Choice Hotels International (CHH) Proxy filing summary

Executive summary

• Announced CEO transition: Patrick S. Pacious steps down as President & CEO effective May 20, 2026, and will serve as advisor through August 31, 2026.

• Dominic E. Dragisich appointed Interim CEO, effective May 20, 2026, with a $500,000 cash bonus and $500,000 in time-vesting RSUs.

• Board has formed a search committee to identify a permanent CEO.

Voting matters and shareholder proposals

• No changes to proposals or Board recommendations for the Annual Meeting; previously submitted proxy votes remain valid unless changed by the shareholder.

Board of directors and corporate governance

• Mr. Pacious remains a nominee for election to the Board at the Annual Meeting, serving until the next annual meeting or until resignation or successor appointment.