Compensation,” which requires that a company measure the expense of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. Generally, share-based awards granted to our employees, other than RSUs with performance vesting conditions, vest ratably over a four-year period. For share-based awards with service-only vesting conditions, we record compensation expense on a straight-line basis over the requisite service period. For RSUs with performance vesting conditions, the number of RSUs earned, if any, is determined following the end of a performance period (typically three years) based upon the cumulative achievement over that period of specific quantitative operating financial measures and we recognize compensation expense once it is probable that the corresponding performance condition will be achieved. SARs awarded under the MVW Equity Plan are granted at exercise prices or strike prices equal to the market price of our common stock on the date of grant (this price is referred to as the “base value”). SARs generally expire ten years after the date of grant and both vest and become exercisable in cumulative installments of one quarter of the grant at the end of each of the first four years following the date of grant. Upon exercise of SARs, our employees and non-employee directors receive a number of shares of our common stock equal to the number of SARs being exercised, multiplied by the quotient of (a) the market price of the common stock on the date of exercise (this price is referred to as the “final value”) minus the base value, divided by (b) the final value. We recognize the expense associated with these awards on our Income Statements based on the fair value of the awards as of the date that the share-based awards are granted and adjust that expense to the estimated number of awards that we expect will vest or be earned. The fair value of RSUs represents the number of awards granted multiplied by the average of the high and low market price of our common stock on the date the awards are granted, reduced by the present value of the dividends expected to be paid on the shares during the vesting period, discounted at a risk-free interest rate. We generally determine the fair value of SARs using the Black-Scholes option valuation model, which incorporates assumptions about expected volatility, risk free interest rate, dividend yield and expected term. We issue shares from authorized shares upon the exercise of SARs or stock options held by our employees and directors. For share-based awards granted to non-employee directors, we recognize compensation expense on the grant date based on the fair value of the awards as of that date. See Footnote 18 “Share-Based Compensation” for more information on the MVW Equity Plan. Non-U.S. Operations The U.S. dollar is the functional currency of our consolidated entities operating in the United States. The functional currency for our consolidated entities operating outside of the United States is generally the currency of the economic environment in which the entity primarily generates and expends cash. For consolidated entities whose functional currency is not the U.S. dollar, we translate their financial statements into U.S. dollars. We translate assets and liabilities at the exchange rate in effect as of the financial statement date and translate Income Statement accounts using the weighted average exchange rate for the period. We include translation adjustments from currency exchange and the effect of exchange rate changes on intercompany transactions of a long-term investment nature as a separate component of equity. We report gains and losses from currency exchange rate changes related to intercompany receivables and payables that are not of a long-term investment nature, as well as gains and losses from non-U.S. currency transactions, in the Gains (losses) and other income (expense), net line on our Income Statements. Income Taxes We file income tax returns, including with respect to our subsidiaries, in various jurisdictions around the world. We account for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the provision for income tax in the period that includes the enactment date. Changes in existing tax laws and rates, their related interpretations, and the uncertainty generated by the current economic environment may affect the amounts of deferred tax liabilities or the valuations of deferred tax assets over time. Our accounting for deferred tax consequences represents management’s best estimate of future events that can be appropriately reflected in the accounting estimates. We record a valuation allowance on deferred taxes if we determine it is more likely than not that we will not fully realize the future benefit of deferred tax assets. In making such a determination, we consider all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. In the event we determine that we would be able to realize our deferred income tax assets in the future in excess of their net recorded amount, we would make an adjustment to the deferred tax asset valuation allowance, which impacts the provision for income taxes. We file tax returns after the close of our fiscal year end and adjust our estimated tax receivable or liability to the actual tax receivable or tax due per the filed tax returns in the provision for income tax. For purposes of Global Intangible Low-Taxed Income, we have elected to use the period cost method and therefore have not recorded deferred taxes for basis differences expected to reverse in future periods. For tax positions we have taken, or expect to take, in a tax return we apply a more likely than not threshold, under which we must conclude a tax position is more likely than not to be sustained, assuming that the position will be examined by the appropriate taxing authority that has full knowledge of all relevant information, in order to continue to recognize the benefit. In determining our provision for income taxes, we use judgment, reflecting our estimates and assumptions, in applying the more likely than not threshold. Based on our evaluations of tax positions, we believe that potential tax exposures have been recorded appropriately. Additionally, we recognize accrued interest and penalties related to our unrecognized tax benefits as a component of tax expense. New Accounting Standards Accounting Standards Update 2020-06 – “Debt — Debt With Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity” (“ASU 2020-06”) In the first quarter of 2022, we adopted ASU 2020-06, using the modified retrospective method. Upon adoption of ASU 2020-06, we were no longer required to separate our convertible notes into liability and equity components, and were required to calculate the impact of our convertible notes on diluted earnings per share using the “if-converted” method, regardless of intent to settle or partially settle the debt in cash. Under the “if-converted” method, diluted earnings per share is generally calculated assuming that all of our convertible notes are converted solely into shares of common stock at the beginning of the reporting period, unless the result would be anti-dilutive. The application of the “if-converted” method reduces our reported diluted earnings per share. The impacts of the adoption were recorded as a cumulative effect in the opening balance of retained earnings and the conversion feature related to our convertible notes was reclassified from equity to liabilities. In addition, we eliminated the related equity adjustment associated with the deferred tax liability. The adoption of ASU 2020-06 on January 1, 2022 resulted in an increase in debt of $107 million, a decrease in additional paid-in capital of $111 million, and a decrease in deferred taxes of $27 million, as well as a cumulative effect adjustment to the opening balance of retained earnings of $31 million. We will continue to amortize the remaining debt issuance costs associated with our convertible notes over the respective terms of our convertible notes. The prior period consolidated financial statements have not been retrospectively restated and continue to be reported under the accounting standards in effect for those periods. See Footnote 16 “Debt” for further information on accounting for the convertible notes and the convertible note hedges, subsequent to the adoption of ASU 2020-06. Accounting Standards Update 2021-08 - “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers” (“ASU 2021-08”) In the first quarter of 2022, we adopted ASU 2021-08, which amended ASC 805 “Business Combinations,” to require entities to apply ASC 606 to recognize and measure contract assets and contract liabilities from contracts with customers in a business combination. The adoption of ASU 2021-08 on January 1, 2022 did not have a material impact on our financial statements or disclosures. In the event that we complete business combinations in the future, the application of ASU 2021-08 could result in higher acquired deferred revenue. Future Adoption of Accounting Standards Accounting Standards Update 2020-04 – “Reference Rate Reform (Topic 848), Facilitation of the Effects of Reference Rate Reform on Financial Reporting” (“ASU 2020-04”) and Accounting Standards Update 2022-06 – “Reference Rate Reform (Topic 848), Deferral of the Sunset Date of Topic 848” (“ASU 2022-06”) In March 2020, the Financial Accounting Standards Board (“FASB”) issued ASU 2020-04, as amended, which provides optional expedients and exceptions to existing guidance on contract modifications and hedge accounting in an effort to ease the financial reporting burdens related to the expected market transition from the USD London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates. This update was effective upon issuance and issuers may generally elect to adopt the optional expedients and exceptions over time through a period ending on December 31, 2022. In December 2022, the FASB issued ASU 2022-06 to extend the temporary accounting rules under Topic 848 from December 31, 2022 to December 31, 2024. During 2022, we amended the terms of our Warehouse Credit Facility and our Revolving Corporate Credit Facility, both as defined and discussed further in Footnote 15 “Securitized Debt” and Footnote 16 “Debt,” respectively, to, among other things, reference SOFR (as defined in Footnote 15 “Securitized Debt”) rather than LIBOR. Our Term Loan and certain interest rate swaps and collars have not yet discontinued the use of LIBOR. To the extent these instruments are amended to reference a different benchmark interest rate, we may elect to utilize the relief available in ASU 2020-04. When we renew or amend these debt instruments, we will determine a replacement rate for LIBOR. We have not adopted any of the optional expedients or exceptions as of December 31, 2022, but will continue to evaluate their adoption during the effective period as circumstances evolve. Accounting Standards Update 2022-02 – “Financial Instruments–Credit Losses (Topic 326) - Troubled Debt Restructurings and Vintage Disclosures” (“ASU 2022-02”) In March 2022, the FASB issued ASU 2022-02, which eliminates the recognition and measurement guidance applicable to troubled debt restructurings for creditors and enhances disclosure requirements with respect to loan modifications for borrowers experiencing financial difficulty. ASU 2022-02 also requires disclosure of current-period gross write-offs by year of origination to be presented in the vintage disclosures for financing receivables. This update is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, with early adoption permitted. We are evaluating the impact that the adoption of ASU 2022-02 will have on our financial statements and disclosures; however, we do not expect adoption to have a material effect on our financial statements or disclosures other than the disclosure changes related to vintage disclosures for financing receivables. We expect to adopt ASU 2022-02 in the first quarter of 2023.

CONTINGENCIES AND COMMITMENTS (Details) $ in Millions	Dec. 31, 2022 USD ($)
Commitments and Contingencies Disclosure [Line Items]
Surety bonds issued	$ 128
Guarantor obligations, maximum exposure. due in first year	10
Revolving Credit Facility
Commitments and Contingencies Disclosure [Line Items]
Letters of credit outstanding	1
Letter of Credit
Commitments and Contingencies Disclosure [Line Items]
Letters of credit outstanding	2
Exchange & Third-Party Management
Commitments and Contingencies Disclosure [Line Items]
Guarantor obligations, maximum exposure	7
Guarantor obligations, maximum exposure. due in first year	2
Guarantor obligations, maximum exposure, due in second year	2
Guarantor obligations, maximum exposure, due in third year	1
Guarantor obligations, maximum exposure, due in fourth year	1
Guarantor obligations, maximum exposure, due in five year	$ 1
Guarantor obligations, ownership percentage	95.00%
Information technology hardware and software
Commitments and Contingencies Disclosure [Line Items]
Purchase commitment	$ 86
Purchase commitment obligation due, 2022	59
Purchase commitment obligation due, 2024	15
Purchase commitment obligation due, 2025	8
Purchase commitment obligation due, 2026	$ 4

INVENTORY

12 Months Ended

Dec. 31, 2022

Inventory Disclosure [Abstract]

INVENTORY

The following table shows the composition of our inventory balances:


($ in millions)	At Year-End 2022		At Year-End 2021


VOI inventory(1)	651		710
Other	9		9
	$	660	$	719

_________________________

(1)Represents completed inventory that is registered for sale as VOIs and vacation ownership inventory expected to be reacquired pursuant to estimated future defaults on originated vacation ownership notes receivable.

We value VOIs at the lower of cost or fair market value less costs to sell, in accordance with applicable accounting guidance, and we record operating supplies at the lower of cost (using the first-in, first-out method) or net realizable value.

In addition to the above, at December 31, 2022 and December 31, 2021, we had $428 million and $460 million, respectively, of completed vacation ownership units which are classified as a component of Property and equipment, net until the time at which they are available and legally registered for sale as vacation ownership products.

PROPERTY AND EQUIPMENT - Property and equipment balances (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Abstract]
Land and land improvements	$ 420	$ 441
Buildings and leasehold improvements	746	697
Furniture, fixtures and other equipment	119	136
Information technology	389	413
Construction in progress	91	37
Property and equipment, gross	1,765	1,724
Accumulated depreciation	(626)	(588)
Property and equipment, net	$ 1,139	$ 1,136

LEASES - Lease Term and Discount Rate (Details)	Dec. 31, 2022	Dec. 31, 2021
Weighted-average remaining lease term
Operating leases	6 years 9 months 18 days	6 years 4 months 24 days
Finance leases	51 years 6 months	53 years 8 months 12 days
Weighted-average discount rate
Operating leases	6.20%	5.80%
Finance leases	5.30%	5.30%

ACQUISITIONS AND DISPOSITIONS - Pro Forma Results of Operations (Details) - Welk - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Business Acquisition [Line Items]
Business combinations, pro forma, acquisition-related costs		$ 0	$ 19,000,000
Revenues		3,937,000,000	3,011,000,000
Net income (loss)		70,000,000	(272,000,000)
Net income (loss) attributable to common shareholders		$ 62,000,000	$ (291,000,000)
EARNINGS (LOSS) PER SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS
Basic (in usd per share)		$ 1.46	$ (7.04)
Diluted (in usd per share)		$ 1.43	$ (7.04)
Revenue	$ 240,000,000	$ 146,000,000
Net loss	$ 49,000,000	$ 17,000,000

FINANCIAL INSTRUMENTS (Tables)

12 Months Ended

Dec. 31, 2022

Investments, All Other Investments [Abstract]

Carrying values and estimated fair values of financial assets and liabilities


	At December 31, 2022				At December 31, 2021
($ in millions)	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Vacation ownership notes receivable, net	$	2,198	$	2,245	$	2,045	$	2,102
Other assets	76		76		76		76
Total financial assets	$	2,274	$	2,321	$	2,121	$	2,178

Securitized debt, net	$	(1,938)	$	(1,828)	$	(1,856)	$	(1,900)
2025 Notes, net	(248)		(258)		(248)		(261)
2028 Notes, net	(347)		(307)		(346)		(362)
2029 Notes, net	(494)		(417)		(493)		(505)
Term Loan, net	(778)		(775)		(776)		(784)

2022 Convertible notes, net(1)	—		—		(224)		(280)
2026 Convertible notes, net(1)	(565)		(560)		(461)		(682)
2027 Convertible notes, net(1)	(560)		(568)		—		—
Non-interest bearing note payable, net	(10)		(10)		—		—
Total financial liabilities	$	(4,940)	$	(4,723)	$	(4,404)	$	(4,774)

_________________________

Vacation Ownership Notes Receivable


	At December 31, 2022				At December 31, 2021
($ in millions)	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Vacation ownership notes receivable, net
Securitized	$	1,792	$	1,837	$	1,662	$	1,712

Eligible for securitization	63		65		97		104
Not eligible for securitization	343		343		286		286
Non-securitized	406		408		383		390
	$	2,198	$	2,245	$	2,045	$	2,102

DEBT - 2022 Convertible Note Hedges and Warrants (Details) - 2022 Convertible Notes - $ / shares	Dec. 31, 2022	Dec. 31, 2017
2022 Warrants
Debt Instrument [Line Items]
Indexed shares (in shares)		1,600,000
Exercise price of warrants (in usd per share)	$ 175.62
Number of warrants exercised (in shares)	0
2022 Convertible Note Hedges
Debt Instrument [Line Items]
Convertible note hedges exercised (in shares)	0

DEBT - 2027 Convertible Note Hedges and Warrants (Details) - 2027 Convertible Note Hedges $ / shares in Units, $ in Millions	Dec. 31, 2022 USD ($) $ / shares shares
Convertible Notes
Debt Instrument [Line Items]
Conversion price (in usd per share) \| $ / shares	$ 189.65
Convertible Note Hedges
Debt Instrument [Line Items]
Indexed shares (in shares)	3,000,000
Option indexed to issuer's equity, indexed values \| $	$ 107
Number of warrants exercised (in shares)	0
Convertible note hedges exercised (in shares)	0
Private Warrants
Debt Instrument [Line Items]
Number of securities called by warrants (in shares)	3,000,000
Exercise price of warrants (in usd per share) \| $ / shares	$ 286.26
Warrants and rights outstanding \| $	$ 43

SECURITIZED DEBT - Vacation Ownership Notes Receivable Securitizations (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Vacation ownership notes receivable securitizations, gross	$ 1,938,000,000	$ 1,856,000,000
Secured debt, net	1,938,000,000	1,856,000,000
Variable Interest Entity
Debt Instrument [Line Items]
Vacation ownership notes receivable securitizations, gross	$ 1,982,000,000	1,877,000,000
Securitized debt \| Variable Interest Entity
Debt Instrument [Line Items]
Debt, weighted average interest rate	3.30%
Securitized debt \| Variable Interest Entity \| Warehouse Credit Facility
Debt Instrument [Line Items]
Vacation ownership notes receivable securitizations, gross	$ 162,000,000	0
Unamortized debt discount and issuance costs	2,000,000	0
Secured debt, net	$ 160,000,000	0
Interest rate, effective percentage	5.50%
Unamortized debt issuance expense		2,000,000
Securitized debt \| Vacation Ownership Notes Receivable Securitizations \| Variable Interest Entity
Debt Instrument [Line Items]
Vacation ownership notes receivable securitizations, gross	$ 1,799,000,000	1,877,000,000
Unamortized debt discount and issuance costs	(21,000,000)	(21,000,000)
Secured debt, net	$ 1,778,000,000	$ 1,856,000,000
Securitized debt \| Minimum \| Variable Interest Entity
Debt Instrument [Line Items]
Debt, stated interest rate	1.50%
Securitized debt \| Maximum \| Variable Interest Entity
Debt Instrument [Line Items]
Debt, stated interest rate	6.40%

SHARE-BASED COMPENSATION - Changes in Outstanding SARs and Weighted Average Exercise Prices (Details) - SARs $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2022 USD ($) $ / shares shares
Number of SARs
Outstanding at beginning of year (in shares) \| shares	626,875
Granted (in shares) \| shares	77,037
Exercised (in shares) \| shares	(10,378)
Forfeited (in shares) \| shares	(4,028)
Outstanding at ending of year (in shares) \| shares	689,506
Weighted Average Exercise Price Per SAR
Outstanding at beginning of year (in usd per share) \| $ / shares	$ 107.86
Granted (in usd per share) \| $ / shares	159.27
Exercised (in usd per share) \| $ / shares	39.93
Forfeited (in usd per share) \| $ / shares	161.57
Outstanding at year-end (in usd per share) \| $ / shares	$ 114.32
Intrinsic value, outstanding \| $	$ 21
Outstanding, weighted average remaining contractual life	6 years
Exercisable (in shares) \| shares	442,678
Exercisable, weighted average value (in usd per share) \| $ / shares	$ 97.00
Aggregate intrinsic value, exercisable \| $	$ 18
Outstanding, weighted average remaining contractual terms	5 years

DEBT - Interest Expense Related To The Convertible Notes (Details) - Convertible Notes - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Interest expense	$ 5	$ 0	$ 0
2022 Convertible Notes
Debt Instrument [Line Items]
Contractual interest expense	3	3	3
Amortization of debt discount	5	8	7
Debt issuance cost amortization	1	1	1
Interest expense	9	12	11
2026 Convertible Notes
Debt Instrument [Line Items]
Amortization of debt discount	0	22	0
Debt issuance cost amortization	3	2	0
Interest expense	$ 3	$ 24	$ 0

VACATION OWNERSHIP NOTES RECEIVABLE - Origination Year, Vacation Ownership Notes Receivable, Brand and FICO score prior year (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total vacation ownership notes receivable	$ 2,589	$ 2,447
Acquired
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total vacation ownership notes receivable	271	444
Acquired \| 700 +
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total vacation ownership notes receivable	147	231
Acquired \| 600 - 699
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total vacation ownership notes receivable	100	165
Acquired \| less than 600
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total vacation ownership notes receivable	7	13
Acquired \| No Score
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total vacation ownership notes receivable	17	35
Acquired \| Combined Marriott
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	0
2021	0
2020	0
2019	0
2018 & Prior	136
Total vacation ownership notes receivable	136
Acquired \| Combined Marriott \| 700 +
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	0
2021	0
2020	0
2019	0
2018 & Prior	67
Total vacation ownership notes receivable	67
Acquired \| Combined Marriott \| 600 - 699
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	0
2021	0
2020	0
2019	0
2018 & Prior	47
Total vacation ownership notes receivable	47
Acquired \| Combined Marriott \| less than 600
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	0
2021	0
2020	0
2019	0
2018 & Prior	6
Total vacation ownership notes receivable	6
Acquired \| Combined Marriott \| No Score
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	0
2021	0
2020	0
2019	0
2018 & Prior	16
Total vacation ownership notes receivable	16
Acquired \| Hyatt
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	0
2021	0
2020	0
2019	0
2018 & Prior	8
Total vacation ownership notes receivable	8	15
Acquired \| Hyatt \| 700 +
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	0
2021	0
2020	0
2019	0
2018 & Prior	5
Total vacation ownership notes receivable	5	8
Acquired \| Hyatt \| 600 - 699
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	0
2021	0
2020	0
2019	0
2018 & Prior	3
Total vacation ownership notes receivable	3	6
Acquired \| Hyatt \| less than 600
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	0
2021	0
2020	0
2019	0
2018 & Prior	0
Total vacation ownership notes receivable	0	1
Acquired \| Hyatt \| No Score
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	0
2021	0
2020	0
2019	0
2018 & Prior	0
Total vacation ownership notes receivable	0	0
Acquired \| Welk
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	0
2021	9
2020	26
2019	33
2018 & Prior	59
Total vacation ownership notes receivable	127	197
Acquired \| Welk \| 700 +
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	0
2021	6
2020	16
2019	20
2018 & Prior	33
Total vacation ownership notes receivable	75	115
Acquired \| Welk \| 600 - 699
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	0
2021	3
2020	9
2019	13
2018 & Prior	25
Total vacation ownership notes receivable	50	79
Acquired \| Welk \| less than 600
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	0
2021	0
2020	1
2019	0
2018 & Prior	0
Total vacation ownership notes receivable	1	1
Acquired \| Welk \| No Score
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	0
2021	0
2020	0
2019	0
2018 & Prior	1
Total vacation ownership notes receivable	1	2
Originated
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total vacation ownership notes receivable	2,318	674
Originated \| 700 +
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total vacation ownership notes receivable	1,367	366
Originated \| 600 - 699
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total vacation ownership notes receivable	613	198
Originated \| less than 600
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total vacation ownership notes receivable	58	29
Originated \| No Score
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total vacation ownership notes receivable	280	81
Originated \| Combined Marriott
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	805
2021	502
2020	187
2019	300
2018	147
2017 & Prior	151
Total vacation ownership notes receivable	2,092
Originated \| Combined Marriott \| 700 +
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	481
2021	306
2020	101
2019	160
2018	83
2017 & Prior	79
Total vacation ownership notes receivable	1,210
Originated \| Combined Marriott \| 600 - 699
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	192
2021	140
2020	53
2019	82
2018	40
2017 & Prior	42
Total vacation ownership notes receivable	549
Originated \| Combined Marriott \| less than 600
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	18
2021	15
2020	7
2019	9
2018	3
2017 & Prior	3
Total vacation ownership notes receivable	55
Originated \| Combined Marriott \| No Score
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	114
2021	41
2020	26
2019	49
2018	21
2017 & Prior	27
Total vacation ownership notes receivable	278
Originated \| Hyatt
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	26
2021	10
2020	3
2019	5
2018	1
2017 & Prior	0
Total vacation ownership notes receivable	45	33
Originated \| Hyatt \| 700 +
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	17
2021	7
2020	2
2019	3
2018	1
2017 & Prior	0
Total vacation ownership notes receivable	30	22
Originated \| Hyatt \| 600 - 699
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	7
2021	3
2020	1
2019	2
2018	0
2017 & Prior	0
Total vacation ownership notes receivable	13	11
Originated \| Hyatt \| less than 600
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	1
2021	0
2020	0
2019	0
2018	0
2017 & Prior	0
Total vacation ownership notes receivable	1	0
Originated \| Hyatt \| No Score
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	1
2021	0
2020	0
2019	0
2018	0
2017 & Prior	0
Total vacation ownership notes receivable	1	0
Originated \| Welk
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	129
2021	52
2020	0
2019	0
2018	0
2017 & Prior	0
Total vacation ownership notes receivable	181	94
Originated \| Welk \| 700 +
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	91
2021	36
2020	0
2019	0
2018	0
2017 & Prior	0
Total vacation ownership notes receivable	127	65
Originated \| Welk \| 600 - 699
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	36
2021	15
2020	0
2019	0
2018	0
2017 & Prior	0
Total vacation ownership notes receivable	51	27
Originated \| Welk \| less than 600
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	1
2021	1
2020	0
2019	0
2018	0
2017 & Prior	0
Total vacation ownership notes receivable	2	1
Originated \| Welk \| No Score
Accounts, Notes, Loans and Financing Receivable [Line Items]
2022	1
2021	0
2020	0
2019	0
2018	0
2017 & Prior	0
Total vacation ownership notes receivable	$ 1	$ 1

SECURITIZED DEBT - Additional Information (Details)	3 Months Ended				12 Months Ended
SECURITIZED DEBT - Additional Information (Details)	Dec. 31, 2022 USD ($) loan class	Sep. 30, 2022 USD ($)	Jun. 30, 2022 USD ($) class	Mar. 31, 2022 USD ($)	Dec. 31, 2022 USD ($) loan class	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
Debt Instrument [Line Items]
Number of notes receivable pools outstanding \| loan	14				14
Number of notes receivable pools under performance triggers \| loan					0
Number of notes receivable pools out of compliance \| loan	0				0
Values of vacation ownership notes receivable that were securitized during the period	$ 286,000,000		$ 383,000,000
Vacation ownership notes, number of classes \| class	4		4		4
Repayments of debt					$ 935,000,000	$ 1,339,000,000	$ 705,000,000
Related party transaction, expenses from transactions with related party	$ 6,000,000		$ 7,000,000
Proceeds for general corporate purposes	124,000,000		176,000,000
Prior Securitization
Debt Instrument [Line Items]
Redemption of securitization	(22,000,000)		(38,000,000)
MVW 2022-1 LLC \| Securitized debt
Debt Instrument [Line Items]
Values of vacation ownership notes receivable that were purchased by trust during the period			$ 375,000,000
Debt, weighted average interest rate			4.59%
Proceeds from vacation ownership notes receivable securitizations			$ 375,000,000
MVW 2022-1 LLC \| Class A Notes \| Securitized debt
Debt Instrument [Line Items]
Principal amount			$ 220,000,000
Debt, stated interest rate			4.15%
MVW 2022-1 LLC \| Class B Notes \| Securitized debt
Debt Instrument [Line Items]
Principal amount			$ 77,000,000
Debt, stated interest rate			4.40%
MVW 2022-1 LLC \| Class C Notes \| Securitized debt
Debt Instrument [Line Items]
Principal amount			$ 48,000,000
Debt, stated interest rate			5.23%
MVW 2022-1 LLC \| Class D Notes \| Securitized debt
Debt Instrument [Line Items]
Principal amount			$ 30,000,000
Debt, stated interest rate			7.35%
MVW 2022-2 LLC \| Securitized debt
Debt Instrument [Line Items]
Principal amount	$ 280,000,000				$ 280,000,000
Debt, weighted average interest rate	6.58%				6.58%
Proceeds from vacation ownership notes receivable securitizations	$ 259,000,000
MVW 2022-2 LLC \| Class A Notes \| Securitized debt
Debt Instrument [Line Items]
Principal amount	$ 181,000,000				$ 181,000,000
Debt, stated interest rate	6.11%				6.11%
MVW 2022-2 LLC \| Class B Notes \| Securitized debt
Debt Instrument [Line Items]
Principal amount	$ 45,000,000				$ 45,000,000
Debt, stated interest rate	6.55%				6.55%
MVW 2022-2 LLC \| Class C Notes \| Securitized debt
Debt Instrument [Line Items]
Principal amount	$ 32,000,000				$ 32,000,000
Debt, stated interest rate	7.62%				7.62%
MVW 2022-2 LLC \| Class D Notes \| Securitized debt
Debt Instrument [Line Items]
Values of vacation ownership notes receivable that were purchased by trust during the period	$ 22,000,000
Principal amount	$ 22,000,000				$ 22,000,000
Debt, stated interest rate	9.00%				9.00%
MVW 2022-2 LLC \| Class A Notes, the Class B Notes, and the Class C Notes \| Securitized debt
Debt Instrument [Line Items]
Values of vacation ownership notes receivable that were purchased by trust during the period	$ 258,000,000
Debt, weighted average interest rate	6.37%				6.37%
Line of Credit \| Warehouse Credit Facility
Debt Instrument [Line Items]
Values of vacation ownership notes receivable that were securitized during the period	$ 197,000,000	$ 159,000,000		$ 125,000,000
Proceeds from vacation ownership notes receivable securitizations	163,000,000	$ 132,000,000		$ 102,000,000
Repayments of debt	$ 129,000,000		$ 98,000,000
Advance rate for securitization	83.00%	83.00%		81.00%
Cash flows between transferee and transferor proceeds	$ 159,000,000	$ 132,000,000		$ 101,000,000
Cash flows between transferee and transfer or funding of restricted cash	$ 4,000,000	1,000,000		$ 1,000,000
Credit facility		$ 425,000,000	$ 350,000,000
Line of Credit \| Warehouse Credit Facility \| Adjusted SOFR
Debt Instrument [Line Items]
Basis spread on variable rate		0.10%
Line of Credit \| Warehouse Credit Facility \| SOFR
Debt Instrument [Line Items]
Basis spread on variable rate		1.35%
Warehouse Credit Facility
Debt Instrument [Line Items]
Credit facility, payable period after termination					13 months

