Additional Proxy Soliciting Materials (definitive) (defa14a)
May 11 2015 - 3:47PM
Edgar (US Regulatory)
UNITED STATES |
SECURITIES AND EXCHANGE COMMISSION |
Washington, D.C. 20549 |
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SCHEDULE 14A |
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Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) |
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Filed by the Registrant x |
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Filed by a Party other than the Registrant o |
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Check the appropriate box: |
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Preliminary Proxy Statement |
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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Definitive Proxy Statement |
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Definitive Additional Materials |
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Soliciting Material under §240.14a-12 |
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Hospitality Properties Trust |
(Name of Registrant as Specified In Its Charter) |
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant) |
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Payment of Filing Fee (Check the appropriate box): |
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No fee required. |
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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Title of each class of securities to which transaction applies: |
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Aggregate number of securities to which transaction applies: |
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): |
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Proposed maximum aggregate value of transaction: |
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Total fee paid: |
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Fee paid previously with preliminary materials. |
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
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Amount Previously Paid: |
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Form, Schedule or Registration Statement No.: |
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Filing Party: |
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Date Filed: |
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Hospitality Properties Trust
Two Newton Place, 255 Washington Street, Suite 300, Newton, Massachusetts 02458
Dear Fellow Shareholders:
We have previously distributed to you proxy materials for the Annual Meeting of Shareholders of Hospitality Properties Trust to be held on June 1, 2015. You may know Unite Here, a labor union that owns a de minimus number shares and that we believe has interests which are very different from our Companys best interests, is soliciting votes against our recommendations. Therefore, it is imperative that you vote in support of your Boards recommendation on each White proxy card you receive, as only your latest dated proxy will be counted.
The Annual Meeting is now only a short time away. Please provide your voting instructions as soon as possible in order to make sure that your shares will be voted at the meeting. If you hold your shares in the name of a brokerage firm, your broker cannot vote your shares on certain proposals unless you provide specific instructions.
Your vote is important and we ask you to vote today.
Please complete, sign, date and mail the enclosed voting form (or follow the Internet or telephone voting instructions on the enclosed form).
Thank you for your cooperation and continued support.
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Your Board of Trustees, |
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Bruce M. Gans, M.D. |
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John L. Harrington |
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William A. Lamkin |
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Adam D. Portnoy |
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Barry M. Portnoy |
IMPORTANT ADDITIONAL INFORMATION AND WHERE TO FIND IT
Hospitality Properties Trust (HPT) has filed a definitive proxy statement with the U.S. Securities and Exchange Commission (the SEC) with respect to HPTs 2015 annual meeting of shareholders (the 2015 Annual Meeting). HPT SHAREHOLDERS ARE STRONGLY ENCOURAGED TO READ THE DEFINITIVE PROXY STATEMENT, AND ANY AMENDMENTS AND SUPPLEMENTS THERETO, THE ACCOMPANYING WHITE PROXY CARD AND ANY OTHER DOCUMENTS THAT HPT MAY FILE WITH THE SEC CAREFULLY IN THEIR ENTIRETY BECAUSE THEY CONTAIN IMPORTANT INFORMATION.
HPT, its Trustees and certain of its executive officers, and Reit Management & Research LLC and certain of its directors, officers and employees may be deemed to be participants in the solicitation of proxies in connection with the 2015 Annual Meeting. Additional information regarding the identity of the potential participants and their direct or indirect interests, by share holdings or otherwise, is set forth in HPTs definitive proxy statement. Shareholders may obtain free of charge copies of HPTs definite proxy statement and any other documents filed by HPT with the SEC at the SECs website (www.sec.gov), at HPTs website (www.hptreit.com), by requesting these materials from HPT Investor Relations, by phone at (617) 796-8232, or by mail at Two Newton Place, 255 Washington Street, Newton, MA, or from HPTs proxy solicitation firm, Morrow & Co., LLC (toll-free) at (800) 662-5200.
