SUMMIT HOTEL PROPERTIES, INC. (NYSE:INN) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07. Submission of Matters to a Vote of Security Holders.
On May 17, 2018, the Company held its Annual Meeting of Stockholders (the “Annual Meeting”). There were 98,075,442 shares of common stock of the Company represented in person or by proxy at the meeting, constituting 93.67% of the outstanding shares of common stock on March 21, 2018, the record date for the Annual Meeting.
The matters voted upon at the Annual Meeting and the final results of such voting are set forth below:
Proposal 1: To elect six directors to the Company’s Board of Directors.
| Name | For | Withheld | Broker Non-Votes |
| Daniel P. Hansen | 90,688,364 | 2,473,424 | 4,913,654 |
| Bjorn R. L. Hanson | 70,684,414 | 22,477,374 | 4,913,654 |
| Jeffrey W. Jones | 92,278,141 | 883,647 | 4,913,654 |
| Kenneth J. Kay | 92,265,745 | 896,043 | 4,913,654 |
| Thomas W. Storey | 72,559,834 | 20,601,954 | 4,913,654 |
| Hope S. Taitz | 92,236,790 | 924,998 | 4,913,654 |
All director nominees were duly elected at the Annual Meeting. Each of the individuals named in the above table will serve as director until the Company’s 2019 annual meeting of stockholders and until his or her successor is duly elected and qualified.
Proposal 2: To ratify the appointment of Ernst & Young LLP.
| For | Against | Abstain | Broker Non-Votes |
| 97,756,663 | 62,236 | 256,543 | N/A |
At the Annual Meeting, stockholders ratified the appointment of Ernst & Young LLP as the Company’s registered public accounting firm for the fiscal year ending December 31, 2018.
Proposal 3: To approve, on an advisory (non-binding) basis, the compensation of the Company’s named executive officers.
| For | Against | Abstain | Broker Non-Votes |
| 91,058,151 | 1,738,110 | 365,527 | 4,913,654 |
At the Annual Meeting, stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers.
Proposal 4: To approve, on an advisory (non-binding) basis, the frequency of advisory (non-binding) votes on executive compensation.
| 1 Year | 2 Years | 3 Years | Abstain | Broker Non-Votes |
| 90,666,852 | 59,316 | 2,076,072 | 359,548 | 4,913,654 |
At the Annual Meeting, a majority of the votes cast on Proposal 4, which is commonly referred to as a “say-when-on-pay vote,” were cast in favor of holding future say-on-pay votes annually. In light of the outcome of this advisory vote, the Board of Directors has determined that future say-on-pay votes will be submitted to stockholders annually until the next required say-when-on-pay vote. The Company is required to conduct an advisory vote on the frequency of future advisory votes on executive compensation every six years.
About SUMMIT HOTEL PROPERTIES, INC. (NYSE:INN)
Summit Hotel Properties, Inc. is a real estate investment trust (REIT). The Company is focused primarily on owning premium-branded, select-service hotels in the Upscale segment of the United States lodging industry. The Company’s portfolio consists of 81 hotels with over 10,957 guestrooms located in 23 states. The Company’s hotels are located in markets, such as business and corporate headquarters, retail centers, airports and tourist attractions. The Company’s portfolio is located in urban and suburban markets. Based on total number of guestrooms, approximately 86% of the Company’s portfolio is positioned in over 50 metropolitan statistical areas (MSAs), and approximately 95% is located within over 100 MSAs. Based on total number of guestrooms, approximately 99% of the Company’s hotels operate under franchise brands owned by Marriott International, Inc., Hilton Worldwide, InterContinental Hotels Group, and an affiliate of Hyatt Hotels Corporation.