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8-K

Travel & Leisure Co. (TNL)

8-K 2026-05-22 For: 2026-05-20
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Added on May 22, 2026

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): May 20, 2026

Travel + Leisure Co. (Exact name of registrant as specified in its charter)

Delaware 001-32876 20-0052541
(State or Other Jurisdiction <br>of Incorporation) (Commission <br>File Number) (IRS Employer <br>Identification Number) 501 W. Church Street
--- --- ---
Orlando Florida 32805
(Address of Principal Executive Offices) (Zip Code)
(407) 626-5200
(Registrant’s telephone number, including area code)
None <br>(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol Name of each exchange on which registered
Common Stock, $0.01 par value per share TNL New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07     Submission of Matters to a Vote of Security Holders.

(a) Travel + Leisure Co. (the “Company”) held its 2026 Annual Meeting (“Annual Meeting”) on May 20, 2026.

(b) At the 2026 Annual Meeting, three proposals described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 10, 2026 (the “Proxy Statement”) were submitted to the Company’s shareholders. The final voting results are as follows:

Proposal 1

The Company’s shareholders elected the following Directors to serve for a term ending at the 2027 annual meeting, with each Director to serve until such Director’s successor is elected and qualified or until such Director’s earlier resignation, retirement, disqualification, or removal.

Votes<br>For Votes<br>Withheld Broker<br>Non-Votes
Louise F. Brady 50,243,823 757,679 6,753,765
Michael D. Brown 50,621,613 379,889 6,753,765
James E. Buckman 49,011,449 1,990,053 6,753,765
George Herrera 47,528,495 3,473,007 6,753,765
Stephen P. Holmes 49,247,865 1,753,637 6,753,765
Lucinda C. Martinez 50,148,112 853,390 6,753,765
Denny Marie Post 50,031,763 969,739 6,753,765
Ronald L. Rickles 50,120,148 881,354 6,753,765
Michael H. Wargotz 49,607,705 1,393,797 6,753,765

Proposal 2

The Company’s shareholders approved, on a non-binding, advisory basis, the compensation of our named executive officers in the Proxy Statement.

Votes For Votes Against Abstain Broker Non-Votes
47,269,681 3,645,171 86,650 6,753,765

Proposal 3

The Company’s shareholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

Votes For Votes Against Abstain Broker Non-Votes
55,269,945 2,439,952 45,370

Item 9.01    Financial Statements and Exhibits.

d) Exhibits. The following exhibits are furnished with this report:

Exhibit No. Description
104 Cover Page Interactive Data File (cover page XBRL tags are embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

TRAVEL + LEISURE CO.
By: /s/ Thomas M. Duncan
Name: Thomas M. Duncan
Title: Chief Accounting Officer

Date: May 22, 2026