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Choice Hotels International, Inc. 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and Choice Hotels International, Inc.’s Form 8-K, filed May 21, 2026 (Item 5.07 on EDGAR). Page generated October 18, 2026.

  • 14Ballot items
  • 370Asset managers
  • 4,898Fund votes
  • May 21, 2026Meeting date

Results at a glance

Meeting of May 21, 2026: 14 items on Choice Hotels International, Inc.’s Form 8-K, filed May 21, 2026: 11 elected · 3 approved.

Material dissent

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided

Proxy season: 2023-2024 2024-2025 2025-2026

Explore Choice Hotels International, Inc. in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by Choice Hotels International, Inc.

These tallies are Choice Hotels International, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 21, 2026 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

Choice Hotels International, Inc. — official shareholder meeting results, meeting held May 21, 2026
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Brian B. Bainum 38,948,020313,2137,156 --4,181,008 99.2%Elected—
Elect Director: Stewart W. Bainum, Jr. 38,918,410342,2237,672 --4,181,008 99.1%Elected—
Elect Director: William L. Jews 38,730,464530,8057,120 --4,181,008 99%Elected—
Elect Director: Monte J. M. Koch 31,636,8337,610,89920,657 --4,181,008 81%Elected—
Elect Director: Liza K. Landsman 39,000,610257,66010,119 --4,181,008 99.3%Elected—
Elect Director: Patrick S. Pacious 39,007,390253,0597,940 --4,181,008 99.3%Elected—
Elect Director: Ervin R. Shames 30,559,6228,687,51021,257 --4,181,008 78%Elected—
Elect Director: Gordon A. Smith 31,686,8317,560,90820,650 --4,181,008 81%Elected—
Elect Director: Maureen D. Sullivan 39,109,123150,8558,411 --4,181,008 99.6%Elected—
Elect Director: John P. Tague 38,651,604607,9708,815 --4,181,008 98%Elected—
Elect Director: Donna F. Vieira 31,666,0697,581,85220,468 --4,181,008 81%Elected—
2. An advisory vote on executive compensation of the Company's named executive officers 36,213,1163,011,94843,325 --4,181,008 92%Approved—
3. An amendment to the Company's Certificate of Incorporation to increase the Board size range from three to twelve to five to fifteen 43,081,767309,51358,117 --0 99.2%Approved—
4. The appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026 43,375,42568,1845,788 --0 99.8%Approved—

Source: Choice Hotels International, Inc., Form 8-K, filed with the SEC on May 21, 2026 — read the filing on EDGAR.

How asset managers voted at the Choice Hotels International, Inc. 2025-2026 meeting

Each item below shows how the 370 asset managers that disclosed a Choice Hotels International, Inc. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report.

1. Elect Director: Brian B. Bainum

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%
FOR: 38,948,020AGAINST: 313,213
Details: description as filed, official tally, votes by 82 asset managers

Description as filed by funds: Election of Directors: Brian B. Bainum

Choice Hotels International, Inc.’s own tally for this item (“Elect Director: Brian B. Bainum”): 38,948,020 for, 313,213 against, per its Form 8-K filed May 21, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The final voting results of these proposals were as follows: Proposal 1 The Company's shareholders elected the following eleven directors to hold office for a term of one year ending at the 2027 Annual Meeting of Shareholders or until their respective successors are elected and qualified.”
Support: 99.2% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 82 asset managers below reported 11,523,059 for, 247 against, 3,259 abstained, 4 not voted.

FOR
FOR: 11,523,059AGAINST: 247ABSTAIN: 3,259NOT VOTED: 4
Largest asset managers voting on “Election of Directors: Brian B. Bainum” at Choice Hotels International, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BARON SELECT FUNDS3,569,0000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)3,138,6820 00For
Vanguard1,243,8050 00For
Eaton Vance650,7800 00For
Virtus546,7850 00For
BlackRock364,4750 00For
BOSTON TRUST WALDEN FUNDS330,4290 00For
Fidelity316,9650 00For
Delaware/Macquarie309,0090 00For
Lincoln Financial236,2410 00For
FENIMORE ASSET MANAGEMENT TRUST125,5290 00For
Baron ETF Trust91,4000 00For
Voya86,5920 00For
WisdomTree72,6680 00For
HEARTLAND GROUP INC55,0000 00For
Charles Schwab42,9960 00For
Hartford42,1880 00For
Invesco38,4780 00For
ALPS ETF Trust36,9030 00For
Janus Detroit Street Trust31,8600 00For
Equitable21,5750 00For
American Century18,2470 00For
Columbia Threadneedle15,1790 00For
First Trust11,9450 00For
Jackson National11,8940 00For

