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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 19, 2024 

DiamondRock Hospitality Company

(Exact name of registrant as specified in charter)

Maryland

001-32514

20-1180098

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

2 Bethesda Metro Center, Suite 1400

Bethesda, MD 20814

(Address of Principal Executive Offices) (Zip Code)

(Registrant’s telephone number, including area code): (240) 744-1150

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):

☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

DRH

New York Stock Exchange

8.250% Series A Cumulative Redeemable Preferred Stock, par value $0.01 per share

DRH Pr A

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

☐ Emerging growth company

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.      ☐

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ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 19, 2024, Bill Tennis notified DiamondRock Hospitality Company (the “Company”) that he would be retiring from his position as the Company’s Executive Vice President, General Counsel and Corporate Secretary, effective as of June 30, 2024.

ITEM 7.01. Regulation FD Disclosure.

A copy of the press release issued by the Company to announce the retirement of Mr. Tennis as discussed above is furnished as Exhibit 99.1 to this Current Report.

ITEM 9.01. Financial Statements and Exhibits.

(d) Exhibits.

The following exhibits are included with this report:

Exhibit No. Description

99.1                    Press Release

101.SCH                Inline XBRL Taxonomy Extension Schema Document

101.CAL                Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF                Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB                Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE                Inline XBRL Taxonomy Extension Presentation Linkbase Document

104                    Cover Page Interactive Data File

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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

Dated: March 25, 2024

By:

/s/ Briony R. Quinn

Briony R. Quinn

Senior Vice President and Treasurer