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XENIA HOTELS & RESORTS INC. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and XENIA HOTELS & RESORTS INC.’s Form 8-K, filed May 14, 2025 (Item 5.07 on EDGAR). Page generated October 25, 2026.

  • 11Ballot items
  • 289Asset managers
  • 3,340Fund votes
  • May 13, 2025Meeting date

Results at a glance

Meeting of May 13, 2025: 11 items on XENIA HOTELS & RESORTS INC.’s Form 8-K, filed May 14, 2025: 8 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 XENIA HOTELS & RESORTS INC. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by XENIA HOTELS & RESORTS INC.

These tallies are XENIA HOTELS & RESORTS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 14, 2025 (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.

XENIA HOTELS & RESORTS INC. — official shareholder meeting results, meeting held May 13, 2025
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Marcel Verbaas 80,811,5982,408,75449,598 --5,392,616 97%Elected—
Elect Director: Keith E. Bass 82,003,8031,212,13054,017 --5,392,616 99%Elected—
Elect Director: Thomas M. Gartland 80,527,6692,688,40653,875 --5,392,616 97%Elected—
Elect Director: Beverly K. Goulet 82,707,234512,44550,271 --5,392,616 99.3%Elected—
Elect Director: Arlene Isaacs-Lowe 82,660,420536,43173,099 --5,392,616 99.3%Elected—
Elect Director: Mary E. McCormick 82,385,896833,84450,210 --5,392,616 99%Elected—
Elect Director: Terrence Moorehead 82,445,148770,20354,599 --5,392,616 99.0%Elected—
Elect Director: Dennis D. Oklak 82,565,591647,30557,054 --5,392,616 99.2%Elected—
2. On a non-binding advisory basis, the compensation of the Company's named executive officers as disclosed in the proxy statement (the "Say-on-Pay Vote") by the following votes 79,012,2634,057,970199,717 --5,392,616 95%Approved—
3. The Fifth Amendment to the Company's 2015 Plan by the following votes 61,379,83521,710,513179,602 --5,392,616 74%Approved—
4. The appointment of KPMG LLP to serve as the Company's independent registered public accounting firm for fiscal year 2025 by the following votes 87,454,6881,142,80265,076 ---- 99%Approved—

Source: XENIA HOTELS & RESORTS INC., Form 8-K, filed with the SEC on May 14, 2025 — read the filing on EDGAR.

How asset managers voted at the XENIA HOTELS & RESORTS INC. 2024-2025 meeting

Each item below shows how the 289 asset managers that disclosed a XENIA HOTELS & RESORTS 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: Arlene Isaacs-Lowe

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 2 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%
FOR: 82,660,420AGAINST: 536,431
Details: description as filed, official tally, votes by 79 asset managers

Description as filed by funds: Election of Directors: Arlene Isaacs-Lowe

XENIA HOTELS & RESORTS INC.’s own tally for this item (“Elect Director: Arlene Isaacs-Lowe”): 82,660,420 for, 536,431 against, per its Form 8-K filed May 14, 2025 (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 Company's stockholders elected each of the following directors to serve until the Company's 2026 annual meeting of stockholders and until their respective successors are duly elected and qualify by the following votes:”
Support: 99.3% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 79 asset managers below reported 46,702,418 for, 1 against, 0 abstained.

FOR
FOR: 46,702,418AGAINST: 1ABSTAIN: 0
Largest asset managers voting on “Election of Directors: Arlene Isaacs-Lowe” at XENIA HOTELS & RESORTS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard19,616,9381 00For
BlackRock12,144,5420 00For
Fidelity2,401,8120 00For
Charles Schwab2,263,6540 00For
State Street1,806,6560 00For
Dimensional1,192,5010 00For
JPMorgan810,7490 00For
Invesco661,5630 00For
Columbia Threadneedle461,8580 00For
PIMCO384,4290 00For
Equitable290,0500 00For
TIAA286,9650 00For
MoA Funds Corp285,8300 00For
Northern Trust284,2720 00For
Nationwide255,5070 00For
Jackson National217,7430 00For
First Trust179,1370 00For
Lincoln Financial176,1920 00For
QUANTITATIVE MASTER SERIES LLC175,1910 00For
Empower170,2940 00For
TARGET PORTFOLIO TRUST157,9000 00For
Brighthouse147,4330 00For
AllianceBernstein145,0460 00For
AIG/SunAmerica139,7650 00For
American Century123,2420 00For

Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.