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

2. Elect Director: Donna F. Vieira

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

81% Majority: yes · of votes cast

FOR 81%AGAINST
FOR: 31,666,069AGAINST: 7,581,852
Details: description as filed, official tally, votes by 82 asset managers

Description as filed by funds: Election of Directors: Donna F. Vieira

Choice Hotels International, Inc.’s own tally for this item (“Elect Director: Donna F. Vieira”): 31,666,069 for, 7,581,852 against, per its Form 8-K filed May 21, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The final voting results of these proposals were as follows: Proposal 1 The Company's shareholders elected the following eleven directors to hold office for a term of one year ending at the 2027 Annual Meeting of Shareholders or until their respective successors are elected and qualified.”
Support: 81% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 82 asset managers below reported 9,404,806 for, 2,118,499 against, 3,259 abstained, 4 not voted.

FORAGAINST
FOR: 9,404,806AGAINST: 2,118,499ABSTAIN: 3,259NOT VOTED: 4
Largest asset managers voting on “Election of Directors: Donna F. Vieira” at Choice Hotels International, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BARON SELECT FUNDS3,569,0000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)3,138,6820 00For
Vanguard1,243,8014 00For
Eaton Vance0650,780 00Against
Virtus0546,785 00Against
BlackRock364,4750 00For
BOSTON TRUST WALDEN FUNDS0330,429 00Against
Fidelity316,9650 00For
Delaware/Macquarie0309,009 00Against
Lincoln Financial232,2853,956 00For
FENIMORE ASSET MANAGEMENT TRUST125,5290 00For
Baron ETF Trust91,4000 00For
Voya86,5920 00For
WisdomTree072,668 00Against
HEARTLAND GROUP INC55,0000 00For
Charles Schwab42,9960 00For
Hartford42,1880 00For
Invesco38,4780 00For
ALPS ETF Trust036,903 00Against
Janus Detroit Street Trust031,860 00Against
Equitable1,27220,303 00Mixed
American Century018,247 00Against
Columbia Threadneedle015,179 00Against
First Trust011,945 00Against
Jackson National011,894 00Against

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

3. Elect Director: Ervin R. Shames

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

78% Majority: yes · of votes cast

FOR 78%AGAINST
FOR: 30,559,622AGAINST: 8,687,510
Details: description as filed, official tally, votes by 82 asset managers

Description as filed by funds: Election of Directors: Ervin R. Shames

Choice Hotels International, Inc.’s own tally for this item (“Elect Director: Ervin R. Shames”): 30,559,622 for, 8,687,510 against, per its Form 8-K filed May 21, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The final voting results of these proposals were as follows: Proposal 1 The Company's shareholders elected the following eleven directors to hold office for a term of one year ending at the 2027 Annual Meeting of Shareholders or until their respective successors are elected and qualified.”
Support: 78% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 82 asset managers below reported 8,894,822 for, 2,628,484 against, 3,259 abstained, 4 not voted.

FORAGAINST
FOR: 8,894,822AGAINST: 2,628,484ABSTAIN: 3,259NOT VOTED: 4
Largest asset managers voting on “Election of Directors: Ervin R. Shames” at Choice Hotels International, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BARON SELECT FUNDS3,569,0000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)3,138,6820 00For
Vanguard1,243,315489 00For
Eaton Vance0650,780 00Against
Virtus0546,785 00Against
BlackRock364,4750 00For
BOSTON TRUST WALDEN FUNDS0330,429 00Against
Fidelity13,192303,773 00Against
Delaware/Macquarie0309,009 00Against
Lincoln Financial226,21310,028 00For
FENIMORE ASSET MANAGEMENT TRUST125,5290 00For
Baron ETF Trust91,4000 00For
Voya086,592 00Against
WisdomTree072,668 00Against
HEARTLAND GROUP INC55,0000 00For
Charles Schwab3142,966 00Against
Hartford42,1880 00For
Invesco038,478 00Against
ALPS ETF Trust036,903 00Against
Janus Detroit Street Trust031,860 00Against
Equitable1,27220,303 00Mixed
American Century018,247 00Against
Columbia Threadneedle015,179 00Against
First Trust011,945 00Against
Jackson National011,894 00Against

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

4. Elect Director: Gordon A. Smith

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

81% Majority: yes · of votes cast

FOR 81%AGAINST
FOR: 31,686,831AGAINST: 7,560,908
Details: description as filed, official tally, votes by 82 asset managers