FINANCIAL INSTRUMENTS - Carrying Values and Estimated Fair Values (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Carrying Amount
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Vacation ownership notes receivable, net	$ 2,198	$ 2,045
Other assets	76	76
Total financial assets	2,274	2,121
Total financial liabilities	(4,940)	(4,404)
Carrying Amount \| Securitized debt, net
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt instrument, fair value	(1,938)	(1,856)
Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Vacation ownership notes receivable, net	2,245	2,102
Other assets	76	76
Total financial assets	2,321	2,178
Total financial liabilities	(4,723)	(4,774)
Fair Value \| Securitized debt, net
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt instrument, fair value	(1,828)	(1,900)
2025 Notes \| Carrying Amount \| Senior notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt instrument, fair value	(248)	(248)
2025 Notes \| Fair Value \| Senior notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt instrument, fair value	(258)	(261)
2028 Notes \| Carrying Amount \| Senior notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt instrument, fair value	(347)	(346)
2028 Notes \| Fair Value \| Senior notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt instrument, fair value	(307)	(362)
2029 Notes \| Carrying Amount \| Senior notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt instrument, fair value	(494)	(493)
2029 Notes \| Fair Value \| Senior notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt instrument, fair value	(417)	(505)
2022 Convertible Notes \| Carrying Amount
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Convertible notes, net	0	(224)
2022 Convertible Notes \| Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Convertible notes, net	0	(280)
2026 Convertible Notes \| Carrying Amount
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Convertible notes, net	(565)	(461)
2026 Convertible Notes \| Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Convertible notes, net	(560)	(682)
2027 Convertible Notes \| Carrying Amount
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Convertible notes, net	(560)	0
2027 Convertible Notes \| Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Convertible notes, net	(568)	0
Non-interest bearing note payable, net \| Carrying Amount
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt instrument, fair value	(10)	0
Non-interest bearing note payable, net \| Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt instrument, fair value	(10)	0
Line of Credit \| Term Loan, net \| Carrying Amount
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt instrument, fair value	(778)	(776)
Line of Credit \| Term Loan, net \| Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt instrument, fair value	$ (775)	$ (784)

VACATION OWNERSHIP NOTES RECEIVABLE - Aging of Recorded Investment in Principal, Vacation Ownership Notes Receivable (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Financing Receivable, Past Due
Vacation ownership notes receivable	$ 2,589	$ 2,447
Non-securitized
Financing Receivable, Past Due
Vacation ownership notes receivable	566	623
Securitized
Financing Receivable, Past Due
Vacation ownership notes receivable	2,023	1,824
31 – 90 days past due
Financing Receivable, Past Due
Vacation ownership notes receivable	81	66
31 – 90 days past due \| Non-securitized
Financing Receivable, Past Due
Vacation ownership notes receivable	25	22
31 – 90 days past due \| Securitized
Financing Receivable, Past Due
Vacation ownership notes receivable	56	44
91 – 120 days past due
Financing Receivable, Past Due
Vacation ownership notes receivable	23	17
91 – 120 days past due \| Non-securitized
Financing Receivable, Past Due
Vacation ownership notes receivable	7	7
91 – 120 days past due \| Securitized
Financing Receivable, Past Due
Vacation ownership notes receivable	16	10
Greater than 120 days past due
Financing Receivable, Past Due
Vacation ownership notes receivable	127	203
Greater than 120 days past due \| Non-securitized
Financing Receivable, Past Due
Vacation ownership notes receivable	119	195
Greater than 120 days past due \| Securitized
Financing Receivable, Past Due
Vacation ownership notes receivable	8	8
Total past due
Financing Receivable, Past Due
Vacation ownership notes receivable	231	286
Total past due \| Non-securitized
Financing Receivable, Past Due
Vacation ownership notes receivable	151	224
Total past due \| Securitized
Financing Receivable, Past Due
Vacation ownership notes receivable	80	62
Current
Financing Receivable, Past Due
Vacation ownership notes receivable	2,358	2,161
Current \| Non-securitized
Financing Receivable, Past Due
Vacation ownership notes receivable	415	399
Current \| Securitized
Financing Receivable, Past Due
Vacation ownership notes receivable	$ 1,943	$ 1,762

- Definition

Amortized cost, before allowance for credit loss, of financing receivable. Excludes financing receivable covered under loss sharing agreement and net investment in lease.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 310
-SubTopic 10
-Section 50
-Paragraph 7A
-URI https://asc.fasb.org/extlink&oid=123577603&loc=SL6953401-111524

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 326
-SubTopic 20
-Section 55
-Paragraph 79
-URI https://asc.fasb.org/extlink&oid=124267575&loc=SL82922352-210448

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(3)(b))
-URI https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 326
-SubTopic 20
-Section 50
-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=124255953&loc=SL82919253-210447

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 326
-SubTopic 20
-Section 45
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=124255206&loc=SL82895884-210446

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 326
-SubTopic 20
-Section 50
-Paragraph 5
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=124255953&loc=SL82919230-210447

Reference 7: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 326
-SubTopic 20
-Section 55
-Paragraph 80
-URI https://asc.fasb.org/extlink&oid=124267575&loc=SL82922355-210448

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher SEC
-Name Regulation S-K (SK)
-Number 229
-Section 1405
-Paragraph (a)
-Subparagraph (1)

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher SEC
-Name Regulation S-K (SK)
-Number 229
-Section 1405
-Paragraph (a)
-Subparagraph (2)

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher SEC
-Name Regulation S-K (SK)
-Number 229
-Section 1404
-Paragraph (a)

+ Details

INVENTORY (Tables)

12 Months Ended

Dec. 31, 2022

Inventory Disclosure [Abstract]

Composition of inventory

The following table shows the composition of our inventory balances:


($ in millions)	At Year-End 2022		At Year-End 2021


VOI inventory(1)	651		710
Other	9		9
	$	660	$	719

_________________________

SHARE-BASED COMPENSATION - Assumptions Used to Estimate Fair Value of Grants (Detail)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-Based Payment Arrangement [Abstract]
Expected volatility	42.86%	48.35%	38.81%
Dividend yield	1.53%	1.48%	2.13%
Risk-free rate	1.77%	0.97%	0.96%
Expected term (in years)	6 years 3 months	6 years 3 months	6 years 3 months

INCOME TAXES - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Taxes
Share-based compensation, excess tax benefit	$ (3)	$ (4)	$ 4
Business combination provisional information adjustment other liabilities tax matters	47
Net operating loss and capital loss carryforwards	137	146
Tax credit carryforward	29	29
Unrecognized tax benefits, income tax penalties and interest accrued	28	$ 42
Foreign Tax Authority
Income Taxes
Change in valuation allowance	11
Net operating loss and capital loss carryforwards	117
Domestic Tax Authority
Income Taxes
Tax credit carryforward	20
State and Local Jurisdiction
Income Taxes
Net operating loss and capital loss carryforwards	14
Tax credit carryforward	9
Indemnified Tax Liability
Income Taxes
Business combination provisional information adjustment other liabilities tax matters	3
Unrecognized tax benefits, income tax penalties and interest accrued	$ 15
Minimum
Income Taxes
Income tax holiday period	10 years
Maximum
Income Taxes
Income tax holiday period	30 years

INCOME TAXES - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Deferred Tax Assets
Inventory	$ 138	$ 142
Reserves	80	70
Convertible debt	44	0
Deferred compensation	27	25
Deferred revenue	22	20
Property and equipment	67	67
Non-cash compensation	14	12
Net operating loss and capital loss carryforwards	137	146
Tax credits	29	29
Right-of-use asset	25	24
Other, net	52	62
Deferred tax assets	635	597
Less valuation allowance	(142)	(122)
Net deferred tax assets	493	475
Deferred Tax Liabilities
Long lived intangible assets	(214)	(231)
Deferred sales of VOIs	(556)	(493)
Right-of-use liability	(25)	(24)
Deferred Tax Liabilities Convertible Debt	0	(4)
Other, net	(24)	(25)
Deferred tax liabilities	(819)	(777)
Total net deferred tax liabilities	$ (326)	$ (302)

ACQUISITIONS AND DISPOSITIONS (Tables)

12 Months Ended

Dec. 31, 2022

Business Combination and Asset Acquisition [Abstract]

Consideration transferred

The following table presents the fair value of each type of consideration transferred in the Welk Acquisition, as finalized at March 31, 2022.


(in millions, except per share amounts)
Equivalent shares of Marriott Vacations Worldwide common stock issued	1.4
Marriott Vacations Worldwide common stock price per share as of Welk Acquisition Date	$	174.18
Fair value of Marriott Vacations Worldwide common stock issued	248
Cash consideration to Welk, net of cash and restricted cash acquired of $48 million	157



Total consideration transferred, net of cash and restricted cash acquired	$	405

Schedule of recognized identified assets acquired and liabilities assumed


($ in millions)	April 1, 2021 (as finalized)
Vacation ownership notes receivable, net	$	255
Inventory	111
Property and equipment	83
Intangible assets	102
Other assets	19

Deferred taxes	(24)
Debt	(189)
Securitized debt	(184)
Other liabilities	(93)
Net assets acquired	80
Goodwill(1)	325
	$	405

_____________________________________________

Business acquisition, pro forma information

Accordingly, these unaudited pro forma results are presented for informational purposes only and are not necessarily indicative of what the actual results of operations of the combined company would have been if the Welk Acquisition had occurred at the beginning of the period presented, nor are they indicative of future results of operations.

There were no Welk Acquisition-related costs included in the unaudited pro forma results below for 2021, and $19 million for 2020.


($ in millions, except per share data)	2021		2020
Revenues	$	3,937	$	3,011
Net income (loss)	$	70	$	(272)
Net income (loss) attributable to common shareholders	$	62	$	(291)
EARNINGS (LOSS) PER SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS
Basic	$	1.46	$	(7.04)
Diluted	$	1.43	$	(7.04)

Welk Results of Operations

The following table presents the results of Legacy-Welk operations included in our Income Statement for 2022 and 2021.


($ in millions)	2022		2021
Revenue	$	240	$	146
Net income	$	49	$	17

VACATION OWNERSHIP NOTES RECEIVABLE - Future Principal Payments, Net of Reserves, and Interest Rates of Vacation Ownership Notes Receivable (Details) $ in Millions	Dec. 31, 2022 USD ($)
Acquired
Future Minimum Payments Receivable [Line Items]
2023	$ 41
2024	41
2025	38
2026	34
2027	28
Thereafter	60
Balance at december 31,2021	$ 242
Acquired \| Weighted Average
Future Minimum Payments Receivable [Line Items]
Range of stated interest rates	14.10%
Acquired \| Minimum
Future Minimum Payments Receivable [Line Items]
Range of stated interest rates	0.00%
Acquired \| Maximum
Future Minimum Payments Receivable [Line Items]
Range of stated interest rates	21.90%
Acquired \| Non-securitized
Future Minimum Payments Receivable [Line Items]
2023	$ 3
2024	3
2025	3
2026	2
2027	2
Thereafter	8
Balance at december 31,2021	$ 21
Acquired \| Non-securitized \| Weighted Average
Future Minimum Payments Receivable [Line Items]
Range of stated interest rates	13.70%
Acquired \| Non-securitized \| Minimum
Future Minimum Payments Receivable [Line Items]
Range of stated interest rates	0.00%
Acquired \| Non-securitized \| Maximum
Future Minimum Payments Receivable [Line Items]
Range of stated interest rates	21.90%
Acquired \| Securitized
Future Minimum Payments Receivable [Line Items]
2023	$ 38
2024	38
2025	35
2026	32
2027	26
Thereafter	52
Balance at december 31,2021	$ 221
Acquired \| Securitized \| Weighted Average
Future Minimum Payments Receivable [Line Items]
Range of stated interest rates	14.20%
Acquired \| Securitized \| Minimum
Future Minimum Payments Receivable [Line Items]
Range of stated interest rates	0.00%
Acquired \| Securitized \| Maximum
Future Minimum Payments Receivable [Line Items]
Range of stated interest rates	21.90%
Originated
Future Minimum Payments Receivable [Line Items]
2023	$ 182
2024	172
2025	174
2026	180
2027	184
Thereafter	1,064
Balance at december 31,2021	$ 1,956
Originated \| Weighted Average
Future Minimum Payments Receivable [Line Items]
Range of stated interest rates	13.00%
Originated \| Minimum
Future Minimum Payments Receivable [Line Items]
Range of stated interest rates	0.00%
Originated \| Maximum
Future Minimum Payments Receivable [Line Items]
Range of stated interest rates	20.90%
Originated \| Non-securitized
Future Minimum Payments Receivable [Line Items]
2023	$ 49
2024	35
2025	32
2026	31
2027	30
Thereafter	208
Balance at december 31,2021	$ 385
Originated \| Non-securitized \| Weighted Average
Future Minimum Payments Receivable [Line Items]
Range of stated interest rates	12.50%
Originated \| Non-securitized \| Minimum
Future Minimum Payments Receivable [Line Items]
Range of stated interest rates	0.00%
Originated \| Non-securitized \| Maximum
Future Minimum Payments Receivable [Line Items]
Range of stated interest rates	20.90%
Originated \| Securitized
Future Minimum Payments Receivable [Line Items]
2023	$ 133
2024	137
2025	142
2026	149
2027	154
Thereafter	856
Balance at december 31,2021	$ 1,571
Originated \| Securitized \| Weighted Average
Future Minimum Payments Receivable [Line Items]
Range of stated interest rates	13.10%
Originated \| Securitized \| Minimum
Future Minimum Payments Receivable [Line Items]
Range of stated interest rates	0.00%
Originated \| Securitized \| Maximum
Future Minimum Payments Receivable [Line Items]
Range of stated interest rates	19.90%

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Convertible Senior Notes (Details) - Convertible Notes	Dec. 31, 2021	Dec. 31, 2018
2022 Convertible Notes
Debt Instrument [Line Items]
Debt, stated interest rate		1.50%
2026 Convertible Notes
Debt Instrument [Line Items]
Debt, stated interest rate	0.00%

REVENUE AND RECEIVABLES

12 Months Ended

Dec. 31, 2022

Revenue from Contract with Customer [Abstract]

REVENUE AND RECEIVABLES

Sources of Revenue by Segment


	2022
($ in millions)	Vacation Ownership		Exchange & Third-Party Management		Corporate and Other		Total
Sale of vacation ownership products	$	1,618	$	—	$	—	$	1,618

Ancillary revenues	241		4		—		245
Management fee revenues	166		34		(5)		195
Exchange and other services revenues	127		188		72		387
Management and exchange	534		226		67		827

Rental	509		42		—		551

Cost reimbursements	1,388		23		(44)		1,367
Revenue from contracts with customers	4,049		291		23		4,363

Financing	293		—		—		293
Total Revenues	$	4,342	$	291	$	23	$	4,656


	2021
($ in millions)	Vacation Ownership		Exchange & Third-Party Management		Corporate and Other		Total
Sale of vacation ownership products	$	1,153	$	—	$	—	$	1,153

Ancillary revenues	188		3		—		191
Management fee revenues	158		32		(19)		171
Exchange and other services revenues	124		198		171		493
Management and exchange	470		233		152		855

Rental	446		40		—		486

Cost reimbursements	1,202		47		(121)		1,128
Revenue from contracts with customers	3,271		320		31		3,622

Financing	268		—		—		268
Total Revenues	$	3,539	$	320	$	31	$	3,890


	2020
($ in millions)	Vacation Ownership		Exchange & Third-Party Management		Corporate and Other		Total
Sale of vacation ownership products	$	546	$	—	$	—	$	546

Ancillary revenues	89		1		—		90
Management fee revenues	149		17		(22)		144
Exchange and other services revenues	118		193		210		521
Management and exchange	356		211		188		755

Rental	239		37		—		276

Cost reimbursements	1,124		59		(141)		1,042
Revenue from contracts with customers	2,265		307		47		2,619

Financing	265		2		—		267
Total Revenues	$	2,530	$	309	$	47	$	2,886

Timing of Revenue from Contracts with Customers by Segment

The following tables detail the timing of revenue from contracts with customers by segment for each of the last three fiscal years.


	2022
($ in millions)	Vacation Ownership		Exchange & Third-Party Management		Corporate and Other		Total
Services transferred over time	$	2,168	$	130	$	23	$	2,321
Goods or services transferred at a point in time	1,881		161		—		2,042
Revenue from contracts with customers	$	4,049	$	291	$	23	$	4,363


	2021
($ in millions)	Vacation Ownership		Exchange & Third-Party Management		Corporate and Other		Total
Services transferred over time	$	1,915	$	154	$	31	$	2,100
Goods or services transferred at a point in time	1,356		166		—		1,522
Revenue from contracts with customers	$	3,271	$	320	$	31	$	3,622


	2020
($ in millions)	Vacation Ownership		Exchange & Third-Party Management		Corporate and Other		Total
Services transferred over time	$	1,616	$	156	$	47	$	1,819
Goods or services transferred at a point in time	649		151		—		800
Revenue from contracts with customers	$	2,265	$	307	$	47	$	2,619

Receivables from Contracts with Customers, Contract Assets, & Contract Liabilities

The following table shows the composition of our receivables from contracts with customers and contract liabilities. We had no contract assets at either December 31, 2022 or December 31, 2021.


($ in millions)	At December 31, 2022		At December 31, 2021
Receivables
Accounts and contracts receivable, net	$	209	$	172
Vacation ownership notes receivable, net	2,198		2,045
	$	2,407	$	2,217

Contract Liabilities
Advance deposits	$	158	$	160
Deferred revenue	344		453
	$	502	$	613

Revenue recognized during the year ended December 31, 2022 that was included in our contract liabilities balance at December 31, 2021 was $423 million.

Remaining Performance Obligations

Our remaining performance obligations represent the expected transaction price allocated to our contracts that we expect to recognize as revenue in future periods when we perform under the contracts. At December 31, 2022, approximately 92% of this amount is expected to be recognized as revenue over the next two years.

Accounts and Contracts Receivable

Accounts and contracts receivable is comprised of amounts due from customers, primarily owners’ associations, resort developers, owners and members, credit card receivables, interest receivables, amounts due from taxing authorities, indemnification assets, and other miscellaneous receivables. The following table shows the composition of our accounts and contracts receivable balances:


($ in millions)	At December 31, 2022		At December 31, 2021
Receivables from contracts with customers, net	$	209	$	172
Interest receivable	16		14
Tax receivable	20		48
Indemnification assets	19		22
Employee tax credit receivable	16		19
Other	12		4
	$	292	$	279

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI https://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Subparagraph (b)
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

+ Details

DEBT - 2028 Notes (Details) - Senior notes - USD ($) $ in Millions	3 Months Ended
	Dec. 31, 2019	Dec. 31, 2022
2028 Notes
Debt Instrument [Line Items]
Proceeds from issuance of senior debt	$ 346
Debt, stated interest rate		4.75%
IAC Notes
Debt Instrument [Line Items]
Debt, stated interest rate		5.625%
Exchange Notes
Debt Instrument [Line Items]
Debt, stated interest rate		5.625%

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
OPERATING ACTIVITIES
Net income	$ 391	$ 53	$ (256)
Adjustments to reconcile net income (loss) to net cash, cash equivalents, and restricted cash provided by operating activities:
Depreciation and amortization of intangibles	132	146	123
Amortization of debt discount and issuance costs	25	56	22
Vacation ownership notes receivable reserve	150	101	150
Share-based compensation	39	51	36
Impairment charges	0	3	100
Gains and other income, net	(48)	0	(4)
Deferred income taxes	87	34	(38)
Net change in assets and liabilities, net of the effects of acquisition:
Accounts and contracts receivable	(45)	0	21
Vacation ownership notes receivable originations	(980)	(750)	(377)
Vacation ownership notes receivable collections	642	686	620
Inventory	104	61	18
Other assets	(49)	(46)	44
Accounts payable, advance deposits and accrued liabilities	112	42	(146)
Deferred revenue	(9)	88	59
Payroll and benefit liabilities	53	35	(29)
Deferred compensation liability	13	22	17
Other liabilities	(38)	27	0
Deconsolidation of certain Consolidated Property Owners' Associations	(48)	(168)	0
Purchase of vacation ownership units for future transfer to inventory	(12)	(98)	(61)
Other, net	3	0	0
Net cash, cash equivalents, and restricted cash provided by operating activities	522	343	299
INVESTING ACTIVITIES
Acquisition of a business, net of cash and restricted cash acquired	0	(157)	0
Proceeds from disposition of subsidiaries, net of cash and restricted cash transferred	94	0	0
Capital expenditures for property and equipment (excluding inventory)	(65)	(47)	(41)
Issuance of note receivable to VIE	(47)	0	0
Proceeds from collection of note receivable from VIE	47	0	0
Purchase of company owned life insurance	(18)	(14)	(6)
Dispositions, net	3	3	15
Other, net	2	2	0
Net cash, cash equivalents, and restricted cash provided by (used in) investing activities	16	(213)	(32)
FINANCING ACTIVITIES
Borrowings from securitization transactions	1,031	957	690
Repayment of debt related to securitization transactions	(945)	(868)	(960)
Proceeds from debt	1,266	1,111	1,166
Repayments of debt	(935)	(1,339)	(705)
Purchase of convertible note hedges	(107)	(100)	0
Proceeds from issuance of warrants	43	70	0
Payment of debt issuance costs	(15)	(22)	(14)
Finance lease payments	(4)	(5)	(11)
Repurchase of common stock	(701)	(78)	(82)
Payment of dividends	(99)	(23)	(45)
Payment of withholding taxes on vesting of restricted stock units	(23)	(20)	(16)
Other, net	3	0	0
Net cash, cash equivalents, and restricted cash (used in) provided by financing activities	(486)	(317)	23
Effect of changes in exchange rates on cash, cash equivalents, and restricted cash	(1)	(2)	1
Change in cash, cash equivalents, and restricted cash	51	(189)	291
Cash, cash equivalents, and restricted cash, beginning of year	803	992	701
Cash, cash equivalents, and restricted cash, end of year	854	803	992
SUPPLEMENTAL DISCLOSURES
Non-cash issuance of debt in connection with asset acquisition	11	0	0
Non-cash issuance of treasury stock in connection with Welk Acquisition	0	248	0
Non-cash transfer from inventory to property and equipment	47	105	74
Non-cash transfer from property and equipment to inventory	13	2	0
Non-cash transfer from other assets to property and equipment	14	22	0
Non-cash issuance of treasury stock for employee stock purchase plan	5	3	2
Dividends payable	27	23	0
Interest paid, net of amounts capitalized	149	184	176
Income taxes paid, net of refunds (income tax refunds, net of income taxes paid)	$ 57	$ (13)	$ (32)

GOODWILL (Tables)

12 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of goodwill

The following table details the carrying amount of our goodwill at December 31, 2022 and December 31, 2021, and reflects goodwill attributed to the ILG Acquisition and the Welk Acquisition.


($ in millions)	Vacation Ownership		Exchange & Third-Party Management		Total Consolidated
Balance at December 31, 2020	$	2,445	$	372	$	2,817
Welk Acquisition	299		—		299
Measurement period adjustments	34		—		34
Balance at December 31, 2021	2,778		372		3,150
Measurement period adjustments	(8)		—		(8)
Disposition of VRI Americas	—		(25)		(25)
Balance at December 31, 2022	$	2,770	$	347	$	3,117

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
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-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
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-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
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-Name Accounting Standards Codification
-Topic 350
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-Paragraph 1
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-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
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-Name Accounting Standards Codification
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-Paragraph 1
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Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
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-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13854-109267

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-Publisher FASB
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/extlink&oid=122137925&loc=d3e14258-109268

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

+ Details

CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Millions	12 Months Ended
CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
REVENUES
Revenue from contracts with customers	$ 4,363	$ 3,622	$ 2,619
Financing	293	268	267
TOTAL REVENUES	4,656	3,890	2,886
EXPENSES
Marketing and sales	807	617	386
Financing	75	88	107
General and administrative	249	227	154
Depreciation and amortization	132	146	123
Litigation charges	11	10	6
Restructuring	0	0	25
Royalty fee	114	106	95
Impairment	2	3	100
Cost reimbursements	1,367	1,128	1,042
TOTAL EXPENSES	3,872	3,440	2,984
Gains (losses) and other income (expense), net	40	(51)	(26)
Interest expense	(118)	(164)	(150)
Transaction and integration costs	(125)	(110)	(66)
Other	1	2	0
INCOME (LOSS) BEFORE INCOME TAXES AND NONCONTROLLING INTERESTS	582	127	(340)
(Provision for) benefit from income taxes	(191)	(74)	84
NET INCOME (LOSS)	391	53	(256)
Net income attributable to noncontrolling interests	0	(4)	(19)
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS	$ 391	$ 49	$ (275)
EARNINGS (LOSS) PER SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS
Basic (in usd per share)	$ 9.69	$ 1.15	$ (6.65)
Diluted (in usd per share)	8.77	1.13	(6.65)
CASH DIVIDENDS DECLARED PER SHARE (in usd per share)	$ 2.58	$ 1.08	$ 0.54
Sale of vacation ownership products
REVENUES
Revenue from contracts with customers	$ 1,618	$ 1,153	$ 546
EXPENSES
Expenses	289	250	150
Management and exchange
REVENUES
Revenue from contracts with customers	827	855	755
EXPENSES
Expenses	444	521	475
Rental
REVENUES
Revenue from contracts with customers	551	486	276
EXPENSES
Expenses	382	344	321
Cost Reimbursement
REVENUES
Revenue from contracts with customers	$ 1,367	$ 1,128	$ 1,042

LEASES - Carrying Values of Leases (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Leases [Abstract]
Operating lease assets	$ 102	$ 96
Finance lease assets	88	89
Lease right of use asset	190	185
Operating lease liabilities	114	108
Finance lease liabilities	86	83
Lease liability	$ 200	$ 191
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Other (including $76 and $76 from VIEs, respectively)	Other (including $76 and $76 from VIEs, respectively)
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Property and equipment, net	Property and equipment, net
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration]	Accounts Payable and Accrued Liabilities	Accounts Payable and Accrued Liabilities
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration]	Debt And Finance Lease Obligations Net	Debt And Finance Lease Obligations Net

DEBT - 2025 Notes (Details) - USD ($) $ in Millions	2 Months Ended	3 Months Ended			12 Months Ended
DEBT - 2025 Notes (Details) - USD ($) $ in Millions	Feb. 27, 2023	Mar. 31, 2023	Dec. 31, 2022	Jun. 30, 2020	Dec. 31, 2021
2025 Notes \| Senior notes
Debt Instrument [Line Items]
Extinguishment of debt, amount			$ 250		$ 250
Write off of deferred debt issuance cost					$ 19
2025 Notes \| Senior notes \| Subsequent Event
Debt Instrument [Line Items]
Extinguishment of debt, amount	$ 250
Write off of deferred debt issuance cost		$ 10
Senior Secured Notes
Debt Instrument [Line Items]
Proceeds from issuance of senior debt				$ 493

LEASES

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

LEASES

The following table presents the carrying values of our leases and the classification on our Balance Sheet.


($ in millions)	Balance Sheet Classification	At December 31, 2022		At December 31, 2021
Operating lease assets	Other assets	$	102	$	96
Finance lease assets	Property and equipment, net	88		89
		$	190	$	185

Operating lease liabilities	Accrued liabilities	$	114	$	108
Finance lease liabilities	Debt, net	86		83
		$	200	$	191

The following table presents the lease costs and the classification on our Income Statements for the years ended December 31, 2022 and December 31, 2021.


($ in millions)	Income Statement Classification	2022		2021
Operating lease cost	Marketing and sales expense General and administrative expense	$	31	$	35
Finance lease cost
Amortization of right-of-use assets	Depreciation and amortization	7		5
Interest on lease liabilities	Financing expense	4		1
Variable lease cost	Marketing and sales expense	3		2
		$	45	$	43

The following table presents the maturity of our operating and finance lease liabilities as of December 31, 2022.


($ in millions)	Operating Leases		Finance Leases		Total
2023	$	28	$	8	$	36
2024	24		7		31
2025	21		5		26
2026	20		4		24
2027	11		3		14
Thereafter	31		256		287
Total lease payments	135		283		418
Less: Imputed interest	(21)		(197)		(218)
	$	114	$	86	$	200

Lease Term and Discount Rate

The following table presents additional information about our lease obligations.


	At December 31, 2022	At December 31, 2021
Weighted-average remaining lease term
Operating leases	6.8 years	6.4 years
Finance leases	51.5 years	53.7 years
Weighted-average discount rate
Operating leases	6.2%	5.8%
Finance leases	5.3%	5.3%

Other Information

The following table presents supplemental cash flow information for 2022 and 2021.


($ in millions)	2022		2021
Cash paid for amounts included in measurement of lease liabilities
Operating cash flows for finance leases	$	5	$	1
Operating cash flows for operating leases	$	32	$	34
Financing cash flows for finance leases	$	4	$	5

Right-of-use assets obtained in exchange for lease obligations
Operating leases	$	6	$	7
Finance leases(1)	$	8	$	86

_________________________

(1)Includes the reclassification of certain lease components from operating lease to finance lease classification, attributable to the amendment of an existing lease.

Leases That Have Not Yet Commenced

During 2020, we entered into a finance lease arrangement, which was amended in 2021, for our new global headquarters office building, which is being constructed in Orlando, Florida. Total payments for the initial lease term (approximately 16 years) plus, at our option, two five-year renewal terms is $249 million. We expect the lease term of the new office building to commence in the first half of 2023 when construction is substantially complete, at which time we will record a right-of-use asset and corresponding lease liability on our balance sheet.

LEASES

The following table presents the carrying values of our leases and the classification on our Balance Sheet.


($ in millions)	Balance Sheet Classification	At December 31, 2022		At December 31, 2021
Operating lease assets	Other assets	$	102	$	96
Finance lease assets	Property and equipment, net	88		89
		$	190	$	185

Operating lease liabilities	Accrued liabilities	$	114	$	108
Finance lease liabilities	Debt, net	86		83
		$	200	$	191

The following table presents the lease costs and the classification on our Income Statements for the years ended December 31, 2022 and December 31, 2021.


($ in millions)	Income Statement Classification	2022		2021
Operating lease cost	Marketing and sales expense General and administrative expense	$	31	$	35
Finance lease cost
Amortization of right-of-use assets	Depreciation and amortization	7		5
Interest on lease liabilities	Financing expense	4		1
Variable lease cost	Marketing and sales expense	3		2
		$	45	$	43

The following table presents the maturity of our operating and finance lease liabilities as of December 31, 2022.