2. Elect Director: Beverly K. Goulet

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 2 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%
FOR: 82,707,234AGAINST: 512,445
Details: description as filed, official tally, votes by 79 asset managers

Description as filed by funds: Election of Directors: Beverly K. Goulet

XENIA HOTELS & RESORTS INC.’s own tally for this item (“Elect Director: Beverly K. Goulet”): 82,707,234 for, 512,445 against, per its Form 8-K filed May 14, 2025 (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 Company's stockholders elected each of the following directors to serve until the Company's 2026 annual meeting of stockholders and until their respective successors are duly elected and qualify by the following votes:”
Support: 99.3% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 79 asset managers below reported 46,702,418 for, 1 against, 0 abstained.

FOR
FOR: 46,702,418AGAINST: 1ABSTAIN: 0
Largest asset managers voting on “Election of Directors: Beverly K. Goulet” at XENIA HOTELS & RESORTS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard19,616,9381 00For
BlackRock12,144,5420 00For
Fidelity2,401,8120 00For
Charles Schwab2,263,6540 00For
State Street1,806,6560 00For
Dimensional1,192,5010 00For
JPMorgan810,7490 00For
Invesco661,5630 00For
Columbia Threadneedle461,8580 00For
PIMCO384,4290 00For
Equitable290,0500 00For
TIAA286,9650 00For
MoA Funds Corp285,8300 00For
Northern Trust284,2720 00For
Nationwide255,5070 00For
Jackson National217,7430 00For
First Trust179,1370 00For
Lincoln Financial176,1920 00For
QUANTITATIVE MASTER SERIES LLC175,1910 00For
Empower170,2940 00For
TARGET PORTFOLIO TRUST157,9000 00For
Brighthouse147,4330 00For
AllianceBernstein145,0460 00For
AIG/SunAmerica139,7650 00For
American Century123,2420 00For

Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.

3. Elect Director: Dennis D. Oklak

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 2 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%
FOR: 82,565,591AGAINST: 647,305
Details: description as filed, official tally, votes by 79 asset managers

Description as filed by funds: Election of Directors: Dennis D. Oklak

XENIA HOTELS & RESORTS INC.’s own tally for this item (“Elect Director: Dennis D. Oklak”): 82,565,591 for, 647,305 against, per its Form 8-K filed May 14, 2025 (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 Company's stockholders elected each of the following directors to serve until the Company's 2026 annual meeting of stockholders and until their respective successors are duly elected and qualify by the following votes:”
Support: 99.2% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 79 asset managers below reported 46,662,596 for, 39,823 against, 0 abstained.

FOR
FOR: 46,662,596AGAINST: 39,823ABSTAIN: 0
Largest asset managers voting on “Election of Directors: Dennis D. Oklak” at XENIA HOTELS & RESORTS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard19,616,9381 00For
BlackRock12,144,5420 00For
Fidelity2,401,8120 00For
Charles Schwab2,263,6540 00For
State Street1,806,6560 00For
Dimensional1,192,5010 00For
JPMorgan810,7490 00For
Invesco661,5630 00For
Columbia Threadneedle461,8580 00For
PIMCO384,4290 00For
Equitable290,0500 00For
TIAA286,9650 00For
MoA Funds Corp285,8300 00For
Northern Trust284,2720 00For
Nationwide255,5070 00For
Jackson National217,7430 00For
First Trust179,1370 00For
Lincoln Financial176,1920 00For
QUANTITATIVE MASTER SERIES LLC175,1910 00For
Empower170,2940 00For
TARGET PORTFOLIO TRUST157,9000 00For
Brighthouse147,4330 00For
AllianceBernstein145,0460 00For
AIG/SunAmerica139,7650 00For
American Century123,2420 00For

Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.

