Marriott Holders Reject 2-Class Stock Structure

Marriott International Inc. shareholders rejected the hotel company’s new stock structure, which used two classes of shares with different voting rights. The action represents a victory for institutional investors, including the California Public Employees’ Retirement System, and labor critics, who had objected that the dual-class setup served primarily to entrench the Marriott family’s voting power and protect against unsolicited takeovers. The company had said the two stock classes would let Marriott use lower-voting common stock for acquisitions with less impact on current shareholders. “I’m disappointed but I’m not destroyed,” Marriott Chairman J. Willard Marriott said. Because of the vote, all Marriott International common stock will be converted into Class A shares before trading opens. Under the dual-class structure, Class A shares had 10 times the voting power of common stock. Marriott’s Class A shares rose $1.96 to close at $35.38 on the NYSE.