($ in millions)	Operating Leases		Finance Leases		Total
2023	$	28	$	8	$	36
2024	24		7		31
2025	21		5		26
2026	20		4		24
2027	11		3		14
Thereafter	31		256		287
Total lease payments	135		283		418
Less: Imputed interest	(21)		(197)		(218)
	$	114	$	86	$	200

Lease Term and Discount Rate

The following table presents additional information about our lease obligations.


	At December 31, 2022	At December 31, 2021
Weighted-average remaining lease term
Operating leases	6.8 years	6.4 years
Finance leases	51.5 years	53.7 years
Weighted-average discount rate
Operating leases	6.2%	5.8%
Finance leases	5.3%	5.3%

Other Information

The following table presents supplemental cash flow information for 2022 and 2021.


($ in millions)	2022		2021
Cash paid for amounts included in measurement of lease liabilities
Operating cash flows for finance leases	$	5	$	1
Operating cash flows for operating leases	$	32	$	34
Financing cash flows for finance leases	$	4	$	5

Right-of-use assets obtained in exchange for lease obligations
Operating leases	$	6	$	7
Finance leases(1)	$	8	$	86

_________________________

(1)Includes the reclassification of certain lease components from operating lease to finance lease classification, attributable to the amendment of an existing lease.

Leases That Have Not Yet Commenced

DEBT (Tables)

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Debt balances, net of unamortized debt issuance costs

The following table provides detail on our debt balances, net of unamortized debt discount and issuance costs:


($ in millions)		At December 31, 2022		At December 31, 2021
Senior Secured Notes
	2025 Notes	$	250	$	250
	Unamortized debt discount and issuance costs	(2)		(2)
		248		248
Senior Unsecured Notes
	2028 Notes	350		350
	Unamortized debt discount and issuance costs	(3)		(4)
		347		346

	2029 Notes	500		500
	Unamortized debt discount and issuance costs	(6)		(7)
		494		493
Corporate Credit Facility
	Term Loan	784		784
	Unamortized debt discount and issuance costs	(6)		(8)
		778		776




Convertible Notes
	2022 Convertible Notes	—		230
	Unamortized debt discount and issuance costs	—		(6)
		—		224

	2026 Convertible Notes	575		575
	Unamortized debt discount and issuance costs	(10)		(114)
		565		461

	2027 Convertible Notes	575		—
	Unamortized debt discount and issuance costs	(15)		—
		560		—

Non-interest bearing note payable		10		—

Finance leases		86		83
		$	3,088	$	2,631

Scheduled future principal payments for debt

The following table shows anticipated future principal payments for our securitized debt as of December 31, 2022.


	Vacation Ownership Notes Receivable Securitizations		Warehouse Credit Facility(1)		Total
($ in millions)
Payments Year
2023	$	177	$	8	$	185
2024	181		8		189
2025	182		146		328
2026	186		—		186
2027	184		—		184
Thereafter	889		—		889
	$	1,799	$	162	$	1,961

_________________________

(1)Excludes future Warehouse Credit Facility renewals.

The following table shows scheduled principal payments for our debt, excluding finance leases, as of December 31, 2022.


	Payments Year
($ in millions)	2023		2024		2025		2026		2027		Thereafter		Total
2025 Notes	$	250	$	—	$	—	$	—	$	—	$	—	$	250
2028 Notes	—		—		—		—		—		350		350
2029 Notes	—		—		—		—		—		500		500
Term Loan	—		—		784		—		—		—		784

2026 Convertible Notes	—		—		—		575		—		—		575
2027 Convertible Notes	—		—		—		—		575		—		575
Non-interest bearing notes payable	6		4		—		—		—		—		10
	$	256	$	4	$	784	$	575	$	575	$	850	$	3,044

Schedule of cash flow hedges included in accumulated other comprehensive income (loss)

The following table reflects the activity in accumulated other comprehensive income or loss related to our derivative instruments during 2022, 2021 and 2020. There were no reclassifications to the Income Statement for any of the periods presented below.


($ in millions)	2022		2021		2020
Derivative Instrument Adjustment, Beginning of Year	$	(18)	$	(39)	$	(21)
Other comprehensive gain (loss) before reclassifications	31		21		(18)


Derivative Instrument Adjustment, End of Year	$	13	$	(18)	$	(39)

Convertible debt

The following table shows interest expense information related to the 2022 Convertible Notes.


($ in millions)	2022		2021		2020
Contractual interest expense	$	3	$	3	$	3
Amortization of debt discount	5		8		7
Amortization of debt issuance costs	1		1		1
	$	9	$	12	$	11

The following table shows the net carrying value of the 2026 Convertible Notes.


($ in millions)	At December 31, 2022		At December 31, 2021
Liability component
Principal amount	$	575	$	575
Unamortized debt discount(1)	—		(104)
Unamortized debt issuance costs	(10)		(10)
Net carrying amount of the liability component	$	565	$	461

Carrying amount of equity component, net of issuance costs(1)	$	—	$	117

________________________

(1)As a result of adoption of ASU 2020-06 during the first quarter of 2022, we no longer account for the liability and equity components of the convertible notes separately, and we reclassified the conversion feature related to the 2026 Convertible Notes from equity to liabilities. Prior period amounts have not been adjusted to reflect our adoption of ASU 2020-06 under the modified retrospective method. See Footnote 2 “Summary of Significant Accounting Policies” for information on our adoption of ASU 2020-06.

The following table shows interest expense information related to the 2026 Convertible Notes.


($ in millions)	2022		2021		2020

Amortization of debt discount	$	—	$	22	$	—
Amortization of debt issuance costs	3		2		—
	$	3	$	24	$	—

BASIS OF PRESENTATION	12 Months Ended
BASIS OF PRESENTATION	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
BASIS OF PRESENTATION	BASIS OF PRESENTATION The Consolidated Financial Statements present the results of operations, financial position and cash flows of Marriott Vacations Worldwide Corporation (referred to in this report as (i) “we,” “us,” “Marriott Vacations Worldwide,” “MVW,” or “the Company,” which includes our consolidated subsidiaries except where the context of the reference is to a single corporate entity, or (ii) “MVWC,” which shall refer only to Marriott Vacations Worldwide Corporation, without its consolidated subsidiaries). In order to make this report easier to read, we refer throughout to (i) our Consolidated Financial Statements as our “Financial Statements,” (ii) our Consolidated Statements of Income as our “Income Statements,” (iii) our Consolidated Balance Sheets as our “Balance Sheets,” and (iv) our Consolidated Statements of Cash Flows as our “Cash Flows.” In addition, references throughout to numbered “Footnotes” refer to the numbered Notes in these Notes to Consolidated Financial Statements, unless otherwise noted. We also refer to Marriott International, Inc. as “Marriott International” and Marriott International’s Marriott Bonvoy customer loyalty program as “Marriott Bonvoy.” We use certain other terms that are defined within these Financial Statements. The Financial Statements presented herein and discussed below include 100% of the assets, liabilities, revenues, expenses, and cash flows of Marriott Vacations Worldwide, all entities in which Marriott Vacations Worldwide has a controlling voting interest (“subsidiaries”), and those variable interest entities (“VIEs”) for which Marriott Vacations Worldwide is the primary beneficiary in accordance with consolidation accounting guidance. References in these Financial Statements to net income or loss attributable to common shareholders and MVW shareholders’ equity do not include noncontrolling interests, which represent the outside ownership of our consolidated non-wholly owned entities and are reported separately. Intercompany accounts and transactions between consolidated entities have been eliminated in consolidation. Pursuant to a change in control of certain consolidated owners’ associations during 2022, we no longer consolidate these owners’ associations. We recorded non-cash losses of $3 million in Gains (losses) and other income (expense), net on our Income Statement for the year ended December 31, 2022, and deconsolidated $110 million of assets, inclusive of $48 million of restricted cash, and $99 million of liabilities, resulting in a decrease in Noncontrolling interests of $8 million during 2022. We continue to act as manager for these owners’ associations pursuant to existing management contracts and we retain membership interests in these owners’ associations via our ownership of vacation ownership interests (“VOIs”). These Financial Statements reflect our financial position, results of operations, and cash flows as prepared in conformity with United States Generally Accepted Accounting Principles (“GAAP”). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in the financial statements and accompanying notes. Such estimates include, but are not limited to, revenue recognition, allocations of the purchase price paid in business combinations, cost of vacation ownership products, inventory valuation, goodwill and intangibles valuation, accounting for acquired vacation ownership notes receivable, vacation ownership notes receivable reserves, income taxes, and loss contingencies. The uncertainties created by the COVID-19 pandemic (as defined below) including the uncertainty of the success of ongoing efforts to mitigate the effects of the COVID-19 pandemic and inflationary pressures in the general macroeconomic environment, have made it more challenging to make these estimates. Actual results could differ from our estimates, and such differences may be material. We have reclassified certain prior year amounts to conform with our current year presentation. Acquisition of Welk On April 1, 2021 (the “Welk Acquisition Date”), we completed the acquisition of Welk Hospitality Group, Inc. (“Welk”) through a series of transactions (the “Welk Acquisition”), after which Welk became our indirect wholly-owned subsidiary. The Financial Statements in this report for fiscal year 2021 include Welk’s results of operations for the last three quarters of 2021, and reflect the financial position of our combined company at December 31, 2021. We refer to the business and brands that we acquired in the Welk Acquisition as “Legacy-Welk.” See Footnote 3 “Acquisitions and Dispositions” for more information on the Welk Acquisition. Acquisition of ILG and Disposition of VRI America On September 1, 2018 we completed the acquisition of ILG, LLC, formerly known as ILG, Inc. (“ILG”), through a series of transactions (the “ILG Acquisition”), after which ILG became our indirect wholly-owned subsidiary. We refer to our business associated with brands that existed prior to the ILG Acquisition as “Legacy-MVW” and to ILG’s business and brands that we acquired as “Legacy-ILG.” The businesses acquired from ILG that we currently operate as part of our Vacation Ownership business include Vistana Signature Experiences, which includes vacation ownership products branded as Sheraton or Westin, and Hyatt Vacation Ownership. The businesses acquired from ILG that we currently operate as part of our Exchange & Third-Party Management business include Interval International and Aqua-Aston Hospitality. As part of the ILG Acquisition, we also acquired the Vacation Resorts International (“VRI”) and Trading Places International (“TPI”) businesses (together, the “VRI Americas” business). Our Financial Statements reflect the disposition of the VRI Americas business on April 29, 2022. See Footnote 3 “Acquisitions and Dispositions” for more information on the disposition of VRI Americas. COVID-19 Pandemic In early 2020, the World Health Organization declared the coronavirus outbreak a global pandemic (“COVID-19” or “the COVID-19 pandemic,”). The COVID-19 pandemic caused significant disruptions in international and U.S. economies and markets, and also had an unprecedented impact on the travel and hospitality industries, as well as our business and results of operations. Although COVID-19’s negative impact on our business significantly decreased during 2022, the ongoing impact is uncertain and our financial results may not be indicative of long-term future performance.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Inventory (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Accounting Policies [Abstract]
Increase in carrying value of inventories	$ 24	$ 10	$ 6

Cover Page - USD ($)	12 Months Ended
Cover Page - USD ($)	Dec. 31, 2022	Feb. 22, 2023	Jun. 30, 2022
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2022
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	001-35219
Entity Registrant Name	Marriott Vacations Worldwide Corporation
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	45-2598330
Entity Address, Address Line One	9002 San Marco Court
Entity Address, City or Town	Orlando
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	32819
City Area Code	407
Local Phone Number	206-6000
Title of 12(b) Security	Common Stock, $0.01 Par Value
Trading Symbol	VAC
Security Exchange Name	NYSE
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Entity Shell Company	false
Entity Public Float			$ 4,614,664,893
Entity Common Stock, Shares Outstanding		37,235,447
Documents Incorporated by Reference	DOCUMENTS INCORPORATED BY REFERENCE Portions of the Proxy Statement prepared for the 2023 Annual Meeting of Shareholders are incorporated by reference into Part III of this report.
Amendment Flag	false
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Entity Central Index Key	0001524358

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Share-Based Compensation Costs (Details) - shares	12 Months Ended
	Dec. 31, 2022	Jun. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award
Share-based compensation arrangement by share-based payment award, award vesting period	4 years
Prior Plans
Share-based Compensation Arrangement by Share-based Payment Award
Number of shares available for grant (in shares)		0
Performance-based RSUs
Share-based Compensation Arrangement by Share-based Payment Award
Share-based compensation arrangement by share-based payment award, award vesting period	3 years
Employees and Non Employee Directors \| SARs
Share-based Compensation Arrangement by Share-based Payment Award
Share-based compensation arrangement by share-based payment award, award vesting period	4 years
Stock awards, expiration from grant date	10 years

DEBT - 2027 Convertible Notes (Details)	3 Months Ended	12 Months Ended
DEBT - 2027 Convertible Notes (Details)	Dec. 31, 2022 USD ($) $ / shares	Dec. 31, 2022 USD ($) trading_day consecutive_trading_day $ / shares	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
Convertible Notes
Debt Instrument [Line Items]
Interest expense		$ 5,000,000	$ 0	$ 0
2027 Convertible Notes
Debt Instrument [Line Items]
Interest rate, effective percentage	3.88%	3.88%
Debt conversion, converted instrument, rate		100.00%
2027 Convertible Notes \| Debt Instrument, Redemption, Period One
Debt Instrument [Line Items]
Debt instrument, convertible, threshold trading days \| trading_day		20
Debt instrument, convertible, threshold consecutive trading days \| consecutive_trading_day		30
Debt instrument, convertible, threshold percentage of stock price trigger		130.00%
2027 Convertible Notes \| Debt Instrument, Redemption, Period Two
Debt Instrument [Line Items]
Debt instrument, convertible, threshold trading days \| trading_day		5
Debt instrument, convertible, threshold consecutive trading days \| consecutive_trading_day		5
Debt instrument, convertible, threshold percentage of stock price trigger		98.00%
2027 Convertible Notes \| Convertible Notes
Debt Instrument [Line Items]
Principal amount	$ 575,000,000	$ 575,000,000
Debt, stated interest rate	3.25%	3.25%
Proceeds from issuance of senior debt	$ 497,000,000
Conversion ratio		0.0052729
Conversion price (in usd per share) \| $ / shares	$ 189.65	$ 189.65
Aggregate principal amount held	25.00%	25.00%
Debt issuance costs	$ (14,000,000)	$ (14,000,000)
Interest expense		1,000,000
Amortization of debt issuance costs (less than)		$ 1,000,000

LEASES - Lease Costs (Details) - USD ($) $ in Millions	12 Months Ended
LEASES - Lease Costs (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Leases [Abstract]
Operating lease cost	$ 31	$ 35
Amortization of right-of-use assets	7	5
Interest on lease liabilities	4	1
Variable lease cost	3	2
Lease, cost	$ 45	$ 43

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
ASSETS
Cash and cash equivalents	$ 524	$ 342
Restricted cash (including $85 and $139 from VIEs, respectively)	330	461
Accounts and contracts receivable, net (including $13 and $12 from VIEs, respectively)	292	279
Vacation ownership notes receivable, net (including $1,792 and $1,662 from VIEs, respectively)	2,198	2,045
Inventory	660	719
Property and equipment, net	1,139	1,136
Goodwill	3,117	3,150
Intangibles, net	911	993
Other (including $76 and $76 from VIEs, respectively)	468	488
TOTAL ASSETS	9,639	9,613
LIABILITIES AND EQUITY
Accounts payable	356	265
Advance deposits	158	160
Accrued liabilities (including $5 and $2 from VIEs, respectively)	369	345
Deferred revenue	344	453
Payroll and benefits liability	251	201
Deferred compensation liability	139	142
Securitized debt, net (including $1,982 and $1,877 from VIEs, respectively)	1,938	1,856
Debt, net	3,088	2,631
Other	167	224
Deferred taxes	331	350
TOTAL LIABILITIES	7,141	6,627
Contingencies and Commitments (Note 13)
Preferred stock — $0.01 par value; 2,000,000 shares authorized; none issued or outstanding	0	0
Common stock — $0.01 par value; 100,000,000 shares authorized; 75,744,524 and 75,519,049 shares issued, respectively	1	1
Treasury stock — at cost; 38,263,442 and 33,235,671 shares, respectively	(2,054)	(1,356)
Additional paid-in capital	3,941	4,072
Accumulated other comprehensive income (loss)	15	(16)
Retained earnings	593	275
TOTAL MVW SHAREHOLDERS' EQUITY	2,496	2,976
Noncontrolling interests	2	10
TOTAL EQUITY	2,498	2,986
TOTAL LIABILITIES AND EQUITY	$ 9,639	$ 9,613

VARIABLE INTEREST ENTITIES (Tables)

12 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Classifications of consolidated vie assets and liabilities

The following table shows consolidated assets, which are collateral for the obligations of these VIEs, and consolidated liabilities included on our Balance Sheet at December 31, 2022:


($ in millions)	Vacation Ownership Notes Receivable Securitizations		Warehouse Credit Facility		Total
Consolidated Assets
Vacation ownership notes receivable, net of reserves	$	1,620	$	172	$	1,792
Interest receivable	12		1		13
Restricted cash	77		8		85
Total	$	1,709	$	181	$	1,890
Consolidated Liabilities
Interest payable	$	4	$	1	$	5
Securitized debt	1,820		162		1,982
Total	$	1,824	$	163	$	1,987

Interest income and expense recognized as a result of our involvement with variable interest entities

The following table shows the interest income and expense recognized as a result of our involvement with these VIEs during 2022:


($ in millions)	Vacation Ownership Notes Receivable Securitizations		Warehouse Credit Facility		Total
Interest income	$	234	$	9	$	243
Interest expense to investors	$	47	$	3	$	50
Debt issuance cost amortization	$	8	$	2	$	10
Administrative expenses	$	1	$	—	$	1

Cash flows between company and variable interest entities

The following table shows cash flows between us and the vacation ownership notes receivable securitization VIEs:


($ in millions)	2022		2021
Cash Inflows
Net proceeds from vacation ownership notes receivable securitizations	$	627	$	841
Principal receipts	534		585
Interest receipts	234		228
Reserve release	154		159
Total	1,549		1,813
Cash Outflows
Principal to investors	(556)		(590)
Voluntary repurchases of defaulted vacation ownership notes receivable	(94)		(99)
Voluntary clean-up call	(60)		(72)
Interest to investors	(46)		(43)
Funding of restricted cash	(97)		(217)
Total	(853)		(1,021)
Net Cash Flows	$	696	$	792

The following table shows cash flows between us and the Warehouse Credit Facility VIE:


($ in millions)	2022		2021
Cash Inflows
Proceeds from vacation ownership notes receivable securitizations	$	397	$	107
Principal receipts	19		2
Interest receipts	10		2
Reserve release	1		1
Total	427		112
Cash Outflows
Principal to investors	(8)		—
Voluntary repurchases of defaulted vacation ownership notes receivable	—		—
Repayment of Warehouse Credit Facility	(227)		(107)
Interest to investors	(3)		(2)
Funding of restricted cash	(6)		(1)
Total	(244)		(110)
Net Cash Flows	$	183	$	2

- Definition

Tabular disclosure of the significant judgments and assumptions made in determining whether a variable interest (as defined) held by the entity requires the variable interest entity (VIE) (as defined) to be consolidated and (or) disclose information about its involvement with the VIE, individually or in aggregate (as applicable); the nature of restrictions, if any, on the consolidated VIE's assets and on the settlement of its liabilities reported by an entity in its statement of financial position, including the carrying amounts of such assets and liabilities; the nature of, and changes in, the risks associated with involvement in the VIE; how involvement with the VIE affects the entity's financial position, financial performance, and cash flows; the lack of recourse if creditors (or beneficial interest holders) of the consolidated VIE have no recourse to the general credit of the primary beneficiary (if applicable); the terms of arrangements, giving consideration to both explicit arrangements and implicit variable interests, if any, that could require the entity to provide financial support to the VIE, including events or circumstances that could expose the entity to a loss; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; the significant factors considered and judgments made in determining that the power to direct the activities of a VIE that most significantly impact the VIE's economic performance are shared (as defined); the carrying amounts and classification of assets and liabilities of the VIE included in the statement of financial position; the entity's maximum exposure to loss, if any, as a result of its involvement with the VIE, including how the maximum exposure is determined and significant sources of the entity's exposure to the VIE; a comparison of the carrying amounts of the assets and liabilities and the entity's maximum exposure to loss; information about any liquidity arrangements, guarantees, and (or) other commitments by third parties that may affect the fair value or risk of the entity's variable interest in the VIE; whether or not the entity has provided financial support or other support (explicitly or implicitly) to the VIE that it was not previously contractually required to provide or whether the entity intends to provide that support, including the type and amount of the support and the primary reasons for providing the support; and supplemental information the entity determines necessary to provide.

+ References + Details

DEBT

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

DEBT

The following table provides detail on our debt balances, net of unamortized debt discount and issuance costs:


($ in millions)		At December 31, 2022		At December 31, 2021
Senior Secured Notes
	2025 Notes	$	250	$	250
	Unamortized debt discount and issuance costs	(2)		(2)
		248		248
Senior Unsecured Notes
	2028 Notes	350		350
	Unamortized debt discount and issuance costs	(3)		(4)
		347		346

	2029 Notes	500		500
	Unamortized debt discount and issuance costs	(6)		(7)
		494		493
Corporate Credit Facility
	Term Loan	784		784
	Unamortized debt discount and issuance costs	(6)		(8)
		778		776




Convertible Notes
	2022 Convertible Notes	—		230
	Unamortized debt discount and issuance costs	—		(6)
		—		224

	2026 Convertible Notes	575		575
	Unamortized debt discount and issuance costs	(10)		(114)
		565		461

	2027 Convertible Notes	575		—
	Unamortized debt discount and issuance costs	(15)		—
		560		—

Non-interest bearing note payable		10		—

Finance leases		86		83
		$	3,088	$	2,631

The following table shows scheduled principal payments for our debt, excluding finance leases, as of December 31, 2022.


	Payments Year
($ in millions)	2023		2024		2025		2026		2027		Thereafter		Total
2025 Notes	$	250	$	—	$	—	$	—	$	—	$	—	$	250
2028 Notes	—		—		—		—		—		350		350
2029 Notes	—		—		—		—		—		500		500
Term Loan	—		—		784		—		—		—		784

2026 Convertible Notes	—		—		—		575		—		—		575
2027 Convertible Notes	—		—		—		—		575		—		575
Non-interest bearing notes payable	6		4		—		—		—		—		10
	$	256	$	4	$	784	$	575	$	575	$	850	$	3,044

Senior Notes

Our senior notes include:

•$500 million aggregate principal amount of 6.125% Senior Secured Notes due 2025 issued in the second quarter of 2020 with a maturity date of September 15, 2025 (the “2025 Notes”), of which $250 million of principal was outstanding as of December 31, 2022.

•$350 million aggregate principal amount of 4.750% Senior Unsecured Notes due 2028 issued in the fourth quarter of 2019 with a maturity date of January 15, 2028 (the “2028 Notes”).

•$500 million aggregate principal amount of 4.500% Senior Unsecured Notes due 2029 issued in the second quarter of 2021 with a maturity date of June 15, 2029 (the “2029 Notes”).

2025 Notes

The 2025 Notes are pari passu with, and secured by the same collateral as, our Corporate Credit Facility. We pay interest on the 2025 Notes on May 15 and November 15 of each year. We received net proceeds of approximately $493 million from the offering of the 2025 Notes, after deducting offering expenses and the underwriting discount, which were used to repay all amounts outstanding at that time on the Revolving Corporate Credit Facility. We may redeem some or all of the remaining 2025 Notes prior to maturity under the terms provided in the indenture.

During 2021, we redeemed, prior to maturity, $250 million aggregate principal amount of the 2025 Notes pursuant to the terms of the indenture governing the 2025 Notes. In connection with this redemption, we incurred charges of $19 million, inclusive of a redemption premium and the write-off of unamortized debt issuance costs, which was recorded in Gains (losses) and other income (expense), net line on our Income Statement for the year ended December 31, 2021.

During the fourth quarter of 2022, we delivered a redemption notice for the remaining $250 million of 2025 Notes outstanding pursuant to the terms of the indenture governing the 2025 Notes. Subsequent to the end of 2022, we redeemed, prior to maturity, the remaining $250 million aggregate principal amount of the 2025 Notes with proceeds from the issuance of the 2027 Convertible Notes (as discussed below). In connection with this redemption, we expect to incur charges of approximately $10 million, inclusive of a redemption premium and the write-off of unamortized debt issuance costs, which will be recorded in the first quarter of 2023.

2028 Notes

We issued the 2028 Notes under an indenture dated October 1, 2019 with The Bank of New York Mellon Trust Company, N.A., as trustee. We received net proceeds of $346 million from the offering, after deducting the underwriting discount and estimated expenses. The net proceeds from the 2028 Notes were used (i) to redeem all of the outstanding 5.625% Senior Unsecured Notes due 2023 assumed in connection with the ILG Acquisition (the “IAC Notes”), (ii) to redeem all of the outstanding 5.625% Senior Unsecured Notes due 2023 offered in exchange for the IAC Notes during the third quarter of 2018, (iii) to repay a portion of the then outstanding borrowings under our Revolving Corporate Credit Facility, (iv) to pay transaction expenses and fees in connection with each of the foregoing and (v) for general corporate purposes. We pay interest on the 2028 Notes on March 15 and September 15 of each year. We may redeem some or all of the 2028 Notes prior to maturity under the terms provided in the indenture.

2029 Notes

We issued the 2029 Notes under an indenture dated June 21, 2021 with The Bank of New York Mellon Trust Company, N.A., as trustee. We received net proceeds of $493 million from the offering, after deducting the underwriting fees and transaction expenses. We used these proceeds in July 2021 to redeem, prior to maturity, $500 million of the $750 million aggregate principal amount of 6.500% Senior Unsecured Notes due 2026 issued in the third quarter of 2018 with a maturity date of September 15, 2026 (the “2026 Notes”) and pay transaction expenses and fees in connection with the transaction. We pay interest on the 2029 Notes on June 15 and December 15 of each year, commencing on December 15, 2021. We may redeem some or all of the 2029 Notes prior to maturity under the terms provided in the indenture.

Corporate Credit Facility

Our corporate credit facility (“Corporate Credit Facility”), which provides support for our business, including ongoing liquidity and letters of credit, includes a $900 million term loan facility (the “Term Loan”), which matures on August 31, 2025, and bears interest at LIBOR plus 1.75%, and a revolving credit facility (the “Revolving Corporate Credit Facility”), which includes a letter of credit sub-facility of $75 million.

During the first quarter of 2022, we entered into an amendment to the Revolving Corporate Credit Facility (the “Revolver Amendment”), which increased the borrowing capacity of the existing revolving credit facility from $600 million to $750 million and extended the maturity date from August 31, 2023 to March 31, 2027. The Revolver Amendment modified the interest rate applicable to certain borrowings under the Revolving Corporate Credit Facility to reference SOFR and to be based on “Adjusted Term SOFR,” which is calculated as Term SOFR (as defined in the Revolver Amendment), plus a 0.10% adjustment, subject to a 0.00% floor. Interest rates for other select non-U.S. dollar borrowings were also amended to be based on updated variable rate indices. The applicable margins with respect to the Revolving Corporate Credit Facility were amended to be based on leverage-based measures instead of credit ratings-based measures. The Revolver Amendment made no other material changes to the Corporate Credit Facility.

Borrowings under the Revolving Corporate Credit Facility generally bear interest at a floating rate plus an applicable margin that varies from 0.75% to 2.25% depending on the type of loan and our leverage. In addition, we pay a commitment fee on the unused availability under the Revolving Corporate Credit Facility at a rate that varies from 25 to 35 basis points per annum, also depending on our leverage.

Any amounts borrowed under that facility, as well as obligations with respect to letters of credit issued pursuant to that facility, are secured by a perfected first priority security interest in substantially all of the assets of the borrower under, and guarantors of, that facility (which include MVWC and certain of our direct and indirect, existing and future, domestic subsidiaries, excluding certain bankruptcy remote special purpose subsidiaries), in each case including inventory, subject to certain exceptions.

During the third quarter of 2022, we borrowed $380 million under our Revolving Corporate Credit Facility, $230 million of which was used to repay the 2022 Convertible Notes (as discussed further below). During the fourth quarter of 2022, a portion of the proceeds from the issuance of the 2027 Convertible Notes was used to repay amounts outstanding on the Revolving Corporate Credit Facility (as discussed further below). As of December 31, 2022, there were no amounts outstanding under the Revolving Corporate Credit Facility.

Prior to 2020, we entered into $250 million of interest rate swaps under which we pay a fixed rate of 2.9625% and receive a floating interest rate through September 2023 and $200 million of interest rate swaps under which we pay a fixed rate of 2.2480% and receive a floating interest rate through April 2024, in each case to hedge a portion of our interest rate risk on the Term Loan. We also entered into a $100 million interest rate collar with a cap strike rate of 2.5000% and a floor strike rate of 1.8810% through April 2024 to further hedge our interest rate risk on the Term Loan. Both the interest rate swaps and the interest rate collar have been designated and qualify as cash flow hedges of interest rate risk and are recorded in Other assets on our Balance Sheet as of December 31, 2022 and Other liabilities on our Balance Sheet as of December 31, 2021. We characterize payments we make in connection with these derivative instruments as interest expense and a reclassification of accumulated other comprehensive income or loss for presentation purposes.


($ in millions)	2022		2021		2020
Derivative Instrument Adjustment, Beginning of Year	$	(18)	$	(39)	$	(21)
Other comprehensive gain (loss) before reclassifications	31		21		(18)


Derivative Instrument Adjustment, End of Year	$	13	$	(18)	$	(39)

Convertible Notes

2022 Convertible Notes

During 2017, we issued $230 million aggregate principal amount of 1.50% convertible senior notes for which interest was payable semi-annually (the “2022 Convertible Notes”). The 2022 Convertible Notes matured at par on September 15, 2022, at which time they were settled in cash and the remaining discount and deferred financing costs were fully amortized. The following table reflects the activity related to our 2022 Convertible Notes during 2022.