4. Elect Director: Keith E. Bass

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 2 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 82,003,803AGAINST: 1,212,130
Details: description as filed, official tally, votes by 79 asset managers

Description as filed by funds: Election of Directors: Keith E. Bass

XENIA HOTELS & RESORTS INC.’s own tally for this item (“Elect Director: Keith E. Bass”): 82,003,803 for, 1,212,130 against, per its Form 8-K filed May 14, 2025 (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 Company's stockholders elected each of the following directors to serve until the Company's 2026 annual meeting of stockholders and until their respective successors are duly elected and qualify by the following votes:”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 79 asset managers below reported 46,662,595 for, 39,824 against, 0 abstained.

FOR
FOR: 46,662,595AGAINST: 39,824ABSTAIN: 0
Largest asset managers voting on “Election of Directors: Keith E. Bass” at XENIA HOTELS & RESORTS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard19,616,9372 00For
BlackRock12,144,5420 00For
Fidelity2,401,8120 00For
Charles Schwab2,263,6540 00For
State Street1,806,6560 00For
Dimensional1,192,5010 00For
JPMorgan810,7490 00For
Invesco661,5630 00For
Columbia Threadneedle461,8580 00For
PIMCO384,4290 00For
Equitable290,0500 00For
TIAA286,9650 00For
MoA Funds Corp285,8300 00For
Northern Trust284,2720 00For
Nationwide255,5070 00For
Jackson National217,7430 00For
First Trust179,1370 00For
Lincoln Financial176,1920 00For
QUANTITATIVE MASTER SERIES LLC175,1910 00For
Empower170,2940 00For
TARGET PORTFOLIO TRUST157,9000 00For
Brighthouse147,4330 00For
AllianceBernstein145,0460 00For
AIG/SunAmerica139,7650 00For
American Century123,2420 00For

Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.

5. Elect Director: Marcel Verbaas

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 2 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 80,811,598AGAINST: 2,408,754
Details: description as filed, official tally, votes by 79 asset managers

Description as filed by funds: Election of Directors: Marcel Verbaas

XENIA HOTELS & RESORTS INC.’s own tally for this item (“Elect Director: Marcel Verbaas”): 80,811,598 for, 2,408,754 against, per its Form 8-K filed May 14, 2025 (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 Company's stockholders elected each of the following directors to serve until the Company's 2026 annual meeting of stockholders and until their respective successors are duly elected and qualify by the following votes:”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 79 asset managers below reported 46,662,568 for, 39,851 against, 0 abstained.

FOR
FOR: 46,662,568AGAINST: 39,851ABSTAIN: 0
Largest asset managers voting on “Election of Directors: Marcel Verbaas” at XENIA HOTELS & RESORTS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard19,616,9345 00For
BlackRock12,144,5420 00For
Fidelity2,401,8120 00For
Charles Schwab2,263,6540 00For
State Street1,806,63125 00For
Dimensional1,192,5010 00For
JPMorgan810,7490 00For
Invesco661,5630 00For
Columbia Threadneedle461,8580 00For
PIMCO384,4290 00For
Equitable290,0500 00For
TIAA286,9650 00For
MoA Funds Corp285,8300 00For
Northern Trust284,2720 00For
Nationwide255,5070 00For
Jackson National217,7430 00For
First Trust179,1370 00For
Lincoln Financial176,1920 00For
QUANTITATIVE MASTER SERIES LLC175,1910 00For
Empower170,2940 00For
TARGET PORTFOLIO TRUST157,9000 00For
Brighthouse147,4330 00For
AllianceBernstein145,0460 00For
AIG/SunAmerica139,7650 00For
American Century123,2420 00For

Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.

6. Elect Director: Mary E. McCormick

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 82,385,896AGAINST: 833,844
Details: description as filed, official tally, votes by 79 asset managers

Description as filed by funds: Election of Directors: Mary E. McCormick

XENIA HOTELS & RESORTS INC.’s own tally for this item (“Elect Director: Mary E. McCormick”): 82,385,896 for, 833,844 against, per its Form 8-K filed May 14, 2025 (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 Company's stockholders elected each of the following directors to serve until the Company's 2026 annual meeting of stockholders and until their respective successors are duly elected and qualify by the following votes:”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 79 asset managers below reported 46,692,428 for, 9,991 against, 0 abstained.