Description as filed by funds: Election of Directors: Gordon A. Smith

Choice Hotels International, Inc.’s own tally for this item (“Elect Director: Gordon A. Smith”): 31,686,831 for, 7,560,908 against, per its Form 8-K filed May 21, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The final voting results of these proposals were as follows: Proposal 1 The Company's shareholders elected the following eleven directors to hold office for a term of one year ending at the 2027 Annual Meeting of Shareholders or until their respective successors are elected and qualified.”
Support: 81% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 82 asset managers below reported 9,402,779 for, 2,120,527 against, 3,259 abstained, 4 not voted.

FORAGAINST
FOR: 9,402,779AGAINST: 2,120,527ABSTAIN: 3,259NOT VOTED: 4
Largest asset managers voting on “Election of Directors: Gordon A. Smith” at Choice Hotels International, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BARON SELECT FUNDS3,569,0000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)3,138,6820 00For
Vanguard1,242,7641,040 00For
Eaton Vance0650,780 00Against
Virtus0546,785 00Against
BlackRock364,4750 00For
BOSTON TRUST WALDEN FUNDS0330,429 00Against
Fidelity316,9650 00For
Delaware/Macquarie0309,009 00Against
Lincoln Financial232,2853,956 00For
FENIMORE ASSET MANAGEMENT TRUST125,5290 00For
Baron ETF Trust91,4000 00For
Voya86,5920 00For
WisdomTree072,668 00Against
HEARTLAND GROUP INC55,0000 00For
Charles Schwab42,9960 00For
Hartford42,1880 00For
Invesco38,4780 00For
ALPS ETF Trust036,903 00Against
Janus Detroit Street Trust031,860 00Against
Equitable1,27220,303 00Mixed
American Century018,247 00Against
Columbia Threadneedle015,179 00Against
First Trust011,945 00Against
Jackson National011,894 00Against

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

5. Elect Director: John P. Tague

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 38,651,604AGAINST: 607,970
Details: description as filed, official tally, votes by 82 asset managers

Description as filed by funds: Election of Directors: John P. Tague

Choice Hotels International, Inc.’s own tally for this item (“Elect Director: John P. Tague”): 38,651,604 for, 607,970 against, per its Form 8-K filed May 21, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The final voting results of these proposals were as follows: Proposal 1 The Company's shareholders elected the following eleven directors to hold office for a term of one year ending at the 2027 Annual Meeting of Shareholders or until their respective successors are elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 82 asset managers below reported 11,507,507 for, 15,799 against, 3,259 abstained, 4 not voted.

FOR
FOR: 11,507,507AGAINST: 15,799ABSTAIN: 3,259NOT VOTED: 4
Largest asset managers voting on “Election of Directors: John P. Tague” at Choice Hotels International, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BARON SELECT FUNDS3,569,0000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)3,138,6820 00For
Vanguard1,243,8050 00For
Eaton Vance650,7800 00For
Virtus546,7850 00For
BlackRock364,4750 00For
BOSTON TRUST WALDEN FUNDS330,4290 00For
Fidelity316,9650 00For
Delaware/Macquarie309,0090 00For
Lincoln Financial236,2410 00For
FENIMORE ASSET MANAGEMENT TRUST125,5290 00For
Baron ETF Trust91,4000 00For
Voya86,5920 00For
WisdomTree72,6680 00For
HEARTLAND GROUP INC55,0000 00For
Charles Schwab42,9960 00For
Hartford42,1880 00For
Invesco38,4780 00For
ALPS ETF Trust36,9030 00For
Janus Detroit Street Trust31,8600 00For
Equitable21,5750 00For
American Century18,2470 00For
Columbia Threadneedle015,179 00Against
First Trust11,9450 00For
Jackson National11,8940 00For

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

6. Elect Director: Liza K. Landsman

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%
FOR: 39,000,610AGAINST: 257,660
Details: description as filed, official tally, votes by 82 asset managers

Description as filed by funds: Election of Directors: Liza K. Landsman

Choice Hotels International, Inc.’s own tally for this item (“Elect Director: Liza K. Landsman”): 39,000,610 for, 257,660 against, per its Form 8-K filed May 21, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The final voting results of these proposals were as follows: Proposal 1 The Company's shareholders elected the following eleven directors to hold office for a term of one year ending at the 2027 Annual Meeting of Shareholders or until their respective successors are elected and qualified.”
Support: 99.3% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 82 asset managers below reported 11,522,099 for, 1,207 against, 3,259 abstained, 4 not voted.

