UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.07 | Submission of Matters to a Vote of Security Holders |
(a) Wyndham Hotels & Resorts, Inc. (the “Company”) held its 2021 annual meeting of stockholders (the “Annual Meeting”) on May 12, 2021.
(b) At the Annual Meeting, the three proposals described in the Company’s definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on March 31, 2021 (the “Proxy Statement”) were submitted to the Company’s stockholders and the final voting results are provided below.
Proposal 1
The Company’s stockholders elected each of the eight Director nominees described in the Proxy Statement to serve for a term ending at the 2022 annual meeting of stockholders, with each Director to serve until such Director’s successor is elected and qualified or until such Director’s earlier death, resignation, retirement, disqualification or removal. The election results for each of the Company’s Directors are set forth below.
| Director Name | Votes For | Votes Withheld | Broker Non-Votes | |||||||||
| Stephen P. Holmes | 82,585,181 | 604,256 | 4,663,054 | |||||||||
| Geoffrey A. Ballotti | 83,027,923 | 161,514 | 4,663,054 | |||||||||
| Myra J. Biblowit | 80,258,595 | 2,930,842 | 4,663,054 | |||||||||
| James E. Buckman | 82,676,497 | 512,940 | 4,663,054 | |||||||||
| Bruce B. Churchill | 82,264,080 | 925,357 | 4,663,054 | |||||||||
| Mukul V. Deoras | 82,098,201 | 1,091,236 | 4,663,054 | |||||||||
| Ronald L. Nelson | 82,103,490 | 1,085,947 | 4,663,054 | |||||||||
| Pauline D.E. Richards | 82,144,706 | 1,044,731 | 4,663,054 | |||||||||
Proposal 2
The Company’s stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers described in the Proxy Statement as set forth below.
| Votes for approval: | 77,839,779 | |||
| Votes against: | 5,174,670 | |||
| Abstentions: | 174,988 | |||
| Broker Non-Votes: | 4,663,054 |
Proposal 3
The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021 as set forth below.
| Votes for approval: | 87,283,096 | |||
| Votes against: | 336,166 | |||
| Abstentions: | 233,229 | |||
| Broker Non-Votes: | 0 |
(c) Not applicable.
(d) Not applicable.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
WYNDHAM HOTELS & RESORTS, INC. | |||
| Date: May 13, 2021 | By: | /s/ Paul F. Cash | |
|
Paul F. Cash General Counsel & Corporate Secretary | |||