FOR
FOR: 46,692,428AGAINST: 9,991ABSTAIN: 0
Largest asset managers voting on “Election of Directors: Mary E. McCormick” at XENIA HOTELS & RESORTS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard19,616,9372 00For
BlackRock12,144,5420 00For
Fidelity2,401,8120 00For
Charles Schwab2,263,6540 00For
State Street1,806,6560 00For
Dimensional1,192,5010 00For
JPMorgan810,7490 00For
Invesco661,5630 00For
Columbia Threadneedle461,8580 00For
PIMCO384,4290 00For
Equitable290,0500 00For
TIAA286,9650 00For
MoA Funds Corp285,8300 00For
Northern Trust284,2720 00For
Nationwide255,5070 00For
Jackson National217,7430 00For
First Trust179,1370 00For
Lincoln Financial176,1920 00For
QUANTITATIVE MASTER SERIES LLC175,1910 00For
Empower170,2940 00For
TARGET PORTFOLIO TRUST157,9000 00For
Brighthouse147,4330 00For
AllianceBernstein145,0460 00For
AIG/SunAmerica139,7650 00For
American Century123,2420 00For

Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.

7. Elect Director: Terrence Moorehead

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 2 wordings of this item as funds reported it.

99.0% Majority: yes · of votes cast

FOR 99.0%
FOR: 82,445,148AGAINST: 770,203
Details: description as filed, official tally, votes by 79 asset managers

Description as filed by funds: Election of Directors: Terrence Moorehead

XENIA HOTELS & RESORTS INC.’s own tally for this item (“Elect Director: Terrence Moorehead”): 82,445,148 for, 770,203 against, per its Form 8-K filed May 14, 2025 (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 Company's stockholders elected each of the following directors to serve until the Company's 2026 annual meeting of stockholders and until their respective successors are duly elected and qualify by the following votes:”
Support: 99.0% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 79 asset managers below reported 46,702,417 for, 1 against, 0 abstained.

FOR
FOR: 46,702,417AGAINST: 1ABSTAIN: 0
Largest asset managers voting on “Election of Directors: Terrence Moorehead” at XENIA HOTELS & RESORTS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard19,616,9371 00For
BlackRock12,144,5420 00For
Fidelity2,401,8120 00For
Charles Schwab2,263,6540 00For
State Street1,806,6560 00For
Dimensional1,192,5010 00For
JPMorgan810,7490 00For
Invesco661,5630 00For
Columbia Threadneedle461,8580 00For
PIMCO384,4290 00For
Equitable290,0500 00For
TIAA286,9650 00For
MoA Funds Corp285,8300 00For
Northern Trust284,2720 00For
Nationwide255,5070 00For
Jackson National217,7430 00For
First Trust179,1370 00For
Lincoln Financial176,1920 00For
QUANTITATIVE MASTER SERIES LLC175,1910 00For
Empower170,2940 00For
TARGET PORTFOLIO TRUST157,9000 00For
Brighthouse147,4330 00For
AllianceBernstein145,0460 00For
AIG/SunAmerica139,7650 00For
American Century123,2420 00For

Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.

8. Elect Director: Thomas M. Gartland

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 2 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 80,527,669AGAINST: 2,688,406
Details: description as filed, official tally, votes by 79 asset managers

Description as filed by funds: Election of Directors: Thomas M. Gartland

XENIA HOTELS & RESORTS INC.’s own tally for this item (“Elect Director: Thomas M. Gartland”): 80,527,669 for, 2,688,406 against, per its Form 8-K filed May 14, 2025 (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 Company's stockholders elected each of the following directors to serve until the Company's 2026 annual meeting of stockholders and until their respective successors are duly elected and qualify by the following votes:”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 79 asset managers below reported 46,662,592 for, 39,827 against, 0 abstained.

