Xenia Hotels & Resorts, Inc. 8-K

What Happened
Xenia Hotels & Resorts, Inc. (XHR) filed an 8-K on May 14, 2026 reporting the outcomes of its annual meeting of stockholders held that day. All nominated directors were elected to serve until the 2027 annual meeting. Stockholders also approved, on a non-binding basis, the company's executive compensation ("Say-on-Pay") and ratified KPMG LLP as Xenia’s independent registered public accounting firm for fiscal year 2026.

Key Details

• Annual meeting date: May 14, 2026.
• Directors elected (votes FOR / AGAINST / ABSTENTIONS / BROKER NON-VOTES):
  • Marcel Verbaas: 77,526,331 / 1,670,453 / 57,015 / 3,965,217
  • Keith E. Bass: 77,403,894 / 1,788,467 / 61,438 / 3,965,217
  • Thomas M. Gartland: 77,654,142 / 1,538,600 / 61,057 / 3,965,217
  • Beverly K. Goulet: 78,456,402 / 740,210 / 57,187 / 3,965,217
  • Arlene Isaacs-Lowe: 78,665,730 / 516,697 / 71,372 / 3,965,217
  • Mary E. McCormick: 78,192,562 / 1,004,455 / 56,782 / 3,965,217
  • Terrence Moorehead: 78,941,470 / 249,473 / 62,856 / 3,965,217
  • Dennis D. Oklak: 77,199,639 / 1,991,320 / 62,840 / 3,965,217
• Say-on-Pay (non-binding): FOR 76,414,468 / AGAINST 2,523,925 / ABSTAIN 195,334 / BROKER NON-VOTES 3,965,217.
• Auditor ratification: KPMG LLP ratified as independent auditor for FY 2026 — FOR 82,768,998 / AGAINST 287,726 / ABSTAIN 43,718.

Why It Matters
These results confirm board continuity for Xenia through the 2027 annual meeting and show majority shareholder support for the company’s executive compensation (though the Say-on-Pay vote is advisory). Ratification of KPMG ensures continuity of the company’s external audit relationship for fiscal 2026. Investors should note the presence of roughly 3.97 million broker non-votes on the director and compensation matters, which reflects shares held in street name where brokers did not vote on those proposals.