DiamondRock Hospitality Co. Files Definitive Proxy Statement

Ticker: DRH · Form: DEF 14A · Filed: Mar 28, 2024 · CIK: 1298946

Sentiment: neutral

Topics: DEF 14A, Proxy Statement, DiamondRock Hospitality, Executive Compensation, Corporate Governance

TL;DR

<b>DiamondRock Hospitality Co. has filed its Definitive Proxy Statement for the fiscal year ending December 31, 2023.</b>

AI Summary

DiamondRock Hospitality Co (DRH) filed a Proxy Statement (DEF 14A) with the SEC on March 28, 2024. DiamondRock Hospitality Co. filed a Definitive Proxy Statement (DEF 14A) on March 28, 2024. The filing covers the fiscal year ending December 31, 2023. The company's principal executive offices are located at 2 Bethesda Metro Center, Suite 1400, Bethesda, MD 20814. The filing includes adjustments related to pension values and stock awards for executive compensation. The SEC file number for this filing is 001-32514.

Why It Matters

For investors and stakeholders tracking DiamondRock Hospitality Co, this filing contains several important signals. This filing is a routine requirement for publicly traded companies to inform shareholders about matters to be voted on at annual meetings, including executive compensation and director elections. Shareholders should review the proxy statement to understand executive compensation details and make informed voting decisions on proposals presented by the company.

Risk Assessment

Risk Level: low — DiamondRock Hospitality Co shows low risk based on this filing. The filing is a routine DEF 14A, indicating standard corporate governance procedures rather than immediate financial distress or significant operational changes.

Analyst Insight

Shareholders should review the executive compensation details and any proposals for the upcoming annual meeting to make informed voting decisions.

Key Numbers

Key Players & Entities

FAQ

When did DiamondRock Hospitality Co file this DEF 14A?

DiamondRock Hospitality Co filed this Proxy Statement (DEF 14A) with the SEC on March 28, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by DiamondRock Hospitality Co (DRH).

Where can I read the original DEF 14A filing from DiamondRock Hospitality Co?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by DiamondRock Hospitality Co.

What are the key takeaways from DiamondRock Hospitality Co's DEF 14A?

DiamondRock Hospitality Co filed this DEF 14A on March 28, 2024. Key takeaways: DiamondRock Hospitality Co. filed a Definitive Proxy Statement (DEF 14A) on March 28, 2024.. The filing covers the fiscal year ending December 31, 2023.. The company's principal executive offices are located at 2 Bethesda Metro Center, Suite 1400, Bethesda, MD 20814..

Is DiamondRock Hospitality Co a risky investment based on this filing?

Based on this DEF 14A, DiamondRock Hospitality Co presents a relatively low-risk profile. The filing is a routine DEF 14A, indicating standard corporate governance procedures rather than immediate financial distress or significant operational changes.

What should investors do after reading DiamondRock Hospitality Co's DEF 14A?

Shareholders should review the executive compensation details and any proposals for the upcoming annual meeting to make informed voting decisions. The overall sentiment from this filing is neutral.

How does DiamondRock Hospitality Co compare to its industry peers?

DiamondRock Hospitality Co. operates as a real estate investment trust (REIT) focused on hotels. As a REIT, it is subject to specific tax regulations and typically distributes a significant portion of its taxable income to shareholders.

Are there regulatory concerns for DiamondRock Hospitality Co?

As a publicly traded company and a REIT, DiamondRock Hospitality Co. is subject to the regulations of the Securities and Exchange Commission (SEC), including requirements for proxy statements and annual reports.

Industry Context

DiamondRock Hospitality Co. operates as a real estate investment trust (REIT) focused on hotels. As a REIT, it is subject to specific tax regulations and typically distributes a significant portion of its taxable income to shareholders.

Regulatory Implications

As a publicly traded company and a REIT, DiamondRock Hospitality Co. is subject to the regulations of the Securities and Exchange Commission (SEC), including requirements for proxy statements and annual reports.

