Host Hotels adopts proxy access bylaw amendment
Host Hotels & Resorts announced that its board of directors has amended the Company's bylaws to implement "proxy access," which enables eligible stockholders to have their own director nominees included in the Company's proxy materials. "Our board proactively adopted these amendments as part of its ongoing commitment to corporate governance best practices that includes dialogue, transparency and responsiveness to stockholder views," said W. Edward Walter, President and Chief Executive Officer. Proxy access enables eligible long-term stockholders to nominate their own director candidates in the Company's proxy statement. The bylaw amendment will allow holders of at least 3% of the Company's outstanding common shares, who have held the shares continuously for at least three years, to submit eligible director candidates up to the greater of two or 20% of the board, provided that the stockholder(s) and the stockholder nominee(s) satisfy the requirements in the bylaws. Up to 20 stockholders may aggregate their shares to reach the 3% ownership threshold. Proxy access rights will first be available to stockholders in connection with the Company's 2017 annual stockholders meeting. The Company's amended bylaws will be filed with the Securities and Exchange Commission on Form 8-K and posted to the Governance section of the Company's website.