More than a century of research shows that spaced learning improves long-term memory. Yet, there remains debate concerning why. A major limitation to resolving theoretical debates is the lack of evidence for how neural representations change as a function of spacing. Here, leveraging a massive-scale 7T human fMRI dataset, we tracked neural representations and behavioral expressions of memory as participants viewed thousands of natural scene images that repeated at lags ranging from seconds to many months. We show that spaced learning increases the similarity of human ventromedial prefrontal cortex representations across stimulus encounters and, critically, these increases parallel and predict the behavioral benefits of spacing. Additionally, we show that these spacing benefits critically depend on remembering and, in turn, 're-encoding' past experience. Collectively, our findings provide fundamental insight into how spaced learning influences neural representations and why spacing is beneficial.