($ in millions)	Principal Amount		Unamortized Debt Discount		Unamortized Debt Issuance Costs		Debt, net		Carrying Amount of Equity Component, net of Issuance Costs
At December 31, 2021	$	230	$	(5)	$	(1)	$	224	$	33
Adoption of ASU 2020-06(1)	—		5		—		5		(33)
At January 1, 2022	230		—		(1)		229		—
Fair value of conversion option transferred to other liabilities(2)	—		(5)		—		(5)		—
Amortization	—		5		1		6		—
Repayment upon maturity	(230)		—		—		(230)		—
At December 31, 2022	$	—	$	—	$	—	$	—	$	—

________________________

(1)As a result of the adoption of ASU 2020-06 during the first quarter of 2022, we no longer accounted for the liability and equity components of the convertible notes separately, and we reclassified the conversion feature related to the 2022 Convertible Notes from equity to liabilities. Prior period amounts have not been adjusted to reflect our adoption of ASU 2020-06 under the modified retrospective method. See Footnote 2 “Summary of Significant Accounting Policies” for information on our adoption of ASU 2020-06.

(2)We issued notice of our intent to settle the 2022 Convertible Notes in cash, which became irrevocable on June 15, 2022. As a result, our previous exception from derivative accounting for the conversion feature of the 2022 Convertible Notes no longer applied and we were required to fair value this conversion feature at that time. The fair value of the conversion feature of $5 million was recorded as a debt discount and a corresponding increase to Other liabilities on our balance sheet. Subsequent changes to the fair value of the conversion feature were recorded on our income statement.

The following table shows interest expense information related to the 2022 Convertible Notes.


($ in millions)	2022		2021		2020
Contractual interest expense	$	3	$	3	$	3
Amortization of debt discount	5		8		7
Amortization of debt issuance costs	1		1		1
	$	9	$	12	$	11

2022 Convertible Note Hedges and Warrants

In connection with the offering of the 2022 Convertible Notes, we concurrently entered into the following privately-negotiated separate transactions: convertible note hedge transactions with respect to our common stock (“2022 Convertible Note Hedges”) and warrant transactions (“2022 Warrants”), whereby we sold to the counterparties to the 2022 Convertible Note Hedges warrants to acquire approximately 1.6 million shares of our common stock.

The 2022 Note Hedges were required to follow the same settlement provisions as the 2022 Convertible Notes. As such, upon issuance of the irrevocable notice of our intent to settle the 2022 Convertible Notes in cash, our previous exception from derivative accounting for the 2022 Convertible Note Hedges no longer applied and we were required to fair value the 2022 Convertible Note Hedges at that time. The 2022 Convertible Note Hedges expired upon the maturity of the 2022 Convertible Notes, and none were exercised. The 2022 Warrants expire in ratable portions on a series of expiration dates over the 60 scheduled trading day period commencing on December 15, 2022. As of December 31, 2022, the strike price of the 2022 Warrants was subject to adjustment to approximately $175.62, as a result of the dividends we declared since the issuance of the 2022 Warrants that were greater than the quarterly dividend we paid when the 2022 Warrants were issued. As of December 31, 2022, no 2022 Warrants have been exercised.

2026 Convertible Notes

During 2021, we issued $575 million aggregate principal amount of convertible senior notes (the “2026 Convertible Notes”) that bear interest at a rate of 0.00%. The 2026 Convertible Notes mature on January 15, 2026, unless repurchased or converted in accordance with their terms prior to that date.

The conversion rate is subject to adjustment for certain events as described in the indenture governing the notes, and was subject to adjustment as of December 31, 2022 to 5.9978 shares of common stock per $1,000 principal amount of 2026 Convertible Notes (equivalent to a conversion price of $166.73 per share of our common stock), as a result of the dividends we declared since issuance of the 2026 Convertible Notes that were greater than the quarterly dividend we paid when the 2026 Convertible Notes were issued. Upon conversion, we will pay or deliver, as the case may be, cash, shares of our common stock, or a combination of cash and shares of our common stock, at our election. As of December 31, 2022, the effective interest rate was 0.55%.

The following table shows the net carrying value of the 2026 Convertible Notes.


($ in millions)	At December 31, 2022		At December 31, 2021
Liability component
Principal amount	$	575	$	575
Unamortized debt discount(1)	—		(104)
Unamortized debt issuance costs	(10)		(10)
Net carrying amount of the liability component	$	565	$	461

Carrying amount of equity component, net of issuance costs(1)	$	—	$	117

________________________

The following table shows interest expense information related to the 2026 Convertible Notes.


($ in millions)	2022		2021		2020

Amortization of debt discount	$	—	$	22	$	—
Amortization of debt issuance costs	3		2		—
	$	3	$	24	$	—

2026 Convertible Note Hedges and Warrants

In connection with the offering of the 2026 Convertible Notes, we concurrently entered into the following privately-negotiated separate transactions: convertible note hedge transactions with respect to our common stock (the “2026 Convertible Note Hedges”), covering a total of 3.4 million shares of our common stock, and warrant transactions (“2026 Warrants”), whereby we sold to the counterparties to the 2026 Convertible Note Hedges warrants to acquire approximately 3.4 million shares of our common stock. As of December 31, 2022, the strike prices of the 2026 Convertible Note Hedges and the 2026 Warrants were subject to adjustment to approximately $166.73 and $208.41, respectively, and no 2026 Convertible Note Hedges or 2026 Warrants have been exercised.

2027 Convertible Notes

During the fourth quarter of 2022, we issued $575 million aggregate principal amount of convertible senior notes (the “2027 Convertible Notes”) that bear interest at a rate of 3.25%. The 2027 Convertible Notes are governed by an indenture dated December 8, 2022 (the “Indenture”) among MVWC, Marriott Ownership Resorts, Inc. and the other guarantors party thereto (the “Guarantors”) and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”). We received net proceeds from the offering of approximately $497 million after adjusting for debt issuance costs, including the discount to the initial purchasers, the cost of the 2027 Convertible Note Hedges, and proceeds from the 2027 Warrants (both as defined below).

The 2027 Convertible Notes bear interest at a rate of 3.25%, payable in cash semi-annually on June 15 and December 15 of each year, beginning on June 15, 2023. The 2027 Convertible Notes mature on December 15, 2027, unless earlier repurchased or converted in accordance with their terms prior to that date. On or after September 15, 2027, and prior to the close of business on the second scheduled trading day immediately preceding the stated maturity date of the 2027 Convertible Notes, holders may convert their 2027 Convertible Notes at their option. The 2027 Convertible Notes are convertible at a rate of 5.2729 shares of common stock per $1,000 principal amount of 2027 Convertible Notes (equivalent to a conversion price of $189.65 per share of our common stock) as of December 31, 2022. The conversion rate is subject to adjustment for certain events as described in the Indenture. Upon conversion, we will pay or deliver, as the case may be, cash, shares of our common stock, or a combination of cash and shares of our common stock, at our election. It is our intent to settle conversions of the 2027 Convertible Notes through combination settlement, which contemplates repayment in cash of the principal amount and repayment in shares of our common stock of any excess of the conversion value over the principal amount. As of December 31, 2022, the effective interest rate was 3.88%.

Holders may convert their 2027 Convertible Notes prior to September 15, 2027 only under the following circumstances:

•during any calendar quarter commencing after the calendar quarter ending on March 31, 2023 (and only during such calendar quarter), if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day;

•during the five business day period after any five consecutive trading day period in which the trading price per $1,000 principal amount of 2027 Convertible Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the common stock and the conversion rate on each such trading day;

•if we call any or all of the holder’s notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or

•upon the occurrence of specified corporate events as described in the Indenture.

While the 2027 Convertible Notes are callable in certain circumstances prior to their maturity date, no sinking fund has been provided for them. If we undergo a fundamental change, as described in the Indenture, subject to certain conditions, holders may require us to repurchase for cash all or any portion of their 2027 Convertible Notes. The repurchase price as a result of a fundamental change is equal to 100% of the principal amount of the 2027 Convertible Notes to be repurchased, plus accrued and unpaid special interest, if any, to, but excluding, the repurchase date. If certain fundamental changes referred to in the Indenture as make-whole fundamental changes occur, the conversion rate applicable to the 2027 Convertible Notes may increase.

The 2027 Convertible Notes are unconditionally guaranteed, on a joint and several basis, by the Guarantors on a senior, unsecured basis. The 2027 Convertible Notes are our general senior unsecured obligations and rank equally in right of payment with all of our existing and future senior indebtedness, and senior in right of payment to all of our future subordinated debt. The 2027 Convertible Notes will be effectively subordinated to any of our existing and future secured debt to the extent of the value of the assets securing such debt, including the guarantees of borrowings outstanding under the Corporate Credit Facility. The 2027 Convertible Notes are structurally subordinated to any existing and future indebtedness and any other liabilities and obligations of any of our subsidiaries that are not guarantors of the 2027 Convertible Notes. The guarantees will be the Guarantors’ general senior unsecured obligations and rank equally in right of payment with all of the Guarantors’ existing and future senior indebtedness, and senior in right of payment to all of the Guarantors’ future subordinated debt. The guarantees are effectively subordinated to any of the Guarantors’ existing and future secured debt to the extent of the value of the assets securing such debt, including any borrowings outstanding under the Corporate Credit Facility. The guarantees are structurally subordinated to any existing and future indebtedness and any other liabilities and obligations of any of our subsidiaries that are not guarantors of the 2027 Convertible Notes.

There are no financial or operating covenants related to the 2027 Convertible Notes. The Indenture contains customary events of default with respect to the 2027 Convertible Notes and provides that upon the occurrence and continuation of certain events of default, the Trustee or the holders of at least 25% in aggregate principal amount of the 2027 Convertible Notes then outstanding may declare all principal of, and accrued and any unpaid interest on, the 2027 Convertible Notes then outstanding to be immediately due and payable. In case of certain events of bankruptcy or insolvency involving the Company, all of the principal of and accrued and unpaid interest on the 2027 Convertible Notes will automatically become immediately due and payable.

We had debt issuance costs, including initial purchasers’ discount to underwriters, of $14 million related to the 2027 Convertible Notes. Issuance costs are amortized to interest expense over the term of the 2027 Convertible Notes. During

2022, our contractual interest expense and amortization of debt issuance costs were $1 million and less than $1 million, respectively, related to the 2027 Convertible Notes.

2027 Convertible Note Hedges and Warrants

In connection with the offering of the 2027 Convertible Notes, we entered into privately-negotiated convertible note hedge transactions with respect to our common stock with certain counterparties (the “2027 Convertible Note Hedges”), covering a total of 3 million shares of our common stock at a cost of $107 million. The 2027 Convertible Note Hedges are subject to anti-dilution provisions substantially similar to those of the 2027 Convertible Notes, have a strike price that initially corresponded to the initial conversion price of the 2027 Convertible Notes, are exercisable by us upon any conversion under the 2027 Convertible Notes, and expire when the 2027 Convertible Notes mature. The cost of the 2027 Convertible Note Hedges is expected to be tax deductible as an original issue discount over the life of the 2027 Convertible Notes, as the 2027 Convertible Notes and the 2027 Convertible Note Hedges represent an integrated debt instrument for tax purposes. The cost of the 2027 Convertible Note Hedges was recorded as a reduction of Additional paid-in capital on our Balance Sheet as of December 31, 2022.

Concurrently with the entry into the 2027 Convertible Note Hedges, we separately entered into privately-negotiated warrant transactions (the “2027 Warrants”), whereby we sold to the counterparties to the 2027 Convertible Note Hedges warrants to acquire, collectively, subject to anti-dilution adjustments, approximately 3 million shares of our common stock at an initial strike price of $286.26 per share. We received aggregate proceeds of $43 million from the sale of the 2027 Warrants to the counterparties. The proceeds from the issuance of the 2027 Warrants were recorded as an increase to Additional paid-in capital on our Balance Sheet as of December 31, 2022.

Taken together, the 2027 Convertible Note Hedges and the 2027 Warrants are generally expected to reduce the potential dilution to our common stock (or, in the event the conversion of the 2027 Convertible Notes is settled in cash, to reduce our cash payment obligation) in the event that at the time of conversion our stock price exceeds the conversion price under the 2027 Convertible Notes and to effectively increase the overall conversion price to the Company from $189.65 per share to $286.26 per share. The 2027 Warrants will expire in ratable portions on a series of expiration dates commencing in March 2028.

The 2027 Convertible Notes, the 2027 Convertible Note Hedges, and the 2027 Warrants are transactions that are separate from each other. Holders of any such instrument have no rights with respect to the other instruments. As of December 31, 2022, no 2027 Convertible Note Hedges or 2027 Warrants have been exercised.

Finance Leases

See Footnote 14 “Leases” for information on our finance leases.

Security and Guarantees

Amounts borrowed under the Corporate Credit Facility and the 2025 Notes, as well as obligations with respect to letters of credit issued pursuant to the Corporate Credit Facility, are secured by a perfected first priority security interest in substantially all of the assets of the borrowers under, and guarantors of, that facility (which include MVWC and certain of our direct and indirect, existing and future, domestic subsidiaries, excluding certain bankruptcy remote special purpose subsidiaries), in each case including inventory, subject to certain exceptions. In addition, the Corporate Credit Facility, the 2026 Convertible Notes, the 2027 Convertible Notes, the 2025 Notes, the 2028 Notes, and the 2029 Notes are guaranteed by MVWC and certain of our direct and indirect, existing and future, domestic subsidiaries, excluding bankruptcy remote special purpose subsidiaries.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Defined Contribution Plan and Deferred Compensation Plan (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award
Defined contribution plan, cost	$ 23	$ 19	$ 12
Deferred Compensation Plan \| Marriott International
Share-based Compensation Arrangement by Share-based Payment Award
Minimum required fixed rate of return	3.50%	3.50%

INCOME TAXES - Provision Taxes by Geographic Region (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
United States	$ 508	$ 152	$ (255)
Non-U.S. jurisdictions	74	(25)	(85)
Income before income taxes	$ 582	$ 127	$ (340)

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

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Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

INTANGIBLE ASSETS - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Intangible Assets [Line Items]
Depreciation and amortization of intangibles	$ 132,000,000	$ 146,000,000	$ 123,000,000
Trade names
Intangible Assets [Line Items]
Impairment charges for other intangible assets	0	0
Exchange & Third-Party Management
Intangible Assets [Line Items]
Impairment charges for other intangible assets			18,000,000
ILG, Inc And Welk
Intangible Assets [Line Items]
Depreciation and amortization of intangibles	61,000,000	$ 61,000,000	$ 57,000,000
Expected amortization expense, 2023	61,000,000
Expected amortization expense, 2024	61,000,000
Expected amortization expense, 2025	61,000,000
Expected amortization expense, 2026	61,000,000
Expected amortization expense, 2027	$ 61,000,000
Minimum \| ILG, Inc And Welk
Intangible Assets [Line Items]
Estimated useful life	15 years
Maximum \| ILG, Inc And Welk
Intangible Assets [Line Items]
Estimated useful life	20 years

ACQUISITIONS AND DISPOSITIONS - Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021	Apr. 01, 2021
Business Combination, Provisional Information [Abstract]
Goodwill	$ 3,117	$ 3,150
Welk
Business Combination, Provisional Information [Abstract]
Vacation ownership notes receivable, net			$ 255
Inventory			111
Property and equipment			83
Intangible assets			102
Other assets			19
Deferred taxes			(24)
Debt			(189)
Securitized debt			(184)
Other liabilities			(93)
Net assets acquired			80
Goodwill			325
Assets acquired			$ 405

INVENTORY - Composition of Inventory (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Inventory Disclosure [Abstract]
Real estate inventory	$ 651	$ 710
Other	9	9
Inventory	$ 660	$ 719

ACQUISITIONS AND DISPOSITIONS - Dispositions (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal, Statement of Income or Comprehensive Income [Extensible Enumeration]	Gains (losses) and other income (expense), net
Reclassification of foreign currency translation adjustments realized upon disposition of entities	$ 10	$ 0	$ 0
Gains (losses) and other income (expense), net	40	(51)	(26)
Note receivable			1
Dispositions, net	3	3	15
Land
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gains (losses) and other income (expense), net			6
Dispositions, net			15
Joint Venture
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gains (losses) and other income (expense), net	(3)		$ (5)
VRI Americas \| Discontinued Operations, Disposed of by Sale
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from disposals	56
Restricted cash	12
Assets	51
Goodwill from sale	25
Intangible assets	20
Gain on disposal	17
Vacation Ownership \| Discontinued Operations, Disposed of by Sale \| Puerto Vallarta, Mexico
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from disposals	38
Restricted cash	3
Gain on disposal	33
Cumulative translation adjustment	18
Reclassification of foreign currency translation adjustments realized upon disposition of entities	$ 10
2021 Dispositions \| Discontinued Operations, Disposed of by Sale
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from disposals		$ 0

ACQUISITIONS AND DISPOSITIONS - Consideration Transferred (Details) - Welk $ / shares in Units, shares in Millions, $ in Millions	Apr. 01, 2021 USD ($) $ / shares shares
Business Acquisition [Line Items]
Equivalent shares of marriott vacations worldwide common stock issued (in shares) \| shares	1.4
Marriott Vacations Worldwide common stock price as of Acquisition Date (in dollars per share) \| $ / shares	$ 174.18
Fair value of Marriott Vacations Worldwide common stock issued	$ 248
Cash consideration to Welk, net of cash and restricted cash acquired	157
Total consideration transferred, net of cash and restricted cash acquired	405
Cash acquired from acquisition	$ 48

SHARE-BASED COMPENSATION (Tables)

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Schedule of compensation cost for share-based payment arrangements, allocation of share-based compensation costs by plan

The following table details our share-based compensation expense related to award grants to our officers, directors, and employees:


($ in millions)	2022		2021		2020
Service-based RSUs	$	31	$	34	$	22
Performance-based RSUs	3		9		9
ILG Acquisition Converted RSUs	—		—		2
	34		43		33
SARs	5		8		4
	$	39	$	51	$	37

Schedule of unrecognized compensation cost, unvested awards

The following table details our deferred compensation costs related to unvested awards:


($ in millions)	At Year-End 2022(1)		At Year-End 2021
Service-based RSUs	$	26	$	33
Performance-based RSUs	7		—

	33		33
SARs	1		2
	$	34	$	35

_________________________

Schedule of outstanding RSUs and the associated weighted average grant-date fair values

The following table shows the changes in our outstanding RSUs and the associated weighted average grant-date fair values:


	2022
	Service-based			Performance-based			Total
	Number of RSUs	Weighted Average Grant-Date Fair Value Per RSU		Number of RSUs	Weighted Average Grant-Date Fair Value Per RSU		Number of RSUs	Weighted Average Grant-Date Fair Value Per RSU
Outstanding at year-end 2021	765,080	$	110.14	475,121	$	93.77	1,240,201	$	103.87
Granted	183,510	$	151.67	135,012	$	152.12	318,522	$	151.86
Distributed	(201,267)	$	112.33	(202,232)	$	95.42	(403,499)	$	103.85
Forfeited	(19,256)	$	133.22	(115,455)	$	98.20	(134,711)	$	103.20
Outstanding at year-end 2022	728,067	$	119.39	292,446	$	117.82	1,020,513	$	118.94

Schedule of outstanding SARs and the associated weighted average exercise prices

The following table shows the changes in our outstanding SARs and the associated weighted average exercise prices:


	2022
	Number of SARs	Weighted Average Exercise Price Per SAR
Outstanding at year-end 2021	626,875	$	107.86
Granted	77,037	$	159.27
Exercised	(10,378)	$	39.93
Forfeited or expired	(4,028)	$	161.57
Outstanding at year-end 2022(1)(2)	689,506	$	114.32

_________________________

(1)As of December 31, 2022, outstanding SARs had a total intrinsic value of $21 million and a weighted average remaining term of 6 years.

Assumptions used to estimate fair value of grants

The following table outlines the assumptions used to estimate the fair value of grants in 2022, 2021, and 2020:


	2022	2021	2020
Expected volatility	42.86%	48.35%	38.81%
Dividend yield	1.53%	1.48%	2.13%
Risk-free rate	1.77%	0.97%	0.96%
Expected term (in years)	6.25	6.25	6.25

EARNINGS PER SHARE (Tables)

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Reconciliation of earnings and number of shares used in calculation of basic and diluted earnings or loss per share

The table below illustrates the reconciliation of the earnings or loss and number of shares used in our calculation of diluted earnings or loss per share attributable to common shareholders.


(in millions, except per share amounts)	2022(1)		2021(1)		2020
Net income (loss) attributable to common shareholders	$	391	$	49	$	(275)
Add back of interest expense related to convertible notes subsequent to the adoption of ASU 2020-06, net of tax	5		—		—
Numerator used to calculate diluted earnings (loss) per share	$	396	$	49	$	(275)

Shares for basic earnings (loss) per share	40.4		42.5		41.3
Effect of dilutive shares outstanding(2)
Employee SARs	0.2		0.2		—
Restricted stock units	0.3		0.5		—
2022 Convertible Notes ($230 million of principal)	0.7		0.1		—
2026 Convertible Notes ($575 million of principal)	3.4		—		—
2027 Convertible Notes ($575 million of principal)	0.2		—		—
Shares for diluted earnings (loss) per share	45.2		43.3		41.3
Diluted earnings (loss) per share	$	8.77	$	1.13	$	(6.65)

_________________________


(in millions)															2020
Employee SARs															0.1
Restricted stock units															0.3



															0.4

Schedule of antidilutive securities excluded from computation of earnings per share

the following potentially dilutive securities were excluded from the above calculation of diluted net loss per share attributable to common shareholders during the periods presented, as the effects of including these securities would have been anti-dilutive.


(in millions)															2020
Employee SARs															0.1
Restricted stock units															0.3



															0.4

VACATION OWNERSHIP NOTES RECEIVABLE

12 Months Ended

Dec. 31, 2022

Receivables [Abstract]

VACATION OWNERSHIP NOTES RECEIVABLE

The following table shows the composition of our vacation ownership notes receivable balances, net of reserves.


	December 31, 2022						December 31, 2021
($ in millions)	Originated		Acquired		Total		Originated		Acquired		Total
Securitized	$	1,571	$	221	$	1,792	$	1,308	$	354	$	1,662
Non-securitized
Eligible for securitization(1)	63		—		63		96		1		97
Not eligible for securitization(1)	322		21		343		267		19		286
Subtotal	385		21		406		363		20		383
	$	1,956	$	242	$	2,198	$	1,671	$	374	$	2,045

_________________________

(1)Refer to Footnote 7 “Financial Instruments” for discussion of eligibility of our vacation ownership notes receivable for securitization.

We reflect interest income associated with vacation ownership notes receivable in our Income Statements in the Financing revenues caption. The following table summarizes interest income associated with vacation ownership notes receivable.


($ in millions)	2022		2021		2020
Interest income associated with vacation ownership notes receivable — securitized	$	243	$	219	$	239
Interest income associated with vacation ownership notes receivable — non-securitized	41		40		18
Total interest income associated with vacation ownership notes receivable	$	284	$	259	$	257

COVID-19 Impact on Vacation Ownership Notes Receivable Reserves

The estimates of the variable consideration for originated vacation ownership notes receivable and the reserve for credit losses on the acquired vacation ownership notes receivable are based on default rates that are an output of our static pool analyses and estimates regarding future defaults.

In 2020, we increased our vacation ownership notes receivable reserves by $69 million as a result of higher actual and projected default activity which was predominantly due to the COVID-19 pandemic. At that time, we allocated $59 million of the reserve to our originated vacation ownership notes receivable reserve (recorded as a reduction of Sale of vacation ownership products), $10 million to our acquired vacation ownership notes receivable reserve (recorded as an increase in Financing expenses), and a corresponding $19 million reduction in Cost of vacation ownership products on our Income Statement for the year ended December 31, 2020. Given the uncertainty as to which vacation ownership notes receivable (originated or acquired) would default, from 2020 through the second quarter of 2022, we assessed the sufficiency of our reserves for all vacation ownership notes receivable in total.

In the third quarter of 2022, in connection with the stabilization of default rates and the combination and alignment of the reserves for the Marriott-, Sheraton-, and Westin-brands (see Footnote 2 “Summary of Significant Accounting Policies”), we recorded a reversal of credit loss expense for the acquired vacation ownership notes receivable of $19 million, which was recorded in Financing expenses on our Income Statement for the year ended December 31, 2022, and an increase in the reserve for our originated vacation ownership notes receivable of $21 million, which was recorded as a reduction of Sale of vacation ownership products and partially offset by a corresponding $5 million increase in Cost of vacation ownership ownership products on our Income Statement for the year ended December 31, 2022. There were no additional adjustments to our vacation ownership notes receivables reserves due to the COVID-19 pandemic during either 2021 or 2022.

Credit Quality Indicators - Vacation Ownership Notes Receivable

Prior to the third quarter of 2022, we used the aging of the vacation ownership notes receivable as the primary credit quality indicator for Legacy-MVW vacation ownership notes receivable, and FICO score of the borrower by brand as the primary credit quality indicator for the Sheraton, Westin, Hyatt and Legacy-Welk vacation ownership notes receivable.

At December 31, 2022, the weighted average FICO score within our consolidated vacation ownership notes receivable pool was 721, based upon the FICO score of the borrower at the time of origination.

At December 31, 2021, the weighted average FICO score of the borrower within our consolidated Legacy-ILG and Legacy-Welk vacation ownership notes receivable pools was 707, based upon the FICO score of the borrower at the time of origination.

Acquired Vacation Ownership Notes Receivable

Acquired vacation ownership notes receivable represent vacation ownership notes receivable acquired as part of the ILG Acquisition and the Welk Acquisition. The following table shows future contractual principal payments, net of reserves, and interest rates for our acquired vacation ownership notes receivable at December 31, 2022.


	Acquired Vacation Ownership Notes Receivable
($ in millions)	Non-Securitized		Securitized		Total
2023	$	3	$	38	$	41
2024	3		38		41
2025	3		35		38
2026	2		32		34
2027	2		26		28
Thereafter	8		52		60
Balance at December 31, 2022	$	21	$	221	$	242
Weighted average stated interest rate	13.7%		14.2%		14.1%
Range of stated interest rates	0.0% to 21.9%		0.0% to 21.9%		0.0% to 21.9%

The following table summarizes the activity related to our acquired vacation ownership notes receivable reserve.


	Acquired Vacation Ownership Notes Receivable Reserve
($ in millions)	Non-Securitized		Securitized		Total
Balance at December 31, 2019, as reported	$	—	$	—	$	—
Impact of adoption of ASU 2016-13	29		26		55
Opening Balance at January 1, 2020	29		26		55
Securitizations	(1)		1		—
Clean-up call	1		(1)		—
Write-offs	(18)		—		(18)
Recoveries	9		—		9
Defaulted vacation ownership notes receivable repurchase activity(1)	17		(17)		—
Increase in vacation ownership notes receivable reserve(2)	2		12		14
Balance at December 31, 2020	39		21		60
Securitizations	(9)		9		—
Clean-up call	3		(3)		—
Write-offs	(49)		—		(49)
Recoveries	27		—		27
Defaulted vacation ownership notes receivable repurchase activity(1)	32		(32)		—
Initial allowance for credit losses for Legacy-Welk vacation ownership notes receivable	11		21		32
(Decrease) increase in vacation ownership notes receivable reserve	(7)		7		—
Balance at December 31, 2021	47		23		70
Securitizations	—		—		—
Clean-up call	1		(1)		—
Write-offs	(57)		—		(57)
Recoveries	35		—		35
Defaulted vacation ownership notes receivable repurchase activity(1)	25		(25)		—
(Decrease) increase in vacation ownership notes receivable reserve	(40)		21		(19)
Balance at December 31, 2022	$	11	$	18	$	29

_________________________

The following tables show the acquired vacation ownership notes receivable, before reserves, by brand and FICO score.


	Acquired Vacation Ownership Notes Receivable as of December 31, 2022
($ in millions)	700 +		600 - 699		< 600		No Score		Total
Combined Marriott	$	67	$	47	$	6	$	16	$	136
Hyatt	5		3		—		—		8
Welk	75		50		1		1		127
	$	147	$	100	$	7	$	17	$	271


	Acquired Vacation Ownership Notes Receivable as of December 31, 2021
($ in millions)	700 +		600 - 699		< 600		No Score		Total
Westin	$	52	$	32	$	3	$	8	$	95
Sheraton	54		48		8		23		133
Hyatt	8		6		1		—		15
Welk	115		79		1		2		197
Other	2		—		—		2		4
	$	231	$	165	$	13	$	35	$	444

The following tables detail the origination year of our acquired vacation ownership notes receivable, before reserves, by brand and FICO score as of December 31, 2022.


	Acquired Vacation Ownership Notes Receivable - Combined Marriott
($ in millions)	2022		2021		2020		2019		2018 & Prior		Total
700 +	$	—	$	—	$	—	$	—	$	67	$	67
600 - 699	—		—		—		—		47		47
< 600	—		—		—		—		6		6
No Score	—		—		—		—		16		16
	$	—	$	—	$	—	$	—	$	136	$	136


	Acquired Vacation Ownership Notes Receivable - Hyatt
($ in millions)	2022		2021		2020		2019		2018 & Prior		Total
700 +	$	—	$	—	$	—	$	—	$	5	$	5
600 - 699	—		—		—		—		3		3
< 600	—		—		—		—		—		—
No Score	—		—		—		—		—		—
	$	—	$	—	$	—	$	—	$	8	$	8


	Acquired Vacation Ownership Notes Receivable - Welk
($ in millions)	2022		2021		2020		2019		2018 & Prior		Total
700 +	$	—	$	6	$	16	$	20	$	33	$	75
600 - 699	—		3		9		13		25		50
< 600	—		—		1		—		—		1
No Score	—		—		—		—		1		1
	$	—	$	9	$	26	$	33	$	59	$	127

Originated Vacation Ownership Notes Receivable

Originated vacation ownership notes receivable represent vacation ownership notes receivable originated by Legacy-ILG and Legacy-Welk subsequent to each respective acquisition date and all Legacy-MVW vacation ownership notes receivable. The following table shows future principal payments, net of reserves, and interest rates for our originated vacation ownership notes receivable at December 31, 2022.


