TNL · 10-K filed 18 Feb 2026 · year to 31 Dec 2025

Travel & Leisure

27 named things its latest annual report says its results depend on, each in the company's own words. 17 of them are also named by other companies we've read.

Read the filing on SEC.gov ↗

Customers

VOI purchasers (consumer loan borrowers)

insures or lends to · 68% of our VOI sales being financednamed as a risk

During 2025, we generated $1.60 billion of receivables on $2.33 billion of Gross VOI sales, net of Fee-for-Service sales, resulting in 68% of our VOI sales being financed compared to 71% during 2024.Business (Item 1)

Vacation ownership developers (RCI affiliates)

earns fromnamed as a risk

The loss or renegotiation on less favorable terms of several of our largest affiliation agreements could materially impact our financial condition and results of operations.Risk factors (Item 1A)

Suppliers

Surety bond providers

depends onnamed as a risk

a reduction in commitments from surety bond providers, which may impair our Vacation Ownership business by requiring us to escrow cash in order to meet regulatory requirements of certain states;Risk factors (Item 1A)

Also named by BTU

Partners and platforms

Wyndham Hotels & Resorts

depends onnamed as a risk

Our success depends, in part, on the maintenance of these ongoing relationships with Wyndham Hotels as well as Wyndham Hotels’ performance of its obligations under these agreements.Risk factors (Item 1A)

Also named by HLT

People Inc.

depends onnamed as a risk

If the quality or reach of such media properties deteriorates in the future, it could negatively impact the perception of the Travel + Leisure brand and adversely impact our business.Risk factors (Item 1A)

Sports Illustrated Resorts

depends onnamed as a risk

Our efforts to establish and grow our travel clubs businesses and add brands to our existing portfolio of vacation ownership brands, such as through the launch of a network of sports-themed resorts and lifestyle resorts under the Sports Illustrated Resorts brand and the acquisition of Accor Vacation Club, subject us to greater risks and uncertainties than those historically considered for our core timeshare and exchange businesses.Risk factors (Item 1A)

Other companies

Avis Budget Group

25% of these liabilities and costsnamed as a risk

As a result of the completion of the Spin-off, Wyndham Hotels agreed to retain one-third of ABG’s contingent and other corporate liabilities and associated costs; therefore, we are responsible for 25% of these liabilities and costs subsequent to the Spin-off.Risk factors (Item 1A)

Also named by UHAL/B

Vacation ownership receivables securitization market

depends on · $1.60 billion of receivablesnamed as a risk

an inability to securitize our vacation ownership loan receivables on terms acceptable to us or at all because of, among other factors, the performance of the vacation ownership loan receivables, adverse conditions in the market for vacation ownership loan-backed notes and asset-backed notes in general, and the risk that the actual amount of uncollectible accounts on our securitized vacation ownership loan receivables and other credit we extend is greater than expected;Risk factors (Item 1A)

Accor Vacation Club

operates innamed as a risk

Further, there can be no assurance that the anticipated benefits from the 2024 Accor Vacation Club acquisition will be achieved, or that we will be successful in operating and developing this business outside of the U.S. market and in geographical areas where we have had limited or no operating experience.Risk factors (Item 1A)

Competitors

Marriott Vacations Worldwide

competes withnamed as a risk

For example, in connection with the acquisition of Welk Hospitality Group, Inc. (“Welk”) by Marriott Vacations Worldwide Corporation, the RCI contract with Welk was terminated.Risk factors (Item 1A)

Interval International

competes with

Our Exchange business competes with other vacation exchange companies, most notably Interval International, and increasingly with certain timeshare developers and clubs that offer vacation exchange through their own internal networks of properties.Business (Item 1)

Places

United States

concentrated in · 88% of our revenues

During 2025, we derived 88% of our revenues in the United States (“U.S.”) and 12% internationally.Business (Item 1)

Also named by ABBV, ADP, AJG, AMGN, APA, AXGN, AXP, BALL and 139 more

California

operates innamed as a risk

Natural disasters, such as the severe wildfires in California in early 2025 and the hurricanes in Florida in 2024, have increasingly caused substantial and, in certain instances, unprecedented property damage which have impacted and in the future will likely materially impact property insurance markets.Risk factors (Item 1A)

Also named by A, AAON, AFRM, ALK, ALLY, AN, ARE, AVAV and 88 more

Florida

operates innamed as a risk

Also named by ABR, ALLY, AN, AXP, AZO, BBY, BJ, BRO and 54 more

Australia

subject tonamed as a risk

Our international operations are subject to numerous risks, including exposure to local economic conditions; potential adverse changes in the diplomatic relations of foreign countries with the U.S.; hostility from local populations; potential changes in the regulation of timeshare products by foreign countries, such as occurred in Australia; political instability; threats or acts of war, hostilities, or terrorism; the presence and acceptance of varying levels of business corruption in international markets and the effect of various anti-corruption and other laws; restrictions and taxes on the withdrawal of foreign investment and earnings; government policies against businesses or properties owned by non-U.S. citizens; investment restrictions or requirements; diminished ability to legally enforce our contractual rights in foreign countries; forced nationalization of assets by local, state or national governments; foreign exchange restrictions; fluctuations in foreign currency exchange rates, including negative impacts of the weakening of foreign currencies in geographic regions in which we operate relative to the U.S. dollar; our ability to, or our decision whether or not in particular instances to, hedge against foreign currency effects, and whether we are successful in any such hedging transactions; conflicts between local laws and U.S. laws including laws that impact our rights to protect our intellectual property; withholding and other taxes on remittances and other payments by subsidiaries; and changes in and application of foreign taxation structures including value added taxes.Risk factors (Item 1A)