What Investors Should Do

  1. Review the detailed executive compensation tables and accompanying narrative.
  2. Understand the proposals to be voted on at the upcoming shareholder meeting.
  3. Assess the company's corporate governance practices as outlined in the filing.

Key Dates

Year-Over-Year Comparison

This is a DEF 14A filing, which is a standard disclosure document. No direct comparison to a previous filing's specific financial metrics is available from this header information.

Filing Stats: 4,784 words · 19 min read · ~16 pages · Grade level 11.2 · Accepted 2024-03-28 12:23:31

Filing Documents

From the Filing

drh-20240327 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential for use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under 240.14a-12 DiamondRock Hospitality Company (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement) Payment of Filing Fee (Check all boxes that apply) No fee required Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. March 28, 2024 Dear Stockholder: You are cordially invited to attend the 2024 annual meeting of stockholders of DiamondRock Hospitality Company, a Maryland corporation, to be held on Wednesday, May 1, 2024 at 10:00 a.m. Eastern Time. The annual meeting will be held entirely via live audio webcast that can be accessed by visiting www.virtualshareholdermeeting.com/DRH2024, where you will be able to listen to the meeting live, submit questions and vote. Please see the "Questions and Answers About the Annual Meeting" section of this proxy statement for more details regarding the logistics of the virtual annual meeting, including the ability of stockholders to submit questions, and technical details and support related to accessing the virtual platform for the annual meeting. The attached proxy statement, accompanied by the notice of the meeting, describes the matters expected to be acted upon at the meeting. We urge you to review these materials carefully and to use this opportunity to take part in the affairs of DiamondRock Hospitality Company by voting on the matters described in this proxy statement. We hope that you will be able to attend the meeting. Your vote is important. Whether or not you plan to attend the meeting, please complete the enclosed proxy card and return it as promptly as possible or authorize a proxy to vote your shares by calling the toll-free telephone number or via the Internet. The enclosed proxy card contains instructions regarding all three methods of voting. If you attend the meeting, you may continue to have your shares voted as you have previously instructed or you may withdraw your proxy and vote your shares in person at the meeting. We look forward to seeing you at the meeting. Sincerely, Mark W. Brugger President & Chief Executive Officer 2 Bethesda Metro Center, Suite 1400, Bethesda, MD 20814 To Our Shareholders Notice of Annual Meeting of Stockholders Date: Wednesday, May 1, 2024 Time: 10:00 a.m., ET Place: Via live audio webcast The 2024 annual meeting of stockholders of DiamondRock Hospitality Company, a Maryland corporation, will be held on Wednesday, May 1, 2024 at 10:00 a.m. Eastern Time, via live audio webcast that can be accessed by visiting: www.virtualshareholdermeeting.com/DRH2024. The 2024 annual meeting of stockholders will be held for the following purposes: To elect eight directors nominated by our Board of Directors, each to serve until the next annual meeting of our stockholders and until their respective successors are duly elected and qualify; To approve on a non-binding, advisory basis, our named executive officer compensation; To ratify the appointment of KPMG LLP as independent auditors of DiamondRock Hospitality Company for the fiscal year ending December 31, 2024; To approve a new equity incentive plan for DiamondRock Hospitality Company; and To consider and act upon any other matters that may properly come before the annual meeting and at any postponement or adjournment thereof. You may vote if you were a stockholder of record as of the close of business on March 8, 2024. If you do not plan to attend the meeting and vote your shares of common stock at the meeting, please authorize a proxy to vote your shares in one of the following ways: Use the toll-free telephone number shown on your proxy card (this call is toll-free if made in the United States or Canada); Go to the website address shown on your proxy card and authorize a proxy via the Internet; or Mark, sign and date the enclosed proxy card and promptly return it in the postage-paid envelope. Any proxy may be revoked at any time prior to its exercise at the annual meeting. By Order Of The Board Of Directors William J. Tennis Corporate Secretary March 28, 2024 VOTE Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting to be Held on May 1, 2024 . The proxy statement and annual report to stockholders are available at www.proxyvote.com Table of Contents Page Questions And Answers About The Annual Meetin

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