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RED LION HOTELS CORPORATION (NYSE:RLH) Files An 8-K Submission of Matters to a Vote of Security Holders

RED LION HOTELS CORPORATION (NYSE:RLH) Files An 8-K Submission of Matters to a Vote of Security Holders

Item5.07. Submission of Matters to a Vote of Security Holders

At our annual meeting of shareholders on May25, 2017, seven
matters were submitted to a vote of our shareholders. The voting
results were as follows:

1. Election of Directors. Each of the following nine
individuals were elected to serve on our board of directors for
terms that end at the 2018 annual meeting of shareholders. The
number of votes cast for and against each nominee, the number of
abstentions and the number of broker non-votes, were as follows:

Nominee

For Against Abstain Broker Non-Votes

Raymond R. Brandstrom

17,519,773 836,362 94,540 3,938,736

James P. Evans

17,556,654 799,581 94,440 3,938,736

Enrico Marini Fichera

17,605,319 287,417 557,939 3,938,736

Joseph B. Megibow

17,573,792 782,443 94,440 3,938,736

Gregory T. Mount

17,604,464 751,671 94,540 3,938,736

Bonny W. Simi

17,554,760 800,606 95,309 3,938,736

Michael Vernon

17,475,175 881,060 94,440 3,938,736

Alexander Washburn

17,605,057 834,852 10,766 3,938,736

Robert G. Wolfe

17,605,474 750,661 94,540 3,938,736

2. Ratification of appointment of auditors. The
shareholders ratified the appointment of BDO USA, LLP as our
independent registered public accounting firm for 2017. The
number of votes cast for and against the proposal, and the number
of abstentions, were as follows:

For

Against

Abstain

22,301,741 74,350 13,320

3. Approval of 2017 RLHC Executive Officers Bonus Plan.
The shareholders approved the 2017 RLHC Executive Officers Bonus
Plan. The number of votes cast for and against the proposal, and
the number of abstentions and broker non-votes, were as follows:

For

Against

Abstain

Broker

Non-Votes

17,889,537 557,880 3,258 3,938,736

4. Advisory vote on executive compensation. The
shareholders approved, on an advisory basis, the compensation of
the named executive officers as disclosed in the proxy statement
for the annual meeting

under the captions Compensation Discussion and Analysis and
Executive Compensation. The number of votes cast for and against
the proposal, and the number of abstentions and broker non-votes,
were as follows:

For

Against

Abstain

Broker

Non-Votes

17,753,615 682,139 14,921 3,938,736

5. Advisory vote on the frequency of future advisory votes on
executive compensation
. The shareholders approved, on an
advisory basis, holding an advisory shareholder vote approving
executive compensation every one year. The number of votes cast
for one year, two year and three year options, and the number of
abstentions and broker non-votes, were as follows:

One Year

Two Years

Three Years

Abstain

Broker

Non-Votes

15,683,659 85,532 2,669,776 11,708 3,938,736

6. Approval of First Amendment to 2015 Stock Incentive
Plan
. The shareholders approved the First Amendment to 2015
Stock Incentive Plan. The number of votes cast for and against
the proposal, and the number of abstentions and broker non-votes,
were as follows:

For

Against

Abstain

Broker

Non-Votes

13,032,178 4,987,603 430,894 3,938,736

7. Approval of Second Amendment to 2008 Employee Stock
Purchase Plan
. The shareholders approved the Second Amendment
to 2008 Employee Stock Purchase Plan. The number of votes cast
for and against the proposal, and the number of abstentions and
broker non-votes, were as follows:

For

Against

Abstain

Broker

Non-Votes

17,832,295 534,286 84,094 3,938,736

Consistent with our Board of Directors recommendation in our 2017
Proxy Statement and the vote of our shareholders, our Board of
Directors has determined that the shareholder advisory vote on
executive compensation will occur on an annual basis (every one
year), until the next advisory vote on the frequency of advisory
votes on executive compensation.

About RED LION HOTELS CORPORATION (NYSE:RLH)
Red Lion Hotels Corporation (RLHC) is a hospitality and leisure company. The Company is engaged in the franchising, management and ownership of hotels under the brands, including Hotel RL, Red Lion Hotel, Red Lion Inn & Suites, GuestHouse and Settle Inn & Suites (collectively the RLHC Brands). The RLHC brands represent upscale, midscale and economy hotels. The Company’s segments include company operated hotel segment, franchised hotels segment, entertainment segment and other. The hotels segment is engaged in guest room rentals, and food and beverage operations at its operated hotels. The franchised hotels segment is engaged in licensing its brands to franchisees. It offers various programs, which include its reservation system, guest loyalty program, national and regional sales, revenue management tools, quality inspections, advertising and brand standards. The entertainment segment consists of its WestCoast Entertainment and TicketsWest operations. RED LION HOTELS CORPORATION (NYSE:RLH) Recent Trading Information
RED LION HOTELS CORPORATION (NYSE:RLH) closed its last trading session 00.00 at 6.45 with 12,583 shares trading hands.

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