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): December 23, 2011
CHOICE HOTELS INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-13393 | 52-1209792 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
10750 Columbia Pike, Silver Spring, Maryland 20901
(Address of Principal Executive Offices) (Zip Code)
(301) 592-5000
(Registrant’s telephone number, including area code)
Not Applicable
(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:
| ¨ | 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)) |
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 23, 2011, the Board of Directors of Choice Hotels International, Inc. (the “Company”) approved an increase in the size of the Board from nine to ten members and appointed John Tague as a Class I Director, effective February 19, 2012, for a term expiring at the Company’s 2013 Annual Meeting of Shareholders.
Mr. Tague’s participation on specific committees of the Board has not yet been determined. Mr. Tague’s compensation for services as director will be consistent with that of the Company’s other non-employee directors.
The information required by Item 404(a) of Regulation S-K is not yet determined or is unavailable at the time of this filing.
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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: December 29, 2011 | Choice Hotels International, Inc. | |||||
| By: | /s/ David L. White | |||||
| Name: | David L. White | |||||
| Title: | Senior Vice President, Chief Financial Officer & Treasurer | |||||
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