FOR
FOR: 11,522,099AGAINST: 1,207ABSTAIN: 3,259NOT VOTED: 4
Largest asset managers voting on “Election of Directors: Liza K. Landsman” at Choice Hotels International, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BARON SELECT FUNDS3,569,0000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)3,138,6820 00For
Vanguard1,243,8050 00For
Eaton Vance650,7800 00For
Virtus546,7850 00For
BlackRock364,4750 00For
BOSTON TRUST WALDEN FUNDS330,4290 00For
Fidelity316,9650 00For
Delaware/Macquarie309,0090 00For
Lincoln Financial236,2410 00For
FENIMORE ASSET MANAGEMENT TRUST125,5290 00For
Baron ETF Trust91,4000 00For
Voya86,5920 00For
WisdomTree72,6680 00For
HEARTLAND GROUP INC55,0000 00For
Charles Schwab42,9960 00For
Hartford42,1880 00For
Invesco38,4780 00For
ALPS ETF Trust36,9030 00For
Janus Detroit Street Trust31,8600 00For
Equitable21,5750 00For
American Century18,2470 00For
Columbia Threadneedle15,1790 00For
First Trust11,9450 00For
Jackson National11,8940 00For

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

7. Elect Director: Maureen D. Sullivan

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%
FOR: 39,109,123AGAINST: 150,855
Details: description as filed, official tally, votes by 82 asset managers

Description as filed by funds: Election of Directors: Maureen D. Sullivan

Choice Hotels International, Inc.’s own tally for this item (“Elect Director: Maureen D. Sullivan”): 39,109,123 for, 150,855 against, per its Form 8-K filed May 21, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The final voting results of these proposals were as follows: Proposal 1 The Company's shareholders elected the following eleven directors to hold office for a term of one year ending at the 2027 Annual Meeting of Shareholders or until their respective successors are elected and qualified.”
Support: 99.6% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 82 asset managers below reported 11,523,060 for, 246 against, 3,259 abstained, 4 not voted.

FOR
FOR: 11,523,060AGAINST: 246ABSTAIN: 3,259NOT VOTED: 4
Largest asset managers voting on “Election of Directors: Maureen D. Sullivan” at Choice Hotels International, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BARON SELECT FUNDS3,569,0000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)3,138,6820 00For
Vanguard1,243,8050 00For
Eaton Vance650,7800 00For
Virtus546,7850 00For
BlackRock364,4750 00For
BOSTON TRUST WALDEN FUNDS330,4290 00For
Fidelity316,9650 00For
Delaware/Macquarie309,0090 00For
Lincoln Financial236,2410 00For
FENIMORE ASSET MANAGEMENT TRUST125,5290 00For
Baron ETF Trust91,4000 00For
Voya86,5920 00For
WisdomTree72,6680 00For
HEARTLAND GROUP INC55,0000 00For
Charles Schwab42,9960 00For
Hartford42,1880 00For
Invesco38,4780 00For
ALPS ETF Trust36,9030 00For
Janus Detroit Street Trust31,8600 00For
Equitable21,5750 00For
American Century18,2470 00For
Columbia Threadneedle15,1790 00For
First Trust11,9450 00For
Jackson National11,8940 00For

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

8. Elect Director: Monte J. M. Koch

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

81% Majority: yes · of votes cast

FOR 81%AGAINST
FOR: 31,636,833AGAINST: 7,610,899
Details: description as filed, official tally, votes by 82 asset managers

Description as filed by funds: Election of Directors: Monte J.M. Koch

Choice Hotels International, Inc.’s own tally for this item (“Elect Director: Monte J. M. Koch”): 31,636,833 for, 7,610,899 against, per its Form 8-K filed May 21, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The final voting results of these proposals were as follows: Proposal 1 The Company's shareholders elected the following eleven directors to hold office for a term of one year ending at the 2027 Annual Meeting of Shareholders or until their respective successors are elected and qualified.”
Support: 81% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 82 asset managers below reported 9,403,846 for, 2,119,459 against, 3,259 abstained, 4 not voted.

