TravelCenters of America LLC (NASDAQ:TA) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

TravelCenters of America LLC (NASDAQ:TA) 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.

The Company held its annual meeting of shareholders on May19,
2017. The voting results of that meeting are noted in Item 5.07
below.

At the 2017 annual meeting, the Companys shareholders approved
the TravelCenters of AmericaLLC Management Incentive Plan (the
MIP), the purpose of which is to encourage the executive officers
of the Company to continue their efforts for the Company by
providing opportunities for them to earn cash bonuses and
share-based awards which constitute qualified performance-based
compensation under Section162(m)of the Internal Revenue Code of
1986, as amended. The performance objective under the MIP is the
Companys EBITDAR which is defined in the MIP as the Companys
earnings excluding interest expense, income tax provision or
benefit, depreciation and amortization expenses (including gain
or loss on sales of fixed assets), real estate rent expense, gain
or loss on extinguishment of debt, results of discontinued
operations, unusual or infrequently occurring items, executive
compensation under the MIP and litigation settlements. Each
element of EBITDAR will be calculated in accordance with
generally accepted accounting principles. The maximum amount
payable under the plan is 5% of EBITDAR for each twelve month
performance period under the MIP (which periods run annually from
October1 to the following September30). The Compensation
Committee has the discretionary authority to reduce amounts
otherwise payable to MIP participants. Eligibility to participate
in the MIP is limited to individuals who are executive officers
of the Company on the date the Compensation Committee (which
administers the MIP) determines the participants in the MIP for
the applicable plan year. Participants in the MIP shall be
selected by the Compensation Committee from those executive
officers. The MIP will remain in effect until terminated by the
Compensation Committee or the Board of Directors.

Additional information about the MIP is included under the
heading Approval of The TravelCenters of America LLC
Management Incentive Plan (Item 2) in the Companys proxy
statement for the 2017 annual meeting of shareholders filed with
the Securities and Exchange Commission (the SEC) on March1,
2017.That proxy statement is available at the SECs website at
www.sec.gov.

The above description of the MIP does not purport to be complete
and is qualified in its entirety by reference to the MIP, a copy
of which is filed as Exhibit10.1 hereto and incorporated herein
by reference.

Item 5.07. Submission of Matters to a
Vote of Security Holders.

The Companys shareholders elected Joseph L. Morea as the
Independent Director in Group I of the Board of Directors for a
three year term of office until the Companys 2020 annual meeting
of shareholders and to serve until his successor is elected and
qualifies.Mr.Morea received the following votes:

The Companys shareholders also elected Barry M. Portnoy as the
Managing Director in Group I of the Board of Directors for a
three year term of office until the Companys 2020 annual meeting
of shareholders and to serve until his successor is elected and
qualifies.Mr.Portnoy received the following votes:

The Companys shareholders also approved the adoption of the
MIP.The MIP received the following votes:

For		Against		Abstain		BrokerNon-Votes
20,142,834		3,881,762		144,199		9,965,605

About TravelCenters of America LLC (NASDAQ:TA)
TravelCenters of America LLC (TravelCenters) operates and franchises approximately 460 travel centers and convenience store locations. The Company’s segments include travel centers and convenience stores. Its customers include trucking fleets and their drivers, independent truck drivers and highway and local motorists. Its travel centers include over 25 acres of land with parking for approximately 185 tractor trailers and over 100 cars; a full service restaurant and quick service restaurants (QSRs) that the Company operates as a franchisee under various brands; a truck repair facility and parts store; multiple diesel and gasoline fueling points, including diesel exhaust fluid (DEF) at the diesel lanes, and a travel/convenience store, game room, lounge and other amenities for professional truck drivers and motorists. Its convenience store includes approximately 10 fueling positions; over 3,100 square feet of interior space on an acre of land, and multiple merchandise and QSR offerings. TravelCenters of America LLC (NASDAQ:TA) Recent Trading Information
TravelCenters of America LLC (NASDAQ:TA) closed its last trading session 00.00 at 3.95 with 648,031 shares trading hands.