EXTENDED STAY AMERICA, INC. (NYSE:STAY) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02
| Item 5.02(b): | Resignation of William Stein as Board Member |
On June28, 2017, William Stein notified the Board of Directors (the “Board”) of Extended Stay America, Inc. (the “Company”) of his intention to resign from the Board, effective upon the election of his successor. Mr.Stein’s resignation does not involve any disagreement with the Company. On June30, 2017, the Board accepted Mr.Stein’s resignation and elected Jodie W. McLean to the Board to fill the vacancy created by Mr.Stein’s resignation.
| Item 5.02(d): | Election of Jodie W. McLean as Board Member |
On June30, 2017, the Board elected Ms.McLean to the Board to fill the vacancy created by Mr.Stein’s resignation.
As an independent director, Ms.McLean will be compensated for her position as a director in accordance with the Company’s director compensation principles, which provides that each independent director receives an annual cash retainer of $90,000 and an annual equity retainer with a value of $100,000. In connection with her appointment to the Board, the Company’s Compensation Committee is expected to grant Ms.McLean restricted stock units (“RSUs”) representing Paired Shares, which will represent a prorated portion of the annual $100,000 equity retainer due to Ms.McLean for the eleven month term she will serve until our next annual meeting.
The Company and Ms.McLean will enter into the Company’s standard form of indemnification agreement for directors and officers, a copy of which was previously filed as Exhibit 10.27 to Amendment No.8 to the Registration Statement on Form S-1 (File No.333-190052) and is incorporated herein by reference.
On July 5, 2017, the Company issued a press release announcing Ms.McLean’s election to the Board. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 5.02 | Financial Statements and Exhibits. |
| 99.1 | Press Release of Extended Stay America, Inc., dated July 5, 2017, announcing the election of Jodie W. McLean to the Board. |
ESH Hospitality, Inc. ExhibitEX-99.1 2 d404236dex991.htm EX-99.1 EX-99.1 Exhibit 99.1 EXTENDED STAY AMERICA,…To view the full exhibit click here