FORAGAINST
FOR: 9,403,846AGAINST: 2,119,459ABSTAIN: 3,259NOT VOTED: 4
Largest asset managers voting on “Election of Directors: Monte J.M. Koch” at Choice Hotels International, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BARON SELECT FUNDS3,569,0000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)3,138,6820 00For
Vanguard1,243,8014 00For
Eaton Vance0650,780 00Against
Virtus0546,785 00Against
BlackRock364,4750 00For
BOSTON TRUST WALDEN FUNDS0330,429 00Against
Fidelity316,9650 00For
Delaware/Macquarie0309,009 00Against
Lincoln Financial232,2853,956 00For
FENIMORE ASSET MANAGEMENT TRUST125,5290 00For
Baron ETF Trust91,4000 00For
Voya86,5920 00For
WisdomTree072,668 00Against
HEARTLAND GROUP INC55,0000 00For
Charles Schwab42,9960 00For
Hartford42,1880 00For
Invesco38,4780 00For
ALPS ETF Trust036,903 00Against
Janus Detroit Street Trust031,860 00Against
Equitable1,27220,303 00Mixed
American Century018,247 00Against
Columbia Threadneedle015,179 00Against
First Trust011,945 00Against
Jackson National011,894 00Against

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

9. Elect Director: Patrick S. Pacious

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%
FOR: 39,007,390AGAINST: 253,059
Details: description as filed, official tally, votes by 82 asset managers

Description as filed by funds: Election of Directors: Patrick S. Pacious

Choice Hotels International, Inc.’s own tally for this item (“Elect Director: Patrick S. Pacious”): 39,007,390 for, 253,059 against, per its Form 8-K filed May 21, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The final voting results of these proposals were as follows: Proposal 1 The Company's shareholders elected the following eleven directors to hold office for a term of one year ending at the 2027 Annual Meeting of Shareholders or until their respective successors are elected and qualified.”
Support: 99.3% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 82 asset managers below reported 11,523,059 for, 247 against, 3,259 abstained, 4 not voted.

FOR
FOR: 11,523,059AGAINST: 247ABSTAIN: 3,259NOT VOTED: 4
Largest asset managers voting on “Election of Directors: Patrick S. Pacious” at Choice Hotels International, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BARON SELECT FUNDS3,569,0000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)3,138,6820 00For
Vanguard1,243,8050 00For
Eaton Vance650,7800 00For
Virtus546,7850 00For
BlackRock364,4750 00For
BOSTON TRUST WALDEN FUNDS330,4290 00For
Fidelity316,9650 00For
Delaware/Macquarie309,0090 00For
Lincoln Financial236,2410 00For
FENIMORE ASSET MANAGEMENT TRUST125,5290 00For
Baron ETF Trust91,4000 00For
Voya86,5920 00For
WisdomTree72,6680 00For
HEARTLAND GROUP INC55,0000 00For
Charles Schwab42,9960 00For
Hartford42,1880 00For
Invesco38,4780 00For
ALPS ETF Trust36,9030 00For
Janus Detroit Street Trust31,8600 00For
Equitable21,5750 00For
American Century18,2470 00For
Columbia Threadneedle15,1790 00For
First Trust11,9450 00For
Jackson National11,8940 00For

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

10. Elect Director: Stewart W. Bainum, Jr.

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99.1% Majority: yes · of votes cast

FOR 99.1%
FOR: 38,918,410AGAINST: 342,223
Details: description as filed, official tally, votes by 82 asset managers

Description as filed by funds: Election of Directors: Stewart W. Bainum, Jr.

Choice Hotels International, Inc.’s own tally for this item (“Elect Director: Stewart W. Bainum, Jr.”): 38,918,410 for, 342,223 against, per its Form 8-K filed May 21, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The final voting results of these proposals were as follows: Proposal 1 The Company's shareholders elected the following eleven directors to hold office for a term of one year ending at the 2027 Annual Meeting of Shareholders or until their respective successors are elected and qualified.”
Support: 99.1% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 82 asset managers below reported 11,523,059 for, 247 against, 3,259 abstained, 4 not voted.

FOR
FOR: 11,523,059AGAINST: 247ABSTAIN: 3,259NOT VOTED: 4
Largest asset managers voting on “Election of Directors: Stewart W. Bainum, Jr.” at Choice Hotels International, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BARON SELECT FUNDS3,569,0000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)3,138,6820 00For
Vanguard1,243,8050 00For
Eaton Vance650,7800 00For
Virtus546,7850 00For
BlackRock364,4750 00For
BOSTON TRUST WALDEN FUNDS330,4290 00For
Fidelity316,9650 00For
Delaware/Macquarie309,0090 00For
Lincoln Financial236,2410 00For
FENIMORE ASSET MANAGEMENT TRUST125,5290 00For
Baron ETF Trust91,4000 00For
Voya86,5920 00For
WisdomTree72,6680 00For
HEARTLAND GROUP INC55,0000 00For
Charles Schwab42,9960 00For
Hartford42,1880 00For
Invesco38,4780 00For
ALPS ETF Trust36,9030 00For
Janus Detroit Street Trust31,8600 00For
Equitable21,5750 00For
American Century18,2470 00For
Columbia Threadneedle15,1790 00For
First Trust11,9450 00For
Jackson National11,8940 00For

