Hilton Worldwide Holdings Inc. (NYSE:HLT) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item5.02.
|
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On May24, 2017, Hilton Worldwide Holdings Inc. (the Company) held
its 2017 annual meeting of stockholders (the Annual Meeting) at
which the Companys stockholders approved the Hilton 2017 Omnibus
Incentive Plan (the 2017 Plan), which had been previously
recommended for approval by the Companys Compensation Committee
of the Board of Directors and previously approved by the Companys
Board of Directors, in each case, subject to stockholder
approval. The 2017 Plan became effective as of the date of such
stockholder approval.
The material features of the 2017 Plan are described in the
section entitled Proposal 2 Approval of the Hilton 2017 Omnibus
Incentive Plan on pages 13 through 22 of the Companys definitive
Proxy Statement on Schedule 14A filed with the Securities and
Exchange Commission on April13, 2017 (the Proxy Statement), which
pages are incorporated herein by reference. A copy of the 2017
Plan, as approved by the Companys stockholders and adopted by the
Company, is filed as Exhibit 10.1 hereto and incorporated herein
by reference.
| Item5.07 |
Submission of Matters to a Vote of Security Holders. |
At the Annual Meeting, the Companys stockholders voted on the
matters disclosed in the Proxy Statement. The final voting
results for the matters submitted to a vote of stockholders were
as follows:
Proposal No. 1 – Election of Directors
At the annual meeting, the Companys stockholders elected the
persons listed below as directors for a one-year term expiring in
2018 or until their respective successors are duly elected and
qualified:
|
VotesCastFor |
VotesWithheld |
Abstentions |
BrokerNon-Votes |
|||||
|
Christopher J. Nassetta |
305,421,496 | 800,480 | 5,391,203 | |||||
|
Jonathan D. Gray |
299,475,295 | 6,746,681 | 5,391,203 | |||||
|
Charlene T. Begley |
304,949,801 | 1,272,175 | 5,391,203 | |||||
|
Jon M. Huntsman, Jr. |
300,619,496 | 5,602,480 | 5,391,203 | |||||
|
Judith A. McHale |
301,245,903 | 4,976,073 | 5,391,203 | |||||
|
John G. Schreiber |
304,470,455 | 1,751,521 | 5,391,203 | |||||
|
Elizabeth A. Smith |
303,955,435 | 2,266,541 | 5,391,203 | |||||
|
Douglas M. Steenland |
301,747,198 | 4,474,778 | 5,391,203 | |||||
|
William J. Stein |
301,759,218 | 4,462,758 | 5,391,203 |
Proposal No.2 Approval of the Hilton 2017 Omnibus
Incentive Plan
The Companys stockholders approved the Hilton 2017 Omnibus
Incentive Plan.
|
VotesCastFor |
VotesCastAgainst |
Abstentions |
BrokerNon-Votes |
|||
|
300,826,597 |
5,367,951 | 27,428 | 5,391,203 |
Proposal No. 3 – Ratification of Independent
Registered Public Accounting Firm
The Companys stockholders ratified the appointment of Ernst Young
LLP as the Companys independent registered public accounting firm
for fiscal 2017.
|
VotesCastFor |
VotesCastAgainst |
Abstentions |
BrokerNon-Votes |
|||
|
308,701,743 |
2,888,045 | 23,391 |
Proposal No.4 Non-Binding Vote on Executive
Compensation
The Companys stockholders approved, in a non-binding advisory
vote, the compensation paid to the Companys named executive
officers as disclosed in the Proxy Statement.
|
VotesCastFor |
VotesCastAgainst |
Abstentions |
BrokerNon-Votes |
|||
|
302,158,907 |
4,012,177 | 50,892 | 5,391,203 |
| Item9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
|
Exhibit No. |
Description |
|
| 10.1 | Hilton 2017 Omnibus Incentive Plan. | |
| 99.1 |
The section entitled Proposal 2 Approval of the Hilton 2017 Omnibus Incentive Plan, of the Companys definitive Proxy Statement (incorporated by reference to the Companys definitive Proxy Statement on Schedule 14A filed on April13, 2017 (File No.001-36243)). |
About Hilton Worldwide Holdings Inc. (NYSE:HLT)
Hilton Worldwide Holdings Inc. is a hospitality company. The Company is engaged in owning, leasing, managing, developing and franchising hotels, resorts and timeshare properties. The Company operates through three segments: ownership, management and franchise, and timeshare. The Company’s ownership segment consisted of 146 hotels with 59,463 rooms at December 31, 2015. Through management and franchise segment, the Company had 4,419 hotels with 691,887 rooms at December 31, 2015. As of December 31, 2015, through the timeshare segment, the Company had 45 properties comprising 7,152 units. It markets and sells timeshare intervals; operates timeshare resorts and a timeshare membership club, and provides consumer financing. Its brand portfolio includes its luxury and lifestyle hotel brands, such as Waldorf Astoria Hotels & Resorts, Embassy Suites by Hilton, Hilton Garden Inn, Hampton by Hilton, Homewood Suites by Hilton and Home2 Suites by Hilton and Tru by Hilton. Hilton Worldwide Holdings Inc. (NYSE:HLT) Recent Trading Information
Hilton Worldwide Holdings Inc. (NYSE:HLT) closed its last trading session up +0.21 at 65.34 with 2,766,641 shares trading hands.