Equity

12 Months Ended

Dec. 31, 2023

Equity

Equity

9. Equity

Equity Offering

In June 2023, the Company completed an underwritten public offering of approximately 4.4 million shares of its common stock, par value $0.01 per share, at a price to the public of $93.25 per share. Net proceeds to the Company, after deducting underwriting discounts and commissions and other expenses paid by the Company, were approximately $395 million. The Company used the proceeds to pay a portion of the purchase price for JW Marriott Hill Country discussed in Note 1.

Dividends

During 2023, the Company’s board of directors declared quarterly dividends and distributions totaling $3.85 per share of common stock/OP Unit for the full year, or an aggregate of $228.1 million in cash.

During 2022, the Company’s board of directors declared total 2022 dividends and distributions in the amount of $0.35 per share of common stock/OP Unit, or an aggregate of $19.4 million in cash.

To maintain its qualification as a REIT for federal income tax purposes, the Company must distribute at least 90% of its REIT taxable income each year. The Company’s dividend policy provides that the Company will make minimum dividends of 100% of REIT taxable income annually, subject to the Company’s board of directors’ future determinations as to the amount of any distributions and the timing thereof. The dividend policy may be altered at any time by the Company’s board of directors.

Treasury Stock

On December 18, 2008, following approval by the Human Resources Committee and the Board of Directors, the Company and the Company’s Chairman of the Board of Directors and then-Chief Executive Officer (“Executive”) entered into an amendment to Executive’s employment agreement. The amendment provided Executive with the option of making an irrevocable election to invest his existing Supplemental Employee Retirement Plan (“SERP”) benefit in Company common stock, which election Executive subsequently made. The investment was made by a rabbi trust in which, during January 2009, the independent trustee of the rabbi trust purchased shares of Company common stock in the open market in compliance with applicable law. Executive is only entitled to a distribution of the Company common stock held by the rabbi trust in satisfaction of his SERP benefit. As such, the Company believes that the ownership of shares of common stock by the rabbi trust and the distribution of those shares to Executive in satisfaction of his SERP benefit meets the requirements necessary so that the Company will not recognize any increase or decrease in expense as a result of subsequent changes in the value of the Company common stock, and the purchased shares are treated as treasury stock and the SERP benefit is included in additional paid-in capital in the Company’s accompanying consolidated financial statements. The increase in treasury stock for a particular year represents dividends received on shares of Company common stock held by the rabbi trust.

Accumulated Other Comprehensive Loss

Changes in accumulated other comprehensive loss by component consisted of the following (amounts in thousands):

			Other-Than-
	Minimum		Temporary
	Pension		Impairment of		Interest Rate
	Liability		Investment		Derivatives		Total
Balance, December 31, 2020	$	(26,623)	$	(3,509)	$	(27,819)	$	(57,951)
Gains arising during period		10,314		—		1,955		12,269
Amounts reclassified from accumulated other comprehensive loss		(110)		211		16,501		16,602
Net other comprehensive income		10,204		211		18,456		28,871
Balance, December 31, 2021	$	(16,419)	$	(3,298)	$	(9,363)	$	(29,080)
Gains (losses) arising during period		(1,428)		—		16,007		14,579
Amounts reclassified from accumulated other comprehensive loss		(174)		211		3,541		3,578
Net other comprehensive income (loss)		(1,602)		211		19,548		18,157
Balance, December 31, 2022	$	(18,021)	$	(3,087)	$	10,185	$	(10,923)
Gains arising during period		4,428		—		670		5,098
Amounts reclassified from accumulated other comprehensive loss		(308)		209		(12,177)		(12,276)
Income tax expense		(1,286)		—		—		(1,286)
Net other comprehensive income (loss)		2,834		209		(11,507)		(8,464)
Balance, December 31, 2023	$	(15,187)	$	(2,878)	$	(1,322)	$	(19,387)