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

11. Elect Director: William L. Jews

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 38,730,464AGAINST: 530,805
Details: description as filed, official tally, votes by 82 asset managers

Description as filed by funds: Election of Directors: William L. Jews

Choice Hotels International, Inc.’s own tally for this item (“Elect Director: William L. Jews”): 38,730,464 for, 530,805 against, per its Form 8-K filed May 21, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The final voting results of these proposals were as follows: Proposal 1 The Company's shareholders elected the following eleven directors to hold office for a term of one year ending at the 2027 Annual Meeting of Shareholders or until their respective successors are elected and qualified.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 82 asset managers below reported 11,489,850 for, 33,456 against, 3,259 abstained, 4 not voted.

FOR
FOR: 11,489,850AGAINST: 33,456ABSTAIN: 3,259NOT VOTED: 4
Largest asset managers voting on “Election of Directors: William L. Jews” at Choice Hotels International, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BARON SELECT FUNDS3,569,0000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)3,138,6820 00For
Vanguard1,243,8050 00For
Eaton Vance650,7800 00For
Virtus546,7850 00For
BlackRock364,4750 00For
BOSTON TRUST WALDEN FUNDS330,4290 00For
Fidelity316,9650 00For
Delaware/Macquarie309,0090 00For
Lincoln Financial230,1696,072 00For
FENIMORE ASSET MANAGEMENT TRUST125,5290 00For
Baron ETF Trust91,4000 00For
Voya86,5920 00For
WisdomTree72,6680 00For
HEARTLAND GROUP INC55,0000 00For
Charles Schwab42,9960 00For
Hartford42,1880 00For
Invesco38,4780 00For
ALPS ETF Trust36,9030 00For
Janus Detroit Street Trust31,8600 00For
Equitable21,5750 00For
American Century18,2470 00For
Columbia Threadneedle015,179 00Against
First Trust11,9450 00For
Jackson National11,8940 00For

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

12. 3. An amendment to the Company's Certificate of Incorporation to increase the Board size range from three to twelve to…

Official resultCORPORATE GOVERNANCEReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

99.2% Approved · of votes cast

FOR 99.2%
FOR: 43,081,767AGAINST: 309,513
Details: description as filed, official tally, votes by 82 asset managers

Description as filed by funds: APPROVAL OF AN AMENDMENT TO THE COMPANY'S CERTIFICATE OF INCORPORATION INCREASING THE BOARD SIZE RANGE FROM THREE TO TWELVE TO FIVE TO FIFTEEN.

Choice Hotels International, Inc.’s own tally for this item (“3. An amendment to the Company's Certificate of Incorporation to increase the Board size range from three to twelve to five to fifteen”): 43,081,767 for, 309,513 against — passed, per its Form 8-K filed May 21, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 3 The Company's shareholders approved an amendment to the Company's Certificate of Incorporation to increase the Board size range from three to twelve to five to fifteen.”
Support: 99.2% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 82 asset managers below reported 11,522,327 for, 979 against, 3,259 abstained, 4 not voted.

FOR
FOR: 11,522,327AGAINST: 979ABSTAIN: 3,259NOT VOTED: 4
Largest asset managers voting on “APPROVAL OF AN AMENDMENT TO THE COMPANY'S CERTIFICATE OF INCORPORATION INCREASING THE BOARD SIZE RANGE FROM TH” at Choice Hotels International, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BARON SELECT FUNDS3,569,0000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)3,138,6820 00For
Vanguard1,243,8050 00For
Eaton Vance650,7800 00For
Virtus546,7850 00For
BlackRock364,4750 00For
BOSTON TRUST WALDEN FUNDS330,4290 00For
Fidelity316,9650 00For
Delaware/Macquarie309,0090 00For
Lincoln Financial236,2410 00For
FENIMORE ASSET MANAGEMENT TRUST125,5290 00For
Baron ETF Trust91,4000 00For
Voya86,5920 00For
WisdomTree72,6680 00For
HEARTLAND GROUP INC55,0000 00For
Charles Schwab42,9960 00For
Hartford42,1880 00For
Invesco38,4780 00For
ALPS ETF Trust36,9030 00For
Janus Detroit Street Trust31,8600 00For
Equitable21,5750 00For
American Century18,2470 00For
Columbia Threadneedle15,1790 00For
First Trust11,9450 00For
Jackson National11,8940 00For

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

13. 2. An advisory vote on executive compensation of the Company's named executive officers

Official resultFund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Approved

Combines 8 wordings of this item as funds reported it.

