1 unchanged sentence
Director and Officer Trading Arrangements
−Removed: The following table describes, for the second quarter of 2024, each trading arrangement for the sale or purchase of Company securities adopted or terminated by our directors and officers that is either (i) a contract, instruction, or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) (a “Rule 10b5-1 trading arrangement), or (ii) a “non-Rule 10b5-1 trading arrangement” (as defined in Item 408(c) of Regulation S-K):
−Removed: Action Taken (Date of Action)
−Removed: Type of Trading Arrangement
−Removed: Nature of Trading Arrangement
−Removed: Duration of Trading Arrangement
−Removed: Aggregate Number of Securities Covered
−Removed: ( Chief Financial Officer )
−Removed: ( June 7, 2024 )
−Removed: Rule 10b5-1 trading arrangement
−Removed: ( Chief Commercial Officer )
−Removed: Adopted ( May 28, 2024 )
−Removed: Rule 10b5-1 trading arrangement
−Removed: (1) This trading plan relates to up to 3,961 shares of the Company's common stock and has a scheduled expiration date of March 31, 2025 .
−Removed: The actual number of shares that may be sold will (i) depend on the vesting of the underlying performance vested restricted stock units ("PVRSUs"), which are subject to the achievement of certain performance criteria, and (ii) the number of shares that may be withheld to satisfy the minimum tax-withholding requirements related to the vesting of such PVRSUs.
−Removed: (2) This trading plan relates to 8,712 shares of the Company's common stock and has a scheduled expiration date of February 22, 2026 .
+Added: None of our directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K) during the quarterly period covered by this quarterly report.
Exhibit Number and Description
9 unchanged sentences
(as successor to Wells Fargo Bank, National Association), as trustee
−Removed: 10.1(e) Second Amended and Restated Senior Unsecured Credit Agreement, dated as of June 28, 2024, among Choice Hotels International, Inc., Wells Fargo Bank, National Association, as administrative agent, the other agents party thereto and a syndicate of lenders
31.1* Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) or Rule 15d-14(a)
13 unchanged sentences
(d) Incorporated by reference to the identical document filed as an exhibit to Choice Hotels International, Inc.'s Current Report on Form 8-K dated July 2, 2024, filed July 2, 2024.
−Removed: (e) Incorporated by reference to the identical document filed as an exhibit to Choice Hotels International, Inc.'s Current Report on Form 8-K dated June 28, 2024, filed on June 28, 2024.
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 thereunto duly authorized.
CHOICE HOTELS INTERNATIONAL, INC.
−Removed: August 8, 2024 By:
+Added: November 4, 2024 By:
/s/ PATRICK S.
1 unchanged sentence
CHOICE HOTELS INTERNATIONAL, INC.
−Removed: August 8, 2024 By:
+Added: November 4, 2024 By:
Chief Financial Officer
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.