FOR
FOR: 46,662,592AGAINST: 39,827ABSTAIN: 0
Largest asset managers voting on “Election of Directors: Thomas M. Gartland” at XENIA HOTELS & RESORTS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard19,616,9345 00For
BlackRock12,144,5420 00For
Fidelity2,401,8120 00For
Charles Schwab2,263,6540 00For
State Street1,806,6560 00For
Dimensional1,192,5010 00For
JPMorgan810,7490 00For
Invesco661,5630 00For
Columbia Threadneedle461,8580 00For
PIMCO384,4290 00For
Equitable290,0500 00For
TIAA286,9650 00For
MoA Funds Corp285,8300 00For
Northern Trust284,2720 00For
Nationwide255,5070 00For
Jackson National217,7430 00For
First Trust179,1370 00For
Lincoln Financial176,1920 00For
QUANTITATIVE MASTER SERIES LLC175,1910 00For
Empower170,2940 00For
TARGET PORTFOLIO TRUST157,9000 00For
Brighthouse147,4330 00For
AllianceBernstein145,0460 00For
AIG/SunAmerica139,7650 00For
American Century123,2420 00For

Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.

9. 3. The Fifth Amendment to the Company's 2015 Plan by the following votes

Official resultCOMPENSATIONReported outcome: Approved

74% Approved · of votes cast

FOR 74%AGAINST
FOR: 61,379,835AGAINST: 21,710,513
Details: description as filed, official tally, votes by 78 asset managers

Description as filed by funds: TO APPROVE AN AMENDMENT TO THE 2015 INCENTIVE AWARD PLAN TO INCREASE THE NUMBER OF SHARES THAT MAY BE ISSUED THEREUNDER.

XENIA HOTELS & RESORTS INC.’s own tally for this item (“3. The Fifth Amendment to the Company's 2015 Plan by the following votes”): 61,379,835 for, 21,710,513 against — passed, per its Form 8-K filed May 14, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The Company's stockholders approved the Fifth Amendment to the Company's 2015 Plan by the following votes:”
Support: 74% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of XENIA HOTELS & RESORTS INC.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Amend Omnibus Stock Plan” (4 managers, 267,897 against).

The 78 asset managers below reported 40,981,862 for, 5,456,171 against, 0 abstained.

FOR
FOR: 40,981,862AGAINST: 5,456,171ABSTAIN: 0
Largest asset managers voting on “TO APPROVE AN AMENDMENT TO THE 2015 INCENTIVE AWARD PLAN TO INCREASE THE NUMBER OF SHARES THAT MAY BE ISSUED T” at XENIA HOTELS & RESORTS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard19,616,90633 00For
BlackRock12,144,5420 00For
Fidelity2,401,8120 00For
Charles Schwab2,263,6540 00For
State Street1,712,09494,562 00Mixed
Dimensional01,192,501 00Against
JPMorgan0810,749 00Against
Invesco661,5630 00For
Columbia Threadneedle461,8580 00For
PIMCO0384,429 00Against
Equitable290,0500 00For
TIAA0286,965 00Against
MoA Funds Corp0285,830 00Against
Northern Trust0284,272 00Against
Nationwide28,569226,938 00Mixed
Jackson National0217,743 00Against
First Trust0179,137 00Against
Lincoln Financial75,304100,888 00Mixed
QUANTITATIVE MASTER SERIES LLC175,1910 00For
TARGET PORTFOLIO TRUST157,9000 00For
Brighthouse5,193142,240 00Against
AllianceBernstein145,0460 00For
AIG/SunAmerica0139,765 00Against
American Century0123,242 00Against
BNY Mellon0110,734 00Against

Showing the 25 largest of 78 asset managers. See all 78 in the interactive database.

10. 2. On a non-binding advisory basis, the compensation of the Company's named executive officers as disclosed in the…

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

Combines 11 wordings of this item as funds reported it.

95% Approved · of votes cast

FOR 95%
FOR: 79,012,263AGAINST: 4,057,970
Details: description as filed, official tally, votes by 287 asset managers

Description as filed by funds: To approve, on an advisory and non- binding basis, the compensation of the named executive officers as disclosed in the proxy statement.

