Travel + Leisure Co.

05/20/2022 | Press release | Distributed by Public on 05/20/2022 14:13

Submission of Matters to a Vote of Security Holders - Form 8-K

wyn-20220518



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): May 18, 2022
Travel + Leisure Co.
(Exact name of registrant as specified in its charter)
Delaware
001-32876
20-0052541
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification Number)
6277 Sea Harbor Drive
Orlando
Florida
32821
(Address of Principal Executive Offices)

(Zip Code)

(407)
626-5200
(Registrant's telephone number, including area code)
None
(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 (see General Instruction A.2. below):
☐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))
Securities registered pursuant to Section 12(b) of the Act:

Title of each class
Trading Symbol
Name of each exchange on which registered
Common Stock, $0.01 par value per share
TNL
New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐


Item 5.07 Submission of Matters to a Vote of Security Holders.
(a)Travel + Leisure Co. (the "Company") held its 2022 Annual Meeting of Shareholders on May 18, 2022 (the "Annual Meeting").

(b)At the Annual Meeting, three proposals described in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 7, 2022 (the "Proxy Statement") were submitted to the Company's shareholders. The final voting results are as follows:

Proposal 1
The Company's shareholders elected the following Directors to serve for a term ending at the 2023 annual meeting, with each Director to serve until such Director's successor is elected and qualified or until such Director's earlier resignation, retirement, disqualification, or removal.
Votes
For 		Votes
Withheld 		Broker
Non-Votes
Louise F. Brady 67,521,483 1,379,403 5,622,164
Michael D. Brown 67,521,937 1,378,949 5,622,164
James E. Buckman 66,521,624 2,379,262 5,622,164
George Herrera 66,987,474 1,913,412 5,622,164
Stephen P. Holmes 67,057,415 1,843,471 5,622,164
Lucinda C. Martinez 68,485,217 415,669 5,622,164
Denny Marie Post 67,094,924 1,805,962 5,622,164
Ronald L. Rickles 67,767,382 1,133,504 5,622,164
Michael H. Wargotz 66,634,537 2,266,349 5,622,164
Proposal 2
The Company's shareholders approved, on a non-binding, advisory basis, the compensation of our named executive officers in the Proxy Statement.
Votes For Votes Against Abstain Broker Non-Votes
58,033,312 10,639,152 228,422 5,622,164
Proposal 3
The Company's shareholders ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022.
Votes For Votes Against Abstain Broker Non-Votes
72,909,358 1,432,444 181,248 -

Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. The following exhibit is furnished with this report:

Exhibit No. Description
104 Cover Page Interactive Data File (cover page XBRL tags are embedded within the Inline XBRL document)




SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
TRAVEL + LEISURE CO.
By:/s/ Elizabeth E. Dreyer
Name: Elizabeth E. Dreyer
Title: Chief Accounting Officer
Date: May 20, 2022