	Originated Vacation Ownership Notes Receivable
($ in millions)	Non-Securitized		Securitized		Total
2023	$	49	$	133	$	182
2024	35		137		172
2025	32		142		174
2026	31		149		180
2027	30		154		184
Thereafter	208		856		1,064
Balance at December 31, 2022	$	385	$	1,571	$	1,956
Weighted average stated interest rate	12.5%		13.1%		13.0%
Range of stated interest rates	0.0% to 20.9%		0.0% to 19.9%		0.0% to 20.9%

For originated vacation ownership notes receivable, we record the difference between the vacation ownership note receivable and the variable consideration included in the transaction price for the sale of the related vacation ownership product as a reserve on our vacation ownership notes receivable. The following table summarizes the activity related to our originated vacation ownership notes receivable reserve.


	Originated Vacation Ownership Notes Receivable Reserve
($ in millions)	Non-Securitized		Securitized		Total












Balance at December 31, 2019	$	90	$	114	$	204
Securitizations	(70)		70		—
Clean-up call	37		(37)		—
Write-offs	(31)		—		(31)
Defaulted vacation ownership notes receivable repurchase activity(1)	80		(80)		—
Increase in vacation ownership notes receivable reserve(2)	87		50		137
Balance at December 31, 2020	193		117		310
Increase in vacation ownership notes receivable reserve	78		24		102
Securitizations	(76)		76		—
Clean-up call	12		(12)		—
Write-offs	(79)		—		(79)
Defaulted vacation ownership notes receivable repurchase activity(1)	65		(65)		—
Balance at December 31, 2021	193		140		333
Increase in vacation ownership notes receivable reserve	118		47		165
Securitizations	(132)		132		—
Clean-up call	37		(37)		—
Write-offs	(136)		—		(136)
Defaulted vacation ownership notes receivable repurchase activity(1)	69		(69)		—
Balance at December 31, 2022	$	149	$	213	$	362

_________________________

The following tables show the originated vacation ownership notes receivable, before reserves, by brand and FICO score.


	Originated Vacation Ownership Notes Receivable as of December 31, 2022
($ in millions)	700 +		600 - 699		< 600		No Score		Total
Combined Marriott	$	1,210	$	549	$	55	$	278	$	2,092
Hyatt	30		13		1		1		45
Welk	127		51		2		1		181
	$	1,367	$	613	$	58	$	280	$	2,318


	Originated Vacation Ownership Notes Receivable as of December 31, 2021(1)
($ in millions)	700 +		600 - 699		< 600		No Score		Total
Westin	$	143	$	66	$	8	$	34	$	251
Sheraton	136		94		20		46		296
Hyatt	22		11		—		—		33
Welk	65		27		1		1		94
	$	366	$	198	$	29	$	81	$	674

_________________________

(1)Balances as of December 31, 2021 exclude $1,329 million of Marriott-branded vacation ownership notes receivable as the change in credit quality indicator occurred during the third quarter of 2022.

The following tables detail the origination year of our originated vacation ownership notes receivable, before reserves, by brand and FICO score as of December 31, 2022.


	Originated Vacation Ownership Notes Receivable - Combined Marriott
($ in millions)	2022		2021		2020		2019		2018		2017 & Prior		Total
700 +	$	481	$	306	$	101	$	160	$	83	$	79	$	1,210
600 - 699	192		140		53		82		40		42		549
< 600	18		15		7		9		3		3		55
No Score	114		41		26		49		21		27		278
	$	805	$	502	$	187	$	300	$	147	$	151	$	2,092


	Originated Vacation Ownership Notes Receivable - Hyatt
($ in millions)	2022		2021		2020		2019		2018		2017 & Prior		Total
700 +	$	17	$	7	$	2	$	3	$	1	$	—	$	30
600 - 699	7		3		1		2		—		—		13
< 600	1		—		—		—		—		—		1
No Score	1		—		—		—		—		—		1
	$	26	$	10	$	3	$	5	$	1	$	—	$	45


	Originated Vacation Ownership Notes Receivable - Welk
($ in millions)	2022		2021		2020		2019		2018		2017 & Prior		Total
700 +	$	91	$	36	$	—	$	—	$	—	$	—	$	127
600 - 699	36		15		—		—		—		—		51
< 600	1		1		—		—		—		—		2
No Score	1		—		—		—		—		—		1
	$	129	$	52	$	—	$	—	$	—	$	—	$	181

Vacation Ownership Notes Receivable on Non-Accrual Status

For both non-securitized and securitized vacation ownership notes receivable, we estimated the average remaining default rate of 11.62% as of December 31, 2022 and 11.75% as of December 31, 2021. A 0.5 percentage point increase in the estimated default rate would have resulted in an increase in the related vacation ownership notes receivable reserve of $12 million as of December 31, 2022 and $10 million as of December 31, 2021.

The following table shows our recorded investment in non-accrual vacation ownership notes receivable, which are vacation ownership notes receivable that are 90 days or more past due.


	Vacation Ownership Notes Receivable
($ in millions)	Non-Securitized		Securitized		Total
Investment in vacation ownership notes receivable on non-accrual status at December 31, 2022	$	126	$	24	$	150
Investment in vacation ownership notes receivable on non-accrual status at December 31, 2021	$	202	$	18	$	220

The following table shows the aging of the recorded investment in principal, before reserves, in vacation ownership notes receivable as of December 31, 2022 and December 31, 2021.


	December 31, 2022						December 31, 2021
($ in millions)	Non-Securitized		Securitized		Total		Non-Securitized		Securitized		Total
31 – 90 days past due	$	25	$	56	$	81	$	22	$	44	$	66
91 – 120 days past due	7		16		23		7		10		17
Greater than 120 days past due	119		8		127		195		8		203
Total past due	151		80		231		224		62		286
Current	415		1,943		2,358		399		1,762		2,161
Total vacation ownership notes receivable	$	566	$	2,023	$	2,589	$	623	$	1,824	$	2,447

ACQUISITIONS AND DISPOSITIONS - Acquisitions (Details) $ in Millions	12 Months Ended
	Dec. 31, 2022 USD ($) vacation_ownership_unit	Dec. 31, 2021 USD ($) vacation_ownership_unit	Dec. 31, 2020 USD ($) vacation_ownership_unit	Dec. 31, 2019 USD ($)
Asset Acquisition [Line Items]
Purchase Of Vacation Ownership Units For Future Transfer To Inventory	$ 12	$ 98	$ 61
Bali, Indonesia Resort
Asset Acquisition [Line Items]
Number of vacation ownership units acquired \| vacation_ownership_unit	88
Asset acquisition, consideration transferred	$ 36
Asset acquisition, consideration paid	12
Asset acquisition, notes payable issued	11
Reclassified of previous deposits associated with the project from other assets to property and equipment	$ 13
Los Suenos Resort, Costa Rica
Asset Acquisition [Line Items]
Number of vacation ownership units acquired \| vacation_ownership_unit		24
Asset acquisition, consideration transferred		$ 14
Asset acquisition, recognized identifiable assets acquired, inventory		13
Asset acquisition, recognized identifiable assets acquired, property and equipment		$ 1
Marriott Vacation Club Pulse, New York City
Asset Acquisition [Line Items]
Number of vacation ownership units acquired \| vacation_ownership_unit		120	57
Asset acquisition, consideration transferred		$ 98	$ 89
Asset acquisition, recognized identifiable assets acquired, property and equipment			67
Purchase Of Vacation Ownership Units For Future Transfer To Inventory			22	$ 20
Asset acquisition, recognized identifiable assets acquired, other assets			$ 22
Marriott Vacation Club Pulse, San Francisco
Asset Acquisition [Line Items]
Number of vacation ownership units acquired \| vacation_ownership_unit		44	34
Asset acquisition, consideration transferred		$ 34	$ 26
Asset acquisition, recognized identifiable assets acquired, inventory		29	18
Asset acquisition, recognized identifiable assets acquired, property and equipment			3
Purchase Of Vacation Ownership Units For Future Transfer To Inventory			5
Asset acquisition, recognized identifiable assets acquired, other assets		$ 5	$ 5
Marriott Vacation Club Pulse, San Francisco, Transaction 2 for 2021
Asset Acquisition [Line Items]
Number of vacation ownership units acquired \| vacation_ownership_unit		78
Asset acquisition, consideration transferred		$ 59
Asset acquisition, recognized identifiable assets acquired, inventory		41
Asset acquisition, recognized identifiable assets acquired, property and equipment		18
Write off the outstanding management fee receivables deemed uncollectible		7
Reclassified of previous deposits associated with the project from other assets to inventory		$ 10

SHARE-BASED COMPENSATION - Deferred Compensation Costs (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award
Deferred compensation costs related to unvested awards	$ 34	$ 35
Service-based RSUs
Share-based Compensation Arrangement by Share-based Payment Award
Deferred compensation costs related to unvested awards	26	33
Performance-based RSUs
Share-based Compensation Arrangement by Share-based Payment Award
Deferred compensation costs related to unvested awards	7	0
Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award
Deferred compensation costs related to unvested awards	33	33
SARs
Share-based Compensation Arrangement by Share-based Payment Award
Deferred compensation costs related to unvested awards	$ 1	$ 2
Outstanding, weighted average remaining contractual terms	5 years
Minimum
Share-based Compensation Arrangement by Share-based Payment Award
Outstanding, weighted average remaining contractual terms	1 year
Deferred compensation expense weighted average expected recognition period	1 year
Maximum
Share-based Compensation Arrangement by Share-based Payment Award
Outstanding, weighted average remaining contractual terms	2 years
Deferred compensation expense weighted average expected recognition period	2 years

VACATION OWNERSHIP NOTES RECEIVABLE - Recorded Investment in Non-accrual Notes Receivable that are Ninety Days or More Past Due (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Financing Receivable, Past Due
Investment in notes receivable on non-accrual status	$ 150	$ 220
Non-Securitized
Financing Receivable, Past Due
Investment in notes receivable on non-accrual status	126	202
Securitized
Financing Receivable, Past Due
Investment in notes receivable on non-accrual status	$ 24	$ 18

BUSINESS SEGMENTS - Depreciation and Amortization (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Reconciliation of Depreciation by Segment [Line Items]
Depreciation and amortization	$ 132	$ 146	$ 123
Operating Segments
Reconciliation of Depreciation by Segment [Line Items]
Depreciation and amortization	123	137	111
Operating Segments \| Vacation Ownership
Reconciliation of Depreciation by Segment [Line Items]
Depreciation and amortization	92	89	79
Operating Segments \| Exchange & Third-Party Management
Reconciliation of Depreciation by Segment [Line Items]
Depreciation and amortization	31	48	32
Corporate and other
Reconciliation of Depreciation by Segment [Line Items]
Depreciation and amortization	$ 9	$ 9	$ 12

GOODWILL - Additional Information (Details) - USD ($)	12 Months Ended
GOODWILL - Additional Information (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Goodwill
Impairment loss	$ 0	$ 0
Exchange & Third-Party Management
Goodwill
Impairment loss			$ 73,000,000

SECURITIZED DEBT - Future Payments Vacation Ownership Notes Receivable Securitizations (Details) $ in Millions	Dec. 31, 2022 USD ($)
Debt Instrument [Line Items]
2023	$ 256
2024	4
2025	784
2026	575
2027	575
Thereafter	850
Securitized debt \| Vacation Ownership Receivables and Warehouse Credit Facility
Debt Instrument [Line Items]
2023	185
2024	189
2025	328
2026	186
2027	184
Thereafter	889
Long-term debt	1,961
Variable Interest Entity \| Securitized debt \| Warehouse Credit Facility
Debt Instrument [Line Items]
2023	8
2024	8
2025	146
2026	0
2027	0
Thereafter	0
Long-term debt	162
Variable Interest Entity \| Vacation Ownership Notes Receivable Securitizations \| Securitized debt
Debt Instrument [Line Items]
2023	177
2024	181
2025	182
2026	186
2027	184
Thereafter	889
Long-term debt	$ 1,799

INCOME TAXES - Reconciliation of US Statutory Income Tax Rate to Effective Tax Rate (Details)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
U.S. statutory income tax rate	21.00%	21.00%	21.00%
U.S. state income taxes, net of U.S. federal tax benefit	5.00%	4.30%	4.50%
Share-based compensation, net of Section 162(m) limitation	(0.20%)	1.90%	0.20%
Other permanent differences	1.50%	(5.50%)	(9.10%)
Impact related to the CARES Act of 2020	0.00%	0.00%	6.00%
Tax rate changes	2.80%	(3.80%)	0.40%
Non-U.S. income (loss)	4.50%	12.90%	4.20%
Tax credits	(0.20%)	(0.90%)	0.20%
Unrecognized tax benefits	(2.70%)	17.90%	5.20%
Change in valuation allowance	1.00%	10.40%	(7.50%)
Other items	0.20%	0.20%	(0.50%)
Effective rate	32.90%	58.40%	24.60%

LEASES - Additional Information (Details) $ in Millions	Dec. 31, 2022 USD ($) renewal_options	Mar. 31, 2021
Leases [Abstract]
Term of contract		16 years
Number of renewal options \| renewal_options	2
Renewal term	5 years
Lease not yet commenced, liability \| $	$ 249

SHAREHOLDERS' EQUITY - Cash Dividend Declared (Details) - $ / shares					12 Months Ended
	Dec. 01, 2022	Sep. 08, 2022	May 12, 2022	Feb. 18, 2022	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Equity [Abstract]
Dividends per share (in usd per share)	$ 0.72	$ 0.62	$ 0.62	$ 0.62	$ 2.58	$ 1.08	$ 0.54

BUSINESS SEGMENTS - Capital Expenditures (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Segment Reporting, Other Significant Reconciling Item
Capital Expenditures	$ 215	$ 297	$ 202
Operating Segments
Segment Reporting, Other Significant Reconciling Item
Capital Expenditures	182	299	198
Operating Segments \| Vacation Ownership
Segment Reporting, Other Significant Reconciling Item
Capital Expenditures	182	296	191
Operating Segments \| Exchange & Third-Party Management
Segment Reporting, Other Significant Reconciling Item
Capital Expenditures	0	3	7
Corporate and other
Segment Reporting, Other Significant Reconciling Item
Capital Expenditures	$ 33	$ (2)	$ 4

FINANCIAL INSTRUMENTS - Additional Information (Details) $ in Millions	Dec. 31, 2022 USD ($)
Variable Interest Entity
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis
Cash surrender value of life insurance	$ 76