Also named by AJG, ARWR, AXP, BF/B, BTU, CL, CSGP, CVX and 15 more

Hazards

Wildfire

concentrated in · 22% are located in high-risk wildfire-prone statesnamed as a risk

Based upon insurable property values as of December 31, 2025, 35% of our managed properties are located in Tier I windstorm exposure areas, 22% are located in high-risk wildfire-prone states, and 19% are located in areas with a high level of flood risk.Risk factors (Item 1A)

Also named by A, AEP, ARE, BKH, CB, CRC, EVRG, MDU and 2 more

Windstorm (Tier I exposure areas)

concentrated in · 35% of our managed propertiesnamed as a risk

Also named by WTM

Water stress

concentrated in · 63 managed resortsnamed as a risk

In addition, based on the water risk assessment we conducted in 2025, we identified 63 managed resorts in high or extremely high water-stressed locations.Risk factors (Item 1A)

Also named by DLR

Flood

concentrated in · 19% are located in areas with a high level of flood risknamed as a risk

Commodities and inputs

SOFR

exposed to its price · $917 million in corporate debtnamed as a risk

We anticipate that SOFR and asset-backed commercial paper rates will remain our primary market risk exposures.Market risk (Item 7A)

Also named by AAP, AIOT, APG, APH, ARES, AXON, BGC, BR and 82 more

Euro

exposed to its price · $75 millionnamed as a risk

We have foreign currency rate exposure to exchange rate fluctuations worldwide particularly with respect to the Euro, British pound sterling, Australian and Canadian dollars, and Mexican peso.Market risk (Item 7A)

Also named by ABBV, ABNB, ABT, ADBE, ADI, AME, AMG, AMGN and 186 more

Property insurance

exposed to its pricenamed as a risk

Coverage and insurance rates may materially impact resort ownership unit maintenance fees to timeshare owners which could potentially make vacation ownership less attractive to some consumers.Risk factors (Item 1A)

Also named by FHN, MAA

Regulators

Consumer Financial Protection Bureau

subject to

Our purchaser financing activities are subject to a number of laws and regulations including those of applicable supervisory agencies such as, in the U.S., the Consumer Financial Protection Bureau, the Federal Trade Commission, and the Financial Crimes Enforcement Network.Business (Item 1)

Also named by ABNB, AFRM, ALLY, AN, AUB, AXP, BAC, CASH and 61 more

Laws and programs

OECD Pillar Two global minimum tax

subject to · 15%named as a risk

As of December 31, 2025, based on the countries in which we do business that have enacted legislation effective on or before January 1, 2025, the rules did increase our effective tax rate but overall the impact to our financial statements was not material.Risk factors (Item 1A)

Also named by ABNB, ACN, ADI, ADM, ADSK, AKAM, ALB, AMAT and 70 more

California Consumer Privacy Act

subject tonamed as a risk

In addition, should we violate or not comply with any applicable laws, regulations, contractual requirements relating to data security and privacy, such as the recently adopted regulations for the California Consumer Privacy Act, or with our own privacy and security policies, either intentionally or unintentionally, or through the acts of intermediaries, it could have a material adverse effect on our brands, marketing, reputation, business, financial condition, and results of operations, as well as subject us to significant fines, litigation, losses, third-party damages and other liabilities.Risk factors (Item 1A)

Also named by AAP, AIOT, AKAM, ALL, APP, AYI, BAC, BBSI and 69 more

Telephone Consumer Protection Act

subject tonamed as a risk

Our telemarketing activities are subject to regulation and enforcement activities including the federal Telephone Consumer Protection Act and “do not call” legislation, which may increase the cost of telemarketing activities and expose us to enforcement actions if we do not comply.Business (Item 1)

Also named by ADP, AFL, BBW, CART, COMP, CRM, CSGP, FCFS and 9 more

Interstate Land Sales Full Disclosure Act

subject to

In addition to regulations implementing laws enacted specifically for the timeshare industry, a wide variety of laws and regulations govern our sales and marketing activities, including regulations implementing the USA PATRIOT Act, Foreign Investment In Real Property Tax Act, the federal Interstate Land Sales Full Disclosure Act and fair housing statutes, U.S. Federal Trade Commission and states’ “Little FTC Acts” and other regulations governing unfair, deceptive or abusive acts or practices including unfair or deceptive trade practices and unfair competition, state attorney general regulations, anti-fraud laws, prize, gift and sweepstakes laws, laws governing discount sales and buying clubs, real estate, title agency or insurance and other licensing or registration laws and regulations, anti-money laundering, consumer information privacy and security, breach notification, information sharing, telemarketing and email marketing laws, home solicitation sales laws, tour operator laws, lodging certificate and seller of travel laws, securities laws, subscription laws, and other consumer protection laws.Business (Item 1)