92% Approved · of votes cast

FOR 92%
FOR: 36,213,116AGAINST: 3,011,948
Details: description as filed, official tally, votes by 370 asset managers

Description as filed by funds: Advisory approval of the compensation of the Company's Named Executive Officers.

Choice Hotels International, Inc.’s own tally for this item (“2. An advisory vote on executive compensation of the Company's named executive officers”): 36,213,116 for, 3,011,948 against — passed, per its Form 8-K filed May 21, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 2 The Company's shareholders approved an advisory vote on executive compensation of the Company's named executive officers.”
Support: 92% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 80 asset managers voting on “Advisory approval of the compensation of the Company's Named Executive Officers.” at Choice Hotels International, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BARON SELECT FUNDS3,569,0000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)3,138,6820 00For
Vanguard1,243,8041 00For
Eaton Vance0650,780 00Against
Virtus546,7850 00For
BlackRock364,4750 00For
BOSTON TRUST WALDEN FUNDS0330,429 00Against
Fidelity316,9650 00For
Delaware/Macquarie309,0090 00For
Lincoln Financial236,2410 00For
FENIMORE ASSET MANAGEMENT TRUST125,5290 00For
Baron ETF Trust91,4000 00For
Voya86,5920 00For
WisdomTree72,6680 00For
HEARTLAND GROUP INC55,0000 00For
Charles Schwab42,9960 00For
Hartford42,1880 00For
Invesco38,4780 00For
ALPS ETF Trust36,9030 00For
Janus Detroit Street Trust31,8600 00For
Equitable21,5750 00For
American Century018,247 00Against
Columbia Threadneedle15,1790 00For
First Trust11,9450 00For
Jackson National11,8940 00For

Fund voting reports, all 80 managers: 10,494,540 for, 1,027,699 against, 3,979 abstained, 4 not voted. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 310 asset managers voting on “Advisory approval of the compensation of the Company's Named Executive Officers.” at Choice Hotels International, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BAMCO INC /NY/7,030,4250 00For
KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT LLC2,841,4733,689 00For
ATLANTA CAPITAL MANAGEMENT CO L L C01,494,030 00Against
BOSTON TRUST WALDEN NATIONAL ASSOCIATION0483,370 00Against
Wellington466,1950 00For
WELLS FARGO CLEARING SERVICES, LLC387,9880 00For
NOMURA INVESTMENT MANAGEMENT BUSINESS TRUST333,3290 00For
GEODE CAPITAL MANAGEMENT, LLC306,6020 00For
RAYMOND JAMES & ASSOCIATES232,3670 00For
State Street218,3342,784 00For
BlackRock212,5770 00For
PARAMETRIC PORTFOLIO ASSOCIATES LLC0188,811 00Against
Northern Trust6,861157,549 00Against
BARON CAPITAL MANAGEMENT INC /NY/157,2890 00For
FORT WASHINGTON INVESTMENT ADVISORS INC /OH/153,8670 00For
ENVESTNET ASSET MANAGEMENT INC151,0260 00For
Hudson Bay Capital Management LP149,8410 00For
WELLS FARGO ADVISORS FINANCIAL NETWORK, LLC131,1810 00For
Goldman Sachs117,4370 00For
RBC Capital Markets, LLC100,3560 00For
STIFEL NICOLAUS & CO INC \MO\99,2670 00For
Edward D. Jones & Co., L.P.87,6960 00For
Natixis86,8050 00For
Voya86,5920 00For
Voss Capital, LP69,8140 00For

Institutional-manager reports, all 310 managers: 14,694,480 for, 2,539,947 against, 411 abstained, 3,624 not voted. Showing the 25 largest; see all in the interactive database.

14. 4. The appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal…

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

99.8% Approved · of votes cast

FOR 99.8%
FOR: 43,375,425AGAINST: 68,184
Details: description as filed, official tally, votes by 82 asset managers

Description as filed by funds: RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2026.