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	12 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	Dec. 31, 2022
Accounting Policies [Abstract]
Principles of Consolidation	The Consolidated Financial Statements present the results of operations, financial position and cash flows of Marriott Vacations Worldwide Corporation (referred to in this report as (i) “we,” “us,” “Marriott Vacations Worldwide,” “MVW,” or “the Company,” which includes our consolidated subsidiaries except where the context of the reference is to a single corporate entity, or (ii) “MVWC,” which shall refer only to Marriott Vacations Worldwide Corporation, without its consolidated subsidiaries). In order to make this report easier to read, we refer throughout to (i) our Consolidated Financial Statements as our “Financial Statements,” (ii) our Consolidated Statements of Income as our “Income Statements,” (iii) our Consolidated Balance Sheets as our “Balance Sheets,” and (iv) our Consolidated Statements of Cash Flows as our “Cash Flows.” In addition, references throughout to numbered “Footnotes” refer to the numbered Notes in these Notes to Consolidated Financial Statements, unless otherwise noted. We also refer to Marriott International, Inc. as “Marriott International” and Marriott International’s Marriott Bonvoy customer loyalty program as “Marriott Bonvoy.” We use certain other terms that are defined within these Financial Statements.The Financial Statements presented herein and discussed below include 100% of the assets, liabilities, revenues, expenses, and cash flows of Marriott Vacations Worldwide, all entities in which Marriott Vacations Worldwide has a controlling voting interest (“subsidiaries”), and those variable interest entities (“VIEs”) for which Marriott Vacations Worldwide is the primary beneficiary in accordance with consolidation accounting guidance. References in these Financial Statements to net income or loss attributable to common shareholders and MVW shareholders’ equity do not include noncontrolling interests, which represent the outside ownership of our consolidated non-wholly owned entities and are reported separately. Intercompany accounts and transactions between consolidated entities have been eliminated in consolidation.
Basis of Presentation	These Financial Statements reflect our financial position, results of operations, and cash flows as prepared in conformity with United States Generally Accepted Accounting Principles (“GAAP”). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in the financial statements and accompanying notes. Such estimates include, but are not limited to, revenue recognition, allocations of the purchase price paid in business combinations, cost of vacation ownership products, inventory valuation, goodwill and intangibles valuation, accounting for acquired vacation ownership notes receivable, vacation ownership notes receivable reserves, income taxes, and loss contingencies. The uncertainties created by the COVID-19 pandemic (as defined below) including the uncertainty of the success of ongoing efforts to mitigate the effects of the COVID-19 pandemic and inflationary pressures in the general macroeconomic environment, have made it more challenging to make these estimates. Actual results could differ from our estimates, and such differences may be material. We have reclassified certain prior year amounts to conform with our current year presentation.
Revenue Recognition	Revenue Recognition We account for revenue in accordance with Accounting Standards Codification (“ASC”) Topic 606, “Revenue from Contracts with Customers” (“ASC 606”). Sale of Vacation Ownership Products We market and sell vacation ownership products in our Vacation Ownership segment. Vacation ownership products include deeded vacation ownership products, deeded beneficial interests, rights to use real estate and other interests in trusts that solely hold real estate (collectively “vacation ownership products” or “VOIs”). Vacation ownership products may be sold for cash or we may provide financing. In connection with the sale of vacation ownership products, we provide sales incentives to certain purchasers and, in certain cases, membership in a brand affiliated club. Non-cash incentives typically include Marriott Bonvoy points, Hyatt’s customer loyalty program points (“World of Hyatt” points), or an alternative sales incentive that we refer to as “plus points.” Plus points are redeemable for stays at our resorts or for use in an exclusive selection of travel packages provided by affiliate tour operators (the “Explorer Collection”), generally up to two years from the date of issuance. Typically, sales incentives are only awarded if the sale is closed. Upon execution of a legal sales agreement, we typically receive an upfront deposit from our customer with the remainder of the purchase price for the vacation ownership product to either be collected at closing (“cash contract”) or financed by the customer through our financing programs (“financed contract”). Refer to “Financing Revenues” below for further information regarding financing terms. Customer deposits received for contracts are recorded as Advance deposits on our Balance Sheets until the point in time at which control of the vacation ownership product has transferred to the customer. Our assessment of collectability of the transaction price for sales of vacation ownership products is aligned with our credit granting policies for financed contracts. In determining the consideration to which we expect to be entitled for financed contracts, we include estimated variable consideration in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Our estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on the customer class and the results of our static pool analyses, which rely on historical payment data by customer class as described in “Loan Loss Reserves” below. Variable consideration which has not been included within the transaction price is presented as a reserve on contracts receivable or vacation ownership notes receivable. Revisions to estimates of variable consideration from the sale of vacation ownership products impact the reserve on contracts receivable and originated vacation ownership notes receivable and can increase or decrease revenue. Revenues were reduced during 2022 by $29 million due to changes in our estimates of variable consideration for performance obligations that were satisfied in prior periods. In the third quarter of 2022, we combined and aligned our accounting methodology to calculate our estimates for the reserve on vacation ownership notes receivable for the Marriott-, Sheraton-, and Westin-brands (“Combined Marriott”), as we expect our future customers to represent a blend of the historical customers for each brand. We use the origination of vacation ownership notes receivable by Combined Marriott and the FICO scores of the customer as the primary credit quality indicators, as historical performance indicates that there is a relationship between the default behavior of borrowers and the brand associated with the VOI they have acquired. See Footnote 6 “Vacation Ownership Notes Receivable” for further information. In addition, we account for cash incentives provided to customers as a reduction of the transaction price. Refer to “Arrangements with Multiple Performance Obligations” below for a description of our methods of allocating transaction price to each performance obligation. We evaluated our business practices, and the underlying risks and rewards associated with vacation ownership products and the respective timing that such risks and rewards are transferred to the customer in determining the point in time at which control of the vacation ownership product is transferred to the customer. Based upon the different terms of the contracts with the customer and business practices, for the contracts executed in the period prior to the third quarter of 2022, we determined that we transfer control of vacation ownership products at different times for each brand. Prior to the third quarter of 2022, we recognized revenue on the sale of Marriott-branded vacation ownership products at closing. We have historically recognized revenue on the sale of Sheraton-,Westin- and Hyatt-branded vacation ownership products upon expiration of the rescission period. In the third quarter of 2022, in connection with the affiliation of the Marriott-, Sheraton-, and Westin-branded vacation ownership products through Abound by Marriott Vacations, we modified our business practices and the terms of our Marriott-branded VOI sales contracts to be consistent with the existing terms of our Sheraton- and Westin-branded VOI sales contracts. As a result of these modifications, control of Marriott-branded vacation ownership products is transferred to the customer upon expiration of the statutory rescission period, consistent with the historical method of revenue recognition for sales of Sheraton- and Westin-branded vacation ownership products, resulting in earlier revenue recognition than the historical timing for Marriott-branded VOIs. At the time at which we recognize revenue for Marriott-branded VOI contracts, we temporarily record a contract receivable for both cash contracts and financed contracts, until the time at which we collect the cash or originate a vacation ownership note receivable, which occurs at closing. Marriott-branded VOI sales contracts executed prior to these modifications continue to be accounted for with transfer of control of the VOI occurring at closing. We have not changed our Hyatt or Legacy-Welk contract terms or business practices regarding how control of the VOI is transferred to the customer. As such, we recognize revenue on the sale of Hyatt vacation ownership products at expiration of rescission and on Legacy-Welk vacation ownership products at closing. Revenue for non-cash incentives, such as plus points, is recorded as Deferred revenue on our Balance Sheets at closing and is recognized as rental revenue upon transfer of control to the customer, which typically occurs upon delivery of the incentive, or at the point in time when the incentive is redeemed. For non-cash incentives provided by third parties (i.e. Marriott Bonvoy points, World of Hyatt points or third-party Explorer Collection offerings), we evaluated whether we control the underlying good or service prior to delivery to the customer. We concluded that we are an agent for those non-cash incentives which we do not control prior to delivery and as such record the related revenue net of the related cost upon recognition. Management and Exchange Revenues and Cost Reimbursements Revenues Ancillary Revenues Ancillary revenues consist of goods and services that are sold or provided by us at food and beverage outlets, golf courses and other retail and service outlets located at our resorts. Payments for such goods and services are generally received at the point of sale in the form of cash or credit card charges. For goods and services sold, we evaluate whether we control the underlying goods or services prior to delivery to the customer. For transactions where we do not control the goods or services prior to delivery, the related revenue is recorded net of the related cost upon recognition. We recognize ancillary revenue at the point in time when goods have been provided and/or services have been rendered. Management Fee Revenues and Cost Reimbursements Revenues We provide day-to-day-management services, including housekeeping services, operation of reservation systems, maintenance and certain accounting and administrative services for owners’ associations, condominium owners and hotels. We generate revenue from fees we earn for managing vacation ownership resorts, clubs, owners’ associations, condominiums and hotels. In our Vacation Ownership segment, these fees are earned regardless of usage or occupancy and are typically based on either a percentage of the budgeted costs to operate the resorts or a fixed fee arrangement (“VO management fee revenues”). In our Exchange & Third-Party Management segment, we earn base management fees which are typically either (i) fixed amounts, (ii) amounts based on a percentage of adjusted gross lodging revenue, or (iii) various revenue sharing agreements based on stated formulas (“Base management fee revenues”) and incentive management fees, which are generally a percentage of either operating profits or improvement in operating profits (“Incentive management fees”). In addition, we receive reimbursement of costs incurred on behalf of our customers, which consist of actual expenses with no added margin (“cost reimbursements”). Vacation Ownership segment cost reimbursements revenues exclude amounts that we have paid to the owners’ associations related to maintenance fees for unsold vacation ownership products, as we have concluded that such payments are consideration payable to a customer. Management fees are collected over time or upfront depending upon the specific management contract. Cost reimbursements are received over time and considered variable consideration. We have determined that a significant financing component does not exist as a substantial amount of the consideration promised by the customer is paid when the associated variable consideration is determined. We evaluated the nature of the management services provided and concluded that the management services constitute a series of distinct services to be accounted for as a single performance obligation transferred over time. We use an input method, the number of days that management services are provided, to recognize VO management fee revenues and Base management fee revenues, which is consistent with the pattern of transfer to the customers who receive and consume the benefits as services are provided each day. We recognize Incentive management fees as earned throughout the incentive period based on actual results, which is subject to estimation of the transaction price. Any consideration we receive in advance of services being rendered is recorded as Deferred revenue on our Balance Sheets and is recognized ratably across the service period to which it relates. We recognize variable consideration for Cost reimbursements revenues when the reimbursable costs are incurred. Other Services Revenues Other services revenues includes revenues from membership fees, club dues and additional fees for services we provide to customers. Membership fees and club dues are received in advance of providing access to the exchange services, are recorded as Deferred revenue on our Balance Sheets and are earned regardless of whether exchange services are provided. Generally, Interval International memberships are cancellable and refundable on a pro-rata basis, with the exception of the Interval International network’s Platinum tier which is non-refundable. Transaction-based fees are typically collected at a point in time. We have determined that exchange services constitute a stand-ready obligation for us to provide unlimited access to exchange services over a defined period of time, when and if a customer (or customer of a customer) requests. We have determined that customers benefit from the stand-ready obligation evenly throughout the period in which the customer has access to exchange services and as such, recognize membership fees and club dues on a straight-line basis over the related period of time. Transaction-based fees are recognized as revenue at the point in time at which the relevant goods or services are transferred to the customer. For transaction-based fees, we evaluate whether we control the underlying goods or services prior to delivery to the customer. Transaction-based fees from exchanges and other transactions in our Exchange & Third-Party Management segment are generally recognized when confirmation of the transaction is provided and services have been rendered. For transactions where we do not control the goods or services prior to delivery, the related revenue is recorded net of the related cost upon recognition. Financing Revenues We offer consumer financing as an option to qualifying customers purchasing vacation ownership products, which is collateralized by the underlying vacation ownership products. We recognize interest income on an accrual basis. The contractual terms of the financing agreements require that the contractual level of annual principal payments be sufficient to amortize the loan over a customary period for the vacation ownership product being financed, which is generally ten to fifteen years. Generally, payments commence under the financing contracts 30 to 60 days after closing. We record the difference between the contract receivable or vacation ownership note receivable and the variable consideration included in the transaction price for the sale of the related vacation ownership product as a reserve on our contracts receivable or vacation ownership notes receivable, as applicable. We earn interest income from the financing arrangements on the principal balance outstanding over the life of the arrangement and record that interest income in Financing revenues on our Income Statements. See Footnote 6 “Vacation Ownership Notes Receivable” for additional information related to the accounting for our acquired vacation ownership notes receivable. Financing revenues include transaction-based fees we charge to owners and other third parties for services. We recognize fee revenues when services have been rendered. Rental Revenues In our Vacation Ownership segment, we generate revenue from rentals of inventory that we hold for sale as interests in our vacation ownership programs, inventory that we control because our owners have elected alternative usage options permitted under our vacation ownership programs and rentals of owned-hotel properties. In our Exchange & Third-Party Management segment, we offer vacation rental opportunities for managed properties and to members of the Interval International network and certain other membership programs from seasonal oversupply or underutilized space, as well as sourced resort accommodations. We receive payments for rentals primarily through credit card charges. We generally recognize rental revenues when occupancy has occurred, which is consistent with the period in which the customer benefits from such service. For certain rental revenues associated with our Exchange & Third-Party Management segment, revenue is recognized when confirmation of the transaction is provided as we concluded we are an agent for these transactions. We recognize rental revenue from the utilization of plus points issued in connection with the sale of vacation ownership products, as described in “Sale of Vacation Ownership Products” above, when occupancy has occurred. We also generate revenues from vacation packages sold to our customers. The packages have an expiration period of six to twenty-four months, and payments for such packages are non-refundable and generally paid by the customer in advance. Payments received in advance are recorded as Advance deposits on our Balance Sheets, until the revenue is recognized, when occupancy has occurred. For rental revenues associated with vacation ownership products which we own and which are registered and held for sale, to the extent that the proceeds are less than costs, revenues are reported net in accordance with ASC Topic 978, “Real Estate – Time-Sharing Activities.” Arrangements with Multiple Performance Obligations Our contracts with customers may include multiple performance obligations. For such arrangements, we allocate revenue to each performance obligation based on its relative standalone selling price. In cases where the standalone selling price is not readily available, we generally determine the standalone selling prices utilizing the adjusted market approach, using prices from similar contracts, our historical pricing on similar contracts, our internal marketing and selling data and other internal and external inputs we deem to be appropriate. Significant judgment is required in determining the standalone selling price under the adjusted market approach. Receivables, Contract Assets & Contract Liabilities As discussed above, the payment terms and conditions in our customer contracts vary. In some cases, customers prepay for their goods and services; in other cases, after appropriate credit evaluations, payment is due in arrears. When the timing of our delivery of goods and services is different from the timing of the payments made by customers, we recognize either a contract asset (performance precedes contractual due date) or a contract liability (customer payment precedes performance or when we have a right to consideration that is unconditional before the transfer of goods or services to a customer). Receivables are recorded when the right to consideration becomes unconditional. Contract liabilities are recognized as revenue as (or when) we perform under the contract. See Footnote 4 “Revenue and Receivables” for additional information related to our receivables, contract assets and contract liabilities.
Costs Incurred to Sell Vacation Ownership Products	Costs Incurred to Sell Vacation Ownership ProductsWe charge marketing and sales costs we incur to sell vacation ownership products to expense when incurred.
Earnings or Loss Per Share Attributable to Common Shareholders	Earnings or Loss Per Share Attributable to Common Shareholders Basic earnings or loss per share attributable to common shareholders is calculated by dividing the earnings or loss available to common shareholders by the weighted average number of common shares outstanding for the period. Diluted earnings or loss per share attributable to common shareholders is calculated to give effect to all potentially dilutive common shares that were outstanding during the reporting period. The dilutive effect of outstanding equity-based compensation awards is reflected in diluted earnings per share attributable to common shareholders by application of the treasury stock method. Any potentially dilutive shares are excluded from the calculation for periods when there is a net loss attributable to common shareholders to avoid anti-dilutive effects.
Business Combinations	Business Combinations We allocate the purchase price of an acquisition to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values at the acquisition date. We recognize as goodwill the amount by which the purchase price of an acquired entity exceeds the net of the fair values assigned to the assets acquired and liabilities assumed. In determining the fair values of assets acquired and liabilities assumed, we use various recognized valuation methods including the income, cost and market approaches. Further, we make assumptions within certain valuation techniques, including discount rates, royalty rates, and the amount and timing of future cash flows. We record the net assets and results of operations of an acquired entity in our Financial Statements from the acquisition date. We initially perform these valuations based upon preliminary estimates and assumptions by management or independent valuation specialists under our supervision, where appropriate, and make revisions as estimates and assumptions are finalized. We expense acquisition-related costs as we incur them. As part of our accounting for business combinations we are required to determine the useful lives of identifiable intangible assets recognized separately from goodwill. The useful life of an intangible asset is the period over which the asset is expected to contribute directly or indirectly to the future cash flows of the acquired business. An intangible asset with a finite useful life is amortized; an intangible asset with an indefinite useful life is not amortized. We base the estimate of the useful life of an intangible asset on an analysis of all pertinent factors, in particular, all of the following factors with no one factor being more presumptive than the other: •The expected use of the asset. •The expected useful life of another asset or a group of assets to which the useful life of the intangible asset may relate. •Any legal, regulatory, or contractual provisions that may limit the useful life. •Our own historical experience in renewing or extending similar arrangements, consistent with our intended use of the asset, regardless of whether those arrangements have explicit renewal or extension provisions. •The effects of obsolescence, demand, competition, and other economic factors. •The level of maintenance expenditures required to obtain the expected future cash flows from the asset. If no legal, regulatory, contractual, competitive, economic, or other factors limit the useful life of an intangible asset to the reporting entity, the useful life of the asset is considered to be indefinite. The term indefinite does not mean the same as infinite or indeterminate. The useful life of an intangible asset is indefinite if that life extends beyond the foreseeable horizon; that is, there is no foreseeable limit on the period of time over which it is expected to contribute to the cash flows of the acquired business. Although we believe the assumptions and estimates we have made have been reasonable and appropriate, they are based in part on historical experience and information obtained from the management of the acquired entity and are inherently uncertain. Examples of critical estimates in accounting for acquisitions include but are not limited to future expected cash flows from sales of products and services and related contracts and agreements and discount and long-term growth rates. Unanticipated events and circumstances may occur which could affect the accuracy or validity of our assumptions, estimates or actual results.
Variable Interest Entities	Variable Interest Entities We consolidate entities under our control, including VIEs where we are deemed to be the primary beneficiary. In accordance with the applicable accounting guidance for the consolidation of VIEs, we analyze our variable interests, including loans, guarantees and equity investments, to determine if an entity in which we have a variable interest is a VIE. Our analysis includes both quantitative and qualitative reviews. We base our quantitative analysis on the forecasted cash flows of the entity, and our qualitative analysis on our review of the design of the entity, its organizational structure including decision-making ability, and relevant financial agreements. We also use our qualitative analyses to determine if we must consolidate a VIE because we are its primary beneficiary.
Fair Value Measurements	Fair Value Measurements We have several financial instruments that we are required to disclose at fair value on a recurring basis. See Footnote 7 “Financial Instruments” for further information. We also apply the provisions of fair value measurement to various non-recurring measurements for our financial and non-financial assets and liabilities. The applicable accounting standards define fair value as the price that would be received upon selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). We measure fair value of our assets and liabilities using inputs from the following three levels of the fair value hierarchy: •Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date. •Level 2 inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). •Level 3 includes unobservable inputs that reflect our assumptions about what factors market participants would use in pricing the asset or liability. We develop these inputs based on the best information available, including our own data.
Cash and Cash Equivalents	Cash and Cash Equivalents We consider all highly liquid investments with an initial purchase maturity of three months or less at the date of purchase to be cash equivalents.
Restricted Cash	Restricted Cash Restricted cash primarily consists of cash restricted for use by consolidated owners’ associations which is designated for resort operations and other specific uses, such as reserves, cash held in a reserve account related to vacation ownership notes receivable securitizations, cash collected for maintenance fees to be remitted to owners’ associations, and deposits received and held in escrow, primarily associated with the sale of vacation ownership products.
Accounts and Contracts Receivable	Accounts Receivable Accounts receivable are comprised of amounts due from customers, primarily owners’ associations, resort developers, owners and members, credit card receivables, amounts due from taxing authorities, indemnification assets, and other miscellaneous receivables. Accounts receivable outstanding longer than the contractual payment terms are considered past due. We determine our credit loss reserve for accounts receivable by considering a number of factors, including previous loss history, our judgment as to the specific customer’s current ability to pay its obligation and the condition of the general economy. We write off accounts receivable when they become uncollectible once we have exhausted all means of collection. Accounts receivable is presented net of a reserve for credit losses of $4 million and $14 million at December 31, 2022 and December 31, 2021, respectively. Accounts receivable also includes interest receivable on vacation ownership notes receivable. Write-offs of interest receivable are recorded as a reversal of previously recorded interest income.
Vacation Ownership Notes Receivable Reserve for Credit Losses	Acquired Vacation Ownership Notes Receivable Reserve for Credit Losses As part of the ILG Acquisition, we acquired existing portfolios of vacation ownership notes receivable. At acquisition, we recorded these vacation ownership notes receivable at fair value. Upon adoption of Accounting Standards Update (“ASU”) 2016-13 – “Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”) on January 1, 2020, we account for these acquired vacation ownership notes receivable using the purchased credit deteriorated assets provision of the current expected credit loss model, whereby we established a reserve for credit losses and a corresponding increase in the book value of the acquired vacation ownership notes receivable, resulting in no impact to the recorded balance. The estimates of the reserve for credit losses on the acquired vacation ownership notes receivable are based on default rates that are an output of our static pool analyses. Any changes in the reserve for credit losses are recorded as Financing expenses on our Income Statements. For acquired vacation ownership note receivables, the estimated collateral value is transferred from vacation ownership notes receivable to inventory upon foreclosure or revocation of the related vacation ownership note receivable. The vacation ownership notes receivable acquired as part of the Welk Acquisition were recorded at fair value using the purchased credit deteriorated assets provision of the current expected credit loss model, consistent with the principles outlined above. Originated Vacation Ownership Notes Receivable ReserveWe record the difference between the contract receivable or vacation ownership note receivable and the variable consideration included in the transaction price for the sale of the related vacation ownership product as a reserve on our contracts receivable or originated vacation ownership notes receivable, as applicable. See “Financing Revenues” above for further information.
Past Due and Defaulted	Past Due and Defaulted Although we consider loans to owners to be past due if we do not receive payment within 30 days of the due date, we suspend accrual of interest only on those loans that are over 90 days past due. For Legacy-MVW vacation ownership notes receivable, we consider loans over 150 days past due to be in default and fully reserve such amounts. For Legacy-ILG and Legacy-Welk vacation ownership notes receivable, we consider loans over 120 days past due to be in default and fully reserve such amounts. We apply payments we receive for vacation ownership notes receivable on non-accrual status first to interest, then to principal and any remainder to fees. We resume accruing interest when vacation ownership notes receivable are less than 90 days past due. We do not accept payments for vacation ownership notes receivable during the foreclosure process unless the amount is sufficient to pay all past due principal, interest, fees and penalties owed and fully reinstate the note. We write off vacation ownership notes receivable against the reserve once we receive title to the vacation ownership products through the foreclosure or deed-in-lieu process or, in certain circumstances, when revocation is complete.
Inventory	Inventory Our inventory consists primarily of completed vacation ownership products. We carry our inventory at the lower of (1) cost, including costs of improvements and amenities incurred subsequent to acquisition, capitalized interest and real estate taxes plus other costs incurred during construction, or (2) estimated fair value, less costs to sell, which can result in impairment charges and/or recoveries of previous impairments. We account for vacation ownership inventory and cost of vacation ownership products in accordance with the authoritative guidance for accounting for real estate time-sharing transactions, which defines a specific application of the relative sales value method for reducing vacation ownership inventory and recording cost of sales as described in our policy for revenue recognition for vacation ownership products. Also, pursuant to the guidance for accounting for real estate time-sharing transactions, we do not reduce inventory for the cost of vacation ownership products related to variable consideration which has not been included within the transaction price (accordingly, no adjustment is made when inventory is reacquired upon default of the related originated vacation ownership note receivable). These standards provide for changes in estimates within the relative sales value calculations to be accounted for as real estate inventory true-ups, which we refer to as product cost true-up activity, and are recorded in Cost of vacation ownership product expenses on the Income Statements to retrospectively adjust the margin previously recorded subject to those estimates. Product cost true-up activity relating to vacation ownership products increased carrying values of inventory by $24 million, $10 million and $6 million during 2022, 2021 and 2020, respectively.
Property and Equipment	Property and Equipment Property and equipment includes our sales centers, golf courses, information technology, including internally developed capitalized software, and other assets used in the normal course of business, as well as land held for future vacation ownership product development, and undeveloped and partially developed land parcels that are not part of an approved development plan and do not meet the criteria to be classified as held for sale. In addition, fully developed VOIs are classified as property and equipment until they are registered and available for sale. We record property and equipment at cost, including interest and real estate taxes incurred during active development. We capitalize the cost of improvements that extend the useful life of property and equipment when incurred. We expense all repair and maintenance costs as incurred. We compute depreciation using the straight-line method over the estimated useful lives of the assets (three to forty years), and we amortize leasehold improvements over the shorter of the asset life or lease term. We also capitalize certain qualified costs incurred in connection with the development of internal use software. Capitalization of internal use software costs begins when the preliminary project stage is completed, management with the relevant authority authorizes and commits to the funding of the software project, and it is probable that the project will be completed and the software will be used to perform the function intended.
Leases	Leases We account for leases in accordance with ASC Topic 842, “Leases” (“ASC 842”). We determine if an arrangement is or contains a lease at contract inception. Operating leases include lease arrangements for various land, corporate facilities, real estate and equipment. Corporate facilities leases are for office space, including our current corporate headquarters in Orlando, Florida. Other operating leases are primarily for office, off-site sales centers and retail space, as well as various equipment supporting our operations, with varying terms and renewal option periods. Finance leases include lease arrangements for ancillary and operations space. We also have a long-term finance lease for land underlying an operating hotel. In addition, we also lease various equipment supporting our operations and classify these leases as finance leases in accordance with ASC 842. The depreciable life of these assets is limited to the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Right-of-use assets and lease liabilities are recognized based on the present value of lease payments over the lease term at commencement date. Short-term leases, which have an initial term of a year or less, are not recorded on the balance sheet. For purposes of calculating lease liabilities, lease terms may be deemed to include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Macroeconomic conditions are the primary factor used to estimate whether an option to extend a lease term will be exercised or not. Because the rate implicit in our leases is not readily determinable, we use our incremental borrowing rate as the discount rate, which approximates the interest rate at which we could borrow on a collateralized basis with similar terms and payments and in similar economic environments. Right-of-use assets exclude the unamortized portion of lease incentives received. Certain of our lease agreements include variable rental payments that are based on a percentage of retail sales over contractual levels and others include rental payments adjusted periodically for inflation. Additionally, with respect to our real estate leases, we do not separate lease and non-lease components.
Impairment of Long-Lived Assets and Other Intangible Assets	Impairment of Long-Lived Assets and Other Intangible Assets We assess long-lived assets, including property and equipment, leases, and definite-lived intangible assets, for recoverability when changes in circumstances indicate the carrying value may not be recoverable, for example, when there are material adverse changes in projected revenues or expenses, significant underperformance relative to historical or projected operating results, or significant negative industry or economic trends. We evaluate recoverability of an asset group by comparing its carrying value to the future net undiscounted cash flows that we expect will be generated by the asset group. If the comparison indicates that the carrying value of an asset group is not recoverable, we recognize an impairment loss for the excess of carrying value over the estimated fair value. When we recognize an impairment loss for assets to be held and used, we depreciate the adjusted carrying amount of those assets over their remaining useful life. We assess indefinite-lived intangible assets for potential impairment and continued indefinite use annually, or more frequently if an event or other circumstance indicates that we may not be able to recover the carrying amount of the asset. We may first assess qualitative factors to determine whether it is more likely than not that the fair value of the indefinite-lived intangible is less than its carrying amount. If the carrying value of the asset exceeds the fair value, we recognize an impairment loss in the amount of that excess.
Goodwill	Goodwill We perform an annual review for the potential impairment of the carrying value of goodwill in the fourth quarter, or more frequently if events or circumstances indicate a possible impairment. For purposes of evaluating goodwill for impairment, we have two reporting units, which are also our reportable operating segments. In evaluating goodwill for impairment, we may assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50%) that the fair value of a reporting unit is less than its carrying amount. If we bypass the qualitative assessment, or if we conclude that it is more likely than not that the fair value of a reporting unit is less than its carrying value, then we perform a quantitative impairment test by comparing the fair value of a reporting unit with its carrying amount. Qualitative factors that we consider include, for example, macroeconomic and industry conditions, overall financial performance, and other relevant entity-specific events. If the qualitative assessment is not conclusive, then a quantitative impairment analysis for goodwill is performed at the reporting unit level. We may also choose to perform this quantitative impairment analysis instead of the qualitative analysis. The quantitative impairment analysis compares the fair value of the reporting unit, determined using the income and/or market approach, to its recorded amount. If the recorded amount exceeds the fair value, then a goodwill impairment charge is recorded for the difference up to the recorded amount of goodwill. We calculate the estimated fair value of a reporting unit using a weighting of the income and market approaches. For the income approach, we use internally developed discounted cash flow models that include the following assumptions, among others: projections of revenues, expenses, and related cash flows based on assumed long-term growth rates and demand trends; expected future investments to grow new units; and estimated discount rates. For the market approach, we use internal analyses based primarily on market comparables. We base these assumptions on our historical data and experience, third-party appraisals, industry projections, micro and macro general economic condition projections, and our expectations.
Convertible Senior Notes	Convertible Senior Notes In accounting for convertible notes issued prior to the adoption of ASU 2020-06 (as defined in New Accounting Standards below) in the first quarter of 2022, we bifurcated our convertible notes into liability and equity components. The carrying amount of the liability component was calculated by measuring the fair value of a similar liability that does not have an associated convertible feature. The carrying amount of the equity component, representing the conversion option, was determined by deducting the fair value of the liability component from the par value of the convertible notes. The excess of the principal amount of the liability over its carrying amount was amortized to interest expense over the term of the convertible notes using the effective interest method. Upon adoption of ASU 2020-06, we are no longer required to bifurcate our convertible notes into liability and equity components. Further, upon adoption of the new guidance, we are required to calculate the impact of our convertible notes on diluted earnings per share using the “if-converted” method, regardless of our intent to settle or partially settle the debt in cash. See Footnote 8 “Earnings per Share” and Footnote 16 “Debt” for more information and also see New Accounting Standards below for information on the impact of adoption of ASU 2020-06 on our consolidated financial statements.
Derivative Instruments	Derivative Instruments We record derivatives at fair value. The designation of a derivative instrument as a hedge and its ability to meet the hedge accounting criteria determine how we reflect the change in fair value of the derivative instrument in our Financial Statements. A derivative qualifies for hedge accounting if we expect it to be highly effective in offsetting the underlying hedged exposure and we fulfill the hedge documentation requirements. We may designate a hedge as a cash flow hedge, fair value hedge, or a net investment in non-U.S. operations hedge based on the exposure we are hedging. If a qualifying hedge is deemed effective, we record changes in fair value in other comprehensive income. We assess the effectiveness of our hedging instruments quarterly, recognize current period hedge ineffectiveness immediately in earnings, and discontinue hedge accounting for any hedge that we no longer consider to be highly effective. We recognize changes in fair value for derivatives not designated as hedges or those not qualifying for hedge accounting in current period earnings. We are exposed to market risk from changes in interest rates, currency exchange rates and debt prices. We manage our exposure to these risks by monitoring available financing alternatives, through pricing policies that may take into account currency exchange rates, and by entering into derivative arrangements. As a matter of policy, we only enter into transactions that we believe will be highly effective at offsetting the underlying risk, and we do not use derivatives for trading or speculative purposes.
Loss Contingencies	Loss Contingencies We are subject to various legal proceedings and claims in the normal course of business, the outcomes of which are subject to significant uncertainty. We record an accrual for loss contingencies when we determine that it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. In making such determinations we evaluate, among other things, the degree of probability of an unfavorable outcome and, when it is probable that a liability has been incurred, our ability to make a reasonable estimate of the loss. We review these accruals each reporting period and make revisions based on changes in facts and circumstances.
Defined Contribution Plan	Defined Contribution Plan We administer and maintain a defined contribution plan for the benefit of all employees meeting certain eligibility requirements who elect to participate in the plan. Contributions are determined based on a specified percentage of salary deferrals by participating employees. We recognized compensation expense (net of cost reimbursements from owners’ associations) for our participating employees totaling $23 million in 2022, $19 million in 2021 and $12 million in 2020.
Deferred Compensation Plan	Deferred Compensation Plan Certain members of our senior management have the opportunity to participate in the Marriott Vacations Worldwide Deferred Compensation Plan (the “Deferred Compensation Plan”), which we maintain and administer. Under both the Deferred Compensation Plan and the Marriott International EDC (as defined below), participating employees are able to defer payment and income taxation of a portion of their salary and bonus. It also provides participants with the opportunity for long-term capital appreciation by crediting their accounts with notional earnings. Prior to the spin-off of MVW from Marriott International (the “Marriott Spin-Off”), certain members of our senior management had the opportunity to participate in the Marriott International, Inc. Executive Deferred Compensation Plan (the “Marriott International EDC”), which Marriott International maintains and administers. Subsequent to the Marriott Spin-Off, we remain liable to reimburse Marriott International for distributions to participants who were employees of Marriott Vacations Worldwide at the time of the Marriott Spin-Off, including earnings thereon. To support our ability to meet a portion of our obligations under the Deferred Compensation Plan, we acquired company owned insurance policies (the “COLI policies”) on the lives of certain participants in the Deferred Compensation Plan, the proceeds of which are intended to be aligned with the investment alternatives elected by plan participants and are payable to a rabbi trust with the Company as grantor. For both 2022 and 2021, participants were able to select a rate of return based on market-based investment alternatives for up to 100% of their contributions and existing balances, with one of those options being a fixed rate of return of 3.5%. We consolidate the liabilities of the Deferred Compensation Plan and the related assets, which consist of the COLI policies held in the rabbi trust. The rabbi trust is considered a VIE. We are considered the primary beneficiary of the rabbi trust because we direct the activities of the trust and are the beneficiary of the trust. At December 31, 2022, the value of the assets held in the rabbi trust was $76 million, which is included in the Other line within assets on our Balance Sheets.
Share-Based Compensation Costs	Share-Based Compensation Costs During the second quarter of 2020, our shareholders approved the Marriott Vacations Worldwide Corporation 2020 Equity Incentive Plan (the “MVW Equity Plan”), which supersedes both the Marriott Vacations Worldwide Corporation Stock and Cash Incentive Plan and the Interval Leisure Group, Inc. 2013 Stock and Incentive Plan (collectively, the “Prior Plans”). No new awards will be granted under the Prior Plans and all awards that were granted under the Prior Plans will remain outstanding and continue to be governed by the Prior Plans. The MVW Equity Plan is maintained for the benefit of our officers, directors, and employees. Under the MVW Equity Plan, we are authorized to award: (1) restricted shares of our common stock and restricted stock units (“RSUs”) of our common stock, (2) stock appreciation rights (“SARs”) relating to our common stock, and (3) options to purchase our common stock. We follow the provisions of ASC Topic 718 “Compensation—Stock Compensation,” which requires that a company measure the expense of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. Generally, share-based awards granted to our employees, other than RSUs with performance vesting conditions, vest ratably over a four-year period. For share-based awards with service-only vesting conditions, we record compensation expense on a straight-line basis over the requisite service period. For RSUs with performance vesting conditions, the number of RSUs earned, if any, is determined following the end of a performance period (typically three years) based upon the cumulative achievement over that period of specific quantitative operating financial measures and we recognize compensation expense once it is probable that the corresponding performance condition will be achieved. SARs awarded under the MVW Equity Plan are granted at exercise prices or strike prices equal to the market price of our common stock on the date of grant (this price is referred to as the “base value”). SARs generally expire ten years after the date of grant and both vest and become exercisable in cumulative installments of one quarter of the grant at the end of each of the first four years following the date of grant. Upon exercise of SARs, our employees and non-employee directors receive a number of shares of our common stock equal to the number of SARs being exercised, multiplied by the quotient of (a) the market price of the common stock on the date of exercise (this price is referred to as the “final value”) minus the base value, divided by (b) the final value. We recognize the expense associated with these awards on our Income Statements based on the fair value of the awards as of the date that the share-based awards are granted and adjust that expense to the estimated number of awards that we expect will vest or be earned. The fair value of RSUs represents the number of awards granted multiplied by the average of the high and low market price of our common stock on the date the awards are granted, reduced by the present value of the dividends expected to be paid on the shares during the vesting period, discounted at a risk-free interest rate. We generally determine the fair value of SARs using the Black-Scholes option valuation model, which incorporates assumptions about expected volatility, risk free interest rate, dividend yield and expected term. We issue shares from authorized shares upon the exercise of SARs or stock options held by our employees and directors. For share-based awards granted to non-employee directors, we recognize compensation expense on the grant date based on the fair value of the awards as of that date. See Footnote 18 “Share-Based Compensation” for more information on the MVW Equity Plan.
Non-U.S. Operations	Non-U.S. Operations The U.S. dollar is the functional currency of our consolidated entities operating in the United States. The functional currency for our consolidated entities operating outside of the United States is generally the currency of the economic environment in which the entity primarily generates and expends cash. For consolidated entities whose functional currency is not the U.S. dollar, we translate their financial statements into U.S. dollars. We translate assets and liabilities at the exchange rate in effect as of the financial statement date and translate Income Statement accounts using the weighted average exchange rate for the period. We include translation adjustments from currency exchange and the effect of exchange rate changes on intercompany transactions of a long-term investment nature as a separate component of equity. We report gains and losses from currency exchange rate changes related to intercompany receivables and payables that are not of a long-term investment nature, as well as gains and losses from non-U.S. currency transactions, in the Gains (losses) and other income (expense), net line on our Income Statements.
Income Taxes	Income Taxes We file income tax returns, including with respect to our subsidiaries, in various jurisdictions around the world. We account for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the provision for income tax in the period that includes the enactment date. Changes in existing tax laws and rates, their related interpretations, and the uncertainty generated by the current economic environment may affect the amounts of deferred tax liabilities or the valuations of deferred tax assets over time. Our accounting for deferred tax consequences represents management’s best estimate of future events that can be appropriately reflected in the accounting estimates. We record a valuation allowance on deferred taxes if we determine it is more likely than not that we will not fully realize the future benefit of deferred tax assets. In making such a determination, we consider all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. In the event we determine that we would be able to realize our deferred income tax assets in the future in excess of their net recorded amount, we would make an adjustment to the deferred tax asset valuation allowance, which impacts the provision for income taxes. We file tax returns after the close of our fiscal year end and adjust our estimated tax receivable or liability to the actual tax receivable or tax due per the filed tax returns in the provision for income tax. For purposes of Global Intangible Low-Taxed Income, we have elected to use the period cost method and therefore have not recorded deferred taxes for basis differences expected to reverse in future periods. For tax positions we have taken, or expect to take, in a tax return we apply a more likely than not threshold, under which we must conclude a tax position is more likely than not to be sustained, assuming that the position will be examined by the appropriate taxing authority that has full knowledge of all relevant information, in order to continue to recognize the benefit. In determining our provision for income taxes, we use judgment, reflecting our estimates and assumptions, in applying the more likely than not threshold. Based on our evaluations of tax positions, we believe that potential tax exposures have been recorded appropriately. Additionally, we recognize accrued interest and penalties related to our unrecognized tax benefits as a component of tax expense.
New Accounting Standards And Future Adoption of Accounting Standards	New Accounting Standards Accounting Standards Update 2020-06 – “Debt — Debt With Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity” (“ASU 2020-06”) In the first quarter of 2022, we adopted ASU 2020-06, using the modified retrospective method. Upon adoption of ASU 2020-06, we were no longer required to separate our convertible notes into liability and equity components, and were required to calculate the impact of our convertible notes on diluted earnings per share using the “if-converted” method, regardless of intent to settle or partially settle the debt in cash. Under the “if-converted” method, diluted earnings per share is generally calculated assuming that all of our convertible notes are converted solely into shares of common stock at the beginning of the reporting period, unless the result would be anti-dilutive. The application of the “if-converted” method reduces our reported diluted earnings per share. The impacts of the adoption were recorded as a cumulative effect in the opening balance of retained earnings and the conversion feature related to our convertible notes was reclassified from equity to liabilities. In addition, we eliminated the related equity adjustment associated with the deferred tax liability. The adoption of ASU 2020-06 on January 1, 2022 resulted in an increase in debt of $107 million, a decrease in additional paid-in capital of $111 million, and a decrease in deferred taxes of $27 million, as well as a cumulative effect adjustment to the opening balance of retained earnings of $31 million. We will continue to amortize the remaining debt issuance costs associated with our convertible notes over the respective terms of our convertible notes. The prior period consolidated financial statements have not been retrospectively restated and continue to be reported under the accounting standards in effect for those periods. See Footnote 16 “Debt” for further information on accounting for the convertible notes and the convertible note hedges, subsequent to the adoption of ASU 2020-06. Accounting Standards Update 2021-08 - “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers” (“ASU 2021-08”) In the first quarter of 2022, we adopted ASU 2021-08, which amended ASC 805 “Business Combinations,” to require entities to apply ASC 606 to recognize and measure contract assets and contract liabilities from contracts with customers in a business combination. The adoption of ASU 2021-08 on January 1, 2022 did not have a material impact on our financial statements or disclosures. In the event that we complete business combinations in the future, the application of ASU 2021-08 could result in higher acquired deferred revenue. Future Adoption of Accounting Standards Accounting Standards Update 2020-04 – “Reference Rate Reform (Topic 848), Facilitation of the Effects of Reference Rate Reform on Financial Reporting” (“ASU 2020-04”) and Accounting Standards Update 2022-06 – “Reference Rate Reform (Topic 848), Deferral of the Sunset Date of Topic 848” (“ASU 2022-06”) In March 2020, the Financial Accounting Standards Board (“FASB”) issued ASU 2020-04, as amended, which provides optional expedients and exceptions to existing guidance on contract modifications and hedge accounting in an effort to ease the financial reporting burdens related to the expected market transition from the USD London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates. This update was effective upon issuance and issuers may generally elect to adopt the optional expedients and exceptions over time through a period ending on December 31, 2022. In December 2022, the FASB issued ASU 2022-06 to extend the temporary accounting rules under Topic 848 from December 31, 2022 to December 31, 2024. During 2022, we amended the terms of our Warehouse Credit Facility and our Revolving Corporate Credit Facility, both as defined and discussed further in Footnote 15 “Securitized Debt” and Footnote 16 “Debt,” respectively, to, among other things, reference SOFR (as defined in Footnote 15 “Securitized Debt”) rather than LIBOR. Our Term Loan and certain interest rate swaps and collars have not yet discontinued the use of LIBOR. To the extent these instruments are amended to reference a different benchmark interest rate, we may elect to utilize the relief available in ASU 2020-04. When we renew or amend these debt instruments, we will determine a replacement rate for LIBOR. We have not adopted any of the optional expedients or exceptions as of December 31, 2022, but will continue to evaluate their adoption during the effective period as circumstances evolve. Accounting Standards Update 2022-02 – “Financial Instruments–Credit Losses (Topic 326) - Troubled Debt Restructurings and Vintage Disclosures” (“ASU 2022-02”) In March 2022, the FASB issued ASU 2022-02, which eliminates the recognition and measurement guidance applicable to troubled debt restructurings for creditors and enhances disclosure requirements with respect to loan modifications for borrowers experiencing financial difficulty. ASU 2022-02 also requires disclosure of current-period gross write-offs by year of origination to be presented in the vintage disclosures for financing receivables. This update is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, with early adoption permitted. We are evaluating the impact that the adoption of ASU 2022-02 will have on our financial statements and disclosures; however, we do not expect adoption to have a material effect on our financial statements or disclosures other than the disclosure changes related to vintage disclosures for financing receivables. We expect to adopt ASU 2022-02 in the first quarter of 2023.

