48 unchanged sentences
Other Information
+Added: Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
+Added: Not applicable.
Directors, Executive Officers and Corporate Governance.
−Removed: The required information on directors will be contained in the Company’s proxy statement, and reference is expressly made to the proxy statement for the specific information incorporated in this Form 10-K.
+Added: The required information on directors is incorporated by reference in this Form 10-K from the Company’s proxy statement that will be furnished to shareholders in connection with the Company's 2022 Annual Meeting of Shareholders.
The required information on executive officers is set forth in Part I of this Form 10-K under an unnumbered item captioned "Information about our Executive Officers."
5 unchanged sentences
Executive Compensation.
−Removed: The required information will be set forth under "Executive Compensation" and "Board Compensation and Management Development Committee Report on Executive Compensation" in the Company’s proxy statement, and reference is expressly made to the proxy statement for the specific information incorporated in this Form 10-K.
+Added: The required information is incorporated by reference in this Form 10-K from the Company's proxy statement that will be furnished to shareholders in connection with the Company's 2022 Annual Meeting of Shareholders under the sections titled "Compensation Discussion Analysis," "Compensation and Management Development Committee Report," and "Executive Compensation Tables."
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
−Removed: The required equity compensation plan information table is set forth herein and all other required information will be set forth under "Security Ownership of Certain Beneficial Owners and Management" and "Board of Directors" in the Company’s proxy statement, and reference is expressly made to the proxy statement for the specific information incorporated in this Form 10-K.
+Added: The required information is incorporated by reference in this Form 10-K from the Company’s proxy statement that will be furnished to shareholders in connection with the Company’s 2022 Annual Meeting of Shareholders under the sections titled "Security Ownership of Certain Beneficial Owners and Management" and "Board of Directors."
EQUITY COMPENSATION PLAN INFORMATION
5 unchanged sentences
Certain Relationships and Related Transactions, and Director Independence.
−Removed: The required information will be set forth under "Certain Relationships and Related Transactions" in the Company’s proxy statement, and reference is expressly made to the proxy statement for the specific information incorporated in this Form 10-K.
+Added: The required information is incorporated by reference in this Form 10-K from the Company’s proxy statement that will be furnished to shareholders in connection with the Company’s 2022 Annual Meeting of Shareholders under the section titled "Certain Relationships and Related Transactions."
Principal Accounting Fees and Services.
−Removed: The required information will be set forth under "Principal Accounting Fees and Services" and "Audit Committee Report" in the Company’s proxy statement, and reference is expressly made to the proxy statement for the specific information incorporated in this Form 10-K.
+Added: The required information is incorporated by reference in this Form 10-K from the Company’s proxy statement that will be furnished to shareholders in connection with the Company’s 2022 Annual Meeting of Shareholders under the sections titled "Principal Accounting Fees and Services" and "Audit Committee Report."
Exhibits, Financial Statement Schedules.
20 unchanged sentences
4.05(cc) Description of Capital Stock Registered Pursuant to Section 12 of the Securities Exchange Act of 1934
−Removed: 4.06(dd) Fourth Supplemental Indenture dated July 23, 2020 among Choice Hotels International, Inc.
+Added: 4.06(y) Fourth Supplemental Indenture dated July 23, 2020 among Choice Hotels International, Inc.
and Wells Fargo Bank, National Association
4 unchanged sentences
10.02C(b)† Amendment to Amended and Restated Chairman's Services Agreement dated January 1, 2019
+Added: 10.02D* Amendment to Amended and Restated Chairman’s Services Agreement effective as of January 1, 2022
10.03(e)† Choice Hotels International, Inc.
10 unchanged sentences
Executive Incentive Compensation Plan
−Removed: 10.05(m) Office Lease, dated July 11, 2011, between Choice Hotels International Services Corp., a wholly owned subsidiary of Choice Hotels International, Inc., and FP Rockville II Limited Partnership
−Removed: 10.05A(t) Certificate of Rent Commencement and First Amendment to Office Lease, between Choice Hotels International Services Corp., a wholly owned subsidiary of Choice Hotels International, Inc., and FP Rockville II Limited Partnership, dated February 25, 2014.
−Removed: 10.05B(t) Second Amendment to Office Lease between Choice Hotels International Services Corp., a wholly owned subsidiary of Choice Hotels International, Inc., and FP Rockville II Limited Partnership, dated March 20, 2014.
