8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 29, 2015
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CHESAPEAKE LODGING TRUST
(Exact name of registrant as specified in its charter)
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Maryland | | 001-34572 | | 27-0372343 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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1997 Annapolis Exchange Parkway, Suite 410 Annapolis, MD | | 21401 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (410) 972-4140
Not Applicable
(Former name or former address, if changed since last report.)
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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):
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| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01. Regulation FD Disclosure.
On September 29, 2015, Chesapeake Lodging Trust (the “Trust”) issued a press release announcing it is providing an update to its 2015 outlook ahead of a presentation to be given at its 2015 Institutional Investor and Security Analyst Conference to be held in San Francisco, California on September 29, 2015. A copy of the press release announcing the update to its 2015 outlook and a share repurchase program, as further described under Item 8.01 below, is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated by reference herein and therein.
A copy of a slide presentation that the Trust intends to use at its Institutional Investor and Security Analyst Conference is also attached to this Current Report on Form 8-K as Exhibit 99.2 and is incorporated by reference herein. Additionally, Chesapeake Lodging Trust has posted the slide presentation in the investor information section of its website at www.chesapeakelodgingtrust.com.
The information furnished under this Item 7.01 and Exhibits 99.1 and 99.2 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
Item 8.01. Other Events.
On September 29, 2015, the Trust's board of trustees authorized a share repurchase program pursuant to which the Trust may acquire up to $100.0 million of its common shares using cash on hand and borrowings under its revolving credit facility.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. | Exhibit Description |
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99.1 | Press release dated September 29, 2015. |
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99.2 | Investor Presentation September 2015. |
SIGNATURES
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.
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Date: September 29, 2015 | | | | CHESAPEAKE LODGING TRUST |
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| | | | By: | | /s/ Graham J. Wootten |
| | | | | | Graham J. Wootten |
| | | | | | Senior Vice President and Chief Accounting Officer |