LEASES (Tables)

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Carrying values of leases and classification on Balance Sheet

The following table presents the carrying values of our leases and the classification on our Balance Sheet.


($ in millions)	Balance Sheet Classification	At December 31, 2022		At December 31, 2021
Operating lease assets	Other assets	$	102	$	96
Finance lease assets	Property and equipment, net	88		89
		$	190	$	185

Operating lease liabilities	Accrued liabilities	$	114	$	108
Finance lease liabilities	Debt, net	86		83
		$	200	$	191

Lease, Cost

The following table presents the lease costs and the classification on our Income Statements for the years ended December 31, 2022 and December 31, 2021.


($ in millions)	Income Statement Classification	2022		2021
Operating lease cost	Marketing and sales expense General and administrative expense	$	31	$	35
Finance lease cost
Amortization of right-of-use assets	Depreciation and amortization	7		5
Interest on lease liabilities	Financing expense	4		1
Variable lease cost	Marketing and sales expense	3		2
		$	45	$	43

The following table presents additional information about our lease obligations.


	At December 31, 2022	At December 31, 2021
Weighted-average remaining lease term
Operating leases	6.8 years	6.4 years
Finance leases	51.5 years	53.7 years
Weighted-average discount rate
Operating leases	6.2%	5.8%
Finance leases	5.3%	5.3%

Other Information

The following table presents supplemental cash flow information for 2022 and 2021.


($ in millions)	2022		2021
Cash paid for amounts included in measurement of lease liabilities
Operating cash flows for finance leases	$	5	$	1
Operating cash flows for operating leases	$	32	$	34
Financing cash flows for finance leases	$	4	$	5

Right-of-use assets obtained in exchange for lease obligations
Operating leases	$	6	$	7
Finance leases(1)	$	8	$	86

_________________________

(1)Includes the reclassification of certain lease components from operating lease to finance lease classification, attributable to the amendment of an existing lease.

Lessee, Operating Lease, Liability, Maturity

The following table presents the maturity of our operating and finance lease liabilities as of December 31, 2022.


($ in millions)	Operating Leases		Finance Leases		Total
2023	$	28	$	8	$	36
2024	24		7		31
2025	21		5		26
2026	20		4		24
2027	11		3		14
Thereafter	31		256		287
Total lease payments	135		283		418
Less: Imputed interest	(21)		(197)		(218)
	$	114	$	86	$	200

Finance Lease, Liability, Fiscal Year Maturity

The following table presents the maturity of our operating and finance lease liabilities as of December 31, 2022.


($ in millions)	Operating Leases		Finance Leases		Total
2023	$	28	$	8	$	36
2024	24		7		31
2025	21		5		26
2026	20		4		24
2027	11		3		14
Thereafter	31		256		287
Total lease payments	135		283		418
Less: Imputed interest	(21)		(197)		(218)
	$	114	$	86	$	200

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Goodwill (Details)	12 Months Ended
	Dec. 31, 2022 unit
Accounting Policies [Abstract]
Number of reporting units	2

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY - USD ($) $ in Millions	Total	Previously Reported	Revision of Prior Period, Accounting Standards Update, Adjustment	Cumulative Effect, Period of Adoption, Adjusted Balance	Total MVW Shareholders' Equity	Total MVW Shareholders' Equity Previously Reported	Total MVW Shareholders' Equity Revision of Prior Period, Accounting Standards Update, Adjustment	Total MVW Shareholders' Equity Cumulative Effect, Period of Adoption, Adjusted Balance	Common Stock	Common Stock Previously Reported	Common Stock Cumulative Effect, Period of Adoption, Adjusted Balance	Treasury Stock	Treasury Stock Previously Reported	Treasury Stock Cumulative Effect, Period of Adoption, Adjusted Balance	Additional Paid-In Capital	Additional Paid-In Capital Previously Reported	Additional Paid-In Capital Revision of Prior Period, Accounting Standards Update, Adjustment	Additional Paid-In Capital Cumulative Effect, Period of Adoption, Adjusted Balance	Accumulated Other Comprehensive (Loss) Income	Accumulated Other Comprehensive (Loss) Income Previously Reported	Accumulated Other Comprehensive (Loss) Income Cumulative Effect, Period of Adoption, Adjusted Balance	Retained Earnings	Retained Earnings Previously Reported	Retained Earnings Revision of Prior Period, Accounting Standards Update, Adjustment	Retained Earnings Cumulative Effect, Period of Adoption, Adjusted Balance	Noncontrolling Interests	Noncontrolling Interests Previously Reported	Noncontrolling Interests Cumulative Effect, Period of Adoption, Adjusted Balance
Beginning balance (in shares) at Dec. 31, 2019									75,000,000.0
Beginning balance at Dec. 31, 2019	$ 3,031				$ 3,019				$ 1			$ (1,253)			$ 3,738				$ (36)			$ 569				$ 12
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	(256)				(275)																	(275)				19
Foreign currency translation adjustments	6				6														6
Derivative instrument adjustment	(18)				(18)														(18)
Amounts related to share-based compensation (in shares)									300,000
Amounts related to share-based compensation	21				21										21
Repurchase of common stock	(82)				(82)							(82)
Dividends	(22)				(22)																	(22)
Employee stock plan issuance	2				2							1			1
Ending balance (in shares) at Dec. 31, 2020									75,300,000
Ending balance at Dec. 31, 2020	2,682				2,651				$ 1			(1,334)			3,760				(48)			272				31
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	53				49																	49				4
Acquisition	248				248							55			193
Foreign currency translation adjustments	11				11														11
Derivative instrument adjustment	21				21														21
Amounts related to share-based compensation (in shares)									200,000
Amounts related to share-based compensation	30				30							1			29
Equity component of convertible notes, net of issuance costs	117				117										117
Purchase of convertible note hedges	(100)				(100)										(100)
Issuance of warrants	70				70										70
Repurchase of common stock	(78)				(78)							(78)
Dividends	(46)				(46)																	(46)
Employee stock plan issuance	3				3										3
Deconsolidation of certain Consolidated Property Owners' Associations	$ (25)																									(25)
Ending balance (in shares) at Dec. 31, 2021	75,519,049								75,500,000	75,500,000
Ending balance at Dec. 31, 2021	$ 2,986	$ 2,986	$ (80)	$ 2,906	2,976	$ 2,976	$ (80)	$ 2,896	$ 1	$ 1	$ 1	(1,356)	$ (1,356)	$ (1,356)	4,072	$ 4,072	$ (111)	$ 3,961	(16)	$ (16)	$ (16)	275	$ 275	$ 31	$ 306	10	$ 10	$ 10
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accounting Standards Update [Extensible Enumeration]	Accounting Standards Update 2020-06 [Member]
Net income	$ 391				391																	391				0
Foreign currency translation adjustments	10				10														10
Reclassification of foreign currency translation adjustments realized upon disposition of subsidiary	(10)				(10)														(10)
Derivative instrument adjustment	31				31														31
Adjustment for 2022 Convertible Note Hedges	6				6										6
Tax effect on equity, convertible notes	25				25										25
Amounts related to share-based compensation (in shares)									200,000
Amounts related to share-based compensation	15				15							2			13
Purchase of convertible note hedges	(107)				(107)										(107)
Issuance of warrants	43				43										43
Expiration of warrants	(3)				(3)										(3)
Repurchase of common stock	(701)				(701)							(701)
Dividends	(104)				(104)																	(104)
Employee stock plan issuance	4				4							1			3
Deconsolidation of certain Consolidated Property Owners' Associations	$ (8)																									(8)
Ending balance (in shares) at Dec. 31, 2022	75,744,524								75,700,000
Ending balance at Dec. 31, 2022	$ 2,498				$ 2,496				$ 1			$ (2,054)			$ 3,941				$ 15			$ 593				$ 2

EARNINGS PER SHARE - Antidilutive Securities Excluded From Computation of Earnings Per Share (Details) - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Shares excluded from the calculation of diluted earnings per share (in shares)			400,000
Employee SARs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Shares excluded from the calculation of diluted earnings per share (in shares)			100,000
Restricted stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Shares excluded from the calculation of diluted earnings per share (in shares)			300,000
SARs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Shares excluded from the calculation of diluted earnings per share (in shares)	199,813	126,804

INTANGIBLE ASSETS - Intangible Assets (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Definite-lived intangible assets
Finite-lived intangible assets, gross	$ 1,097	$ 1,123
Accumulated amortization	(249)	(194)
Finite-lived intangible assets, net	848	929
Indefinite-lived intangible assets
Intangibles, net	911	993
Trade names
Indefinite-lived intangible assets
Indefinite-lived intangible assets	63	64
Member relationships
Definite-lived intangible assets
Finite-lived intangible assets, gross	669	671
Management contracts
Definite-lived intangible assets
Finite-lived intangible assets, gross	$ 428	$ 452

INCOME TAXES - Benefit from (Provision for) Income Taxes (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Current
– U.S. Federal	$ (91)	$ 8	$ 31
– U.S. State	(23)	(3)	1
– Non-U.S.	5	(50)	11
Current income tax expense (benefit)	(109)	(45)	43
Deferred
– U.S. Federal	(13)	(36)	26
– U.S. State	(26)	3	9
– Non-U.S.	(43)	4	6
Deferred income taxes	(82)	(29)	41
Provision for income taxes	$ (191)	$ (74)	$ 84

LEASES - Other Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Leases [Abstract]
Operating cash flows for finance leases	$ 5	$ 1
Operating cash flows for operating leases	32	34
Financing cash flows for finance leases	4	5	$ 11
Right of Use Assets Obtained in Exchange in Exchange for Lease Obligations [Abstract]
Operating leases	6	7
Finance leases	$ 8	$ 86

DEBT - Net Carrying Value Of The Convertible Notes - 2022 Convertible Notes (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Sep. 30, 2022	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Principal Amount		$ 3,044
Amortization of debt discount and issuance costs		25	$ 56	$ 22
Repayment upon maturity		(935)	(1,339)	(705)
2022 Convertible Notes
Debt Instrument [Line Items]
Repayment upon maturity	$ (230)
Convertible Notes \| 2022 Convertible Notes
Debt Instrument [Line Items]
Principal Amount		0	230
Unamortized Debt Discount		0	(5)
Unamortized Debt Issuance Costs		0	(1)
Long-term debt		0	224
Amortization of debt discount		5	8	7
Amortization of debt issuance costs		1	1	$ 1
Amortization of debt discount and issuance costs		6
Fair value of conversion option transferred to other liabilities		(5)
Repayment upon maturity		(230)
Carrying Amount of Equity Component, net of Issuance Costs			33
Convertible Notes \| 2022 Convertible Notes \| Debt Discount
Debt Instrument [Line Items]
Fair value of conversion option transferred to other liabilities		(5)
Convertible Notes \| 2022 Convertible Notes \| Other Liabilities
Debt Instrument [Line Items]
Fair value of conversion option transferred to other liabilities		$ 5
Convertible Notes \| 2022 Convertible Notes \| Cumulative Effect, Period of Adoption, Adjustment
Debt Instrument [Line Items]
Unamortized Debt Discount			5
Long-term debt			5
Carrying Amount of Equity Component, net of Issuance Costs			(33)
Convertible Notes \| 2022 Convertible Notes \| Cumulative Effect, Period of Adoption, Adjusted Balance
Debt Instrument [Line Items]
Principal Amount			230
Unamortized Debt Issuance Costs			(1)
Long-term debt			229
Carrying Amount of Equity Component, net of Issuance Costs			$ 0

LEASES - Maturities of Operating and Financing Lease Liabilities (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Operating Leases
2023	$ 28
2024	24
2025	21
2026	20
2027	11
Thereafter	31
Total lease payments	135
Less: Imputed interest	(21)
Operating lease liabilities	114	$ 108
Finance Leases
2023	8
2024	7
2025	5
2026	4
2027	3
Thereafter	256
Total lease payments	283
Less: Imputed interest	(197)
Finance leases	86	83
Total
2023	36
2024	31
2025	26
2026	24
2027	14
Thereafter	287
Total lease payments	418
Less: Imputed interest	(218)
Lease liability	$ 200	$ 191

VARIABLE INTEREST ENTITIES - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Jun. 30, 2022
Variable Interest Entity [Line Items]
Accounts receivable, including VIE, after allowance for credit loss	$ 292	$ 279
Notes receivable (less than)			$ 1
Accrued liabilities	369	345
Waikiki Hawaii
Variable Interest Entity [Line Items]
Purchase commitment obligation due, 2024	112
Purchase commitment obligation due, 2025	81
Purchase commitment obligation due, 2026	41
Waikiki Hawaii \| Variable Interest Entity, Not Primary Beneficiary
Variable Interest Entity [Line Items]
Advances to affiliate				$ 47
Accounts receivable, including VIE, after allowance for credit loss	1
Notes receivable (less than)	1
Property, plant and equipment	1
Accrued liabilities	1
Maximum loss exposure, amount	1
Vacation Ownership Notes Receivable Securitizations
Variable Interest Entity [Line Items]
Voluntary repurchase of defaulted notes receivable	94	99	95
Voluntary repurchase of other non-defaulted notes receivable	$ 338	$ 200	$ 383

BUSINESS SEGMENTS

12 Months Ended

Dec. 31, 2022

Segment Reporting [Abstract]

BUSINESS SEGMENTS

We define our reportable segments based on the way in which the chief operating decision maker (“CODM”), currently our chief executive officer, manages the operations of the Company for purposes of allocating resources and assessing performance. We operate in two operating and reportable business segments:

•Vacation Ownership includes a diverse portfolio of resorts that includes some of the world’s most iconic brands licensed under exclusive, long-term relationships. We are the exclusive worldwide developer, marketer, seller, and manager of vacation ownership and related products under the Marriott Vacation Club, Grand Residences by Marriott, Sheraton Vacation Club, Westin Vacation Club, and Hyatt Residence Club brands, as well as under Marriott Vacation Club Pulse, an extension to the Marriott Vacation Club brand. We are also the exclusive worldwide developer, marketer, and seller of vacation ownership and related products under The Ritz-Carlton Destination Club brand, we have the non-exclusive right to develop, market, and sell whole ownership residential products under The Ritz-Carlton Residences brand and have a license to use the St. Regis brand for specified fractional ownership resorts.

•Our Vacation Ownership segment generates most of its revenues from four primary sources: selling vacation ownership products; managing vacation ownership resorts, clubs, and owners’ associations; financing consumer purchases of vacation ownership products; and renting vacation ownership inventory.

•Exchange & Third-Party Management includes exchange networks and membership programs, as well as provision of management services to other resorts and lodging properties. We provide these services through our Interval International and Aqua-Aston businesses. Exchange & Third-Party Management revenue generally is fee-based and derived from membership, exchange and rental transactions, owners’ association management, and other related products and services. VRI Americas was part of the Exchange & Third-Party Management segment through the date of sale in April 2022. See Footnote 3 “Acquisitions and Dispositions” for more information on the disposition of VRI Americas.

Our CODM evaluates the performance of our segments based primarily on the results of the segment without allocating corporate expenses or income taxes. We do not allocate corporate interest expense or indirect general and administrative expenses to our segments. We include interest income specific to segment activities within the appropriate segment. We allocate depreciation and amortization, other gains and losses, equity in earnings or losses from our joint ventures, and noncontrolling interest to each of our segments as appropriate. Corporate and other represents that portion of our results that are not allocable to our segments, including those relating to consolidated owners’ associations, as our CODM does not use this information to make operating segment resource allocations.

Our CODM uses Adjusted Earnings before Interest Expense, Taxes, Depreciation and Amortization (“Adjusted EBITDA”) to evaluate the profitability of our operating segments, and the components of net income or loss attributable to common shareholders excluded from Adjusted EBITDA are not separately evaluated. Adjusted EBITDA is defined as net income or loss attributable to common shareholders, before interest expense (excluding consumer financing interest expense associated with term securitization transactions), income taxes, depreciation and amortization, excluding share-based compensation expense and adjusted for certain items that affect the comparability of our operating performance. Our reconciliation of the aggregate amount of Adjusted EBITDA for our reportable segments to consolidated net income or loss attributable to common shareholders is presented below.

Revenues


($ in millions)	2022		2021		2020
Vacation Ownership	$	4,342	$	3,539	$	2,530
Exchange & Third-Party Management	291		320		309
Total segment revenues	4,633		3,859		2,839
Corporate and other	23		31		47
	$	4,656	$	3,890	$	2,886

Adjusted EBITDA and Reconciliation to Net Income or Loss Attributable to Common Shareholders


($ in millions)	2022		2021		2020
Adjusted EBITDA Vacation Ownership	$	1,033	$	699	$	229
Adjusted EBITDA Exchange & Third-Party Management	148		144		119
Reconciling items:
Corporate and other	(215)		(186)		(113)
Interest expense	(118)		(164)		(150)
Tax (provision) benefit	(191)		(74)		84
Depreciation and amortization	(132)		(146)		(123)
Share-based compensation expense	(39)		(51)		(37)
Certain items	(95)		(173)		(284)
Net income (loss) attributable to common shareholders	$	391	$	49	$	(275)

Depreciation and Amortization


($ in millions)	2022		2021		2020
Vacation Ownership	$	92	$	89	$	79
Exchange & Third-Party Management	31		48		32
Total segment depreciation and amortization	123		137		111
Corporate and other	9		9		12
	$	132	$	146	$	123

Assets


($ in millions)	At December 31, 2022		At December 31, 2021
Vacation Ownership	$	8,037	$	7,897
Exchange & Third-Party Management	865		911
Total segment assets	8,902		8,808
Corporate and other	737		805
	$	9,639	$	9,613

Capital Expenditures (including inventory)


($ in millions)	2022		2021		2020
Vacation Ownership	$	182	$	296	$	191
Exchange & Third-Party Management	—		3		7
Total segment capital expenditures	182		299		198
Corporate and other	33		(2)		4
	$	215	$	297	$	202

Revenues Excluding Cost Reimbursements


($ in millions)	2022		2021		2020
United States	$	2,886	$	2,499	$	1,664
All other countries	403		263		180
	$	3,289	$	2,762	$	1,844

Property and Equipment, net


($ in millions)	At December 31, 2022		At December 31, 2021
United States	$	969	$	988
All other countries	170		148
	$	1,139	$	1,136

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8924-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 34
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8981-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 26
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8844-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
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-Paragraph 32
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Section 50
-Paragraph 42
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8657-108599

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-URI https://asc.fasb.org/topic&trid=2134510

+ Details

VACATION OWNERSHIP NOTES RECEIVABLE - Additional Information (Details)	3 Months Ended		12 Months Ended
	Sep. 30, 2022 USD ($)	Mar. 31, 2022 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
Accounts, Notes, Loans and Financing Receivable [Line Items]
Weighted average FICO score within originated loan pool			721
Average estimated rate of default for all outstanding loans			11.62%	11.75%
Estimated default rate increases that would have resulted an increase in allowance for credit losses			0.50%
Financing receivable, allowance for credit losses, that would have been increased			$ 12,000,000	$ 10,000,000
Acquired
Accounts, Notes, Loans and Financing Receivable [Line Items]
(Decrease) increase in vacation ownership notes receivable reserve			(19,000,000)	0	$ 14,000,000
Acquired \| Stabilization of Defaults and the Alignment and Combination of the Reserves
Accounts, Notes, Loans and Financing Receivable [Line Items]
(Decrease) increase in vacation ownership notes receivable reserve	$ (19,000,000)
Originated
Accounts, Notes, Loans and Financing Receivable [Line Items]
(Decrease) increase in vacation ownership notes receivable reserve			165,000,000	102,000,000	137,000,000
Originated \| Stabilization of Defaults and the Alignment and Combination of the Reserves
Accounts, Notes, Loans and Financing Receivable [Line Items]
(Decrease) increase in vacation ownership notes receivable reserve	21,000,000
Sale of vacation ownership products
Accounts, Notes, Loans and Financing Receivable [Line Items]
Expenses			289,000,000	$ 250,000,000	150,000,000
Sale of vacation ownership products \| Stabilization of Defaults and the Alignment and Combination of the Reserves
Accounts, Notes, Loans and Financing Receivable [Line Items]
Expenses	5,000,000
Sale of vacation ownership products \| Originated \| Stabilization of Defaults and the Alignment and Combination of the Reserves
Accounts, Notes, Loans and Financing Receivable [Line Items]
Expenses	$ 21,000,000
Legacy-ILG and Legacy-Welk
Accounts, Notes, Loans and Financing Receivable [Line Items]
Weighted average FICO score within originated loan pool				707
COVID-19 pandemic
Accounts, Notes, Loans and Financing Receivable [Line Items]
Allowance for credit loss, period increase					69,000,000
Allowance for loan and lease losses, period increase			$ 0	$ 0
COVID-19 pandemic \| Acquired
Accounts, Notes, Loans and Financing Receivable [Line Items]
(Decrease) increase in vacation ownership notes receivable reserve		$ 10,000,000			10,000,000
COVID-19 pandemic \| Originated
Accounts, Notes, Loans and Financing Receivable [Line Items]
(Decrease) increase in vacation ownership notes receivable reserve				$ 59,000,000	59,000,000
COVID-19 pandemic \| Sale of vacation ownership products
Accounts, Notes, Loans and Financing Receivable [Line Items]
Reduction in Cost of vacation ownership products					$ 19,000,000

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Accounts Receivable (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Accounts Receivable
Reserve for credit losses for accounts receivable	$ 4	$ 14

VARIABLE INTEREST ENTITIES - Interest Income and Expense Recognized as a Result of Our Involvement with Variable Interest Entities (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Variable Interest Entity [Line Items]
Interest income	$ 284	$ 259	$ 257
Administrative expenses	249	$ 227	$ 154
Variable Interest Entity
Variable Interest Entity [Line Items]
Interest income	243
Interest expense to investors	50
Debt issuance cost amortization	10
Administrative expenses	1
Vacation Ownership Notes Receivable Securitizations \| Variable Interest Entity
Variable Interest Entity [Line Items]
Interest income	234
Interest expense to investors	47
Debt issuance cost amortization	8
Administrative expenses	1
Warehouse Credit Facility \| Variable Interest Entity
Variable Interest Entity [Line Items]
Interest income	9
Interest expense to investors	3
Debt issuance cost amortization	2
Administrative expenses	$ 0

INCOME TAXES (Tables)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Earnings or losses before income taxes by geographic region

The following table presents the components of our Income (loss) before income taxes and noncontrolling interests for the last three fiscal years:


($ in millions)	2022		2021		2020
United States	$	508	$	152	$	(255)
Non-U.S. jurisdictions	74		(25)		(85)
	$	582	$	127	$	(340)

Provision for or benefit from income taxes

Our (provision for) benefit from income taxes for the last three years consisted of:


($ in millions)		2022		2021		2020
Current	– U.S. Federal	$	(91)	$	8	$	31
	– U.S. State	(23)		(3)		1
	– Non-U.S.	5		(50)		11
		(109)		(45)		43

Deferred	– U.S. Federal	(13)		(36)		26
	– U.S. State	(26)		3		9
	– Non-U.S.	(43)		4		6
		(82)		(29)		41
		$	(191)	$	(74)	$	84

Reconciliation of US statutory income tax rate to our effective income tax rate

The following table reconciles the U.S. statutory income tax rate to our effective income tax rate:


	2022	2021	2020
U.S. statutory income tax rate	21.0%	21.0%	21.0%
U.S. state income taxes, net of U.S. federal tax benefit	5.0	4.3	4.5
Share-based compensation, net of Section 162(m) limitation	(0.2)	1.9	0.2

Other permanent differences(1)	1.5	(5.5)	(9.1)
Impact related to the CARES Act of 2020	—	—	6.0

Tax rate changes	2.8	(3.8)	0.4
Non-U.S. income (loss)(2)	4.5	12.9	4.2
Tax credits	(0.2)	(0.9)	0.2
Unrecognized tax benefits	(2.7)	17.9	5.2
Change in valuation allowance(3)	1.0	10.4	(7.5)
Other items	0.2	0.2	(0.5)
Effective rate	32.9%	58.4%	24.6%

_________________________

Components of deferred tax assets and liabilities

The following table presents the significant components of our deferred tax assets and liabilities:


($ in millions)	At Year-End 2022		At Year-End 2021(1)
Deferred Tax Assets
Inventory	$	138	$	142
Reserves	80		70
Convertible debt	44		—
Deferred compensation	27		25
Deferred revenue	22		20
Property and equipment	67		67
Non-cash compensation	14		12

Net operating loss and capital loss carryforwards	137		146
Tax credits	29		29
Right-of-use asset	25		24
Other, net	52		62
Deferred tax assets	635		597
Less valuation allowance	(142)		(122)
Net deferred tax assets	493		475

Deferred Tax Liabilities
Long lived intangible assets	(214)		(231)
Deferred sales of VOIs	(556)		(493)
Right-of-use liability	(25)		(24)
Convertible debt	—		(4)
Other, net	(24)		(25)
Deferred tax liabilities	(819)		(777)

Total net deferred tax liabilities	$	(326)	$	(302)

_________________________

(1)Certain prior year deferred tax assets and liabilities have been reclassified to align with the current year presentation.

Schedule of unrecognized tax benefits

A reconciliation of the beginning and ending amount of unrecognized tax benefits (excluding interest and penalties) is as follows:


($ in millions)	2022		2021		2020
Unrecognized tax benefits at beginning of year	$	26	$	14	$	21
Increases related to tax positions taken during a prior period	3		12		6
Increases related to tax positions taken during the current period	—		1		2
Decreases related to settlements with taxing authorities	—		—		(14)
Decreases related to tax positions taken during a prior period	(4)		—		—
Decreases as a result of a lapse of the applicable statute of limitations	—		(1)		(1)
Unrecognized tax benefits at end of year	$	25	$	26	$	14

REVENUE AND RECEIVABLES - Remaining Performance Obligation Additional Information (Details) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01	Dec. 31, 2022
Disaggregation of Revenue [Line Items]
Revenue remaining performance obligation expected timing percentage	92.00%
Expected timing of satisfaction, period	2 years

SHARE-BASED COMPENSATION - Changes in Outstanding RSUs and Weighted Average Grant Date Fair Values (Details)	12 Months Ended
	Dec. 31, 2022 $ / shares shares
Service-based RSUs
Number of Awards
Outstanding at beginning of year (in shares) \| shares	765,080
Granted (in shares) \| shares	183,510
Distributed (in shares) \| shares	(201,267)
Forfeited (in shares) \| shares	(19,256)
Outstanding at ending of year (in shares) \| shares	728,067
Weighted Average Grant-Date Fair Value Per Share
Outstanding at beginning of year (in usd per share) \| $ / shares	$ 110.14
Granted (in usd per share) \| $ / shares	151.67
Distributed (in usd per share) \| $ / shares	112.33
Forfeited (in usd per share) \| $ / shares	133.22
Outstanding at ending of year (in usd per share) \| $ / shares	$ 119.39
Performance-based RSUs
Number of Awards
Outstanding at beginning of year (in shares) \| shares	475,121
Granted (in shares) \| shares	135,012
Distributed (in shares) \| shares	(202,232)
Forfeited (in shares) \| shares	(115,455)
Outstanding at ending of year (in shares) \| shares	292,446
Weighted Average Grant-Date Fair Value Per Share
Outstanding at beginning of year (in usd per share) \| $ / shares	$ 93.77
Granted (in usd per share) \| $ / shares	152.12
Distributed (in usd per share) \| $ / shares	95.42
Forfeited (in usd per share) \| $ / shares	98.20
Outstanding at ending of year (in usd per share) \| $ / shares	$ 117.82
Restricted stock units
Number of Awards
Outstanding at beginning of year (in shares) \| shares	1,240,201
Granted (in shares) \| shares	318,522
Distributed (in shares) \| shares	(403,499)
Forfeited (in shares) \| shares	(134,711)
Outstanding at ending of year (in shares) \| shares	1,020,513
Weighted Average Grant-Date Fair Value Per Share
Outstanding at beginning of year (in usd per share) \| $ / shares	$ 103.87
Granted (in usd per share) \| $ / shares	151.86
Distributed (in usd per share) \| $ / shares	103.85
Forfeited (in usd per share) \| $ / shares	103.20
Outstanding at ending of year (in usd per share) \| $ / shares	$ 118.94

GOODWILL

12 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

GOODWILL

The following table details the carrying amount of our goodwill at December 31, 2022 and December 31, 2021, and reflects goodwill attributed to the ILG Acquisition and the Welk Acquisition.


($ in millions)	Vacation Ownership		Exchange & Third-Party Management		Total Consolidated
Balance at December 31, 2020	$	2,445	$	372	$	2,817
Welk Acquisition	299		—		299
Measurement period adjustments	34		—		34
Balance at December 31, 2021	2,778		372		3,150
Measurement period adjustments	(8)		—		(8)
Disposition of VRI Americas	—		(25)		(25)
Balance at December 31, 2022	$	2,770	$	347	$	3,117

2022 and 2021

During the fourth quarters of 2022 and 2021, we conducted our annual goodwill impairment test, which was a qualitative evaluation, and no impairment charges were recorded in either year. The estimated fair values of all of our reporting units exceeded their carrying values at the date of their most recent estimated fair value determination.

2020

We recognized a non-cash impairment charge of $73 million in the Impairment line on our Income Statement during 2020 related to the Exchange & Third-Party Management reporting unit, which was primarily driven by the change in expected future operating results as a result of the impact of the COVID-19 pandemic.

