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):
March 12, 2018
DiamondRock Hospitality Company
(Exact name of registrant as specified in charter)
|
Maryland |
|
001-32514 |
|
20-1180098 |
|
(State or Other Jurisdiction |
|
(Commission File Number) |
|
(IRS Employer |
2 Bethesda Metro Center, Suite 1400
Bethesda, Maryland 20814
(Address of Principal Executive Offices) (Zip Code)
(240) 744-1150
(Registrant’s telephone number, including area code)
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))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 12, 2018, DiamondRock Hospitality Company (the “Company”) announced the appointment of Jay Johnson, age 41, as the Company’s Executive Vice President and Chief Financial Officer, effective April 1, 2018.
Prior to joining the Company, Mr. Johnson served as Senior Vice President and Treasurer of Host Hotels & Resorts (NYSE: HST), a lodging real estate investment trust. In this role, he was responsible for Host’s financing activities globally, including all capital raising, liability management, corporate liquidity, enterprise risk management and acquisition financing. While at Host, he completed over $14 billion in debt and equity capital transactions in 12 countries and managed a balance sheet that encompassed over $5 billion of available debt capital. Mr. Johnson served as a member of the senior management team and managed Host’s relationships with financial institutions, fixed income investors and ratings agencies. He currently serves on the Real Estate Capital Policy Advisory Committee of The Real Estate Roundtable. Mr. Johnson received an MBA from Harvard Business School and a BA in economics from Morehouse College.
It is expected that Mr. Johnson will enter into a severance agreement with the Company on terms consistent with those in the severance agreements between the Company and its other executive vice presidents.
Item 7.01. Regulation FD Disclosure
On March 12, 2018, the Company announced that Mr. Johnson was appointed Executive Vice President and Chief Financial Officer and that Briony Quinn was promoted to Senior Vice President and Treasurer. Copies of the Company’s press releases relating to Mr. Johnson and Ms. Quinn are attached to this Current Report as Exhibit 99.1 and Exhibit 99.2, respectively, and are incorporated by reference herein. The press releases have also been posted in the investor relations/presentations section of the Company’s website at www.drhc.com.
The information in this Item 7.01 of this Current Report, including the exhibits attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall such information be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
|
Exhibit No. |
|
Description |
|
|
|
|
|
99.1 |
|
Press Release Announcing Appointment of Jay Johnson, dated March 12, 2018 |
|
99.2 |
|
Press Release Announcing Promotion of Briony Quinn, dated March 12, 2018 |
SIGNATURE
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.
|
|
DIAMONDROCK HOSPITALITY COMPANY | |
|
|
| |
|
|
|
|
|
Date: March 12, 2018 |
By: |
/s/ William J. Tennis |
|
|
|
William J. Tennis |
|
|
|
Executive Vice President, General Counsel and Corporate Secretary |
COMPANY CONTACT
Mark Brugger
(240) 744-1150
FOR IMMEDIATE RELEASE
DIAMONDROCK NAMES JAY JOHNSON NEW EXECUTIVE VICE PRESIDENT & CHIEF FINANCIAL OFFICER
BETHESDA, Maryland, March 12, 2018 — DiamondRock Hospitality Company (the “Company”) (NYSE:DRH) today announced that it has named Jay Johnson as its new Executive Vice President and Chief Financial Officer.
“Jay is a rare talent and brings an excellent background as a former banker and public company executive with experience in managing complex balance sheets, interfacing with external stakeholders, and appreciating capital allocation decisions that drive shareholder value. He will be a great addition to our team,” stated Mark W. Brugger, President and Chief Executive Officer of DiamondRock Hospitality Company.
Prior to joining DiamondRock, Mr. Johnson served as Senior Vice President and Treasurer of Host Hotels & Resorts (NYSE: HST), a lodging real estate investment trust. In this role, he was responsible for the company’s financing activities globally, including all capital raising, liability management, corporate liquidity, enterprise risk management and acquisition financing. While at Host, he completed over $14 billion in debt and equity capital transactions in 12 countries and managed a balance sheet that encompassed over $5 billion of available debt capital. Mr. Johnson served as a member of the senior management team and managed the company’s relationships with financial institutions, fixed income investors and ratings agencies. He currently serves on the Real Estate Capital Policy Advisory Committee of The Real Estate Roundtable. In 2016, he was named to the Washington Business Journal’s list of top 40 under 40 business executives.
Prior to Host, Mr. Johnson served in a variety of banking roles at KeyBank Real Estate Capital and Bank of America. Prior to those banking roles, he was in the management consulting practice of Deloitte & Touche LLP, the investment banking group at Prudential Securities and the industrial markets trading division of Enron Corporation.
Mr. Johnson received an MBA from Harvard Business School and a BA in economics from Morehouse College.
About the Company
DiamondRock Hospitality Company is a self-advised real estate investment trust (REIT) that is an owner of a leading portfolio of geographically diversified hotels concentrated in top gateway markets and destination resort locations. The Company, as of the date herein, owns 30 premium quality hotels with over 9,900 rooms. The Company has strategically positioned its hotels to be operated both under leading global brands such as Hilton, Marriott, and Westin and boutique hotels in the lifestyle segment. For further information on the Company and its portfolio, please visit DiamondRock Hospitality Company’s website at www.drhc.com.
COMPANY CONTACT
Mark Brugger
(240) 744-1150
FOR IMMEDIATE RELEASE
DIAMONDROCK ANNOUNCES PROMOTION OF BRIONY QUINN TO SENIOR VICE PRESIDENT & TREASURER
BETHESDA, Maryland, March 12, 2018 — DiamondRock Hospitality Company (the “Company”) (NYSE:DRH) today announced that Briony Quinn has been promoted to Senior Vice President & Treasurer.
“We are pleased to announce that Briony Quinn has been promoted to Senior Vice President and Treasurer,” stated Mark W. Brugger, President and Chief Executive Officer of DiamondRock Hospitality. “I am confident that she will excel in her new role. Briony has been an integral part of the growth of DiamondRock for over a decade and brings a wealth of knowledge about the Company and the portfolio to her new role. Over the past few years, she has played an expanding role in capital markets transactions and balance sheet management.”
Ms. Quinn joined DiamondRock in 2007 as Assistant Corporate Controller and was promoted to Vice President and Corporate Controller in 2008 and to Chief Accounting Officer in 2014. Prior to DiamondRock, Ms. Quinn was the Vice President of Finance and Accounting for Meristar Hospitality Corporation, a publicly-traded lodging real estate investment trust. Ms. Quinn is a former certified public accountant and has previously held roles at a number of audit and consulting firms, including Arthur Andersen and Beers & Cutler.
About the Company
DiamondRock Hospitality Company is a self-advised real estate investment trust (REIT) that is an owner of a leading portfolio of geographically diversified hotels concentrated in top gateway markets and destination resort locations. The Company, as of the date herein, owns 30 premium quality hotels with over 9,900 rooms. The Company has strategically positioned its hotels to be operated both under leading global brands such as Hilton, Marriott, and Westin and boutique