−Removed: 10.05C(y) Third Amendment to Office Lease between Choice Hotels International Services Corp., a wholly owned subsidiary of Choice Hotels International, Inc., and FP Rockville Limited Partnership, dated April 18, 2017
10.05(z)† Choice Hotels International, Inc.
13 unchanged sentences
10.12(l) Extension Confirmation Letter dated as of July 2, 2019 in connection with Senior Unsecured Credit Agreement
−Removed: 10.15(l) Fourth Amendment to Office Lease between Choice Hotels International Services Corp.
−Removed: a wholly owned subsidiary of Choice Hotels International, Inc., and FP Rockville II Limited Partnership, dated September 25, 2019
10.13(k) First Amendment to the Amended and Restated Senior Unsecured Credit Agreement, dated February 18, 2020 among Choice Hotels International, Inc., Deutsche Bank AG New York Branch, as administrative agent, and the lenders party thereto
−Removed: 10.17(ee) Extension Confirmation Letter dated as of August 12, 2020 in connection with Senior Unsecured Credit Agreement
+Added: 10.14(t) Extension Confirmation Letter dated as of August 12, 2020 in connection with Senior Unsecured Credit Agreement
+Added: 10.15(m) Second Amendment to the Amended and Restated Senior Unsecured Credit Agreement dated August 11, 2021, among Choice Hotels International, Inc., Deutsche Bank AG New York B ank, as Administrative Agent, and the lender’s party thereto
+Added: 10.16(m) Extension Confirmation Letter dates as of Aug u st 11, 2021 in connection with Senior Unsecured Credit Agreement
13.01* Valuation and Qualifying Accounts
25 unchanged sentences
(l) Incorporated by reference to the identical document filed as an exhibit to Choice Hotels International, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2019, filed November 5, 2019.
−Removed: (m) Incorporated by reference to the identical document filed as an exhibit to Choice Hotels International, Inc.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2011, filed on November 9, 2011.
+Added: (m) Incorporated by reference to the identical document filed as an exhibit to Choice Hotels International Inc’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021 filed November 4, 2021.
(n) Incorporated by reference to the identical document filed as an exhibit to Choice Hotels International, Inc.’s Current Report on Form 8-K dated May 5, 2011, filed May 10, 2011.
4 unchanged sentences
(s) Incorporated by reference to the identical document filed as an exhibit to Choice Hotels International, Inc.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2012, filed on May 9, 2012.
−Removed: (t) Incorporated by reference to the identical document filed as an exhibit to Choice Hotels International, Inc.'s Quarterly Report on Form 10-Q for the quarter ended March 31, 2014, filed May 8, 2014.
+Added: (t) Incorporated by reference to the identical document filed as an exhibit to Choice Hotels International Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30,2020, filed November 5, 2020.
(u) Incorporated by reference to the identical document filed as an exhibit to Choice Hotels International, Inc.'s Current Report on Form 8-K dated April 24, 2015, filed April 29, 2015.
2 unchanged sentences
(x) Incorporated by reference to the identical document filed as an exhibit to Choice Hotels International, Inc.'s Current Report on Form 8-K dated December 15, 2017, filed December 18, 2017.
−Removed: (y) Incorporated by reference to the identical document filed as an exhibit to Choice Hotels International, Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017, filed August 4, 2017.
+Added: (y) Incorporated by reference to the identical document filed as an exhibit to Choice Hotels International, Inc.'s Current Report on Form 8-K filed on July 23, 2020.
(z) Incorporated by reference to the identical document filed as an exhibit to Choice Hotels International, Inc.'s Current Report on Form 8-K dated April 21, 2017, filed April 24, 2017.
2 unchanged sentences
(cc) Incorporated by reference to the identical document filed as an exhibit to Choice Hotels International, Inc.'s Annual Report on Form 10-K for the year ended December 31, 2019, filed March 3, 2020.
−Removed: (dd) Incorporated by reference to the identical document filed as an exhibit to Choice Hotels International, Inc.'s Current Report on Form 8-K filed on July 23, 2020.
−Removed: (ee) Incorporated by reference to the identical document filed as an exhibit to Choice Hotels International Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30,2020, filed November 5, 2020.
Form 10-K Summary
8 unchanged sentences
Stewart Bainum, Jr.
−Removed: /s/ BARBARA T.
−Removed: ALEXANDER Director February 26, 2021
/s/ WILLIAM L.
11 unchanged sentences
Maureen Sullivan
+Added: VIEIRA Director February 24, 2022
/s/ DOMINIC E.
3 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.