Travel & Leisure Co. 8-K

What Happened

• Travel + Leisure Co. (TNL) held its 2026 Annual Meeting on May 20, 2026 and filed an 8‑K reporting the shareholder votes. Shareholders elected nine directors to serve through the 2027 annual meeting, approved the company’s named executive officer compensation on a non‑binding (advisory) basis, and ratified Deloitte & Touche LLP as the independent registered public accounting firm for the 2026 fiscal year.
• Vote totals for director elections ranged from about 47.5 million to 50.6 million votes in favor; Michael D. Brown received 50,621,613 votes for, and George Herrera received 47,528,495 votes for. Broker non‑votes on the director slate were 6,753,765. The advisory vote on executive pay received 47,269,681 votes for vs. 3,645,171 against (86,650 abstained). The auditor ratification passed with 55,269,945 for vs. 2,439,952 against.

Key Details

• Meeting date: May 20, 2026; proxy statement was filed April 10, 2026.
• Directors elected (terms through the 2027 annual meeting): Louise F. Brady; Michael D. Brown; James E. Buckman; George Herrera; Stephen P. Holmes; Lucinda C. Martinez; Denny Marie Post; Ronald L. Rickles; Michael H. Wargotz.
• Advisory “say‑on‑pay” vote: 47,269,681 For / 3,645,171 Against / 86,650 Abstain; broker non‑votes: 6,753,765.
• Auditor ratification: Deloitte & Touche LLP ratified with 55,269,945 For / 2,439,952 Against / 45,370 Abstain.

Why It Matters

• The results confirm TNL’s board composition through the 2027 meeting and show clear shareholder approval of the auditor, which supports continuity in financial oversight and reporting.
• The non‑binding approval of executive compensation indicates broad shareholder support for the company’s pay practices, though it is advisory and not legally binding.
• The presence of significant broker non‑votes on director and compensation matters (6.75M) reflects shares held through brokers that did not vote on those proposals and can affect the practical margins of shareholder votes.