Choice Hotels International, Inc.’s own tally for this item (“4. The appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026”): 43,375,425 for, 68,184 against — passed, per its Form 8-K filed May 21, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 4 The Company's shareholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026.”
Support: 99.8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 82 asset managers below reported 11,523,305 for, 1 against, 3,259 abstained, 4 not voted.

FOR
FOR: 11,523,305AGAINST: 1ABSTAIN: 3,259NOT VOTED: 4
Largest asset managers voting on “RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING” at Choice Hotels International, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BARON SELECT FUNDS3,569,0000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)3,138,6820 00For
Vanguard1,243,8050 00For
Eaton Vance650,7800 00For
Virtus546,7850 00For
BlackRock364,4750 00For
BOSTON TRUST WALDEN FUNDS330,4290 00For
Fidelity316,9650 00For
Delaware/Macquarie309,0090 00For
Lincoln Financial236,2410 00For
FENIMORE ASSET MANAGEMENT TRUST125,5290 00For
Baron ETF Trust91,4000 00For
Voya86,5920 00For
WisdomTree72,6680 00For
HEARTLAND GROUP INC55,0000 00For
Charles Schwab42,9960 00For
Hartford42,1880 00For
Invesco38,4780 00For
ALPS ETF Trust36,9030 00For
Janus Detroit Street Trust31,8600 00For
Equitable21,5750 00For
American Century18,2470 00For
Columbia Threadneedle15,1790 00For
First Trust11,9450 00For
Jackson National11,8940 00For

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

Largest Choice Hotels International, Inc. shareholders voting in 2025-2026

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 45,495,493 shares outstanding at the time of that meeting.

Fund voting reports: top Choice Hotels International, Inc. shareholders by shares voted on “Advisory approval of the compensation of the Company's Named Executive Officers.”, 2025-2026
#Asset manager % of shares outstanding
1BARON SELECT FUNDS 7.84%
2BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND) 6.90%
3Vanguard 2.73%
4Eaton Vance 1.43%
5Virtus 1.20%
6BlackRock 0.80%
7BOSTON TRUST WALDEN FUNDS 0.73%
8Fidelity 0.70%
9Delaware/Macquarie 0.68%
10Lincoln Financial 0.52%
Institutional-manager reports: top Choice Hotels International, Inc. shareholders by shares voted on “Advisory approval of the compensation of the Company's Named Executive Officers.”, 2025-2026
#Asset manager % of shares outstanding
1BAMCO INC /NY/ 15.45%
2KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT LLC 6.25%
3ATLANTA CAPITAL MANAGEMENT CO L L C 3.28%
4BOSTON TRUST WALDEN NATIONAL ASSOCIATION 1.06%
5Wellington 1.02%
6WELLS FARGO CLEARING SERVICES, LLC 0.85%
7NOMURA INVESTMENT MANAGEMENT BUSINESS TRUST 0.73%
8GEODE CAPITAL MANAGEMENT, LLC 0.67%
9RAYMOND JAMES & ASSOCIATES 0.51%
10State Street 0.49%

Reported Choice Hotels International, Inc. holdings and ownership

As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.

Choice Hotels International, Inc. holdings and ownership disclosed for the 2025-2026 proxy season
Holder % outstanding Disclosure
Barbara J. Bainum 21.34% DEF14A
Stewart W. Bainum Jr. 21.13% DEF14A
Roberta D. Bainum 20.34% DEF14A
Bruce D. Bainum 18.68% DEF14A
Ronald Baron 16.43% DEF14A
White Oak Legacy, Inc. 14.99% DEF14A
Kayne Anderson Rudnick 6.54% DEF14A
Morgan Stanley 6.27% 13G
Vanguard Group 5.13% 13F
BlackRock 4.73% 13F

Percentages above are of 45,495,493 shares outstanding, as reported by Choice Hotels International, Inc. on its Form 10-Q dated April 23, 2026 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from Choice Hotels International, Inc.’s 10-Q dated April 23, 2026. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.

At Choice Hotels International, Inc.'s shareholder meeting held May 21, 2026, in the 2025-2026 proxy season, 370 asset managers reported how they voted on 14 ballot items in their SEC Form N-PX filings, covering 4,898 separate fund positions. On the most widely held item on that ballot — Advisory approval of the compensation of the Company's Named Executive Officers. — Choice Hotels International, Inc.'s filing reports the proposal as approved, with 92% support of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). Source: Choice Hotels International, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 21, 2026.

Choice Hotels International, Inc. proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).

Download data (CSV): ballot items · votes by manager · column guide.