XENIA HOTELS & RESORTS INC.’s own tally for this item (“2. On a non-binding advisory basis, the compensation of the Company's named executive officers as disclosed in the proxy statement (the "Say-on-Pay Vote") by the following votes”): 79,012,263 for, 4,057,970 against — passed, per its Form 8-K filed May 14, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The Company's stockholders approved, on a non-binding advisory basis, the compensation of the Company's named executive officers as disclosed in the proxy statement (the "Say-on-Pay Vote") by the following votes:”
Support: 95% 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: 79 asset managers voting on “To approve, on an advisory and non- binding basis, the compensation of the named executive officers as disclos” at XENIA HOTELS & RESORTS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard19,613,3203,619 00For
BlackRock12,144,5420 00For
Fidelity2,401,8120 00For
Charles Schwab2,263,6540 00For
State Street1,806,6560 00For
Dimensional1,192,5010 00For
JPMorgan810,7490 00For
Invesco661,5630 00For
Columbia Threadneedle461,8580 00For
PIMCO384,4290 00For
Equitable290,0500 00For
TIAA286,9650 00For
MoA Funds Corp285,8300 00For
Northern Trust284,2720 00For
Nationwide255,5070 00For
Jackson National217,7430 00For
First Trust179,1370 00For
Lincoln Financial176,1920 00For
QUANTITATIVE MASTER SERIES LLC175,1910 00For
Empower170,2940 00For
TARGET PORTFOLIO TRUST157,9000 00For
Brighthouse147,4330 00For
AllianceBernstein145,0460 00For
AIG/SunAmerica139,7650 00For
American Century0123,242 00Against

Fund voting reports, all 79 managers: 46,565,569 for, 136,850 against, 0 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 233 asset managers voting on “To approve, on an advisory and non- binding basis, the compensation of the named executive officers as disclos” at XENIA HOTELS & RESORTS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Wellington6,057,5690 00For
BlackRock5,212,0401,120 00For
State Street5,018,6750 00For
GEODE CAPITAL MANAGEMENT, LLC2,603,9880 00For
Charles Schwab2,364,5400 00For
JPMorgan1,265,4290 00For
Northern Trust1,247,1830 00For
Woodline Partners LP1,145,3810 00For
Invesco1,016,4720 00For
MetLife Investment Management, LLC841,9940 00For
Alyeska Investment Group, L.P.840,0970 00For
AllianceBernstein834,8950 00For
MELLON INVESTMENTS Corp739,4730 00For
JACOBS LEVY EQUITY MANAGEMENT, INC723,0340 00For
ADAGE CAPITAL PARTNERS GP, L.L.C.650,0000 00For
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP542,8820 00For
CRAMER ROSENTHAL MCGLYNN LLC525,7640 00For
PRINCIPAL GLOBAL INVESTORS517,2800 00For
NORDEA INVESTMENT MANAGEMENT AB493,4830 00For
KENNEDY CAPITAL MANAGEMENT LLC434,4680 00For
CALIFORNIA STATE TEACHERS RETIREMENT SYSTEM424,4390 00For
UBS0394,876 00Against
Citadel391,1860 00For
Fisher Asset Management, LLC349,7110 00For
STATE BOARD OF ADMINISTRATION OF FLORIDA RETIREMENT SYSTEM0349,485 00Against

Institutional-manager reports, all 233 managers: 41,438,970 for, 2,096,675 against. Showing the 25 largest; see all in the interactive database.

11. 4. The appointment of KPMG LLP to serve as the Company's independent registered public accounting firm for fiscal year…

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 2 wordings of this item as funds reported it.

99% Approved · of votes cast

FOR 99%
FOR: 87,454,688AGAINST: 1,142,802
Details: description as filed, official tally, votes by 79 asset managers

Description as filed by funds: RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS XENIA HOTELS & RESORTS, INC.'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2025.

XENIA HOTELS & RESORTS INC.’s own tally for this item (“4. The appointment of KPMG LLP to serve as the Company's independent registered public accounting firm for fiscal year 2025 by the following votes”): 87,454,688 for, 1,142,802 against — passed, per its Form 8-K filed May 14, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The Company's stockholders ratified the appointment of KPMG LLP to serve as the Company's independent registered public accounting firm for fiscal year 2025 by the following votes:”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 79 asset managers below reported 46,622,089 for, 80,330 against, 0 abstained.

