RLJ LODGING TRUST (NYSE:RLJ) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

RLJ LODGING TRUST (NYSE:RLJ) 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 February9, 2018, Robert J. McCarthy, age 64, was appointed to the board of trustees (the “Board of Trustees”) of RLJ Lodging Trust (the “Company”) upon the recommendation of the Company’s Nominating and Corporate Governance Committee, with a term commencing on that date.

Mr.McCarthy will serve as a trustee of the Company until the Company’s 2018 annual meeting of shareholders and until his successor is duly elected and qualified or until his resignation or removal. In connection with Mr.McCarthy’s election as a trustee, the Board of Trustees increased the size of the Board of Trustees to nine members. Board committee assignments for Mr.McCarthy will include the Nominating and Corporate Governance Committee; any other committee appointments will be determined at a later date.

In accordance with the Company’s current trustee compensation program, Mr.McCarthy is entitled to a cash retainer equal to the $75,000 annual cash compensation paid to the members of the Board of Trustees and an annual retainer of $5,000 for service on the Nominating and Corporate Governance Committee, both retainers to be prorated for his remaining term. In addition, in accordance with the Company’s current trustee compensation program, as compensation for his service on the Board of Trustees Mr.McCarthy is expected to receive a restricted share grant equal in value to the $90,000 restricted share grants made to members of the Board of Trustees prorated for his remaining term. The Board of Trustees has not yet approved Mr.McCarthy’s restricted share grant.

Item 7.01. Regulation FD Disclosure

On February13, 2018, the Company issued a press release announcing the appointment of Mr.McCarthy to the Board of Trustees. A copy of the press release is furnished as Exhibit99.1 to this Current Report on Form8-K and is incorporated herein for purposes of this Item 7.01 disclosure.

The information included in this Current Report on Form8-K under this Item 7.01 shall not be deemed “filed” for the purposes of Section18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits

(d)The following exhibits are filed as part of this report:

ExhibitNumber

Description

99.1

Press Release, dated February13, 2018


RLJ Lodging Trust Exhibit
EX-99.1 2 a18-6069_1ex99d1.htm EX-99.1 Exhibit 99.1   RLJ Lodging Trust Appoints Robert J. “Bob” McCarthy to Expanded Board of Trustees   Bob McCarthy,…
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About RLJ LODGING TRUST (NYSE:RLJ)

RLJ Lodging Trust is a real estate investment trust. The Company is engaged in the acquisition of focused-service and compact full-service hotels. The Company owns approximately 130 hotels with over 20,900 rooms, located in approximately 20 states and the District of Columbia, and an interest in a mortgage loan secured by a hotel. Its hotels’ brand affiliations include Residence Inn, Courtyard, SpringHill Suites, Marriott and Renaissance by Marriott; Hilton Garden Inn, Embassy Suites, DoubleTree, Hilton and Homewood Suites by Hilton, and Hyatt House, Hyatt Place and Hyatt by Hyatt. Its operating partnership is RLJ Lodging Trust, L.P. The Company’s properties include Courtyard San Francisco, Hyatt House Cypress Anaheim, Hyatt House Emeryville San Francisco Bay Area, Hyatt House San Ramon and Hyatt House Santa Clara in California, and Renaissance Boulder Flatiron Hotel, Residence Inn Boulder Louisville, Residence Inn Longmont Boulder and SpringHill Suites Boulder Longmont in Colorado.

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