CHOICE HOTELS INTERNATIONAL INC /DE (CHH) SEC Filings

CHOICE HOTELS INTERNATIONAL INC (CHH) director Patrick Pacious reported a Form 4 transaction involving company common stock. On 2026-08-31, 46,122 shares were delivered or withheld to cover exercise price or tax liability at a reported price of $103.36 per share. Following this disposition for payment purposes, Pacious directly held 381,168 shares of CHH common stock.

CHOICE HOTELS INTERNATIONAL, INC. (CHH) announced that its Board appointed Dominic E. Dragisich as President and Chief Executive Officer and as a director, effective August 31, 2026, for a term expiring at the 2027 Annual Meeting of Shareholders. He has served as Interim CEO since May 20, 2026 and previously held senior roles including Chief Financial Officer, Executive Vice President, Operations and Chief Global Brand Officer, and Chief Growth & Strategy Officer. In connection with this appointment, former President and CEO Patrick S. Pacious resigned from the Board effective August 31, 2026, coinciding with the end of his transitional advisory role. Dragisich’s CEO compensation package includes a $1,000,000 base salary, a short-term incentive target of 150% of base salary, at least $4,000,000 target 2027 long‑term equity award value, acceleration of a $500,000 cash bonus, and a one-time $1,000,000 restricted stock unit grant that cliff vests on the third anniversary of grant, along with an amended non‑competition, non‑solicitation and severance benefit agreement effective August 31, 2026.

Choice Hotels International, Inc. (CHH) disclosed that on August 28, 2026 it entered into a new $500 million senior unsecured term loan credit agreement with a syndicate of lenders, with Wells Fargo Bank, National Association as administrative agent. The Term Loan matures on August 28, 2029, with an optional one-year extension the company may request, subject to lender consent and customary conditions.

The Term Loan bears interest, at the company’s election, at SOFR plus 1.25% (with a 0.00% SOFR floor) or a base rate plus 0.25%. The agreement includes covenants restricting liens, additional indebtedness, dividends and stock repurchases, investments, and mergers or asset sales, and requires a minimum consolidated fixed charge coverage ratio of 2.5:1.0 and a maximum consolidated leverage ratio of 4.5:1.0 (temporarily 5.5:1.0 following certain material acquisitions). While the company maintains an Investment Grade Rating, it is not required to comply with the fixed charge coverage ratio covenant. Proceeds are expected to be used for general corporate purposes, including working capital and debt repayment.

CHOICE HOTELS INTERNATIONAL INC /DE (CHH) director William L. Jews reported selling 5,057 shares of common stock on August 18, 2026. The sale was executed at a weighted average price of $106.98 per share, with trade prices ranging from $106.91 to $107.09. Following this open-market transaction, he directly holds 23,986.82 shares of CHH common stock.

CHOICE HOTELS INTERNATIONAL INC (CHH) is the issuer of common stock that board member William Jews has notified an intention to sell under Rule 144. The notice covers 5,057 shares of CHH common stock, with an indicated value of $540,042.54, to be sold through Merrill Lynch on or after August 18, 2026 on the NYSE. The shares were acquired over multiple dates from April 2022 through May 2025 as stock bonus awards from Choice Hotels International Inc.

CHOICE HOTELS INTERNATIONAL INC (CHH) reported an insider transaction by Chief Marketing Officer Noha Abdalla. On 2026-08-15, Abdalla had 503 shares of common stock withheld or delivered under a Code F transaction for payment of exercise price or tax liability at $104.73 per share. Following this disposition, Abdalla directly owned 9,391 shares of CHH common stock.

Baron Capital Group, Inc., its affiliates, and Ronald Baron report significant ownership of Choice Hotels International, Inc. common stock. They collectively beneficially own 9,328,354 shares, representing 20.50% of the common stock. Of this, 20,000 shares are subject to sole voting and dispositive power, while 9,221,786 shares are subject to shared voting power and 9,308,354 shares are subject to shared dispositive power. Baron Generational Growth Fund holds 2,532,997 shares (5.57%), and Baron Partners Fund holds 3,992,835 shares (8.78%), both through shared voting and dispositive power.

Kayne Anderson Rudnick Investment Management, LLC filed an amended Schedule 13G reporting beneficial ownership of 917,165 shares of Choice Hotels International Inc common stock, representing 2.0% of the class as of June 30, 2026.

The firm reports sole voting power over 598,681 shares and shared voting power over 141,005 shares. It has sole dispositive power over 776,160 shares and shared dispositive power over 141,005 shares, reflecting its authority to vote and dispose of these holdings.

Morgan Stanley and its affiliate Atlanta Capital Management Company, LLC report beneficial ownership of common stock of Choice Hotels International, Inc. This amended Schedule 13G shows that the reporting group holds 6.3% of the outstanding common stock.

On a cover-page basis, units of Morgan Stanley report 2,850,856 shares beneficially owned, with 2,508,179 shares having shared voting power and 2,727,480 shares having shared dispositive power. Atlanta Capital Management separately reports 2,524,925 shares beneficially owned, with 2,191,496 shares having shared voting power and 2,405,285 shares having shared dispositive power. The filing specifies that it reflects only securities beneficially owned by designated Morgan Stanley reporting units, consistent with SEC Release No. 34-39538.