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2022
Auditor Information [Abstract]
Auditor Firm ID	42
Auditor Name	Ernst & Young LLP
Auditor Location	Orlando, Florida

SHAREHOLDERS' EQUITY - Summary of Stock Repurchase Activity (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Number of Shares Repurchased
Beginning of period, number of shares repurchased (in shares)	33,235,671
Ending of period, number of shares repurchased (in shares)	38,263,442	33,235,671
Cost of Shares Repurchased
Cost of shares repurchased	$ 701	$ 78	$ 82
Treasury Stock
Number of Shares Repurchased
Beginning of period, number of shares repurchased (in shares)	17,681,395
Repurchase of common stock (in shares)	5,091,823
Ending of period, number of shares repurchased (in shares)	22,773,218	17,681,395
Cost of Shares Repurchased
Beginning of period, cost of shares repurchased	$ 1,418
Cost of shares repurchased	701
Ending of period, cost of shares repurchased	$ 2,119	$ 1,418
Average Price Paid per Share
Beginning of period, average price paid per share (in usd per share)	$ 80.17
Average price paid per share (in usd per share)	137.83
Ending of period, average price paid per share (in usd per share)	$ 93.06	$ 80.17

REVENUE AND RECEIVABLES - Contracts with Customers, Assets and Liabilities (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Receivables
Accounts and contracts receivable, net	$ 209	$ 172
Vacation ownership notes receivable, net	2,198	2,045
Receivables	2,407	2,217
Contract Liabilities
Advance deposits	158	160
Deferred revenue	344	453
Contract Liabilities	$ 502	$ 613

INCOME TAXES - Unrecognized Tax Benefits (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns
Unrecognized tax benefits at beginning of year	$ 26	$ 14	$ 21
Increases related to tax positions taken during a prior period	3	12	6
Increases related to tax positions taken during the current period	0	1	2
Decreases related to settlements with taxing authorities	0	0	(14)
Decreases related to tax positions taken during a prior period	(4)	0	0
Decreases as a result of a lapse of the applicable statute of limitations	0	(1)	(1)
Unrecognized tax benefits at end of year	$ 25	$ 26	$ 14

REVENUE AND RECEIVABLES (Tables)

12 Months Ended

Dec. 31, 2022

Revenue from Contract with Customer [Abstract]

Disaggregation of revenue

Sources of Revenue by Segment


	2022
($ in millions)	Vacation Ownership		Exchange & Third-Party Management		Corporate and Other		Total
Sale of vacation ownership products	$	1,618	$	—	$	—	$	1,618

Ancillary revenues	241		4		—		245
Management fee revenues	166		34		(5)		195
Exchange and other services revenues	127		188		72		387
Management and exchange	534		226		67		827

Rental	509		42		—		551

Cost reimbursements	1,388		23		(44)		1,367
Revenue from contracts with customers	4,049		291		23		4,363

Financing	293		—		—		293
Total Revenues	$	4,342	$	291	$	23	$	4,656


	2021
($ in millions)	Vacation Ownership		Exchange & Third-Party Management		Corporate and Other		Total
Sale of vacation ownership products	$	1,153	$	—	$	—	$	1,153

Ancillary revenues	188		3		—		191
Management fee revenues	158		32		(19)		171
Exchange and other services revenues	124		198		171		493
Management and exchange	470		233		152		855

Rental	446		40		—		486

Cost reimbursements	1,202		47		(121)		1,128
Revenue from contracts with customers	3,271		320		31		3,622

Financing	268		—		—		268
Total Revenues	$	3,539	$	320	$	31	$	3,890


	2020
($ in millions)	Vacation Ownership		Exchange & Third-Party Management		Corporate and Other		Total
Sale of vacation ownership products	$	546	$	—	$	—	$	546

Ancillary revenues	89		1		—		90
Management fee revenues	149		17		(22)		144
Exchange and other services revenues	118		193		210		521
Management and exchange	356		211		188		755

Rental	239		37		—		276

Cost reimbursements	1,124		59		(141)		1,042
Revenue from contracts with customers	2,265		307		47		2,619

Financing	265		2		—		267
Total Revenues	$	2,530	$	309	$	47	$	2,886

Revenue remaining performance obligation

Timing of Revenue from Contracts with Customers by Segment

The following tables detail the timing of revenue from contracts with customers by segment for each of the last three fiscal years.


	2022
($ in millions)	Vacation Ownership		Exchange & Third-Party Management		Corporate and Other		Total
Services transferred over time	$	2,168	$	130	$	23	$	2,321
Goods or services transferred at a point in time	1,881		161		—		2,042
Revenue from contracts with customers	$	4,049	$	291	$	23	$	4,363


	2021
($ in millions)	Vacation Ownership		Exchange & Third-Party Management		Corporate and Other		Total
Services transferred over time	$	1,915	$	154	$	31	$	2,100
Goods or services transferred at a point in time	1,356		166		—		1,522
Revenue from contracts with customers	$	3,271	$	320	$	31	$	3,622


	2020
($ in millions)	Vacation Ownership		Exchange & Third-Party Management		Corporate and Other		Total
Services transferred over time	$	1,616	$	156	$	47	$	1,819
Goods or services transferred at a point in time	649		151		—		800
Revenue from contracts with customers	$	2,265	$	307	$	47	$	2,619

Contract with customer, asset and liability

The following table shows the composition of our receivables from contracts with customers and contract liabilities. We had no contract assets at either December 31, 2022 or December 31, 2021.


($ in millions)	At December 31, 2022		At December 31, 2021
Receivables
Accounts and contracts receivable, net	$	209	$	172
Vacation ownership notes receivable, net	2,198		2,045
	$	2,407	$	2,217

Contract Liabilities
Advance deposits	$	158	$	160
Deferred revenue	344		453
	$	502	$	613

Accounts and nontrade receivable

The following table shows the composition of our accounts and contracts receivable balances:


($ in millions)	At December 31, 2022		At December 31, 2021
Receivables from contracts with customers, net	$	209	$	172
Interest receivable	16		14
Tax receivable	20		48
Indemnification assets	19		22
Employee tax credit receivable	16		19
Other	12		4
	$	292	$	279

REVENUE AND RECEIVABLES - Sources of Revenue by Segment (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	$ 4,363	$ 3,622	$ 2,619
Cost reimbursements	1,367	1,128	1,042
Financing	293	268	267
Total Revenues	4,656	3,890	2,886
Sale of vacation ownership products
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	1,618	1,153	546
Ancillary revenues
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	245	191	90
Management fee revenues
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	195	171	144
Exchange and other services revenues
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	387	493	521
Management and exchange
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	827	855	755
Rental
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	551	486	276
Corporate and other
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	23	31	47
Cost reimbursements	(44)	(121)	(141)
Financing	0	0	0
Total Revenues	23	31	47
Corporate and other \| Sale of vacation ownership products
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	0	0	0
Corporate and other \| Ancillary revenues
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	0	0	0
Corporate and other \| Management fee revenues
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	(5)	(19)	(22)
Corporate and other \| Exchange and other services revenues
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	72	171	210
Corporate and other \| Management and exchange
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	67	152	188
Corporate and other \| Rental
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	0	0	0
Vacation Ownership
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	4,049	3,271	2,265
Cost reimbursements	1,388	1,202	1,124
Financing	293	268	265
Total Revenues	4,342	3,539	2,530
Vacation Ownership \| Sale of vacation ownership products
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	1,618	1,153	546
Vacation Ownership \| Ancillary revenues
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	241	188	89
Vacation Ownership \| Management fee revenues
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	166	158	149
Vacation Ownership \| Exchange and other services revenues
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	127	124	118
Vacation Ownership \| Management and exchange
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	534	470	356
Vacation Ownership \| Rental
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	509	446	239
Exchange & Third-Party Management
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	291	320	307
Cost reimbursements	23	47	59
Financing	0	0	2
Total Revenues	291	320	309
Exchange & Third-Party Management \| Sale of vacation ownership products
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	0	0	0
Exchange & Third-Party Management \| Ancillary revenues
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	4	3	1
Exchange & Third-Party Management \| Management fee revenues
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	34	32	17
Exchange & Third-Party Management \| Exchange and other services revenues
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	188	198	193
Exchange & Third-Party Management \| Management and exchange
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	226	233	211
Exchange & Third-Party Management \| Rental
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	$ 42	$ 40	$ 37

DEBT - Carrying Value of the 2026 Convertible Notes (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Long-term debt, gross	$ 3,044
2026 Convertible Notes \| Convertible Notes
Debt Instrument [Line Items]
Long-term debt, gross	575	$ 575
Unamortized debt discount	0	(104)
Unamortized debt issuance costs	(10)	(10)
Long-term debt	$ 565	461
Carrying Amount of Equity Component, net of Issuance Costs		$ 117

- Definition

Amount, excluding unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue Recognition (Details) $ in Millions	12 Months Ended
	Dec. 31, 2022 USD ($)
Revenue from External Customer
Date of issuance period	2 years
Decrease in revenue due to change in estimate of variable consideration for performance obligations	$ (29)
Minimum
Revenue from External Customer
Number of years for payments to commence under financing contracts after closing	10 years
Number of days for payments to commence under financing contracts after closing	30 days
Package expiration period	6 months
Maximum
Revenue from External Customer
Number of years for payments to commence under financing contracts after closing	15 years
Number of days for payments to commence under financing contracts after closing	60 days
Package expiration period	24 months

VARIABLE INTEREST ENTITIES - Classifications of Consolidated VIE Assets and Liabilities (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Variable Interest Entity [Line Items]
Consolidated Assets	$ 9,639	$ 9,613
Consolidated Liabilities	7,141	$ 6,627
Variable Interest Entity
Variable Interest Entity [Line Items]
Consolidated Assets	1,890
Consolidated Liabilities	1,987
Securitized debt \| Variable Interest Entity
Variable Interest Entity [Line Items]
Consolidated Liabilities	1,982
Vacation ownership notes receivable, net of reserves \| Variable Interest Entity
Variable Interest Entity [Line Items]
Consolidated Assets	1,792
Interest receivable \| Variable Interest Entity
Variable Interest Entity [Line Items]
Consolidated Assets	13
Restricted cash \| Variable Interest Entity
Variable Interest Entity [Line Items]
Consolidated Assets	85
Interest payable \| Variable Interest Entity
Variable Interest Entity [Line Items]
Consolidated Liabilities	5
Vacation Ownership Notes Receivable Securitizations \| Variable Interest Entity
Variable Interest Entity [Line Items]
Consolidated Assets	1,709
Consolidated Liabilities	1,824
Vacation Ownership Notes Receivable Securitizations \| Securitized debt \| Variable Interest Entity
Variable Interest Entity [Line Items]
Consolidated Liabilities	1,820
Vacation Ownership Notes Receivable Securitizations \| Vacation ownership notes receivable, net of reserves \| Variable Interest Entity
Variable Interest Entity [Line Items]
Consolidated Assets	1,620
Vacation Ownership Notes Receivable Securitizations \| Interest receivable \| Variable Interest Entity
Variable Interest Entity [Line Items]
Consolidated Assets	12
Vacation Ownership Notes Receivable Securitizations \| Restricted cash \| Variable Interest Entity
Variable Interest Entity [Line Items]
Consolidated Assets	77
Vacation Ownership Notes Receivable Securitizations \| Interest payable \| Variable Interest Entity
Variable Interest Entity [Line Items]
Consolidated Liabilities	4
Warehouse Credit Facility \| Variable Interest Entity
Variable Interest Entity [Line Items]
Consolidated Assets	181
Consolidated Liabilities	163
Warehouse Credit Facility \| Securitized debt \| Variable Interest Entity
Variable Interest Entity [Line Items]
Consolidated Liabilities	162
Warehouse Credit Facility \| Vacation ownership notes receivable, net of reserves \| Variable Interest Entity
Variable Interest Entity [Line Items]
Consolidated Assets	172
Warehouse Credit Facility \| Interest receivable \| Variable Interest Entity
Variable Interest Entity [Line Items]
Consolidated Assets	1
Warehouse Credit Facility \| Restricted cash \| Variable Interest Entity
Variable Interest Entity [Line Items]
Consolidated Assets	8
Warehouse Credit Facility \| Interest payable \| Variable Interest Entity
Variable Interest Entity [Line Items]
Consolidated Liabilities	$ 1

INTANGIBLE ASSETS

12 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

INTANGIBLE ASSETS

The following table details the composition of our intangible asset balances:


($ in millions)	2022		2021
Definite-lived intangible assets
Member relationships	$	669	$	671
Management contracts	428		452
	1,097		1,123
Accumulated amortization	(249)		(194)
	848		929
Indefinite-lived intangible assets
Trade names	63		64
	$	911	$	993

Definite-Lived Intangible Assets

Definite-lived intangible assets, all of which were acquired as part of the ILG and Welk Acquisitions, are amortized on a straight-line basis over their estimated useful lives, ranging from 15 to 20 years. We recorded amortization expense of $61 million in 2022, $61 million in 2021, and $57 million in 2020 in the Depreciation and amortization line of our Income Statements. For these assets, we estimate that our aggregate amortization expense will be $61 million for each of the next five fiscal years.

Indefinite-Lived Intangible Assets

All of our indefinite-lived intangible assets are related to the Exchange & Third-Party Management segment. We performed our annual impairment test of indefinite-lived intangible assets during the fourth quarters of 2022 and 2021, and no impairment charges were recorded in either year.

During 2020, we recognized a non-cash impairment charge of $18 million in the Impairment line on our Income Statement related to indefinite-lived intangible assets, which was primarily attributed to the decline in estimated near-term revenues and related recovery of long-term revenues as a result of the impact of the COVID-19 pandemic.

BUSINESS SEGMENTS - Reconciliation of Adjusted EBITDA to Net Income or Loss (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Segment Reporting Information [Line Items]
Corporate and other	$ (215)	$ (186)	$ (113)
Interest expense	(118)	(164)	(150)
Tax (provision) benefit	(191)	(74)	84
Depreciation and amortization	(132)	(146)	(123)
Share-based compensation expense	(39)	(51)	(37)
Certain items	(95)	(173)	(284)
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS	391	49	(275)
Vacation Ownership
Segment Reporting Information [Line Items]
Adjusted earnings before income taxes depreciation and amortization	1,033	699	229
Exchange & Third-Party Management
Segment Reporting Information [Line Items]
Adjusted earnings before income taxes depreciation and amortization	$ 148	$ 144	$ 119

DEBT - 2022 Convertible Notes (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2018
2022 Convertible Notes \| Convertible Notes
Debt Instrument [Line Items]
Principal amount	$ 230,000,000
Debt, stated interest rate			1.50%
2026 Convertible Notes
Debt Instrument [Line Items]
Interest rate, effective percentage	0.55%
2026 Convertible Notes \| Convertible Notes
Debt Instrument [Line Items]
Principal amount		$ 575,000,000
Debt, stated interest rate		0.00%
Conversion price (in usd per share)	$ 166.73

SHAREHOLDERS' EQUITY (Tables)

12 Months Ended

Dec. 31, 2022

Equity [Abstract]

Stock repurchase activity under current stock repurchase program

The following table summarizes share repurchase activity under our Share Repurchase Programs:


($ in millions, except per share amounts)	Number of Shares Repurchased	Cost of Shares Repurchased		Average Price Paid per Share
As of December 31, 2021	17,681,395	$	1,418	$	80.17
For the year ended December 31, 2022	5,091,823	701		$	137.83
As of December 31, 2022	22,773,218	$	2,119	$	93.06

Cash dividend declared

Declaration Date

Shareholder Record Date

Distribution Date

Dividend per Share

February 18, 2022

March 3, 2022

March 17, 2022

$0.62

May 12, 2022

May 26, 2022

June 9, 2022

$0.62

September 8, 2022

September 22, 2022

October 6, 2022

$0.62

December 1, 2022

December 22, 2022

January 5, 2023

$0.72

VACATION OWNERSHIP NOTES RECEIVABLE - Notes Receivable Reserves (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Acquired
Time Sharing Transactions, Allowance for Uncollectible Accounts
Beginning balance	$ 70	$ 70	$ 60	$ 55
Securitizations		0	0	0
Clean-up call		0	0	0
Write-offs		(57)	(49)	(18)
Recoveries		35	27	9
Defaulted vacation ownership notes receivable repurchase activity		0	0	0
Initial allowance for credit losses for Legacy-Welk vacation ownership notes receivable			32
(Decrease) increase in vacation ownership notes receivable reserve		(19)	0	14
Ending balance		29	70	60
Acquired \| COVID-19 pandemic
Time Sharing Transactions, Allowance for Uncollectible Accounts
(Decrease) increase in vacation ownership notes receivable reserve	10			10
Acquired \| Previously Reported
Time Sharing Transactions, Allowance for Uncollectible Accounts
Beginning balance				0
Acquired \| Revision of Prior Period, Accounting Standards Update, Adjustment
Time Sharing Transactions, Allowance for Uncollectible Accounts
Beginning balance				55
Originated
Time Sharing Transactions, Allowance for Uncollectible Accounts
Beginning balance	333	333	310	204
Securitizations		0	0	0
Clean-up call		0	0	0
Write-offs		(136)	(79)	(31)
Defaulted vacation ownership notes receivable repurchase activity		0	0	0
(Decrease) increase in vacation ownership notes receivable reserve		165	102	137
Ending balance		362	333	310
Originated \| COVID-19 pandemic
Time Sharing Transactions, Allowance for Uncollectible Accounts
(Decrease) increase in vacation ownership notes receivable reserve			59	59
Non-securitized \| Acquired
Time Sharing Transactions, Allowance for Uncollectible Accounts
Beginning balance	47	47	39	29
Securitizations		0	(9)	(1)
Clean-up call		1	3	1
Write-offs		(57)	(49)	(18)
Recoveries		35	27	9
Defaulted vacation ownership notes receivable repurchase activity		25	32	17
Initial allowance for credit losses for Legacy-Welk vacation ownership notes receivable			11
(Decrease) increase in vacation ownership notes receivable reserve		(40)	(7)	2
Ending balance		11	47	39
Non-securitized \| Acquired \| COVID-19 pandemic
Time Sharing Transactions, Allowance for Uncollectible Accounts
(Decrease) increase in vacation ownership notes receivable reserve		8
Non-securitized \| Acquired \| Previously Reported
Time Sharing Transactions, Allowance for Uncollectible Accounts
Beginning balance				0
Non-securitized \| Acquired \| Revision of Prior Period, Accounting Standards Update, Adjustment
Time Sharing Transactions, Allowance for Uncollectible Accounts
Beginning balance				29
Non-securitized \| Originated
Time Sharing Transactions, Allowance for Uncollectible Accounts
Beginning balance	193	193	193	90
Securitizations		(132)	(76)	(70)
Clean-up call		37	12	37
Write-offs		(136)	(79)	(31)
Defaulted vacation ownership notes receivable repurchase activity		69	65	80
(Decrease) increase in vacation ownership notes receivable reserve		118	78	87
Ending balance		149	193	193
Non-securitized \| Originated \| COVID-19 pandemic
Time Sharing Transactions, Allowance for Uncollectible Accounts
(Decrease) increase in vacation ownership notes receivable reserve				32
Securitized \| Acquired
Time Sharing Transactions, Allowance for Uncollectible Accounts
Beginning balance	23	23	21	26
Securitizations		0	9	1
Clean-up call		(1)	(3)	(1)
Write-offs		0	0	0
Recoveries		0	0	0
Defaulted vacation ownership notes receivable repurchase activity		(25)	(32)	(17)
Initial allowance for credit losses for Legacy-Welk vacation ownership notes receivable			21
(Decrease) increase in vacation ownership notes receivable reserve		21	7	12
Ending balance		18	23	21
Securitized \| Acquired \| COVID-19 pandemic
Time Sharing Transactions, Allowance for Uncollectible Accounts
(Decrease) increase in vacation ownership notes receivable reserve		2
Securitized \| Acquired \| Previously Reported
Time Sharing Transactions, Allowance for Uncollectible Accounts
Beginning balance				0
Securitized \| Acquired \| Revision of Prior Period, Accounting Standards Update, Adjustment
Time Sharing Transactions, Allowance for Uncollectible Accounts
Beginning balance				26
Securitized \| Originated
Time Sharing Transactions, Allowance for Uncollectible Accounts
Beginning balance	$ 140	140	117	114
Securitizations		132	76	70
Clean-up call		(37)	(12)	(37)
Write-offs		0	0	0
Defaulted vacation ownership notes receivable repurchase activity		(69)	(65)	(80)
(Decrease) increase in vacation ownership notes receivable reserve		47	24	50
Ending balance		$ 213	$ 140	117
Securitized \| Originated \| COVID-19 pandemic
Time Sharing Transactions, Allowance for Uncollectible Accounts
(Decrease) increase in vacation ownership notes receivable reserve				$ 27

VARIABLE INTEREST ENTITIES

12 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

VARIABLE INTEREST ENTITIES

Variable Interest Entities Related to Our Vacation Ownership Notes Receivable Securitizations

We periodically securitize, without recourse, through bankruptcy remote special purpose entities, notes receivable originated in connection with the sale of vacation ownership products. These vacation ownership notes receivable securitizations provide funding for general corporate purposes. In a vacation ownership notes receivable securitization, various classes of debt securities issued by a special purpose entity are generally collateralized by a single tranche of transferred assets, which consist of vacation ownership notes receivable. With each vacation ownership notes receivable securitization, we may retain a portion of the securities, subordinated tranches, interest-only strips, subordinated interests in accrued interest and fees on the securitized vacation ownership notes receivable or, in some cases, overcollateralization and cash reserve accounts.

We created these bankruptcy remote special purpose entities to serve as a mechanism for holding assets and related liabilities, and the entities have no equity investment at risk, making them VIEs. We continue to service the vacation ownership notes receivable, transfer all proceeds collected to these special purpose entities, and retain rights to receive benefits that are potentially significant to the entities. Accordingly, we concluded that we are the entities’ primary beneficiary and, therefore, consolidate them. There is no noncontrolling interest balance related to these entities and the creditors of these entities do not have general recourse to us.

The following table shows consolidated assets, which are collateral for the obligations of these VIEs, and consolidated liabilities included on our Balance Sheet at December 31, 2022:


($ in millions)	Vacation Ownership Notes Receivable Securitizations		Warehouse Credit Facility		Total
Consolidated Assets
Vacation ownership notes receivable, net of reserves	$	1,620	$	172	$	1,792
Interest receivable	12		1		13
Restricted cash	77		8		85
Total	$	1,709	$	181	$	1,890
Consolidated Liabilities
Interest payable	$	4	$	1	$	5
Securitized debt	1,820		162		1,982
Total	$	1,824	$	163	$	1,987

The following table shows the interest income and expense recognized as a result of our involvement with these VIEs during 2022:


($ in millions)	Vacation Ownership Notes Receivable Securitizations		Warehouse Credit Facility		Total
Interest income	$	234	$	9	$	243
Interest expense to investors	$	47	$	3	$	50
Debt issuance cost amortization	$	8	$	2	$	10
Administrative expenses	$	1	$	—	$	1

The following table shows cash flows between us and the vacation ownership notes receivable securitization VIEs:


($ in millions)	2022		2021
Cash Inflows
Net proceeds from vacation ownership notes receivable securitizations	$	627	$	841
Principal receipts	534		585
Interest receipts	234		228
Reserve release	154		159
Total	1,549		1,813
Cash Outflows
Principal to investors	(556)		(590)
Voluntary repurchases of defaulted vacation ownership notes receivable	(94)		(99)
Voluntary clean-up call	(60)		(72)
Interest to investors	(46)		(43)
Funding of restricted cash	(97)		(217)
Total	(853)		(1,021)
Net Cash Flows	$	696	$	792

Under the terms of our vacation ownership notes receivable securitizations, we have the right to substitute loans for, or repurchase, defaulted loans at our option, subject to certain limitations. We made voluntary repurchases of defaulted vacation ownership notes receivable, net of substitutions, of $94 million during 2022, $99 million during 2021 and $95 million during 2020. We also made voluntary repurchases of $338 million, $200 million and $383 million of other non-defaulted vacation ownership notes receivable during 2022, 2021 and 2020, respectively, to retire previous vacation ownership notes receivable securitizations. Our maximum exposure to potential loss relating to the special purpose entities that purchase, sell, and own these vacation ownership notes receivable is the overcollateralization amount (the difference between the loan collateral balance and the balance of the outstanding vacation ownership notes receivable), plus cash reserves and any residual interest in future cash flows from collateral.

The following table shows cash flows between us and the Warehouse Credit Facility VIE:


($ in millions)	2022		2021
Cash Inflows
Proceeds from vacation ownership notes receivable securitizations	$	397	$	107
Principal receipts	19		2
Interest receipts	10		2
Reserve release	1		1
Total	427		112
Cash Outflows
Principal to investors	(8)		—
Voluntary repurchases of defaulted vacation ownership notes receivable	—		—
Repayment of Warehouse Credit Facility	(227)		(107)
Interest to investors	(3)		(2)
Funding of restricted cash	(6)		(1)
Total	(244)		(110)
Net Cash Flows	$	183	$	2

Other Variable Interest Entities

We have a commitment to purchase a property located in Waikiki, Hawaii. The property is held by a VIE for which we are not the primary beneficiary. We do not control the decisions that most significantly impact the economic performance of the entity during construction. Further, our purchase commitment is generally contingent upon the property being redeveloped to our brand standards. Accordingly, we have not consolidated the VIE. During the second quarter of 2022, we amended the terms of our prior commitment and extended a bridge loan to the VIE for $47 million. During the third quarter of 2022, we further amended the terms of our prior commitment at which time the bridge loan was fully repaid. We expect to acquire the

property over time and as of December 31, 2022, we expect to make payments for the property as follows: $112 million in 2024, $81 million in 2025, and $41 million in 2026. As of December 31, 2022, our Balance Sheet reflected $1 million in Accounts and contracts receivable, including a note receivable of less than $1 million, $1 million in Property and equipment, and $1 million in Accrued liabilities. We believe that our maximum exposure to loss as a result of our involvement with this VIE is approximately $1 million as of December 31, 2022.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Statement of Comprehensive Income [Abstract]
NET INCOME (LOSS)	$ 391	$ 53	$ (256)
Other comprehensive (loss) income:
Foreign currency translation adjustments	10	11	6
Reclassification of foreign currency translation adjustments realized upon disposition of subsidiary	(10)	0	0
Derivative instrument adjustment	31	21	(18)
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX	31	32	(12)
Net income attributable to noncontrolling interests	0	(4)	(19)
COMPREHENSIVE INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS	0	(4)	(19)
COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS	$ 422	$ 81	$ (287)

REVENUE AND RECEIVABLES - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Revenue from Contract with Customer [Abstract]
Contract with customer, contract assets	$ 0	$ 0
Contract with customer, liability, revenue recognized	$ 423,000,000

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Vacation Ownership Notes Receivable Reserve (Details)	12 Months Ended
	Dec. 31, 2022
Legacy MVW
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Period in which loan considered past due	30 days
Period in which loan suspend accrual of interest	90 days
Period in which loan considered default loan	150 days
ILG, Inc And Welk
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Period in which loan considered default loan	120 days

SECURITIZED DEBT (Tables)

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Schedule of securitized vacation ownership debt

The following table provides detail on our securitized debt, net of unamortized debt discount and issuance costs.


($ in millions)	At December 31, 2022		At December 31, 2021
Vacation ownership notes receivable securitizations, gross(1)	$	1,799	$	1,877
Unamortized debt discount and issuance costs	(21)		(21)
	1,778		1,856

Warehouse Credit Facility, gross(2)	162		—
Unamortized debt issuance costs(3)	(2)		—
	160		—


	$	1,938	$	1,856

_________________________

(1)Interest rates as of December 31, 2022 range from 1.5% to 6.4%, with a weighted average interest rate of 3.3%.

(2)Effective interest rate as of December 31, 2022 was 5.5%.

(3)Excludes $2 million of unamortized debt issuance costs as of December 31, 2021 as no cash borrowings were outstanding at that time.

Scheduled future principal payments for debt

The following table shows anticipated future principal payments for our securitized debt as of December 31, 2022.


	Vacation Ownership Notes Receivable Securitizations		Warehouse Credit Facility(1)		Total
($ in millions)
Payments Year
2023	$	177	$	8	$	185
2024	181		8		189
2025	182		146		328
2026	186		—		186
2027	184		—		184
Thereafter	889		—		889
	$	1,799	$	162	$	1,961

_________________________

(1)Excludes future Warehouse Credit Facility renewals.

The following table shows scheduled principal payments for our debt, excluding finance leases, as of December 31, 2022.


	Payments Year
($ in millions)	2023		2024		2025		2026		2027		Thereafter		Total
2025 Notes	$	250	$	—	$	—	$	—	$	—	$	—	$	250
2028 Notes	—		—		—		—		—		350		350
2029 Notes	—		—		—		—		—		500		500
Term Loan	—		—		784		—		—		—		784

2026 Convertible Notes	—		—		—		575		—		—		575
2027 Convertible Notes	—		—		—		—		575		—		575
Non-interest bearing notes payable	6		4		—		—		—		—		10
	$	256	$	4	$	784	$	575	$	575	$	850	$	3,044

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property and Equipment (Details)	12 Months Ended
	Dec. 31, 2022
Minimum
Property, Plant and Equipment
Estimated useful lives of the assets	3 years
Maximum
Property, Plant and Equipment
Estimated useful lives of the assets	40 years

SHARE-BASED COMPENSATION - Share-based Compensation Expense (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award
Share-based compensation expense	$ 39	$ 51	$ 37
Service-based RSUs
Share-based Compensation Arrangement by Share-based Payment Award
Share-based compensation expense	31	34	22
Performance-based RSUs
Share-based Compensation Arrangement by Share-based Payment Award
Share-based compensation expense	3	9	9
ILG Acquisition Converted RSUs
Share-based Compensation Arrangement by Share-based Payment Award
Share-based compensation expense	0	0	2
Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award
Share-based compensation expense	34	43	33
SARs
Share-based Compensation Arrangement by Share-based Payment Award
Share-based compensation expense	$ 5	$ 8	$ 4