---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-24-056406"
form_type: "8-K"
ticker: "RLJ"
cik: "0001511337"
company_name: "RLJ Lodging Trust"
filed_at: "2024-05-02T23:59:59+00:00"
generated_at: "2026-06-03T00:22:30.334516+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.2
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# RLJ Lodging Trust shareholders re-elect nine trustees, ratify auditor, approve say-on-pay

## Summary
- All nine trustee nominees elected; votes for ranged from 129.4M to 135.0M (broker non-votes 3.6M).
- PWC ratified as auditor for FY2024 with 136.2M votes for, 4.3M against; no broker non-votes.
- Executive compensation approved in non-binding advisory vote: 124.9M for, 11.9M against.
- Shareholders voted for 1-year frequency of say-on-pay votes (132.6M); board continues annual vote.

## SEC filing metadata
- accession: 0001104659-24-056406
- form_type: 8-K
- ticker: RLJ
- cik: 0001511337
- company_name: RLJ Lodging Trust
- filed_at: 2024-05-02T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.2
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1511337/000110465924056406/0001104659-24-056406-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1511337/000110465924056406/tm2413290d1_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-24-056406
- JSON: https://secwatch.observer/filing/0001104659-24-056406.json
- Plain text: https://secwatch.observer/filing/0001104659-24-056406.txt

## Key facts
- Shareholder Votes
  RLJ Lodging Trust shareholders approved Ratification of PWC as the Company's Independent Registered Public Accounting Firm at the 2024-04-26 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2024-04-26
  source text: At the Annual Meeting, the Company’s shareholders ratified the appointment of PWC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1511337/000110465924056406/0001104659-24-056406-index.htm
- Shareholder Votes
  RLJ Lodging Trust shareholders approved Election of Trustees at the 2024-04-26 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2024-04-26
  source text: The following persons were duly elected as trustees of the Company until the 2025 Annual Meeting of Shareholders and until their successors are duly elected and qualified: Robert L. Johnson, Leslie D. Hale, Evan Bayh, Arthur R. Collins, Nathaniel A. Davis, Patricia L. Gibson, Robert M. La Forgia, Robert J. McCarthy and Robin Zeigler.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1511337/000110465924056406/0001104659-24-056406-index.htm
- Shareholder Votes
  RLJ Lodging Trust shareholders approved Advisory Vote to Approve Named Executive Officer Compensation at the 2024-04-26 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2024-04-26
  source text: At the Annual Meeting, the Company’s shareholders voted on a non-binding resolution to approve the compensation program for the Company’s named executive officers.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1511337/000110465924056406/0001104659-24-056406-index.htm
- Shareholder Votes
  RLJ Lodging Trust shareholders approved Advisory Vote on the Frequency of the Advisory Vote to Approve Named Executive Officer Compensation at the 2024-04-26 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2024-04-26
  source text: At the Annual Meeting, the Company’s shareholders voted on the frequency of the advisory vote related to named executive officer compensation.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1511337/000110465924056406/0001104659-24-056406-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
