Summit Hotel Properties (INN) Proxy filing summary

Executive summary

• The annual meeting is scheduled for May 20, 2026, with voting on director elections, auditor ratification, and executive compensation approval.

• Shareholders can vote by mail, phone, or internet, and may revoke or change their vote before the meeting.

• The Board and management emphasize ongoing shareholder engagement and transparent governance.

Voting matters and shareholder proposals

• Proposals include electing eight directors, ratifying Ernst & Young as auditor for 2026, and an advisory vote on executive compensation.

• Shareholders of record as of March 6, 2026, are eligible to vote; each share has one vote, with no cumulative voting.

• Shareholder proposals for the 2027 meeting must be submitted by December 2, 2026, for inclusion in proxy materials.

Board of directors and corporate governance

• Eight directors are nominated, with 88% independent and 25% female representation.

• Board committees (Audit, Compensation, Nominating/Governance) are fully independent.

• Stock ownership guidelines require significant equity holdings for directors and executives.

• No shareholder rights plan is in place; annual self-evaluations and director resignation policy for uncontested elections.

• Board leadership is separated between an independent Chairman and the CEO.