Item 7.01 Regulation FD Disclosure.
As described in
The Amended and Restated Global Hyatt Agreement and the Amended and Restated
Foreign Global Hyatt Agreement include restrictions on the number of shares that
may be sold by Pritzker family stockholders in specified 12 month periods
commencing
Another 2,270,395 restricted shares of Class B Common Stock held by other stockholders party to the 2007 Stockholders' Agreement are available for sale in the public market at any time subject to applicable securities laws and certain rights of first refusal of the Company pursuant to the terms of the 2007 Stockholders' Agreement.
An additional 5,857 restricted shares are available for sale in the public market at any time subject to applicable securities laws and are not subject to any lock-up restrictions contained in the foregoing agreements. The foregoing numbers are based on information as of the date of this filing.
For additional information regarding the restrictions contained in the Amended
and Restated Global Hyatt Agreement, Amended and Restated Foreign Global Hyatt
Agreement and 2007 Stockholders' Agreement, see Part I, Item 1,
"Business-Stockholder Agreements-Amended and Restated Global Hyatt Agreement,"
"-Amended and Restated Foreign Global Hyatt Agreement" and "-2007 Stockholders'
Agreement" of our Annual Report on Form 10-K for the fiscal year ended
The foregoing numbers do not include any shares of Class A Common Stock that may be issued and become eligible for sale in the public market under the Company's Fourth Amended and Restated Hyatt Hotels Corporation Long-Term Incentive Plan, as amended, the Second Amended and Restated Hyatt Hotels Corporation Employee Stock Purchase Plan, the Amended and Restated Hyatt Corporation Deferred Compensation Plan and the Hyatt International Hotels Retirement Plan.
The information furnished under Item 7.01 in this Form 8-K shall not be deemed
"filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), or otherwise subject to the liabilities of that
section and shall not be deemed incorporated by reference in any filing made by
Forward-Looking Statements
Forward-Looking Statements in this Current Report on Form 8-K, which are not
historical facts, are forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. These statements include
statements about shares eligible for future sale or future events and involve
known and unknown risks that are difficult to predict. As a result, our actual
results, performance or achievements may differ materially from those expressed
or implied by these forward-looking statements. In some cases, you can identify
forward-looking statements by the use of words such as "may," "could," "expect,"
"intend," "plan," "seek," "anticipate," "believe," "estimate," "predict,"
"potential," "continue," "likely," "will," "would" and variations of these terms
and similar expressions, or the negative of these terms or similar expressions.
Such forward-looking statements are necessarily based upon estimates and
assumptions that, while considered reasonable by us and our management, are
inherently uncertain. Factors that may cause actual results to differ materially
from current expectations include, among others, the risks discussed in the
Company's filings with the
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