FOR
FOR: 46,622,089AGAINST: 80,330ABSTAIN: 0
Largest asset managers voting on “RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS XENIA HOTELS & RESORTS, INC.'S INDEPENDENT REGISTERED PUBLIC AC” at XENIA HOTELS & RESORTS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard19,616,9372 00For
BlackRock12,144,5420 00For
Fidelity2,401,8120 00For
Charles Schwab2,263,6540 00For
State Street1,806,60551 00For
Dimensional1,192,5010 00For
JPMorgan810,7490 00For
Invesco661,5630 00For
Columbia Threadneedle461,8580 00For
PIMCO384,4290 00For
Equitable290,0500 00For
TIAA286,9650 00For
MoA Funds Corp285,8300 00For
Northern Trust284,2720 00For
Nationwide255,5070 00For
Jackson National217,7430 00For
First Trust179,1370 00For
Lincoln Financial176,1920 00For
QUANTITATIVE MASTER SERIES LLC175,1910 00For
Empower170,2940 00For
TARGET PORTFOLIO TRUST157,9000 00For
Brighthouse147,4330 00For
AllianceBernstein145,0460 00For
AIG/SunAmerica139,7650 00For
American Century123,2420 00For

Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.

Largest XENIA HOTELS & RESORTS INC. shareholders voting in 2024-2025

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 98,703,136 shares outstanding at the time of that meeting.

Fund voting reports: top XENIA HOTELS & RESORTS INC. shareholders by shares voted on “To approve, on an advisory and non- binding basis, the compensation of the named executive…”, 2024-2025
#Asset manager % of shares outstanding
1Vanguard 19.87%
2BlackRock 12.30%
3Fidelity 2.43%
4Charles Schwab 2.29%
5State Street 1.83%
6Dimensional 1.21%
7JPMorgan 0.82%
8Invesco 0.67%
9Columbia Threadneedle 0.47%
10PIMCO 0.39%
Institutional-manager reports: top XENIA HOTELS & RESORTS INC. shareholders by shares voted on “To approve, on an advisory and non- binding basis, the compensation of the named executive…”, 2024-2025
#Asset manager % of shares outstanding
1Wellington 6.14%
2BlackRock 5.28%
3State Street 5.08%
4GEODE CAPITAL MANAGEMENT, LLC 2.64%
5Charles Schwab 2.40%
6JPMorgan 1.28%
7Northern Trust 1.26%
8Woodline Partners LP 1.16%
9Invesco 1.03%
10MetLife Investment Management, LLC 0.85%

Reported XENIA HOTELS & RESORTS 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.

XENIA HOTELS & RESORTS INC. holdings and ownership disclosed for the 2024-2025 proxy season
Holder % outstanding Disclosure
BlackRock 18.72% 13F
Vanguard Group 16.79% 13F
Vanguard Portfolio Management 12.52% 13G
State Street Corporation 7.01% DEF14A
Wellington Management Group LLP 5.80% 13G
Charles Schwab 2.30% 13F
JPMorgan Chase 1.95% 13F
Citadel Advisors 1.90% 13F
Northern Trust 1.67% 13F
Marcel Verbaas 1.46% DEF14A

Percentages above are of 98,703,136 shares outstanding, as reported by XENIA HOTELS & RESORTS INC. on its Form 10-Q dated March 31, 2025 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 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 XENIA HOTELS & RESORTS INC.’s 10-Q dated March 31, 2025. This page is a static snapshot rebuilt weekly on October 25, 2026; a live search always shows the current data.

At XENIA HOTELS & RESORTS INC.'s shareholder meeting held May 13, 2025, in the 2024-2025 proxy season, 289 asset managers reported how they voted on 11 ballot items in their SEC Form N-PX filings, covering 3,340 separate fund positions. On the most widely held item on that ballot — To approve, on an advisory and non- binding basis, the compensation of the named executive… — XENIA HOTELS & RESORTS INC.'s filing reports the proposal as approved, with 95% 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: XENIA HOTELS & RESORTS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 14, 2025.

XENIA HOTELS & RESORTS INC. proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.

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