DiamondRock Hospitality Company (NYSE:DRH) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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DiamondRock Hospitality Company (NYSE:DRH) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July16, 2018, DiamondRock Hospitality Company (the “Company”) entered into a Settlement Agreement (the “Settlement Agreement”) with former Executive Vice President, Chief Financial Officer and Treasurer Sean M. Mahoney, to which Mr.Mahoney agreed to forfeit a total of 164,729 Company equity awards, comprised of 51,061 shares of restricted stock and 113,668 performance share units. Additionally, the Company will recover $830,165 as a result of the Settlement Agreement, consisting of a repayment from Mr.Mahoney of $526,813 in cash and the related reduction in the Company’s tax withholdings and related obligations as a result of such repayment. All of the Company equity awards forfeited and cash repaid is associated with the termination compensation paid to Mr.Mahoney when his employment with the Company was terminated effective March31, 2018. Furthermore, under the Settlement Agreement the parties agreed to, among other things, modify the Severance Agreement by and between the Company and Mr.Mahoney, dated March9, 2007 and amended on December7, 2010, to (i)waive any claim that Mr.Mahoney was prohibited from commencing employment at RLJ Lodging Trust before April1, 2019 and (ii)increase the term of the non-solicitation provision to which Mr.Mahoney is subject from 12 months to 24 months.

The foregoing is a summary description of certain terms of the Settlement Agreement and does not purport to be complete, and it is qualified in its entirety by reference to the full text of the Settlement Agreement, a copy of which will be subsequently filed with the Securities and Exchange Commission.


About DiamondRock Hospitality Company (NYSE:DRH)

DiamondRock Hospitality Company is a lodging-focused Maryland corporation operating as a real estate investment trust (REIT). The Company owns a portfolio of approximately 30 hotels and resorts throughout North America and the United States Virgin Islands that consists of over 10,925 guest rooms. Its primary business is to acquire, own, asset manage and renovate full-service hotel properties in the United States. Its portfolio is concentrated in gateway cities and destination resort locations. The Company conducts its business through an umbrella partnership REIT (UPREIT) in which the Company’s hotels are owned by subsidiaries of its operating partnership, DiamondRock Hospitality Limited Partnership. The Company is the sole general partner of its operating partnership and owns either directly or indirectly, all of the limited partnership units of its operating partnership.