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
In connection with its transition from controlled to non-controlled status under applicable rules of the New York Stock Exchange (the “NYSE”), Extended Stay America, Inc. (the “Corporation”) announces the following:
On April 6, 2017, William D. Rahm notified the Board of Directors (the “Corporation Board”) of the Corporation of his decision not to stand for re-election at the Corporation’s 2017 annual meeting of stockholders to be held on May 17, 2017 (the “Corporation Annual Meeting”). Mr. Rahm’s decision not to stand for re-election was not due to any disagreement with the Corporation, including with respect to any matter relating to the Corporation’s operations, policies or practices. Mr. Rahm will continue to serve as a director and as a member of the Compensation Committee of the Corporation Board until his current term expires at the Corporation’s Annual Meeting, at which point the Corporation expects that he will be replaced by an independent director (as defined in Section 303A.01 of the NYSE Listed Company Manual) elected by the Corporation’s stockholders. The Corporation expects at that point to comply fully with the NYSE’s governance standards applicable to non-controlled companies.
In addition, while ESH Hospitality, Inc. (“ESH REIT”) remains a controlled company by virtue of the Corporation’s ownership of its Class A shares, ESH REIT also intends to comply with the NYSE governance standards applicable to non-controlled companies. Accordingly, on April 6, 2017, Robert G. Harper and Ty E. Wallach notified the Board of Directors (the “ESH REIT Board”) of ESH REIT of their decisions not to stand for re-election at ESH REIT’s 2017 annual meeting of stockholders to be held on May 17, 2017 (the “ESH REIT Annual Meeting”). Neither Mr. Harper’s nor Mr. Wallach’s decision not to stand for re-election was due to any disagreement with ESH REIT, including with respect to any matter relating to ESH REIT’s operations, policies or practices. Mr. Harper and Mr. Wallach will continue to serve as directors and as members of the Compensation Committee of the ESH REIT Board until their current terms expire at the ESH REIT Annual Meeting, at which point ESH REIT expects that they will be replaced by independent directors (as defined in Section 303A.01 of the NYSE Listed Company Manual) elected by ESH REIT’s stockholders. In addition, as previously disclosed, Richard F. Wallman has notified the ESH REIT Board of his intention to resign from the ESH REIT Board, effective upon the election of his successor at the ESH REIT Annual Meeting. Accordingly, Mr. Wallman will not stand for re-election at the ESH REIT Annual Meeting.
About EXTENDED STAY AMERICA, INC. (NYSE:STAY)
Extended Stay America, Inc. (Extended Stay) is an integrated owner/operator of Company-branded hotels in North America. The Company operates in hotel operations segment. The Company’s business operates in the extended stay sector of the lodging industry. As of December 31, 2016, the Company owned and operated 629 hotels comprising approximately 69,400 rooms located in 44 states across the United States and in Canada. The Company owns and operates its hotels under its brand, Extended Stay America, which serves the mid-price extended stay sector. As of December 31, 2016, the Company also owned and operated three Extended Stay Canada hotels. The Company operates its hotels owned by ESH Hospitality, Inc. (ESH REIT). The hotels are operated by the Operating Lessees, subsidiaries of the Company and are managed by ESA Management LLC (ESA Management), a subsidiary of the Company. ESH Strategies, a subsidiary of the Company, owns the brands related to its business. EXTENDED STAY AMERICA, INC. (NYSE:STAY) Recent Trading Information
EXTENDED STAY AMERICA, INC. (NYSE:STAY) closed its last trading session up +0.13 at 15.98 with 3,907,188 shares trading hands.