Edgar Filing: STRATEGIC HOTELS & RESORTS, INC

DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14A

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Securities Exchange Act of 1934

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Strategic Hotels & Resorts, Inc.

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*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Stockholder Meeting to Be Held on May 21, 2015.


								Meeting Information
		STRATEGIC HOTELS & RESORTS, INC.						Meeting Type: Annual Meeting
		200 W. MADISON STREET SUITE 1700 CHICAGO, IL 60606						For holders as of: March 16, 2015
								Date: May 21, 2015 Time: 10:00 A.M. Central Time
								Location: InterContinental Chicago Magnificent Mile
								505 North Michigan Avenue
								Chicago, IL 60611
								Directions to the InterContinental Chicago Magnificent Mile may be found at http://www.icchicagohotel.com/Map-Directions/

								You are receiving this notice because you held shares in the above-named company as of the close of business on March 16, 2015.
								This is not a ballot. You cannot use this notice to vote these shares. This notice presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).
								We encourage you to access and review all of the important information contained in the proxy materials before voting.
								See the reverse side of this notice to obtain proxy materials and voting instructions.


				— Before You Vote — How to Access the Proxy Materials
				Proxy Materials Available to VIEW or RECEIVE:
				NOTICE AND PROXY STATEMENT 2014 ANNUAL REPORT WITH 10-K WRAP
				How to View Online:
				Have the information that is printed in the box marked by the arrow (located on the following page) and visit: www.proxyvote.com.
				How to Request and Receive a PAPER or E-MAIL Copy:
				If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:
				1) BY INTERNET: www.proxyvote.com
				2) BY TELEPHONE: 1-800-579-1639
				3) BY E-MAIL*: sendmaterial@proxyvote.com
				* If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow (located on the following page) in the subject line.
				Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before May 7, 2015 to facilitate timely delivery.
				— How To Vote — Please Choose One of the Following Voting Methods
				Vote In Person: Many stockholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.
				Vote By Internet: To authorize a proxy to vote by Internet, go to www.proxyvote.com. Use the Internet to transmit your voting instructions and for electronic delivery of information up until 11:59 P.M. Eastern Time on May 20, 2015. Have the information that is printed in the box marked by the arrow available and follow the instructions.
				Vote By Phone: To authorize a proxy to vote by telephone, go to www.proxyvote.com. Use the telephone number provided on the website to vote.
				Vote By Mail: You can authorize a proxy to vote by mail by requesting a paper copy of the materials, which will include a proxy card.


Voting Items
Proposal 1 - ELECTION OF DIRECTORS
The Board of Directors recommends a vote “FOR” all nominees:
	Nominees:
	01) Robert P. Bowen	06) Sir David M.C. Michels
	02) Raymond L. Gellein, Jr.	07) William A. Prezant
	03) James A. Jeffs	08) Eugene F. Reilly
	04) David W. Johnson	09) Sheli Z. Rosenberg
	05) Richard D. Kincaid


Proposal 2 -		APPROVAL ON AN ADVISORY BASIS OF THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS AS DESCRIBED IN OUR PROXY STATEMENT FOR THE 2015 ANNUAL MEETING OF STOCKHOLDERS.

		The Board of Directors recommends a vote “FOR” approval on an advisory basis of the compensation of our named executive officers as described in our proxy statement for the 2015 Annual Meeting of Stockholders.

Proposal 3 -		RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

		The Board of Directors recommends a vote “FOR” ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2015.

Proposal 4 -		NON-BINDING STOCKHOLDER PROPOSAL, IF PROPERLY PRESENTED AT THE MEETING.

		The Board of Directors recommends a vote “AGAINST” the non-binding stockholder proposal, if properly presented at the meeting.

Proposal 5 -		TO TRANSACT SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE ANNUAL MEETING OR ANY POSTPONEMENT OR ADJOURNMENT THEREOF.

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