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PLEASE INDICATE
YOUR PROPOSAL SELECTION BY FIRMLY PLACING AN "X" IN THE APPROPRIATE
NUMBERED BOX WITH BLUE OR BLACK INK ONLY SEE VOTING INSTRUCTIONS NO. 3 ON
REVERSE A/C: SIGNATURE(S) DATE HOSPITALITY PROPERTIES TRUST 6/1/15 White
Voting Instruction Form ENTER YOUR VOTING INSTRUCTIONS AT 1-800-454-8683 OR
WWW.PROXYVOTE.COM UP UNTIL 11:59 PM EASTERN TIME THE DAY BEFORE THE CUT-OFF
OR MEETING DATE. M93496-P58456-MGTW HOSPITALITY PROPERTIES TRUST Two Newton
Place, 255 Washington Street, Suite 300 Newton, MA 02458 This voting
instruction form is solicited on behalf of the Board of Trustees of
Hospitality Properties Trust (the "Company"). THE VOTES ENTITLED TO
BE CAST BY THE UNDERSIGNED WILL BE CAST AS INSTRUCTED BELOW. IF THIS VOTING
INSTRUCTION FORM IS EXECUTED, BUT NO INSTRUCTION IS GIVEN, THE VOTES ENTITLED
TO BE CAST BY THE UNDERSIGNED WILL BE CAST FOR BOTH NOMINEES FOR TRUSTEE IN
PROPOSAL 1 AND FOR PROPOSALS 2, 3 AND 4. ADDITIONALLY, TO THE MAXIMUM EXTENT
PERMITTED BY APPLICABLE LAW, THE VOTES ENTITLED TO BE CAST BY THE UNDERSIGNED
WILL BE CAST BY THE PROXIES, IN THEIR DISCRETION, ON ANY OTHER MATTER THAT
MAY PROPERLY COME BEFORE THE MEETING. The Board of Trustees Recommends a Vote
FOR Proposals 1, 2, 3 and 4. 1a. Bruce M. Gans, M.D. 1b. Adam D. Portnoy Nominee
(for Independent Trustee in Group II): Nominee (for Managing Trustee in Group
II): 1. Election of Trustees. 2. Approval of a proposal requiring shareholder
ratification of any election by the Company to be subject to the Maryland
Unsolicited Takeovers Act. 3. Advisory vote to approve named executive
officer compensation. 4. Ratification of the appointment of Ernst & Young
LLP as independent auditors to serve for the 2015 fiscal year. (NOTE: Please
sign exactly as your name(s) appear(s) hereon. All holders must sign. When
signing as attorney, executor, administrator or other fiduciary, please give
full title as such. Joint owners should each sign personally. If a
corporation, please sign in full corporate name, by authorized officer,
indicating title. If a partnership, please sign in partnership name by
authorized person, indicating title.) 2. 1a. 1b. 3. 4. ! ! ! ! ! ! ! ! ! ! !
! ! ! ! PLACE "X" HERE IF YOU PLAN TO ATTEND AND VOTE YOUR SHARES
AT THE MEETING ----->>>! PLEASE MARK YOUR VOTES AS INDICATED IN THIS
EXAMPLE: ! <mat 4> <mat 5> <mat 6> <mat 4> <mat
5> <mat 6> AGAINST ABSTAIN FOR AGAINST ABSTAIN FOR AGAINST ABSTAIN
FOR AGAINST ABSTAIN FOR AGAINST ABSTAIN FOR Important Notice Regarding the
Availability of Proxy Materials for the Shareholder Meeting. The following
material is available at www.proxyvote.com . >>> ---- >>>
---- >>> ---- >>> ---- >>> ----
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You Can Help
The Environment By Choosing How You Vote! Voting by telephone or through the
internet is fast, easy and secure. There are other ways to vote than using
the paper form that is mailed to you 1. Its Simple. Call the toll-free
number found on the enclosed Vote Instruction Form from a touch tone
telephone and follow the easy directions 2. Enter your control number found
on the Vote Instruction Form enclosed Note: If you vote by phone or internet,
DO NOT mail in the enclosed Vote Instruction Form Vote by Internet Vote by
Phone Thank you for voting, your vote is important! Voting is available, 24
hours a day, 7 days a week Choose How You Vote 1. Visit www.proxyvote.com 2.
Enter your control number that appears on the front of your Vote Instruction
Form in the box with the pointing to it 3. Vote your shares 4. Enter your
e-mail address 5. Enter your personal identification number [PIN] of your
choice [ we suggest the last 4 digits of your Social Security number] 1.
Visit www.Investordelivery.com 2. Enter your control number that appears on
the front of your Vote Instruction Form in the box with the pointing to it 3.
Vote your shares 4. Enter your e-mail address 5. Enter your personal
identification number [PIN] of your choice Choose How You Receive Your
Materials Reduce paper flow to your home. As a shareholder you can help
reduce the environmental impact of producing hard copy proxy materials
including annual reports, proxy statements, and voting cards, that are mailed
to your home by signing up for electronic delivery. Its easy to enroll
follow the instructions below. There are two ways to submit your consent for
electronic documents: 1. First vote, then enroll for electronic delivery 2.
Enrollment for electronic delivery is easy & secure 1. Visit www.proxyvote.com
2. Enter your control number that appears on the enclosed Vote Instruction
Form in the box with the pointing to it 3. Vote your shares
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Important
information about how to receive your proxy materials. Notification to
Shareholders Important information about how to receive your proxy materials.
www.investordelivery.com is powered by Broadridge® You may elect to receive
your proxy information electronically. As the world becomes more aware of the
environment, corporations are implementing new practices that promote
sustainability and environmental responsibility. As a shareholder you can
help reduce the environmental impact of receiving full package paper proxy
materials by enrolling for electronic delivery. We need your consent to begin
the electronic process. It is quick and easy and you will reduce the amount
of mail that arrives in your mailbox! If you would like to receive a complete
set of proxy materials by e-mail, enrollment is easy and secure. Simply go to
our website at www.investordelivery.com® and enter the control number found
on the front of your Vote Instruction Form in the box with the pointing to
it. Your preference will apply to all holdings in your account and remain
active until you change it. © 2009 Broadridge and investordelivery.com are
registered trademarks of Broadridge Financial Solutions, Inc.
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