UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)
May 24, 2016

FelCor Lodging Trust Incorporated
(Exact name of registrant as specified in its charter)
 
 
 
Maryland
001-14236
75-2541756
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)

545 E. John Carpenter Frwy., Suite 1300
Irving, Texas
75062
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code
(972) 444-4900

 
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





Item 5.07    Submission of Matters to a Vote of Security Holders.
The annual meeting of stockholders of FelCor Lodging Trust Incorporated, or the Company, was held on May 24, 2016. As of our record date for the annual meeting, March 28, 2016, we had 139,506,739 shares of common stock outstanding and entitled to vote. At the annual meeting, 131,534,995 shares, or approximately 94% of the eligible voting shares, were represented either in person or by proxy.
At the meeting, the stockholders voted on the following items:
1.
Proposal 1: to elect five nominees to serve as members of the Board of Directors to hold office until the 2017 annual meeting of stockholders and until their successors are elected and qualified. The nominees were elected, with shares voted as follows:
 
For
 
Against
 
Withhold/Abstain
 
Broker Non-Votes
Patricia L. Gibson
115,059,963
 
286,105
 
110,436
 
16,078,491
Dana Hamilton
114,680,546
 
703,984
 
71,975
 
16,078,490
Christopher J. Hartung
114,823,406
 
587,015
 
46,084
 
16,078,490
Charles A. Ledsinger, Jr.
114,800,051
 
611,895
 
44,558
 
16,078,491
Robert H. Lutz, Jr.
114,551,333
 
860,281
 
44,891
 
16,078,490

2.
Proposal 2: non-binding advisory vote on the 2015 compensation of the Company’s named executive officers. This proposal was approved, on a advisory basis, as follows:
 
 
For
 
Against
 
Withhold/Abstain
 
Broker Non-Votes
 
 
114,245,958
 
949,375
 
261,169
 
16,078,493

3.
Proposal 3: to ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2016. This proposal was approved as follows:
 
 
For
 
Against
 
Withhold/Abstain
 
 
127,210,702
 
3,719,603
 
604,690


Item 7.01    Regulation FD Disclosure.
As previously announced, we will host an institutional investor and analyst event on May 26, 2016 at The Knickerbocker in New York. The meeting will consist of a presentation by FelCor executives followed by a question and answer period from approximately 9:00 a.m. to 11:00 a.m. A live audio webcast, along with the presentation materials, will be accessible on FelCor's website on the Investors page, at www.felcor.com. That webcast will be recorded and available for a limited period afterward, as will the presentation materials.






SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.





Date: May 25, 2016
 
FelCor Lodging Trust Incorporated
 
 
 
 
 
 
 
 
 
 
 
 
 
 
By:
/s/Jonathan H. Yellen
 
 
 
Jonathan H. Yellen
 
 
 
Executive Vice President, General Counsel and Secretary