Xenia Hotels & Resorts reports 2026 annual meeting votes
Xenia Hotels & Resorts, Inc. reported the results of its annual stockholder meeting held on May 14, 2026.
Sentiment and the balance of points
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Form Type
8-K
Rhea-AI Filing Summary
Xenia Hotels & Resorts, Inc. reported the results of its annual stockholder meeting held on May 14, 2026. Stockholders elected eight directors, including Marcel Verbaas and the full slate of nominees, to serve until the 2027 annual meeting. Support levels were strong, with each director receiving over 77 million votes in favor, subject to modest opposition and abstentions, along with broker non-votes.
Stockholders also approved, on a non-binding advisory basis, the compensation of the company’s named executive officers, with 76,414,468 votes for, 2,523,925 against and 195,334 abstentions, plus 3,965,217 broker non-votes. In addition, stockholders ratified the appointment of KPMG LLP as the independent registered public accounting firm for fiscal year 2026, with 82,768,998 votes for, 287,726 against and 43,718 abstentions.
8-K Event Classification
2 items: 5.07, 9.01
2 items
Item 5.07
Submission of Matters to a Vote of Security Holders
Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Highest director votes for: 78,941,470 votes
Say-on-pay for votes: 76,414,468 votes
Say-on-pay against votes: 2,523,925 votes
+4 more
7 metrics
Highest director votes for
78,941,470 votes
Votes for nominee Terrence Moorehead
Say-on-pay for votes
76,414,468 votes
Non-binding approval of executive compensation
Say-on-pay against votes
2,523,925 votes
Non-binding advisory vote on compensation
Auditor ratification for votes
82,768,998 votes
Ratification of KPMG LLP for fiscal 2026
Auditor ratification against votes
287,726 votes
Ratification of KPMG LLP for fiscal 2026
Auditor ratification abstentions
43,718 votes
Ratification of KPMG LLP for fiscal 2026
Broker non-votes on proposals 1 & 2
3,965,217 votes
Director elections and say-on-pay
Key Terms
broker non-votes, non-binding advisory basis, independent registered public accounting firm, say-on-pay vote, +1 more
5 terms
broker non-votes financial
"BROKER NON-VOTES 3,965,217"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
non-binding advisory basis financial
"approved, on a non-binding advisory basis, the compensation"
A non-binding advisory basis is guidance or a recommendation offered for informational purposes that does not create legal obligations or guarantees; recipients can accept, modify, or ignore it without contractual consequences. Investors should treat it like a weather forecast for planning—useful for forming expectations and assessing risk, but not a firm promise—so they should verify assumptions, seek confirming information, and avoid relying on it as the sole basis for investment decisions.
independent registered public accounting firm financial
"ratified the appointment of KPMG LLP to serve as the Company’s independent registered public accounting firm"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
say-on-pay vote financial
"the compensation of the Company’s named executive officers as disclosed in the proxy statement (the “Say-on-Pay Vote”)"
A say-on-pay vote is a shareholder advisory vote on a company’s executive compensation package, usually held at the annual meeting to approve or voice disapproval of how top managers are paid. Think of it as a feedback button for owners: while the vote is often nonbinding, a strong negative outcome warns of governance problems, can force pay-policy changes, damage board credibility and ultimately influence long-term shareholder returns.
Annual Meeting financial
"The Annual Meeting of the Company was held on May 14, 2026."
A company's annual meeting is a yearly gathering where owners (shareholders) and the board review performance, ask questions, and vote on key matters like electing directors, approving auditor choices, and sometimes setting pay or dividend policies. For investors it matters because decisions made and votes cast can change who runs the company, influence strategy and payouts, and affect the value or direction of their investment—similar to a homeowners’ meeting where rules and leaders that shape your property’s value are decided.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Xenia Hotels & Resorts (XHR) stockholders vote on at the 2026 annual meeting?
Stockholders elected eight directors, approved executive compensation on a non-binding basis, and ratified KPMG LLP as independent auditor for fiscal year 2026. The filing details vote counts for each item, including for, against, abstentions and broker non-votes.
Were all Xenia Hotels & Resorts (XHR) director nominees elected in 2026?
Yes, all eight nominees were elected to serve until the 2027 annual meeting. Each candidate received over 77 million votes in favor, with relatively small numbers of votes against or abstentions and additional broker non-votes reported.
How did Xenia Hotels & Resorts (XHR) stockholders vote on say-on-pay in 2026?
Stockholders approved the company’s executive compensation on a non-binding advisory basis. The vote totaled 76,414,468 for, 2,523,925 against and 195,334 abstentions, with 3,965,217 broker non-votes also recorded in the results.
Which auditing firm did Xenia Hotels & Resorts (XHR) stockholders ratify for 2026?
Stockholders ratified KPMG LLP as the independent registered public accounting firm for fiscal year 2026. The ratification received 82,768,998 votes for, 287,726 against and 43,718 abstentions, with no broker non-votes reported for this proposal.
What are broker non-votes in the Xenia Hotels & Resorts (XHR) 2026 meeting results?
Broker non-votes are shares held in street name where brokers did not receive specific voting instructions on certain proposals. The results show 3,965,217 broker non-votes for the director elections and say-on-pay proposal, but none for the auditor ratification item.
When will the newly elected Xenia Hotels & Resorts (XHR) directors serve until?
Each elected director will serve until the company’s 2027 annual meeting of stockholders and until a successor is duly elected and qualifies. This aligns with the company’s typical annual election cycle for its board of directors.
AI-generated analysis. How Rhea-AI works. Not financial advice.
